Disclosure in board of directors report explanatory DIRECTORS’ REPORT
To The Members, Epack Polymers Private Limited (“Company”) (Formerly known as E-Pack Polymers Private Limited)
We the Directors have pleasure in presenting the 23rd Directors’ Report on the business and operations of the Company together with the Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2022. Financial Summary / Performance of the Company (Standalone & Consolidated) Company’s performance during the year as compared with that during the previous year is below: (Amount in Rs.) Particulars | Year ended on 31st March, 2022 | Year ended on 31st March, 2021 | Year ended on 31st March, 2022 | Year ended on 31st March, 2021 | Revenue from Operations | 4,54,47,92,000 | 2,40,82,54,000 | 4,54,47,92,000 | 2,40,82,54,000 | Other Income | 3,10,82,000 | 67,56,000 | 3,10,82,000 | 69,20,000 | Total Revenue | 4,57,58,74,000 | 2,41,50,10,000 | 4,57,58,74,000 | 2,41,51,74,000 | Total Expenses | 4,29,15,29,000 | 2,30,33,04,000 | 4,29,02,17,000 | 2,30,21,99,000 | Profit Before Tax | 28,43,46,000 | 11,17,06,000 | 28,56,57,000 | 11,29,74,000 | Less : Tax Expense |
|
|
|
| - Current tax | 6,33,92,000 | 3,29,96,000 | 6,37,94,000 | 3,33,62,000 | - Deferred tax | 45,50,000 | (11,04,000) | 1,96,52,000 | (11,04,000) | Tax related to previous years | - | - | 20,000 | - | Profit/(loss) after Tax | 21,64,04,000 | 7,98,13,000 | 20,21,91,000 | 8,07,16,000 | Earnings per Equity Share | 55.84 | 20.59 | 52.17 | 20.83 |
Overall performance of our Company
This is the twenty third (23rd) year of our Company since its incorporation. The Company continues to tie up new financing as well as re-finance its existing loans as part of its ongoing liability management exercise. The Company has faced so many challenges and grow rapidly with its business strategies and dynamic working environment and earned a profit of Rs. 21,64,04,000/- during the Financial Year 2021-22 in comparison to the profit of last year of Rs. 7,98,13,000/-. The Company has also a plan of its business expansion in coming years for growth of the business of the Company.
State of Company’s Affair
During the year, the Company has carried business/provided services in the field of manufacturing of expandable beads known as Thermocol and Prefabricated Housing material. The Directors are continuously looking for new avenues for further growth of the Company in the industries and for expansion in near future. There is no material change/commitment in the state of affairs after the end of the financial year i.e. 31st March 2022 to the date of this report which could have affected the Company. Impact of Covid-19 on Operations
The outbreak of COVID-19 pandemic has led to an unprecedented health crisis and has disrupted economic activities and global trade, while weighing on consumer sentiments.
During the year under review, the Government of India had imposed stringent nationwide lockdowns, in phases, which had also impacted manufacturing activities of our Company.
New Projects & Strategic Alliances
During the financial year, the Company have started a new state-of-the-art manufacturing unit specifically dedicated towards Pre-Engineered buildings at Ghiloth, Rajasthan. This unit is equipped with the latest machinery, tools and techniques that run on automation and includes multiple EOT (Electric Overhead Travelling) cranes for the preparation and building of pre-fabricated structures and pre-engineered buildings and warehouses.
The unit has been inaugurated on 4th March, 2022.
Material changes and commitments affecting the financial position of the company and its capital structure
Except as disclosed in the Board’s Report, in the opinion of the Board, there has been no material changes and commitments, affecting the financial position of our Company which have occurred either during the Financial Year or between the end of the Financial Year of your Company to which the Financial Statements relate and the date of the report.
Dividend
The Board of Directors has not recommended any Dividend for the financial year 2021 - 2022, due to ongoing expansion of manufacturing facilities and new acquisitions.
Transfer of unclaimed dividend to Investor Education and Protection Fund Reserves
There has been no unclaimed dividend transferred to Investor Education and Protection Fund Reserves during the year.
Transfer to Reserves The Board of Directors has decided to retain the entire amount of profit for Financial Year 2021-22 in the statement of profit and loss. Change in the nature of Business During the financial year 2021-22 under review, there was no change in the nature of business of the Company. Share Capital There is no change in the share capital of the Company during the year. As on 31st March 2022, the Authorised Share capital of the Company was Rs. 4,00,00,000/- and the Issued, Subscribed & Paid-up Capital of the Company stood at Rs. 3,87,54,000/- comprising 38,75,400 equity shares of Rs. 10/- each. Directors and Key Managerial Personnel (KMP) Present Directors: Mr. Sanjay Singhania Mr. Ajay DD Singhania Mr. Bajrang Bothra Mr. Laxmi Pat Bothra Mr. Devaki Nandan Pareek Mr. Pradeep Pradhan
During the year under review, there is no change in the Director and KMP of the Company. BOARD MEETINGS
The agenda and Notice for the Meetings is prepared and circulated in advance to the Directors. The Board of Directors of the Company met 14 (Fourteen) times during the Financial Year and the gap between two meetings of the Board does not exceed 120 days as prescribed in the Companies Act, 2013 (hereinafter “the Act”).
Details of Board Meetings of our Company held during the year under reviews are as follows:S. No. | Date of Board Meeting |
| April 20, 2021 |
| May 27, 2021 |
| June 07, 2021 |
| June 09, 2021 |
| June 23, 2021 |
| June 28, 2021 |
| July 20, 2021 |
| July 24, 2021 |
| October 16, 2021 |
| November 26, 2021 |
| December 22, 2021 |
| January 17, 2022 |
| February 15, 2022 |
| March 21, 2022 |
Attendance of DirectorsS. No. | Name of the Directors | Board Meetings | No. of meetings held during the period | No. of meetings attended | % of attendance
|
| Mr. Ajay DD Singhania | 14 | 3 | 21.4 |
| Mr. Bajrang Bothra | 14 | 14 | 100.0 |
| Mr. Laxmi Pat Bothra | 14 | 3 | 21.4 |
| Mr. Sanjay Singhania | 14 | 14 | 100.0 |
| Mr. Devaki Nandan Pareek | 14 | 1 | 7.1 |
| Mr. Pradeep Pradhan | 14 | 1 | 7.1 |
Committees of the Board
The Corporate Social Responsibility (“CSR”) Committee of the Company was dissolved on July 27, 2021. Hence there is no CSR committee in the Company. Corporate Social Responsibility (“CSR”) As the Company has a CSR Policy incorporated and the requirement of disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 are applicable on the Company.
