|
To,
The Members, CLC Industries Limited
We are delighted to present the 33rd Board 's Report and
the Audited Financial Statements of the Company for the financial year ended 31st
March 2025.
In this report, we highlight the key achievements, challenges, and
progress made by our Company during the reporting financial year. We delve into the core
aspects of our business, including our financial performance, operational activities,
governance practices, and our contributions to the environment, society, and stakeholders.
1. FINANCIAL RESULTS AND STATE OF AFFAIRS:
Your Directors are pleased to inform, that the Company had started its
business operations w.e.f. 13th October, 2024. Summary of the financial
performance of the Company for the financial year ended 31st March, 2025
(compared to the previous year ended on 31st March, 2024) as follows:
|
Particulars |
2 |
202324 |
Revenue from
operation |
|
6162.30 |
|
Other Income |
|
1045.55 |
789.34 |
Profit
/(Loss) before finance cost, depreciation and amortization |
3945.09 |
1,944.94 |
Finance cost |
|
329.20 |
370.72 |
Profit/(Loss)
before depreciation and amortization |
4274.29 |
2,315.66 |
Depreciation
and amortization |
350.53 |
1,001.72 |
Profit/(Loss)
before tax |
|
4624.82 |
3,317.39 |
Tax Expenses |
|
0 |
110.69 |
Net
Profit/(Loss) for the period |
4624.82 |
3,428.08 |
EPS (Basic
& Diluted) |
|
44.49 |
4.97 |
The financial statements have been prepared in accordance with the
Indian Accounting Standard (Ind AS). Adhering to Ind AS ensures compliance, transparency,
and reliability in financial reporting, accurately presenting the Company 's financial
position, performance, and cash flows.
2. CAPITAL STRUCTURE:
The Capital Structure of the Company as on 31st March, 2025
is as follows:
The Authorized Share Capital of the Company is 1,21,00,00,000 (Rupees
One Hundred TwentyOne Crore) divided into 1,14,00,00,000 (Rupees One Hundred Fourteen
Crores) Equity Shares of 10/ each and 7,00,00,000 (Rupees Seven Crores) Redeemable
preference shares of 10/ each.
The Issued, subscribed and Paidup Equity Share Capital of the Company
is 10,39,46,800 (Rupees Ten Crore ThirtyNine Lakhs FortySix Thousand Eight Hundred)
divided into 1,03,94,680 (One Crore Thirty Lakhs NinetyFour Thousand Six Hundred Eighty)
Equity Shares of 10/ each.
During the year under review, the Company has not issued any shares.
The Company has not issued any shares with differential voting rights or sweat equity or
granted stock options.
3. DIVIDEND:
The Board of Directors does not recommend dividend for the Financial
Year ended on 31 st March, 2025 in view of losses suffered by the Company for
the year under review.
4. TRANSFER TO RESERVES:
During the year under review the company has not transferred any amount
to the reserves.
5. SUBSIDIARY / JOINT VENTURE / ASSOCIATE COMPANY:
The Company does not have any subsidiary, associate or joint venture
during the financial year 202425 as well as at the beginning or closing of the financial
year. Therefore, the financial statement is prepared on standalone basis and not required
to prepare on consolidated basis and the requirement for disclosure in the Form AOC1 is
not applicable.
6. DIRECTORS' RESPONSIBILITY
STATEMENT:
Pursuant to Section 134(3) (c) of the Act, the Board of Directors
confirm that:
(a) in preparation of the annual accounts, the applicable accounting
standards have been followed along with proper explanation relating to material
departures, if any;
(b) they 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;
(c) they have 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) they have prepared the annual accounts on a going concern basis;
(e) they have laid down internal financial controls to be followed by
the Company and such internal financial controls are adequate and operating effectively;
(f) the directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are adequate and operating
effectively;
7. BOARD OF DIRECTORS, THEIR MEETINGS & KMP(s):
Change in Directors and Key Managerial Personnel:
During the year, the Members approved the following appointment and
reappointment of Directors: Mr. Amit Ramanlal Bhandari was appointed through circulation
resolution passed by majority of Directors on 13th June, 2024 as an Additional
Independent Director and subsequently approved by the shareholders of the Company at the
Annual General Meeting of the Company held on 11th September, 2024 for a term
of 5 years effective from 13th June, 2024.
