Dear Members
We are pleased to present the report on our business and operations for the year ended
31st March, 2024.
1. Results of our Operations:
The Company's financial performance for the year ended 31st March, 2024 is
summarized below;
(Rs. In Lacs)
Particulars |
FY 2023-2024 |
FY 2022-2023 |
Revenue from Operations (Net) |
5,297.29 |
7,653.42 |
Other Income |
7.86 |
4.74 |
Total Income |
5,305.15 |
7,658.16 |
Total Expenses |
4,984.15 |
7,549.23 |
Profit Before Tax & Extraordinary Items |
321.00 |
108.93 |
Tax Expense |
|
|
- Current Tax |
80.00 |
22.00 |
- Tax related to earlier years |
(0.97) |
0.42 |
- Deferred Tax Liability/(Assets) |
6.76 |
4.88 |
Net Profit/(Loss) for the Year |
235.21 |
81.63 |
a. Review of operations and affairs of the Company:
During the year under review, the Company has made Net Profit of Rs. 235.21 lacs as
compared to Rs.81.63 lacs in the year. Sales of the company came down substantially during
first two quarter of the financial year for want of orders for the new products. In spite
of efforts by the Directors, the Orders for new products were not received till date in
the current year. The Directors are continuing to approach the customers to secure the
orders but the company has not received the orders and the situation is uncertain
presently. However, the Directors are hopeful that in the long term the situation will
improve.
b. Change in Nature of Business:
During the year under review, there has been no change in the nature of the business of
the Company. c. Dividend:
The Board does not recommend any Dividend during the year under review.
d. Transfer to Reserves:
The Company has not proposed to transfer any amount to any reserve.
e. Transfer of Unclaimed Dividend to Investor Education and Protection Fund:
The provisions of section 125(2) of the Companies Act, 2013 is not applicable to the
Company.
f. Details relating to deposits, covered under Chapter V of the Companies Act, 2013:
Sl. No. Particulars |
Details |
1 Accepted during the year |
NIL |
2 Remained Outstanding or unpaid or unclaimed as at the end of the year |
NIL |
3 Whether there has been any default in repayment of deposits or
payment of interest thereon during the year and if so, number of such cases and the total
amount involved: a at the beginning of the year |
No |
b maximum during the year |
NA |
c at the end of the year |
NIL |
g. Details of Deposits which are not in compliance with the requirements of Chapter V
of the Companies Act, 2013:
The Company has not accepted any deposits during the year under review and hence the
compliance with the provisions of the Chapter V of the Companies Act, 2013 does not arise.
h. Particulars of loans, guarantees or investments:
During the year under review, the Company has not granted any loan or given any
guarantee or provided any security. The details of Investments made by the Company are
provided in Note No. 3 of the Financial Statement.
i. Particulars of contracts or arrangements made with related parties:
The Company has entered into related party transaction and the particulars of contracts
or arrangements with related parties referred to in section 188(1) of the Companies Act,
2013, as prescribed in Form AOC-2 is appended as Annexure I. The Policy on Related
Party Transaction can be viewed on our website http://www.sreechem.in/policy.php
j. Material changes & commitments affecting financial position of the Company,
occurring between the end of financial year and the Boards Report date:
The Company do not have orders for the new products from start of the current financial
year which may affect the financials of the current year. There are no material changes or
commitments likely to affect the financial position of the Company which in the opinion of
your Board has an impact on the functioning and working of the Company. The operations of
the Company have effectively been managed and the Management reviews the performance from
time to time in order to monitor the business activities of the Company.
k. Variation in market Capitalization:
During the financial year under review, the shares of the Company were frequently
traded. However, the variation in the Market Capitalization of the Company as on 31st
March 2024 is as follows:
Particulars |
As at 31st March, 2024 |
As at 31st March, 2023 |
Increase / Decrease |
|
|
|
in % |
Market Value per share |
70.17 |
41.61 |
68.64% |
No. of Shares |
40,00,000 |
40,00,000 |
N.A. |
Market Capitalization |
28,06,80,000 |
16,64,40,000 |
68.64% |
EPS |
5.90 |
2.04 |
189.21% |
Price earnings ratio |
11.89 |
20.40 |
( 41.72)% |
Percentage increase/decrease in the Market Price of the
Shares in comparison with the |
|
last issue. (The Last issue of |
the Company in the FY 1993-1994 was brought out at a
rate |
601.70% |
of Rs. 10/- per share) |
|
|
|
l. Management's Discussion and Analysis:
Management's Discussion and Analysis Report for the year under review, as stipulated
under Schedule V (B) of Regulation 34(2) (e) of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015, is appended as Annexure II to this report.