The Board of Directors had contributed to various organizations which are registered at Ministry of Corporate Affairs by filing CSR-1, for the purpose of the CSR projects and the expenditures were made as per the budget approved by the Board.
The annual report on our CSR projects/activities is annexed as “Annexure - D” forming part of this report. Particulars of Loans, Guarantees or Investments under Section 186 of the Companies Act, 2013 Particulars of loans, guarantees given and investments made during the year in accordance with Section 186 of the Companies Act, 2013 forms part of the notes to the financial statements. All the loans, guarantees & securities are given and investments are made for the Business purpose.
Significant and material orders passed by the Regulators or Courts or Tribunals
There has been no significant and material order passed by any regulator, courts or tribunals impacting the going concern status and operations of your Company in future.
Internal Financial Controls with reference to the Financial Statements The Company has established an internal control system, commensurate with the size, nature, scale and complexity of its operations. The Company has a robust and well embedded system of internal controls. This ensures that all assets are safeguarded and protected against loss from unauthorised use or disposition and all financial transactions are authorised, recorded and reported correctly. Subsidiaries, Joint Ventures, Associate Companies The Company has following wholly owned Subsidiary Companies:
S. No. | Company Name | CIN/ Company Registration Number | No. of equity Shares holds and % | 1. | Epack Prefab Solutions Private Limited (formerly known as Epack Buildcon Private Limited)
| U27106DL2005PTC134579 | 12,500 (100%) | 2. | Epack Petrochem Solutions Private Limited (formerly known as E- Durables Electronics Private Limited) | U32109DL2003PTC120952 | 10,000 (100%) |
Statement containing detailed features of the financial statement of wholly owned Subsidiaries in AOC-1 is annexed herewith as Annexure-A. Litigation
No material litigation was outstanding as on March 31, 2022.
Related Party Transactions
During the Financial Year, Company has entered contract or arrangement with related parties as defined under Section 188 of the Companies Act 2013. All related party contracts/arrangements/transactions that were entered into during the financial year were on an arm’s length basis and were in the ordinary course of business. In view of the above, disclosure has been provided in AOC-2 hereby annexed as Annexure-B.
For details on Related Party Transactions, you may refer Notes to financial statements.
Deposits
During the year under review, our Company has not accepted any deposits from the public under Section 73 and 76 of the Companies Act, 2013 and no amount of principal or interest was outstanding as at the end of financial year 2021-22. There are no unclaimed or unpaid deposits lying with our Company. Details of amount received from Directors or relatives of Directors, if any are as disclosed in the Financial Statements of the Company.
Auditors & Auditors’ Report
Statutory Auditors and Auditors’ Report
M/s Talati & Talati LLP, Chartered Accountants (FRN NO. 110758W) are the Statutory Auditors of the Company, till the conclusion of the 25
th (Twenty-Fifth) Annual General Meeting (AGM) at a remuneration to be determined by the Board of Directors of the Company.
The Notes to the Financial Statements referred in the Auditor’s Report is self-explanatory and therefore does not call for any comments under section 134 of the Companies Act 2013. The Auditor’s Report is enclosed with financial statements in this Annual Report.
23.2. Internal Auditors and internal Auditors’ report
M/s Singhi & Co., Chartered Accountants, (having PAN No. AAFS9578D) are the Internal Auditors of the Company at a remuneration as determined by the Board of Directors of the Company.
23.3 Cost Auditors & Cost Audit Report
The Board of Directors has appointed M/s. Cheena and Associates, Cost Accountants (Firm Registration Number 000397) as the Cost Auditors of the Company for the Financial Year 2021-22 under section 148 of the Companies Act 2013. M/s. Cheena and Associates have confirmed that their appointment is within the limits of section 141(3) (g) of the Companies Act 2013 and have also certified that they are free from any disqualifications specified under section 141(3) and proviso to section 148(3) read with section 141(4) of the Companies Act 2013.
The Board has also received a Certificate from the Cost Auditors certifying their independence and arm's length relationship with the Company. As per the provisions of the Companies Act 2013 the remuneration payable to the Cost Auditor is required to be placed before the Members in a General Meeting for their ratification. Accordingly, a Resolution seeking Members' ratification for the remuneration payable to M/s. Cheena and Associates, Cost Accountants, Cost Auditors is included in the Notice convening the Annual General Meeting. Cost Records As per Section 148 of the Companies Act 2013 read with the Companies (Cost Records and Audit) Rules 2014 our Company is required to maintain cost records and accordingly such accounts and records are maintained.
Cost Auditors’ Report There has been no qualification, reservation or adverse remarks made by the Auditor in their report for the financial year ended 31st March, 2022. The Auditor’s opinion is unmodified i.e. it does not contain any qualification.
23.4 Secretarial Auditor & its Report
The provisions of Section 204 of Companies Act, 2013 pertaining to secretarial audit does not apply to our Company.
Consolidated Financial Statement
In accordance with the Section 129 of the Companies Act, 2013 (the “Act”) and applicable rules, if any and Generally Accepted Accounting Principles (GAAP) on Consolidated Financial Statements has been followed while preparing the Consolidated Financial Statements of the Company for the Financial Year 2021-22.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outflow
The information required under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014, is appended hereto as “Annexure - C” and forms part of this Report.
Disclosures under Sexual Harassment of women at Workplace (Prevention, Prohibition & Redressal) Act, 2013
Our Company has always believed in providing a safe and harassment free workplace for every women employee working with our Company. Our Company always endeavors to create an environment that is free from discrimination and harassment including sexual Harassment.
The Company has zero tolerance for sexual harassment at workplace and, therefore, has in place a policy on prevention of sexual harassment at workplace. The said policy is in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.