Mr. Rajendra Singh Rajpal was appointed through circulation resolution
passed by majority of Directors on 13th June, 2024 as an Additional Director
and subsequently he has resigned from the Board with effect from 19th July,
2024 due to his personal reasons.
Mr. Shrutisheel Jhanwar was appointed as an Additional Director of the
Company on the basis of recommendation made by Nomination and Remuneration Committee to
the Board of Director with effect from 19th July, 2024 and subsequently his
appointment as Whole Time Director and CFO was approved by the Shareholders of the Company
at the Annual General Meeting of the Company held on 11th September, 2024; for
a term of 5 years effective from 19th July, 2024.
Key Managerial Personnel:
Mrs. Koyal Gehani was appointed as Company Secretary and Compliance
officer of the Company with effect from 18th April, 2024 on the basis of
recommendation made by Nomination and Remuneration Committee of the Board of Director.
Board Independence:
Our definition of ‘Independence' of Directors is derived from Regulation 16(1)(b) of SEBI (LODR)
Regulations, 2015 and Section 149(6) of the Companies Act, 2013. The Company is having
following independent directors:
(i) Mr. Gautam Nandawat (DIN:02601413) (ii) Mrs. Satinder Kaaur
(DIN:10283851) (iii) Mr. Amit Ramanlal Bhandari (DIN:10666532)
As per provisions of the Companies Act, 2013, Independent Directors
were appointed for a term of 5 (five) consecutive years and shall not be liable to retire
by rotation. No alternate Director has been appointed during the period under review.
Declaration by the Independent Directors:
All the Independent Directors have given their declaration of
Independence stating that they meet the criteria of independence as prescribed under
section 149(6) of the Companies Act, 2013.
Further that the Board is of the opinion that all the independent
directors fulfil the criteria as laid down under the Companies Act, 2013 and Regulation
16(1)(b) of SEBI (LODR) Regulations, 2015 during the year 202425.
Separate Meeting of Independent Directors:
As stipulated by the Code of Independent Directors under the Companies
Act, 2013, a separate meeting of the Independent Directors of the Company was held on 27th
March, 2025 to review the performance of NonIndependent Directors (including the Chairman)
and the entire Board. The Independent Directors also reviewed the quality, content and
timeliness of the flow of information between the Management and the Board and its
Committees which is necessary to effectively and reasonably perform and discharge their
duties.
Annual evaluation by the board:
Pursuant to the provisions of the Companies Act, 2013 and Regulation
17(10) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Nomination and Remuneration Committee has laid down the criteria for evaluation of the
performance of individual Directors and the Board as a whole. The performance evaluation
of the Chairman and the NonIndependent Directors was carried out by the Independent
Director. The performance of the Independent Directors was carried out by the entire Board
(excluding the Director being evaluated). The Directors expressed their satisfaction with
the evaluation process.
Familiarization Program for the Independent Directors:
In compliance with the requirements of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Company has put in place a familiarization
programme for the Independent Directors to familiarize them with their role, rights and
responsibility as Directors, the working of the Company, nature of the industry in which
the Company operates, business model etc. The details of the familiarization programme are
explained in the Corporate Governance Report and policy was disclosed on the Company 's website at
http://www.clcindia.com/disclosure.php
Directors liable to retire by rotation:
In accordance with the provisions of the Companies Act, 2013 and in
terms of the Articles of Association of the Company, Mr. Bhupendra Singh Rajpal (DIN:
00311202), Chairman and WholeTime Director of the Company is liable to retire by rotation
at the ensuing Annual General Meeting and being eligible offers himself for reappointment.
8. POLICY ON DIRECTORS'
APPOINTMENT AND REMUNERATION AND
OTHER DETAILS:
The Policy of the Company on Directors ' appointment
and remuneration including criteria for determining qualifications, positive attributes,
independence of a Director and other matters provided u n d er section 1 7 8 (3), u p
loaded o n http://www.clcindia.com/policy.php.