m. Director's Responsibility Statement:
Pursuant to Section 134(3) (c) and Section 134(5) of the Companies Act, 2013, the Board
of Directors, to the best of their knowledge and ability, confirm that:
i. In the preparation of the annual accounts, the applicable Indian Accounting
Standards have been followed and there are no material departures; ii. The
directors have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view
of the state of affairs of the Company at the end of the financial year and of the profit
and loss of the Company for that period; iii. The directors have taken proper and
sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 (erstwhile Companies Act, 1956) for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities; iv.
The directors have prepared the annual accounts on a going concern basis; v. The
directors have laid down internal financial controls to be followed by the Company and
such internal financial controls are adequate and operating effectively; vi. The
directors have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
n. Recommendations of the Audit Committee:
During the year under review, all the recommendations made by the Audit Committee were
accepted by the Board.
2. Human Resource Management:
To ensure good human resources management at Sreechem Resins Limited, we focus on all
aspects of the employee lifecycle. This provides a holistic experience for the employee as
well. During their tenure at the Company, employees are motivated through various
skill-development, engagement and volunteering programs. All the while, we create
effective dialogues through our communication channels to ensure that the feedback reach
the relevant teams, including the leadership.
a. Particulars of employees:
The table containing the details of remuneration of Directors and Employees in
accordance with the provisions of Section 197(12) of the Companies Act, 2013, read with
Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, is appended as Annexure III to this report.
There are no employees who were in receipt of remuneration in excess of the ceiling
prescribed in the Rule 5(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.
Further as on 31st March, 2024 the Company had 81 employees and the
Disclosure with respect to details of the Top 10 employees as on 31st March,
2024 in pursuance to Rule 5(2) & Rule 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is given under Annexure IV.
The Company currently has not provided any Employee Stock Option Scheme/Employee Stock
Purchase Scheme to its employees.
b. Key Managerial Personnel:
i. Managing Director or Chief Executive Officer or Manager and in their absence, a
Whole
-Time Director:
? Mr. Binod Sharma (DIN: 00557039), Managing Director. ? Mr. Vikram Kabra (DIN:
00746232), Whole Time Director. ? Mr. Vibhor Sharma (DIN: 03011540), Whole Time
Director. ii. Company Secretary:
? Ms. Komal Bhauwala : Company Secretary cum Compliance Officer. iii. Chief
Financial Officer:
? Mr. Prabhu Dayal Somani : Chief Financial Officer.
3. Corporate Governance:
Corporate governance is an ethically driven business process that is committed to
values aimed at enhancing an organization's brand and reputation. This is ensured by
taking ethical business decisions and conducting business with a firm commitment to
values, while meeting stakeholders' expectations. At Sreechem Resins Limited, it is
imperative that our company affairs are managed in a fair and transparent manner. This is
vital to gain and retain the trust of our stakeholders. The Company is committed to
maintain the highest standards of corporate governance and adhere to the corporate
governance requirements set out by SEBI. The Company has also implemented several best
corporate governance practices as prevalent globally.
As per the Regulation 15(2)(a) of Chapter IV of Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations 2015; The compliance with
the Corporate Governance provisions as specified in regulations 17, 18, 19, 20, 21,22, 23,
24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C ,
D and E of Schedule V shall not apply, in respect of the Listed entity having paid up
Equity share capital not exceeding Rs. 10 Crore and Net-worth not exceeding of 25 Crore,
as on the last day of the Previous financial year. It is hereby informed that your Company
during the Previous Financial Year ended 31st March, 2023 and 31st
March, 2024 had the paid-up capital of Rs. 4,00,00,000/- divided in to 40,00,000 Equity
Shares of Rs. 10/- each and the Net-worth of the Company was Rs. 1,143.44 /- Lakhs and Rs.