The policy aims at prevention of harassment of women employees’ contractors and lays down the guidelines for identification, reporting and prevention of sexual harassment. The Company has complied with the provisions relating to the constitution of the lnternal Complaints Committee (ICC) and the same has been duly constituted in compliance with the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013. The said Committee is responsible for redressal of complaints related to sexual harassment and follows the guidelines provided in the policy.
The following is a summary of sexual harassment complaints received and disposed of during the year:
No. of complaints received: 0 No. of complaints disposed of: NA No. of complaints pending: 0
Vigil Mechanism Policy
Pursuant to the provision of Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, the Company has formulated Vigil Mechanism Policy for all the employees of the Company, Directors and stakeholders of the Company to report, serious and genuine unethical behaviour, actual or suspected fraud and violation of the Company’s code of conduct or ethics policy. It also provides adequate safeguards against victimisation of persons.
The main objective of this policy is to provide a platform to all the employees of the Company, Directors and stakeholders to raise concerns regarding any irregularity, misconduct or unethical matters / dealings within the Company which have a negative bearing on the organisation either financially or otherwise.
Reporting of Fraud
There have been no instances of fraud reported by the Statutory Auditors or Internal Auditor under 143(12) of the Companies Act, 2013 and Rules framed thereunder either to the Board of Directors or to the Central Government.
Particulars of Employees and Managerial Remuneration
The particulars of employees as required to be given under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not applicable on the Company. Risk Management and Compliance Key business risks and their mitigation are considered as a part of the annual/strategic business plans and reviewed regularly by the Management.
The Company has put in place a defined framework and state-of-the-art enterprise resource planning (ERP) system to record data for accounting and management information purposes and for efficient exchange of information.
Declaration by Independent Director
As the Company is incorporated as Private Limited Company so the provisions of Section 149 pertaining to the appointment of Independent Directors does not apply to our Company.
Directors’ Responsibility Statement
In terms of Section 134(5) of the Companies Act, 2013, your directors hereby confirm that: in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; 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; 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; the directors had prepared the annual accounts on a going concern basis; and 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. 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.
Details of application made or proceeding pending under Insolvency and Bankruptcy Code, 2016
The Company is not required to make any disclosure or reporting as there were no application made or proceeding pending under Insolvency and Bankruptcy Code, 2016.
Details of difference between valuation amount on one time settlement and valuation while availing loan from Banks and Financial Institutions
During the financial year 2021-22, no event has taken place that give rise to reporting of details w.r.t. difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions.
Compliance of applicable Secretarial Standard
During the reporting financial year, the Company has duly complied with all the applicable Secretarial standards issued by the Institute of Company Secretaries of India.
Acknowledgements
We as Directors wish to express our sincere appreciation for the support and cooperation, which the Company continues to receive from its clients, Authorities, Financial Institutions and associates and are grateful to the shareholders for their continued support to the Company. We place on record our appreciation for the contributions made and the efforts put in by the management team and employees of the Company at all levels.
For and on behalf of the Board of Directors of Epack Polymers Private Limited (Formerly known as E-Pack Polymers Private Limited)
Sanjay Singhania Bajrang Bothra Director Director DIN: 01291342 DIN: 00129286
Date: September 20, 2022 Place: Greater Noida
DIRECTORS’ REPORT
To The Members, Epack Polymers Private Limited (“Company”) (Formerly known as E-Pack Polymers Private Limited)
We the Directors have pleasure in presenting the 23rd Directors’ Report on the business and operations of the Company together with the Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2022. Financial Summary / Performance of the Company (Standalone & Consolidated) Company’s performance during the year as compared with that during the previous year is below
: (Amount in Rs.)Particulars | Year ended on 31st March, 2022 | Year ended on 31st March, 2021 | Year ended on 31st March, 2022 | Year ended on 31st March, 2021 | Revenue from Operations | 4,54,47,92,000 | 2,40,82,54,000 | 4,54,47,92,000 | 2,40,82,54,000 | Other Income | 3,10,82,000 | 67,56,000 | 3,10,82,000 | 69,20,000 | Total Revenue | 4,57,58,74,000 | 2,41,50,10,000 | 4,57,58,74,000 | 2,41,51,74,000 | Total Expenses | 4,29,15,29,000 | 2,30,33,04,000 | 4,29,02,17,000 | 2,30,21,99,000 | Profit Before Tax | 28,43,46,000 | 11,17,06,000 | 28,56,57,000 | 11,29,74,000 | Less : Tax Expense |
|
|
|
| - Current tax | 6,33,92,000 | 3,29,96,000 | 6,37,94,000 | 3,33,62,000 | - Deferred tax | 45,50,000 | (11,04,000) | 1,96,52,000 | (11,04,000) | Tax related to previous years | - | - | 20,000 | - | Profit/(loss) after Tax | 21,64,04,000 | 7,98,13,000 | 20,21,91,000 | 8,07,16,000 | Earnings per Equity Share | 55.84 | 20.59 | 52.17 | 20.83 |
Overall performance of our Company
This is the twenty third (23rd) year of our Company since its incorporation. The Company continues to tie up new financing as well as re-finance its existing loans as part of its ongoing liability management exercise. The Company has faced so many challenges and grow rapidly with its business strategies and dynamic working environment and earned a profit of Rs. 21,64,04,000/- during the Financial Year 2021-22 in comparison to the profit of last year of Rs. 7,98,13,000/-. The Company has also a plan of its business expansion in coming years for growth of the business of the Company.
State of Company’s Affair
During the year, the Company has carried business/provided services in the field of manufacturing of expandable beads known as Thermocol and Prefabricated Housing material. The Directors are continuously looking for new avenues for further growth of the Company in the industries and for expansion in near future. There is no material change/commitment in the state of affairs after the end of the financial year i.e. 31st March 2022 to the date of this report which could have affected the Company. Impact of Covid-19 on Operations
The outbreak of COVID-19 pandemic has led to an unprecedented health crisis and has disrupted economic activities and global trade, while weighing on consumer sentiments.
During the year under review, the Government of India had imposed stringent nationwide lockdowns, in phases, which had also impacted manufacturing activities of our Company.