9. NUMBER OF MEETINGS OF THE BOARD:
The Board met 6 (Five) times in the Financial Year 202425 for details
of meetings of the Board, please refer to the Corporate Governance Report, which is a part
of this report.
10. MEETINGS OF THE MEMBERS:
During the year under review the Annual General Meeting of the Company
was held on 11 th September, 2024, Postal ballot was conducted and approved on
20th December, 2024 and Extra Ordinary General meeting held on 28th
January,2025 during the year.
11. COMMITTEES OF BOARD:
In view of the changes in the composition of the Board and to
strengthen corporate governance practices and executing smooth business operations of the
Company, the Board of Directors has constituted/ reconstituted the following Committees: Audit Committee:
The details pertaining to the composition, meeting, attendance and
others of the Audit Committee are included in the Corporate Governance Report, which is a
part of this report.
Nomination and Remuneration Committee:
The details pertaining to the composition, meeting, attendance and
others of the Nomination and Remuneration Committee are included in the Corporate
Governance Report, which is a part of this report.
Stakeholders ' Relationship
Committee:
The details pertaining to the composition, meeting, attendance and
others of the Stakeholders ' Relationship Committee are included in the Corporate Governance
Report, which is a part of this report.
12. AUDITORS AND THEIR REPORTS: Statutory Auditor:
In terms of provisions of Companies Act 2013 read with Companies (Audit
& Auditors) Rules 2014 M/s. Ashok R. Majethia & Co., Chartered Accountants (Firm
Registration No. 127769W), have been appointed as Statutory Auditors for the first term of
5 consecutive years by the shareholders with effect from the conclusion of 31st
Annual General Meeting till the conclusion of 36th Annual General Meeting. As
required under Regulation 33(d) of the SEBI (LODR) Regulation, 2015, the auditor has
confirmed that they hold a valid certificate issued by the Peer Review Board of the
Institute of Chartered Accountants of India. There are no cases of fraud detected and
reported by the Auditor under Section 143(12) during the Financial Year. The auditors have
not reported any fraud during the year and hence information under Section 134(3) (ca) may
be treated as NIL. During the Financial Year under review, there is qualification made by
the Statutory Auditor on the Standalone Financial Statements of the Company.
BOARD 'S EXPLANATION OR COMMENTS ON QUALIFICATIONS MADE BY
THE AUDITOR IN HIS REPORT ARE AS UNDER: a. The company
has not provided/ paid interest on delayed payment to parties covered under the provisions
of Micro, Small and Medium Enterprises Development Act, 2006. Amount presently not
ascertainable. None of the MSME parties has demanded interest, it shall be duly paid as
and when demanded by the parties.
Cost Auditor:
As per the provisions of Section 148 of the Companies Act, 2013, read
with the Companies (Audit and Auditors) Rules, 2014 framed thereunder, the maintenance of
Cost records and appointment of Cost Auditor is not applicable to the Company during the
year under review.
Secretarial Auditor:
Section 204 of the Companies Act, 2013 read with Regulation 24A of SEBI
(Listing Obligations and Disclosure Requirements) Regulation 2015 interalia requires every
listed Company to undertake Secretarial Audit and shall annex with its Board 's Report a
Secretarial Audit Report given by a Company Secretary in practice, in the prescribed form.
In line with the requirement of Section 204 of the Companies Act, 2013
and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 read
with Regulation 24A of the Listing Regulations and other applicable provisions, if any,
the Board of Directors of the Company in its meeting held on May 30, 2024 had appointed
M/s Ajit Kumar & Associates, Company Secretaries, New Delhi, to conduct Secretarial
Audit of the Company for the financial year 202425. The Secretarial Audit Report as issued
by Secretarial Auditor forms part of the Annual Report as “Annexure A” to the
Board's report.