13,79.58/- Lakhs respectively. Thus, the compliance with provisions of Corporate
Governance in accordance with Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 is not applicable to your Company.
a. Compliance Department:
? Ms. Komal Bhauwala is the Company Secretary cum Compliance Officer of the Company.
The Compliance department of the Company is responsible for independently ensuring that
the operating and business units comply with regulatory and internal guidelines. New
instructions/guidelines issued by the Regulatory authorities were disseminated across the
Company to ensure that the business and business units operate within the boundaries set
by the regulators and that compliance risks are suitably monitored and mitigated in course
of their activities & processes.
b. Information on the Board of Directors of the Company:
The following changes took place in the Composition of Board of Directors of the
Company;
i.) The Board at its Meeting held on 30th August, 2023 approved the
following:
i.) Appointment of Mr. Vinay Joshi (DIN: 10298402) as an Additional Director cum
Independent Director for a period of five year w.e.f. 30th August, 2023 upto 29th
August, 2028. ii.) Resignation of Mr. Vishal Joshi (DIN: 03290549) from the Board of
Directors of the Company.
ii.) The Shareholders at the Annual General Meeting of the Company held on 29th
September, 2023 approved the following: i. Re-Appointment of Mr. Vibhor Sharma (DIN:
03011540), Retirement by Rotation. ii. Re-Appointment of Mr. Binod Sharma (DIN: 00557039)
as Managing Director for a period of five years w.e.f 01st April, 2023 upto 31st
March, 2028. iii. Re-Appointment of Mr. Vikram Kabra (DIN: 00746232) as Whole Time
Director for a period of five years w.e.f. 01st April, 2023 upto 31st
March, 2028. iv. Re-Appointment of Mrs. Sweta Maheshwari (DIN: 07389832) as an Independent
Director for a period of five years w.e.f. 01st April, 2023 upto 31st
March, 2028. v. Re-Appointment of Mr. Niwesh Sharma (DIN: 08099366) as an Independent
Director for a period of five years w.e.f. 01st April, 2023 upto 31st
March, 2028. vi. Appointment of Mr. Vinay Joshi (DIN: 10298402) as Independent Director
for a period of five years w.e.f. 30th August, 2023 upto 29th August, 2028.
iii.) In compliance with the Companies Act, 2013 the following directors are proposed
to be appointed/re-appointed as Director/Independent Directors/Executive Director of the
Company by the approval of the Share Holders of the Company; i. Re-Appointment of Mr.
Binod Sharma (DIN: 00557039), Retirement by Rotation.
c. Board Diversity:
The Company recognizes and embraces the importance 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, ethnicity, race and gender, which will help us, retain our competitive advantage. The
Board has adopted the Board Diversity Policy which sets out the approach to diversity of
the Board of Directors. The Board Diversity Policy is available on our website
http://www.sreechem.in/policy.php. d. Details with regard to meeting of Board of
Directors and attendance during the year of the Company:
(i) Composition of the Board of Directors as on the date of this Report is mentioned
below;
Name of the Director |
Designation |
Category |
Mr. Binod Sharma |
Managing Director |
Executive Director |
Mr. Vikram Kabra |
Whole Time Director |
Executive Director |
Mr. Vibhor Sharma |
Whole Time Director |
Executive Director |
Mr. Vinay Joshi |
Director |
Independent Director |
Mr. Niwesh Sharma |
Director |
Independent Director |
Mrs. Sweta Maheshwari |
Director |
Independent Director |
|
|
|
(ii) Meeting of Board of Directors and Attendance During the Year:
During the FY 2023-2024, 8 (Eight) meetings of the Board of Directors of the Company
were held i.e. on 01st April, 2023, 30th May, 2023, 08th
August 2023, 30th August, 2023, 14 November, 2023, 21st December
2023, 7th February 2024 & 16th February, 2024. The gap between
two meetings did not exceed 120 days. The attendance of the members at the Board of
Directors meetings was as follows:
Name of Director |
Attendance Particulars |
No. of Director- ships in other Public |
No. of Chairmanship/ Membership of Board Committees in
other Companies |
|
Board Meeting |
Last AGM |
Company* |
Chairman |
Member |
Mr. Binod Sharma |
8 |
YES |
|
|
|
Mr. Vikram Kabra |
8 |
YES |
- |
- |
- |
Mr. Vibhor Sharma |
8 |
YES |
- |
- |
- |
Mrs. Sweta Maheshwari |
2 |
YES |
- |
- |
- |
Mr. Niwesh Sharma |
5 |
YES |
- |
- |
- |
Mr. Vishal Joshi 1 |
3 |
NA |
- |
- |
- |
Mr. Vinay Joshi 2 |
4 |
YES |
- |
- |
- |
Note: 1. Resigned w.e.f. 30th August, 2023 2. Appointed w.e.f. 30th
August, 2023
*The Directorships held by the Directors as mentioned above do not include Alternate
Directorships and Directorships held in Foreign Companies, and Companies registered under
Section 25 of the Companies Act, 1956 or Section 8 of the Companies Act, 2013.