New Projects & Strategic Alliances
During the financial year, the Company have started a new state-of-the-art manufacturing unit specifically dedicated towards Pre-Engineered buildings at Ghiloth, Rajasthan. This unit is equipped with the latest machinery, tools and techniques that run on automation and includes multiple EOT (Electric Overhead Travelling) cranes for the preparation and building of pre-fabricated structures and pre-engineered buildings and warehouses.
The unit has been inaugurated on 4th March, 2022.
Material changes and commitments affecting the financial position of the company and its capital structure
Except as disclosed in the Board’s Report, in the opinion of the Board, there has been no material changes and commitments, affecting the financial position of our Company which have occurred either during the Financial Year or between the end of the Financial Year of your Company to which the Financial Statements relate and the date of the report.
Dividend
The Board of Directors has not recommended any Dividend for the financial year 2021 - 2022, due to ongoing expansion of manufacturing facilities and new acquisitions.
Transfer of unclaimed dividend to Investor Education and Protection Fund Reserves
There has been no unclaimed dividend transferred to Investor Education and Protection Fund Reserves during the year.
Transfer to Reserves The Board of Directors has decided to retain the entire amount of profit for Financial Year 2021-22 in the statement of profit and loss. Change in the nature of Business During the financial year 2021-22 under review, there was no change in the nature of business of the Company. Share Capital There is no change in the share capital of the Company during the year. As on 31st March 2022, the Authorised Share capital of the Company was Rs. 4,00,00,000/- and the Issued, Subscribed & Paid-up Capital of the Company stood at Rs. 3,87,54,000/- comprising 38,75,400 equity shares of Rs. 10/- each. Directors and Key Managerial Personnel (KMP) Present Directors: Mr. Sanjay Singhania Mr. Ajay DD Singhania Mr. Bajrang Bothra Mr. Laxmi Pat Bothra Mr. Devaki Nandan Pareek Mr. Pradeep Pradhan
During the year under review, there is no change in the Director and KMP of the Company. BOARD MEETINGS
The agenda and Notice for the Meetings is prepared and circulated in advance to the Directors. The Board of Directors of the Company met 14 (Fourteen) times during the Financial Year and the gap between two meetings of the Board does not exceed 120 days as prescribed in the Companies Act, 2013 (hereinafter “the Act”).
Details of Board Meetings of our Company held during the year under reviews are as follows:S. No. | Date of Board Meeting |
| April 20, 2021 |
| May 27, 2021 |
| June 07, 2021 |
| June 09, 2021 |
| June 23, 2021 |
| June 28, 2021 |
| July 20, 2021 |
| July 24, 2021 |
| October 16, 2021 |
| November 26, 2021 |
| December 22, 2021 |
| January 17, 2022 |
| February 15, 2022 |
| March 21, 2022 |
Attendance of DirectorsS. No. | Name of the Directors | Board Meetings | No. of meetings held during the period | No. of meetings attended | % of attendance
|
| Mr. Ajay DD Singhania | 14 | 3 | 21.4 |
| Mr. Bajrang Bothra | 14 | 14 | 100.0 |
| Mr. Laxmi Pat Bothra | 14 | 3 | 21.4 |
| Mr. Sanjay Singhania | 14 | 14 | 100.0 |
| Mr. Devaki Nandan Pareek | 14 | 1 | 7.1 |
| Mr. Pradeep Pradhan | 14 | 1 | 7.1 |
Committees of the Board
The Corporate Social Responsibility (“CSR”) Committee of the Company was dissolved on July 27, 2021. Hence there is no CSR committee in the Company. Corporate Social Responsibility (“CSR”) As the Company has a CSR Policy incorporated and the requirement of disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 are applicable on the Company.
The Board of Directors had contributed to various organizations which are registered at Ministry of Corporate Affairs by filing CSR-1, for the purpose of the CSR projects and the expenditures were made as per the budget approved by the Board.
The annual report on our CSR projects/activities is annexed as “Annexure - A” forming part of this report. Particulars of Loans, Guarantees or Investments under Section 186 of the Companies Act, 2013 Particulars of loans, guarantees given and investments made during the year in accordance with Section 186 of the Companies Act, 2013 forms part of the notes to the financial statements. All the loans, guarantees & securities are given and investments are made for the Business purpose.
Significant and material orders passed by the Regulators or Courts or Tribunals
There has been no significant and material order passed by any regulator, courts or tribunals impacting the going concern status and operations of your Company in future.
Internal Financial Controls with reference to the Financial Statements The Company has established an internal control system, commensurate with the size, nature, scale and complexity of its operations. The Company has a robust and well embedded system of internal controls. This ensures that all assets are safeguarded and protected against loss from unauthorised use or disposition and all financial transactions are authorised, recorded and reported correctly. Subsidiaries, Joint Ventures, Associate Companies The Company has following wholly owned Subsidiary Companies:
S. No. | Company Name | CIN/ Company Registration Number | No. of equity Shares holds and % | 1. | Epack Prefab Solutions Private Limited (formerly known as Epack Buildcon Private Limited)
| U27106DL2005PTC134579 | 12,500 (100%) | 2. | Epack Petrochem Solutions Private Limited (formerly known as E- Durables Electronics Private Limited) | U32109DL2003PTC120952 | 10,000 (100%) |
Statement containing detailed features of the financial statement of wholly owned Subsidiaries in AOC-1 is annexed herewith as Annexure-A. Litigation
No material litigation was outstanding as on March 31, 2022.
Related Party Transactions
During the Financial Year, Company has entered contract or arrangement with related parties as defined under Section 188 of the Companies Act 2013. All related party contracts/arrangements/transactions that were entered into during the financial year were on an arm’s length basis and were in the ordinary course of business. In view of the above, disclosure has been provided in AOC-2 hereby annexed as Annexure-B.
For details on Related Party Transactions, you may refer Notes to financial statements.
Deposits
During the year under review, our Company has not accepted any deposits from the public under Section 73 and 76 of the Companies Act, 2013 and no amount of principal or interest was outstanding as at the end of financial year 2021-22. There are no unclaimed or unpaid deposits lying with our Company. Details of amount received from Directors or relatives of Directors, if any are as disclosed in the Financial Statements of the Company.