13. CORPORATE SOCIAL RESPONSIBILITY (CSR):
As the average net profit of the Company during previous three
Financial Years is negative, the Company is not required to spend any amount for the CSR
purpose during the year under review. The policy on CSR as approved by the Board of
Directors is also hosted on the website of the Company and can be accessed from web link: http://www.clcindia.com/disclosure.php#
14. ADEQUACY OF INTERNAL FINANCIAL CONTROL SYSTEM:
Your Company has in place an adequate internal financial control
system, commensurate with the size and complexity of its operations. Necessary checks and
controls are in place to ensure that all assets are safeguarded, to detect and prevent
errors and frauds and that the transactions are properly verified, adequately authorised,
correctly recorded and properly reported. The Statutory Auditors/ Internal Auditors of the
Company conduct Audit of various departments to ensure that internal controls are in place
and submit Reports to the Audit Committee. The Audit Committee regularly reviews these
Reports and the Company when needed takes corrective actions. The Statutory Auditors also
audit the effectiveness of the Company 's internal financial control system. No major inefficiencies were
reported. A report on the Internal Financial Controls under clause (i) of subsection 3 of
section 143 of the Companies Act, 2013 as given by the Statutory Auditors of the Company
forms part of Independent Auditor's Report on Standalone Financial Statements.
15. RISK MANAGEMENT:
In line with the regulatory requirements, the Company has framed a Risk
Management Policy to identify and assess the key business risk areas and to put in place a
mechanism for mitigation of risk. A detailed exercise is being carried out at regular
intervals to identify, evaluate, manage and monitor all business risks. The Risk
Management Committee as well as the Board periodically reviews the risks and suggests
steps to be taken to control and mitigate the same through a properly defined framework.
16. VIGIL MECHANISM/WHISTLE BLOWER POLICY:
Your Company is committed to highest standards of ethical, moral and
legal business conduct. Accordingly, the Board of Directors have formulated a Whistle
Blower Policy which is in compliance with the provisions of Section 177 (9) of the
Companies Act, 2013 and the regulation 22 of the SEBI (Listing Obligations &
Disclosure Requirements) Regulations, 2015, The Company has adopted a WhistleBlower Policy
for Directors and employees to report genuine concerns and to provide for adequate
safeguards against victimization of persons who may use such mechanism.
The details of the Vigil Mechanism Policy have posted on the website of
the Company at following link: http://www.clcindia.com/disclosure.php. During the year, no personnel was denied access to the Chairman of
the Audit Committee.
17. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
The particulars of loans, guarantees and investments as per Section 186
of the Act by the Company, have been disclosed in the financial statements.
18. TRANSACTIONS WITH RELATED PARTIES:
All related party transactions that were entered during the financial
year, were on the arm 's length basis and were in the ordinary course of business and as
per the provisions of section 188 of the Companies Act, 2013. Therefore, the disclosure
requirement under Section 134(3)(h) of the Companies Act, 2013, in Form AOC2 does not
apply. All Related Party Transactions were placed before the Audit Committee, Board and
Shareholders for approval. A policy on the related party Transitions was framed &
approved by the Board and posted on the Company's website at below link: http://www.clcindia.com/policy.php.
However, you may refer to Related Party transactions, as per the
Accounting Standards, in the Note No45 forming part of financial statements.
19. WEB ADDRESS FOR ANNUAL RETURN AND OTHER POLICIES / DOCUMENTS:
The Company has a fully functional website viz www.clcindia.com. All
the Policies/documents are available on the website of the Company as per the statutory
requirements. In terms of Section 92(3) read with Section 134(3)(a) of the Act and rules
thereto, the Annual Return of the Company in Form MGT 7 for the financial year ended on
March 31, 2025 will be made available on the Website o f the Company after Conclusion o f
the AGM in b elow link: http://www.clcindia.com/disclosure.php.
20. PARTICULARS OF EMPLOYEES :
The information under Section 197 of the Act read with Rule 5 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:
a) The ratio of the remuneration of each director to the median
remuneration of the employees of the Company and percentage increase in remuneration of
each Director, Chief Financial Officer and Company Secretary in the financial year:
Name |
Remuneration ( in Lakhs) |
Ratio to median remuneration |
% increase in remuneration in the financial year |
*Non Executive
Directors: |
|
|
|
Mr Gautam
Nandawat |
|
|
|
Mr. Amit
Ramanlal Bhandari |
|
|
|
Mr. Satinder
Kaaur |
|
|
|
Executive
Directors: |
|
|
|
# Mr.
Bhupendra Singh Rajpal |
|
|
|
# Mr.
Sanchit Singh Rajpal |
|
|
|
Mr.