#In accordance with Regulation 26 (1) (b) of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 Membership/Chairpersonship of only the Audit Committees
and Stakeholders' Relationship Committee in all Public Limited Companies has only been
considered.
e. Policy on Directors' Appointment and Remuneration:
The current policy is to have an appropriate mix of executive, non-executive and
independent directors to maintain the independence of the Board, and separate its
functions of governance and management. As on 31st March, 2024, the Board
consist of 6 Members, 3 of whom are Executive Directors and the 3 others are Independent
Directors. The Board periodically evaluates the need for change in its composition and
size.
The Policy of the Company on Director's Appointment and Remuneration, including
criteria for determining qualifications, positive attributes, independence of director and
other matters provided under Section 178(3) of the Companies Act, 2013, adopted by the
Board, is available on our website http://www.sreechem.in/policy.php We affirm that the
Remuneration paid to the directors is as per the terms laid out in the said policy.
f. Declaration by Independent Directors:
The Company has received necessary declarations under Section 149(7) of the Companies
Act, 2013, from the Independent Director(s) that, they meet the criteria of independence
laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16(b) of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
In the opinion of Board of Directors of the Company, Independent Directors of your
Company holds highest standards of integrity and are highly qualified, recognized and
respected individually in their respective fields. The composition of Independent
Directors is the optimum mix of expertise (including financial expertise), leadership and
professionalism.
g. Training of Independent Directors:
Every new Independent Director at the time of appointment is issued a detailed
Appointment Letter incorporating the Role, Duties and Responsibilities, Remuneration and
Performance evaluation process, Code of Conduct and obligations on disclosures.
Further every new Independent Director is provided with copy of latest Annual Report,
the Code of Conduct, the Code of Conduct for Internal Procedures and to Regulate, Monitor
and Report Trading by Insiders ("Code of Insider Trading") and the Code of
Practices & Procedures for Fair Disclosure of Unpublished Price Sensitive Information
(Code for Fair Practice), Tentative Schedule of upcoming Board and Committee meetings.
The Company through its Executive Directors / Key Managerial Personnel conduct programs
/presentations periodically to familiarize the Independent Directors with the strategy,
operations and functions of the Company.
Thus, such programs / presentations provide an opportunity to the Independent Directors
to interact with the senior leadership team of the Company and help them to understand the
Company's strategy, business model, operations, service and product offerings, markets,
organization structure, finance, human resources, technology, quality, facilities and risk
management and such other areas as may arise from time to time. The Policy on the
Familiarization Programme for Independent Directors is available on our website
http://www.sreechem.in/policy.php.
h. Statement regarding opinion of the Board with regard to integrity, expertise and
experience (including the proficiency) of the independent directors appointed during the
year:
In the opinion of the Board, there has been no change in the circumstances which may
affect their status as Independent Directors of the Company and the Board is satisfied of
the integrity, expertise, and experience (including proficiency in terms of Section 150(1)
of the Act and applicable rules thereunder) of all Independent Directors on the Board.