Auditors & Auditors’ Report
Statutory Auditors and Auditors’ Report
M/s Talati & Talati LLP, Chartered Accountants (FRN NO. 110758W) are the Statutory Auditors of the Company, till the conclusion of the 25th (Twenty-Fifth) Annual General Meeting (AGM) at a remuneration to be determined by the Board of Directors of the Company.
The Notes to the Financial Statements referred in the Auditor’s Report is self-explanatory and therefore does not call for any comments under section 134 of the Companies Act 2013. The Auditor’s Report is enclosed with financial statements in this Annual Report.
23.2. Internal Auditors and internal Auditors’ report
M/s Singhi & Co., Chartered Accountants, (having PAN No. AAFS9578D) are the Internal Auditors of the Company at a remuneration as determined by the Board of Directors of the Company.
23.3 Cost Auditors & Cost Audit Report
The Board of Directors has appointed M/s. Cheena and Associates, Cost Accountants (Firm Registration Number 000397) as the Cost Auditors of the Company for the Financial Year 2021-22 under section 148 of the Companies Act 2013. M/s. Cheena and Associates have confirmed that their appointment is within the limits of section 141(3) (g) of the Companies Act 2013 and have also certified that they are free from any disqualifications specified under section 141(3) and proviso to section 148(3) read with section 141(4) of the Companies Act 2013.
The Board has also received a Certificate from the Cost Auditors certifying their independence and arm's length relationship with the Company. As per the provisions of the Companies Act 2013 the remuneration payable to the Cost Auditor is required to be placed before the Members in a General Meeting for their ratification. Accordingly, a Resolution seeking Members' ratification for the remuneration payable to M/s. Cheena and Associates, Cost Accountants, Cost Auditors is included in the Notice convening the Annual General Meeting. Cost Records As per Section 148 of the Companies Act 2013 read with the Companies (Cost Records and Audit) Rules 2014 our Company is required to maintain cost records and accordingly such accounts and records are maintained.
Cost Auditors’ Report There has been no qualification, reservation or adverse remarks made by the Auditor in their report for the financial year ended 31st March, 2022. The Auditor’s opinion is unmodified i.e. it does not contain any qualification.
23.4 Secretarial Auditor & its Report
The provisions of Section 204 of Companies Act, 2013 pertaining to secretarial audit does not apply to our Company.
Consolidated Financial Statement
In accordance with the Section 129 of the Companies Act, 2013 (the “Act”) and applicable rules, if any and Generally Accepted Accounting Principles (GAAP) on Consolidated Financial Statements has been followed while preparing the Consolidated Financial Statements of the Company for the Financial Year 2021-22.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outflow
The information required under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014, is appended hereto as “Annexure - C” and forms part of this Report.
Disclosures under Sexual Harassment of women at Workplace (Prevention, Prohibition & Redressal) Act, 2013
Our Company has always believed in providing a safe and harassment free workplace for every women employee working with our Company. Our Company always endeavors to create an environment that is free from discrimination and harassment including sexual Harassment.
The Company has zero tolerance for sexual harassment at workplace and, therefore, has in place a policy on prevention of sexual harassment at workplace. The said policy is in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.
The policy aims at prevention of harassment of women employees’ contractors and lays down the guidelines for identification, reporting and prevention of sexual harassment. The Company has complied with the provisions relating to the constitution of the lnternal Complaints Committee (ICC) and the same has been duly constituted in compliance with the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013. The said Committee is responsible for redressal of complaints related to sexual harassment and follows the guidelines provided in the policy.
The following is a summary of sexual harassment complaints received and disposed of during the year:
No. of complaints received: 0 No. of complaints disposed of: NA No. of complaints pending: 0
Vigil Mechanism Policy
Pursuant to the provision of Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, the Company has formulated Vigil Mechanism Policy for all the employees of the Company, Directors and stakeholders of the Company to report, serious and genuine unethical behaviour, actual or suspected fraud and violation of the Company’s code of conduct or ethics policy. It also provides adequate safeguards against victimisation of persons.
The main objective of this policy is to provide a platform to all the employees of the Company, Directors and stakeholders to raise concerns regarding any irregularity, misconduct or unethical matters / dealings within the Company which have a negative bearing on the organisation either financially or otherwise.
Reporting of Fraud
There have been no instances of fraud reported by the Statutory Auditors or Internal Auditor under 143(12) of the Companies Act, 2013 and Rules framed thereunder either to the Board of Directors or to the Central Government.
Particulars of Employees and Managerial Remuneration
The particulars of employees as required to be given under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not applicable on the Company. Risk Management and Compliance Key business risks and their mitigation are considered as a part of the annual/strategic business plans and reviewed regularly by the Management.
The Company has put in place a defined framework and state-of-the-art enterprise resource planning (ERP) system to record data for accounting and management information purposes and for efficient exchange of information.
Declaration by Independent Director
As the Company is incorporated as Private Limited Company so the provisions of Section 149 pertaining to the appointment of Independent Directors does not apply to our Company.
Directors’ Responsibility Statement
In terms of Section 134(5) of the Companies Act, 2013, your directors hereby confirm that: in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; 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; 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; the directors had prepared the annual accounts on a going concern basis; and 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. 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.
Details of application made or proceeding pending under Insolvency and Bankruptcy Code, 2016
The Company is not required to make any disclosure or reporting as there were no application made or proceeding pending under Insolvency and Bankruptcy Code, 2016.
Details of difference between valuation amount on one time settlement and valuation while availing loan from Banks and Financial Institutions
During the financial year 2021-22, no event has taken place that give rise to reporting of details w.r.t. difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions.
Compliance of applicable Secretarial Standard
During the reporting financial year, the Company has duly complied with all the applicable Secretarial standards issued by the Institute of Company Secretaries of India.
Acknowledgements
We as Directors wish to express our sincere appreciation for the support and cooperation, which the Company continues to receive from its clients, Authorities, Financial Institutions and associates and are grateful to the shareholders for their continued support to the Company. We place on record our appreciation for the contributions made and the efforts put in by the management team and employees of the Company at all levels.