Further, in terms of Section 150 read with Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company
have included their names in the data bank of Independent Directors maintained with the
Indian Institute of Corporate Affairs.
i. Board's Committees:
Currently, the Board has three Committees: the Audit Committee, the Nomination and
Remuneration Committee, and the Stakeholder's Relationship Committee. All Committees are
appropriately constituted
i.) The details of the composition of the Committees as on the date of this Report is
mentioned below:
Name of the Committee |
Name of the Company Member |
Position in the Committee |
|
Mr. Niwesh Sharma |
Chairman |
Audit Committee |
Mr. Vinay Joshi 1 |
Member |
|
Mr. Vikram Kabra |
Member |
|
Mr. Niwesh Sharma |
Chairman |
Nomination and |
Mrs. Sweta Maheshwari |
Member |
Remuneration Committee |
|
Member |
|
Mr. Vinay Joshi 1 |
|
|
Mr. Niwesh Sharma |
Chairman |
Stakeholders Relationship |
Mr. Vinay Joshi 1 |
Member |
Committee |
|
|
|
Mr. Binod Sharma |
Member |
Note: 1. Appointed w.e.f. 30th August, 2023
a) MEETING OF AUDIT COMMITTEE AND ATTENDANCE DURING THE YEAR:
During the financial year under review, The Audit Committee Meetings was held 4 times
in the year viz., on 30th May 2023, 08th August, 2023, 14th
November, 2023 and 07th February, 2024 and the attendance of the members at the
Audit Committee meetings was as follows:
|
Attendance Particular |
Name of the Director |
Meeting Held during their tenure |
Meeting Attended during their tenure |
Mr. Vikram Kabra |
4 |
4 |
Mr. Niwesh Sharma |
4 |
3 |
Mr .Vishal Joshi 1 |
2 |
2 |
Mr. Vinay Joshi 2 |
2 |
2 |
Note: 1. Resigned w.e.f. 30th August, 2023 2. Appointed w.e.f. 30th
August, 2023
b) MEETINGS OF NOMINATION AND REMUNERATION COMMITTEE AND ATTENDANCE DURING THE YEAR:
During the financial year under review, the Nomination and Remuneration Committee
Meetings was held three times in the year on 01st April, 2023, 30th
August, 2023 and 21st December, 2023. The attendance of the members at the
Nomination and Remuneration Committee meeting was as follows:
|
Attendance |
Particulars |
Name of the Director |
Meeting Held during their tenure |
Meeting Attended during their tenure |
Mrs. Sweta Maheshwari |
3 |
2 |
Mr. Niwesh Sharma |
3 |
2 |
Mr. Vishal Joshi 1 |
2 |
1 |
Mr. Vinay Joshi 2 |
1 |
1 |
Note: 1. Resigned w.e.f. 30th August, 2023 2. Appointed w.e.f.
30th August, 2023
c) MEETING OF STAKEHOLDER RELATIONSHIP COMMITTEE AND ATTENDANCE DURING THE YEAR:
During the financial year under review, Stakeholder Relationship Committee Meetings was
held 4 times in the year viz., 30th May, 2023, 08th August, 2023, 14th
November, 2023 and 07th February, 2024 and the attendance of the members at the
Stakeholder Relationship Committee meeting was as follows:
|
Attendance Particulars |
Name of the Director |
Meeting Held during their tenure |
Meeting Attended during their tenure |
Mr. Binod Sharma |
4 |
4 |
Mr. Niwesh Sharma |
4 |
1 |
Mr. Vishal Joshi 1 |
2 |
2 |
Mr. Vinay Joshi 2 |
2 |
2 |
Note: 1. Resigned w.e.f. 30th August, 2023 2. Appointed w.e.f.
30th August, 2023
j. Board Evaluation:
The Board of Directors has carried out an Annual Evaluation of its "own
performance", "Board committees" and "Individual Directors"
pursuant to the section 134(3) of the Companies Act, 2013.
The performance of the Board was evaluated by the Board after seeking inputs from all
the directors on the basis of the criteria such as the Board composition and structure,
effectiveness of board processes, information and functioning, etc.
The performance of the Committees was evaluated by the Board after seeking inputs from
the Committee members on the basis of the criteria such as the composition of Committees,
effectiveness of Committee meetings, etc.
The Board and the Nomination and Remuneration Committee ("NRC") reviewed the
performance of the individual Directors on the basis of the criteria such as the
contribution of the individual Director to the Board and committee meetings like
preparedness on the issues to be discussed, meaningful and constructive contribution and
inputs in meetings, etc.
In a separate meeting of Independent Directors, performance of non-Independent
Directors, performance of the Board as a whole was evaluated. The same was discussed in
the Board meeting that followed the meeting of the Independent Directors at which the
report as submitted by the Independent Directors was taken on record and discussed.
k. Listing:
The equity shares of Sreechem Resins Ltd. (Scrip Code: 514248) are listed at BSE
(INE377C01010) and The Calcutta Stock Exchange.
Your Company has paid the Listing Fees to the BSE Limited for the FY 2023-2024 &
2024-2025 in terms of Uniform Listing Agreement entered with the said Stock Exchange.
The Shares of the Company are suspended at The Calcutta Stock Exchange.
l. Insider Trading:
In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, your
Company has constituted a comprehensive Code titled as "Code of Conduct for Internal
Procedures and to Regulate, Monitor and Report Trading by Insiders" which lays down
guidelines and advises the Directors and Employees of the Company on procedures to be
followed and disclosures to be made while dealing insecurities of the Company. The said
policy is available on our website http://www.sreechem.in/policy.php
4. Auditors: a. Statutory Auditor:
At the Annual General Meeting held on 28th September 2022, M/s R C Jhawer
& Co, Chartered Accountants, (Firm Registration No. 310068E) were appointed as
Statutory Auditor of the Company to hold office from the conclusion of this the 34th
Annual General Meeting till the conclusion of the 39th Annual General Meeting
of the Company to be held in the year 2027.
b. Secretarial Auditors:
M/s. N.K. & Associates, Practising Company Secretaries are the Secretarial Auditors
of the Company.
The Secretarial Audit Report for the FY 2023-2024 is appended as Annexure V to
this report
c. Cost Auditors:
Pursuant to Rule 3 of Companies (Cost Records and Audit) Rules, 2014 read with
Companies (Cost Records and Audit) Amendment rules, 2014, Cost Audit is not applicable to
your company.
d. Internal Auditor:
The Board of Directors had appointed M/s. B K Choraria & Co as the Internal Auditor
of the Company pursuant to the provisions of Section 138 of the Companies Act, 2013 for
the Financial Year 2023-2024.
e. Comments of the Board on the qualification/reservation/adverse remarks/
Observations/disclosure made:
(i) by the Statutory Auditor in the Audit Report:
The Statutory Audit report does not contain any qualification, reservation or adverse
remarks.
(ii) by the Secretarial Auditor in the Secretarial Audit Report: i. The
Company being a listed entity has been suspended from the Calcutta Stock Exchange ('CSE')
and the status is under 'Z' category. Further the Company has not complied any of LODR
regulations with Calcutta Stock Exchange Limited (CSE).
It is herewith stated that, the Trading Terminal of The Calcutta Stock Exchange Limited
has been suspended by Securities Exchange Board of India. As there is no active trading
terminal which can be provided by the Calcutta Stock Exchange Limited and in line with
many other regional Stock Exchanges even the Calcutta Stock Exchange Limited would
ultimately lose its license to act as a Stock Exchange and hence the company has not tried
to apply for removal of suspension with the Calcutta Stock Exchange Limited.
f. Reporting of Fraud by Auditors:
No Fraud has been reported by the Auditors of the Company under Section 143(12) of the
Companies Act, 2013.
g. Internal Financial Control:
The Board has adopted the policies and procedures for ensuring the orderly and
efficient conduct of its business, including adherence to the Company's policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of
reliable financial disclosures.
h. Risk Management:
The Company has a robust Risk Management framework to identify, evaluate business risks
and opportunities. This framework seeks to create transparency, minimize adverse impact on
the business objectives and enhance the Company's competitive advantage. The business risk
framework defines the risk management approach across the enterprise at various levels
including documentation and reporting. The framework has different risk models which help
in identifying risks trend, exposure and potential impact analysis at a Company level as
also separately for business segments. The Company has identified various risks and also
has mitigation plans for each risk identified. The Risk Management Policy of the Company
is available on our website http://www.sreechem.in/policy.php. i. Vigil Mechanism:
The Company has established a mechanism for Director's and employee's to report their
concerns relating to fraud, malpractice 201 or any other activity or event which is
against the interest of the Company.
The Whistle Blower Policy is in place. Employees can report to the Management concerned
unethical behavior, act or suspected fraud or violation of the Company's Code of Conduct
Policy. No Employee has been denied access to the Audit Committee. The Whistle Blower
Policy is available on our website http://www.sreechem.in/policy.php
5. Subsidiaries, Associates and Joint Ventures:
The Company neither has any Subsidiary/Associate Company nor does it have Joint Venture
with any entity.