For and on behalf of the Board of Directors of Epack Polymers Private Limited (Formerly known as E-Pack Polymers Private Limited)
Sanjay Singhania Bajrang Bothra Director Director DIN: 01291342 DIN: 00129286
Date: September 20, 2022 Place: Greater Noida
ANNEXURE-B Form No. AOC-2 (Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014) Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto. 1. Details of contracts or arrangements or transactions not at arm’s length basis: NIL 2. Details of material contracts or arrangement or transactions at arm’s length basisS. No. | Name(s) of the related party and nature of relationship | Nature, Duration of contracts/arrangements/transactions |
Duration of contracts/arrangements/transactions
| Material Terms including value, if any | Salient terms of the contracts or arrangements or transactions including the value, if any: | Date(s) of approval by the Board, if any: | Amount paid as advances, if any: | 1 | Ennov Techno Tools Private Limited. A Private Company in which Director or his relative are Directors | Expense paid on behalf of Company | Continuing | Rs. 80,000/- | Pricing is based on cost plus average profit margin in the Industry | 27.05.2021 | Nil | 2 | Epack Components Private Limited (formerly known as E-Durables Prefab Private Limited) A Private Company in which Director or his relative are Directors
| Sale of goods
| Continuing | Rs. 2,00,000/-
| Pricing is based on cost plus average profit margin in the Industry | 27.05.2021 | Nil | 3 | Epack Durable Private Limited (Formerly E-Pack Durables Solutions Private Limited) A Private Company in which Director or his relative are Directors | 1. Sale of goods
2. Purchase of Goods
| Continuing | 1. Rs. 60,00,00,000/- 2. Rs. 8,00,00,000/- | Pricing is based on cost plus average profit margin in the Industry | 27.05.2021
| Nil | 4 | Epack Prefab Solutions Private Limited (Formerly Epack Buildcon Private Limited) A Private Company in which relative of Director are Directors | Rent Paid | Continuing | Rs. 20,00,000/- | Pricing is based on cost plus average profit margin in the Industry | 27.05.2021 | Nil | 5 | East India Technologies Private Limited. A Private Company in which relative of Director are Directors | 1. Sale of goods
2. Purchase of Goods
3. Expense paid on behalf of Company
| Continuing | 1. Rs. 14,00,00,000/- 2. Rs. 9,00,00,000/-
3. Rs. 2,00,000/- | Pricing is based on cost plus average profit margin in the Industry | 27.05.2021 | Nil | 6 | Mr. Laxmi Pat Bothra Director | Rent Paid | Continuing | Rs. 30,00,000/- | As per terms mutually agreed and prevailing in the market | 27.05.2021 | Nil
| 7 | Mrs. Preity Singhania Relative of Director | Rent Paid | Continuing
| Rs. 30,00,000/-
| As per terms mutually agreed and prevailing in the market | 27.05.2021 | Nil | 8 | Mrs. Pinky Ajay Singhania Relative of Director | Rent Paid | Continuing | Rs. 30,00,000/-
| As per terms mutually agreed and prevailing in the market | 27.05.2021 | Nil | 9 | Mr. Nikhil Bothra Relative of Director | 1.Consultancy Expense 2.Reimbursement of Expense | Continuing | 1. Rs. 60,00,000/- 2. Rs. 30,00,000/- | As per terms mutually agreed and prevailing in the market | 27.05.2021 | Nil | 10 | Mrs. Leela Devi Bothra Relative of Director | Rent Paid | Continuing | Rs. 30,00,000/-
| Pricing is based on cost plus average profit margin in the Industry | 27.05.2021 | Nil | 10. | Mrs. Suman Devi Bothra Relative of Director | Consultancy fees
| Continuing | Rs. 15,00,000/- | Pricing is based on cost plus average profit margin in the Industry | 27.05.2021 | Nil | 11. | Mr. Sanjay Singhania Director | Expense paid on behalf of Director | Continuing | Rs. 10,00,000/- | As per terms mutually agreed | 27.05.2021 | Nil | 12. | Mr. Bajrang Bothra Director | Expense paid on behalf of Director | Continuing | Rs. 10,00,000/- | As per terms mutually agreed | 27.05.2021 | Nil |
For and on behalf ofthe Board of Directors Epack Polymers Private Limited (Formerly known as E- Pack Polymers Private Limited)
Sanjay Singhania Bajrang Bothra Director Director DIN: 01291342 DIN: 00129286 Address: D-144, Sector-47, Address: B-114, Sector-40, Noida, Uttar Pradesh-201301 Noida-201301
Place: Greater Noida Date: September 20, 2022
ANNEXURE - C
Information as per Section 134(3) (m) of the Act read with the Rule 8(3) of the Companies (Accounts) Rules, 2014, and forming part of the Board Report for the financial year ended 31 March 2022.