6. Corporate Social Responsibility:
As per the provision of Section 135 of the Companies Act, 2013, all companies having a
net worth of Rs.500 crore or more, or a turnover of Rs.1,000 crore or more or a net profit
of Rs.5 crore or more during the immediately preceding financial year are required to
constitute a CSR committee and since our Company does not meet the criteria as mentioned
above, the Company has not constituted any Corporate Social Responsibility Committee; and
has not developed and implemented any Corporate Social Responsibility initiatives and the
provisions of Section 135 of the Companies Act, 2013 is not applicable to the Company.
a. Particulars on conservation of energy, research and development, technology absorption
and foreign exchange earnings and outgo: i. CONSERVATION OF ENERGY:
(i) The steps taken or impact on conservation of energy |
Company has taken various steps for |
(ii) the steps taken by the company for utilizing alternate sources of
energy |
conservation of energy and has installed energy efficient equipment
and thereby able to |
(iii) The capital investment on energy conservation equipment's |
minimize the energy consumption. |
TOTAL ENERGY CONSUMPTION AND ENERGY CONSUMPTION PER UNIT OF PRODUCTION AS PER FORM-A OF
THE ANNEXURE TO THE RULES IN RESPECT OF INDUSTRIES SPECIFIED IN THE SCHEDULED THERETO: ?
POWER & FUEL CONSUMPTION:
1 Particulars |
Unit of Measurement |
2023-2024 |
2022-2023 |
Electricity Purchased Unit |
KWH |
473732 |
5,50,242 |
1. |
|
|
|
Total Amount |
INR |
49,87,703 |
47,84,020 |
Rate |
Rs./KWH |
10.53 |
8.69 |
Own Generation through |
KWH |
346730 |
3,67,870 |
Diesel Generator Unit |
|
|
|
2. Unit per Litre of Diesel |
KWH/ Ltr. |
3.78 |
3.56 |
Cost per Unit |
Rs./ KWH |
22.43 |
21.38 |
Total Amount |
INR |
17,44,150, |
1,5,80,483 |
? CONSUMPTION PER UNIT PRODUCTION:
Sl. No. Particulars |
Unit of Measurement |
2023-2024 |
2022-2023 |
1. Consumption Per Unit |
KWH/MT |
147 |
144 |
Production (Electricity) |
|
|
|
ii. TECHNOLOGY ABSORPTION:
(i) The efforts made towards technology absorption: (ii) The benefits
derived like product improvement, cost reduction, product development or import
substitution etc |
The Company has developed New Product, which has increased the existing
range of Products for sales and has also helped the Company to reduce its cost of
production. The Company will continue to further develop the Research & Development in
the above areas and identify new areas of applications. |
(iii) In case of imported technology (imported during the last three
years reckoned from the beginning of the financial year): |
|
(a) The details of technology imported |
|
(b) Year of Import; |
NIL |
(c) Whether the technology been fully absorbed |
|
(d) If not fully absorbed, areas where has not taken place, reasons
thereof |
|
(iv) The expenditure incurred on Research and Development |
The expenditure on R & D was incurred in developing and
commercializing products and as such specific expenditure under this head cannot be
classified. |
(i) Foreign Exchange earnings and Outgo:
Particulars |
2023-2024 |
2022-2023 |
Earnings |
24.48 |
20.90 |
Expenditure |
- |
- |
7. Others: a. Extract of Annual Return:
The Annual Return as required under Section 92 of the Companies Act, 2013 has been
published in the website of the Company which can be accessed through the following link
http://www.sreechem.in/investor_center.php.
b. Details of difference between amount of the Valuation done at the time of One Time
Settlement and the Valuation done while taking Loan from the Banks or Financial
Institutions along with the reasons thereof: During the year under review, there was
no instance of one-time settlement with any Bank or Financial Institution.
c. Details of Application made or any Proceeding Pending under the Insolvency and
Bankrupt Code, 2016 (31 of 2016) during the year along with their status as at the end of
the Financial Year: There is no proceeding pending under the Insolvency and Bankruptcy
Code, 2016.
d. Significant and Material Orders:
There are no significant and material orders passed by the regulators or courts or
tribunals impacting the going concern status and Company's operations in future.
e. Disclosure of Certain types of Agreements binding the Listed Entity:
Information required to be disclosed under clause 5A of Paragraph A of Part A of
Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:
The Company has not entered into such agreements which could impact the management or
control of the listed entity or impose any restriction or create any liability upon the
listed entity.
f. Disclosure under the Sexual Harassment of Women at workplace (Prevention,
Prohibition and Redressal) Act 2013:
The Company has in place an Anti-Sexual Harassment Policy in line with the requirement
of the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act
2013. All the employees (Permanent, Contractual, Temporary, Trainees) are covered under
this policy.
As stipulated under Section 4 of Sexual Harassment of Women at workplace (Prevention,
Prohibition and Redressal) Act 2013, the Company has set up an Internal Complaints
Committee.
During the year under review, no complaints were received falling under the category of
Sexual Harassment of Women.
g. Secretarial Standards:
The Company has complied with all the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India. h. Soliciting Shareholders Information:
This is to inform you that the company is in process of up-dation of records of the
shareholders in order to reduce the physical documentation as far as possible. With new
BSE Uniform listing agreement, it is mandatory for all the investors including transferors
to complete their KYC information. Hence, we have to update your PAN No., Phone no. and
e-mail id in our records. We would also like to update your current signature records in
our system.
Further, in view of the SEBI Circular SEBI/HO/MIRSD/DOP1/CIR/P/2018/73 dated 20th
April, 2018 and the corresponding amended circular SEBI/HO/MIRSD/DOS3/CIR/P/2018/115 dated
16th July, 2018 have requested all the listed companies to comply with the procedures
mentioned in the Circulars. To achieve this, we solicit your co-operation in providing the
following details to us;? If you are holding the shares in dematerialized form you may
update all your records with your Depository Participant (DP). ? If you are holding shares
in physical form, you may provide the following:
i.) Folio No. |
ii.) Name |
iii.) Pan No. |
iv.) E-mail ID |
v.) Telephone / Mobile No |
vi.) Specimen Signatures (3 in Nos.) |
|
i. Share Transfer System:
With reference to the SEBI Notification No. SEBI/LAD-NRO/GN/2018/24 dated 08th
June, 2018 the shares of the Company can be transferred only in dematerialised form w.e.f.
December 05, 2018 and thus with a view to facilitate seamless transfer of shares in future
and as advised by the Stock Exchanges, the shareholders holding shares in physical form
are advised to dematerialise their shareholding in the Company.
j. Issue of Equity Share Capital:
During the Financial year under review the Company has not made any further issue of
shares and the share capital remains same as at the end of previous year.
k. Other Disclosures:
Your Directors state that no disclosure or reporting is required in respect to the
following items as there were no transactions on these items during the year under review:
i.) Issue of equity shares with differential rights as to dividend, voting, or otherwise;
ii.) Issue of shares (including sweat equity shares) to employees of the company under any
scheme; iii.) Issue of Bonus Shares; iv.) Issued any securities that are convertible into
equity shares at a future date and nor any such shares are outstanding previously; v.)
Shares having voting rights not exercised directly by the employees and for the purchase
of which or subscription to which loan was given by the Company; vi.) Redemption of
Preference Shares and/or Debentures; vii.) Buyback of any of its securities & As at
the end of the previous financial year, none of the Directors of the Company held
instruments convertible into equity shares of the Company.
8. Cautionary Statement:
Shareholders and Readers are cautioned that in the case of data and information
external to the Company, no representation is made on its accuracy or comprehensiveness
though the same are based on sources believed to be reliable. Utmost care has been taken
to ensure that the opinions expressed by the management herein contain its perceptions on
the material impacts on the Company's operations, but it is not exhaustive as they contain
forward-looking statements which are extremely dynamic and increasingly fraught with risk
and uncertainties. Actual results, performances, achievements or sequence of events may be
materially different from the views expressed herein.
9. Acknowledgement:
Your Directors wish to place on record their appreciation for the contribution made by
the employees at all levels but for whose hard work, and support, your company's
achievements would not have been possible. Your Directors also wish to thank its
customers, dealers, agents, suppliers, investors and bankers for their continued support
and faith reposed in the company.
|