(A) | CONSERVATION OF ENERGY |
(i) | Steps taken or impact on conservation of energy: | In the pursuit of continual improvement in energy conservation, many initiatives as listed below have been taken by the Company for energy conservation and preservation of natural resources : Continuous endeavors to adopt best available technology and Engineering practices to improve the energy efficiency in its operations. there is a continuous drive to replace old and lesser energy efficient equipments with modern design and energy efficient equipment. Installed pressure switch on cooling tower to optimize the continual operation of motor and save the energy. Machine/Section wise energy meter installation and monitoring on daily basis for analysis to control the consumption. Internal transportation through Eco friendly vehicle and conveyor systems. Programs for improving energy efficiency. Thrust on zero waste to land fill and circular economy. Thrust on use of renewable energy in manufacturing units. Use of natural lighting and natural ventilation. Encouraging go green initiative in the plants. Rain water harvesting, reduce usage and recycling of water. Section wise energy meter installation and monitoring on daily basis to control the consumption. Our Company believes in employee’s involvement for delivering better results. Towards this goal, your Company has taken multiple initiatives. Select few are listed below : Quarterly audit of energy and water conservation system, projects Implementation and actual results. E–mailers, wall papers, Posters and Slogans for awareness on Energy Conservation. Training, campaigns and poster making competition for awareness of employees for Energy and water reduction. Visual management through posters and instruction display on shop floor and office area. Suggestion competition for employees on Energy efficiency. National Energy Conservation Week celebration at all Plants. | (ii) | The steps taken by the Company for utilizing Alternate Sources of Energy: | RO waste water is Re-using in task such as cleaning utensils. Re–usage of used DM water via Regeneration plant to make DM water again. | (iii) | Capital investment on energy conservation equipment | Our Company has planned to install the Turbine Boilers for the purpose of reducing pollution and Bio fuel will be used to generate in house electricity. The entire project for setting up of Turbine boilers shall involve an investment around Rs. 10 crores. |
(i) | Efforts made towards technology absorption: | Our Company is committed towards technology driven innovation and lays strong emphasis on inculcating an innovation driven culture within the organization. During the financial year under review, Our Company continued to work on technology up gradation and capability development in the critical areas of better star rating (energy efficiency), low power consumption and lesser global warming (environment friendly). The efforts made are given below : VRF Development Initiated with R32 refrigerant. Product development done with R32 and R290 refrigerants [Low GWP & Non-ODP]. Heat Exchangers Thermal Imaging initiated to enhance the Capacity of new & existing Models. PCB Thermal Imaging initiated for Optimum Component Selection as per Tropical Ambient conditions. Such efforts would help in ensuring that the Company’s products retain their competitive edge in the market for years to come. | (ii) | The benefits derived like product improvement, cost reduction, product development or import substitution: | The efforts taken by our Company towards technology development and absorption help deliver competitive advantage to your Company through the launch of new products and variants, introduction of new features and improvement of product performance. Some examples of results delivered in the financial year 2021-2022 are : SMPS IDU PCB Design Improvement done as per Poor Indian Power Fluctuations. EMI/ EMC Compliance initiated for all E Pack products as per European Standards. Window Inverter AC Development done. Window AC Developed with 5mm Condenser Heat Exchanger. CFM Optimization done using Design Simulation softwares. Refrigerant Consumption Reduction done by usage of 5 mm Heat Exchangers. 32” ODU development for Middle East Market as per High Tropical Conditions. Cassette, Ceiling Suspended and Ductable Series Development completed for INDIAN and Export market (upto 5.0 Ton capacity). | (iii) | In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) | No technology has been adopted during the last three years by the company. | (iv) | The expenditure incurred on Research and Development | The company has not incurred any expenditure on research and development. |
(b) Foreign exchange earnings and Outgo:
The Foreign Exchange Earnings and out go during the year are as follow.
S. NO. | Particular | Amount | 1 | Earning in Foreign Exchange | - | 2 | Expenditure in Foreign Exchange | - |
For and on behalf ofthe Board of Directors Epack Polymers Private Limited (Formerly known as E- Pack Polymers Private Limited)
Sanjay Singhania Bajrang Bothra Director Director DIN: 01291342 DIN: 00129286 Address: D-144, Sector-47, Address: B-114, Sector-40, Noida, Uttar Pradesh-201301 Noida-201301
Place: Greater Noida Date: September 20, 2022
ANNEXURE -D Annual Report on CSR Activities for the Financial Year ended on 31st March, 2022
Brief outline on CSR Policy of the Company:
Company would spend not less than 2% of the average net profit of the company, calculated in accordance with Section 198 of the Companies Act, 2013, made during the three immediately preceding Financial Year.
CSR activities shall be undertaken by the company as prescribed under Schedule VII of the Companies Act, 2013.
Company will give preference to conduct CSR activities in place where the registered office of the company is situated and National Capital Region and such other State(s) in India wherein the company has its operation;
Board may decide to undertake the activities either by itself or through a registered trust or a registered society or a company established by the company, or its holding or subsidiary or associate company under Section 8 of the Act or otherwise
Composition of CSR Committee: As CSR contribution of the company under section 135(5) does not exceed fifty lakh rupees, the requirement for constitution of the Corporate Social Responsibility Committee is not applicable on the company.
Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the Company: The website of the company is under construction.
Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8, if applicable.: Not Applicable
Average net profit of the company as per sub-section (5) of section 135:Rs. 13,74,82,262/- Two percent of average net profit of the company as per sub-section (5) of section 135: Rs. 27,49,645/- Surplus arising out of the CSR projects or programmer or activities of the previous financial years: Nil Amount required to be set off for the financial year, if any: Rs. 2,19,869/- Total CSR obligation for the financial year [(b)+(c)-(d)]: Rs. 25,29,776/-
Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): 30,35,427/- Amount spent in Administrative Overheads: Nil Amount spent on Impact Assessment, if applicable: Nil Total amount spent for the Financial Year [(a)+(b)+(c)]: 30,35,427/- CSR amount spent or unspent for the financial year: Nil
Total Amount Spent for the Financial Year. (In Rs.)
| Amount Unspent (in Rs.) |
|
|
| Total Amount transferred to Unspent CSR Account as per section 135(6). | Amount transferred to any fund specified under Schedule VII as per second proviso to section 135(5). |
|
|
| Amount. | Date of transfer | Name of the Fund | Amount | Date of transfer |
|
|
|
|
|
Excess amount for set-off, if any:
Sl. No. | Particular | Amount (in Rs.) | (1) | (2) | (3) | (i) | Two percent of average net profit of the company as per sub-section (5) of section 135/ Total CSR obligation for the financial year after set off | 25,29,776/- | (ii) | Total amount spent for the Financial Year* | 30,35,427/- | (iii) | Excess amount spent for the Financial Year [(ii)-(i)] | 5,05,651/- | (iv) | Surplus arising out of the CSR projects or programs or activities of the previous financial years, if any | Nil | (v) | Amount available for set off in succeeding financial years [(iii)-(iv)] | 5,05,651/- |
* In addition to the above the company has spent an amount of Rs. 47,14,573/- during the financial year 21-22 being unspent amount of CSR for preceding financial years.
Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years:
1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 |
| Sl. No. | Preceding Financial Year(s) | Amount transferred to Unspent CSR Account under subsection (6) of section 135 (in Rs.) | Balance Amount in Unspent CSR Account under subsection (6) of section 135 (in Rs.) | Amount Spent in the Financial Year (in Rs) | Amount transferred to a Fund as specified under Schedule VII as per second proviso to subsection (5) of section 135, if any | Amount remaining to be spent in succeeding Financial Years (in Rs) | Deficiency, if any |
| Name of the Fund Amount (in Rs.) | Date of transfer |
|
|
|
|
|
|
| 1 | 2018-19 | - | - | - | - | - | - | - | | 2 | 2019-20 | - | - | Rs. 23,96,440/-* | - | - | - | - | | 3 | 2020-21 | - | - | - | - | - | - | - | |
*Rs. 23,18,133/- unspent Corporate Social Responsibility amount was related the preceding financial years earlier than as mentioned above, is spend in financial year 2021-22.
Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year: No If yes, enter the number of Capital assets created/ acquired: N.A. Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year: N.A.
Sl. No. | Short particulars of the property or asset(s) [including complete address and location of the property] | Pincode of the property or asset(s) | Date of creation | Amount of CSR amount spent | Details of entity/ Authority/ beneficiary of the registered owner |
(1) | (2) | (3) | (4) | (5) | (6) | (7) | (8) |
|
|
|
|
| CSR Registration Number, if applicable | Name | Registered address |
Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per subsection (5) of section 135: N.A.
For and on behalf of Board of Directors of Epack Polymers Private Limited
Place: Greater Noida | Sanjay Singhania | Bajrang Bothra | Date: 20/09/2022 | DIN: 01291342 | DIN: 00129286 |
| Director | Director |
| D-144, Sector-47, Gautam Buddha Nagar, Noida, Uttar Pradesh-201301
| B-114, Sector 40, Gautam Buddha Nagar, Noida, Uttar Pradesh-201301
| Description of state of companies affair2. State of Company’s Affair During the year, the Company has carried business/provided services in the field of manufacturing of expandable beads known as Thermocol and Prefabricated Housing material. The Directors are continuously looking for new avenues for further growth of the Company in the industries and for expansion in near future. There is no material change/commitment in the state of affairs after the end of the financial year i.e. 31st March 2022 to the date of this report which could have affected the Company. Details regarding energy conservation24. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outflow The information required under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014, is appended hereto as “Annexure - C” and forms part of this Report. ANNEXURE - C Information as per Section 134(3) (m) of the Act read with the Rule 8(3) of the Companies (Accounts) Rules, 2014, and forming part of the Board Report for the financial year ended 31 March 2022. (A) CONSERVATION OF ENERGY (i) Steps taken or impact on conservation of energy: In the pursuit of continual improvement in energy conservation, many initiatives as listed below have been taken by the Company for energy conservation and preservation of natural resources : • Continuous endeavors to adopt best available technology and Engineering practices to improve the energy efficiency in its operations. • there is a continuous drive to replace old and lesser energy efficient equipments with modern design and energy efficient equipment. • Installed pressure switch on cooling tower to optimize the continual operation of motor and save the energy. • Machine/Section wise energy meter installation and monitoring on daily basis for analysis to control the consumption. • Internal transportation through Eco friendly vehicle and conveyor systems. Programs for improving energy efficiency. • Thrust on zero waste to land fill and circular economy. • Thrust on use of renewable energy in manufacturing units. • Use of natural lighting and natural ventilation. • Encouraging go green initiative in the plants. • Rain water harvesting, reduce usage and recycling of water. • Section wise energy meter installation and monitoring on daily basis to control the consumption. Our Company believes in employee’s involvement for delivering better results. Towards this goal, your Company has taken multiple initiatives. Select few are listed below : • Quarterly audit of energy and water conservation system, projects Implementation and actual results. • E–mailers, wall papers, Posters and Slogans for awareness on Energy Conservation. • Training, campaigns and poster making competition for awareness of employees for Energy and water reduction. • Visual management through posters and instruction display on shop floor and office area. • Suggestion competition for employees on Energy efficiency. • National Energy Conservation Week celebration at all Plants. (ii) The steps taken by the Company for utilizing Alternate Sources of Energy: • RO waste water is Re-using in task such as cleaning utensils. • Re–usage of used DM water via Regeneration plant to make DM water again. (iii) Capital investment on energy conservation equipment Our Company has planned to install the Turbine Boilers for the purpose of reducing pollution and Bio fuel will be used to generate in house electricity. The entire project for setting up of Turbine boilers shall involve an investment around Rs. 10 crores. Details regarding technology absorption(B) TECHNOLOGY ABSORPTION (i) Efforts made towards technology absorption: Our Company is committed towards technology driven innovation and lays strong emphasis on inculcating an innovation driven culture within the organization. During the financial year under review, Our Company continued to work on technology up gradation and capability development in the critical areas of better star rating (energy efficiency), low power consumption and lesser global warming (environment friendly). The efforts made are given below : • VRF Development Initiated with R32 refrigerant. • Product development done with R32 and R290 refrigerants [Low GWP & Non-ODP]. • Heat Exchangers Thermal Imaging initiated to enhance the Capacity of new & existing Models. • PCB Thermal Imaging initiated for Optimum Component Selection as per Tropical Ambient conditions. Such efforts would help in ensuring that the Company’s products retain their competitive edge in the market for years to come. (ii) The benefits derived like product improvement, cost reduction, product development or import substitution: The efforts taken by our Company towards technology development and absorption help deliver competitive advantage to your Company through the launch of new products and variants, introduction of new features and improvement of product performance. Some examples of results delivered in the financial year 2021-2022 are : • SMPS IDU PCB Design Improvement done as per Poor Indian Power Fluctuations. • EMI/ EMC Compliance initiated for all E Pack products as per European Standards. • Window Inverter AC Development done. • Window AC Developed with 5mm Condenser Heat Exchanger. • CFM Optimization done using Design Simulation softwares. • Refrigerant Consumption Reduction done by usage of 5 mm Heat Exchangers. • 32” ODU development for Middle East Market as per High Tropical Conditions. • Cassette, Ceiling Suspended and Ductable Series Development completed for INDIAN and Export market (upto 5.0 Ton capacity). (iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) • No technology has been adopted during the last three years by the company. Details regarding foreign exchange earnings and outgo(C) Foreign exchange earnings and Outgo: The Foreign Exchange Earnings and out go during the year are as follow. S. NO. Particular Amount 1 Earning in Foreign Exchange - 2 Expenditure in Foreign Exchange - Disclosures in director’s responsibility statement31. Directors’ Responsibility Statement In terms of Section 134(5) of the Companies Act, 2013, your directors hereby 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 devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and 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.
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