Shrutisheel Jhanwar |
|
|
|
Chief
Financial Officer: |
|
|
|
Mr.
Shrutisheel Jhanwar |
37.08 |
6.38 |
|
Company
Secretary: |
|
|
|
Mrs. Koyal
Gehani |
8.97 |
1.62 |
|
hence unstated.
# Chairman and Managing Director has given waiver remuneration letter
to the Board. Hence, no remuneration was being paid to them.
b) The percentage increase in the median remuneration of employees in
the financial year is Nil. c) The number of permanent employees on the rolls of Company
are 24. d) Average percentile increases already made in the salaries of employees other
than the managerial personnel in the last financial year and its comparison with the
percentile increase in the managerial remuneration and justification thereof and point out
if there are any exceptional circumstances for increase in the managerial remuneration:
Average % increase in the salary of employees other than Managerial Personnel: Nil Average
% increase/(Decrease) in the Salary of the Managerial Personnel: Nil Increase in the
managerial remuneration for the year was Nil. e) The Company affirms that the remuneration
is as per the remuneration policy of the Company.
21. DEPOSITS FROM PUBLIC:
The Company has not accepted any deposits from public and as such, no
amount on account of principal or interest on deposits from public was outstanding as on
the date of the balance sheet.
22. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNING AND OUTGO:
In pursuant of section 134(3)(m) of the Companies Act, 2013 read
together with Rule 8 of the Companies (Disclosure of particulars in the report of Board of
Directors) Rules, 2014, the relevant information is provided herein below:
PARTICULARS |
Current Year
(202425) |
Previous
Year(202324) |
1.
CONSERVATION OF ENERGY: |
Electrical
Energy: |
|
The steps
taken or impact on conservation |
Reducing the
maximum demand by evenly distributing |
|
of energy: |
the loads
throughout the day and increasing efficiency of |
|
|
plant and
equipment. |
|
|
Improving
power factor by optimum choice of power |
|
|
factor
improvement capacitors. |
|
|
Monitoring the
overall energy consumption by reducing |
|
|
losses and
improvement of efficiency of all Class A |
|
|
utilities. |
|
|
Fuel Oil
Consumption: |
|
|
The Company is
carrying out at all its plants regular |
|
|
maintenance of
steam lines/steam traps and user |
|
|
equipment to
ensure high efficiency levels throughout the |
|
|
year. The new
improvements are reviewed regularly and |
|
|
implemented
wherever found suitable. |
|
A: POWER &
FUEL CONSUMPTION |
|
|
1. Electricity |
|
|
a. Units
Consumed (in Lacs) |
5 |
0 |
Total Amount (
in Lacs) |
5 |
7 |
Avg. Rate/Unit
(Amount in ) |
1 |
1 |
b. Generation |
|
|
(I) Through
Diesel generator |
|
|
Unit ( In
Lacs) |
|
|
Unit Per ltr.
of diesel oil |
|
|
Cost / Unit (
) |
|
|
(II) Through
HFO Generator |
|
|
Unit ( In
Lacs) |
|
|
Unit Per ltr.
of diesel oil, |
|
|
Cost / Unit (
). |
|
|
B. Consumption
per unit of production |
|
|
Electricity
Unit per Kg. |
4.06 |
|
TECHNOLOGY
ABSORPTION |
|
|
Efforts made
in technology absorption |
inhouse
Research and |
|
|
Development
Department (R & D) which carries out |
|
|
activities
such as product and quality improvement, |
|
|
development of
new designs, new products, cost control |
|
|
and energy
conservation. |
|
|
been d
eveloping |
|
|
modifications/improvements
in process technology in its |
|
|
various
manufacturing sections which, when found |
|
|
suitable, are
integrated into the regular manufacturing |
|
|
operation. |
|
The benefits
derived as a result of the above: |
|
|
a) Quality
improvement |
|
|
b) Energy
Conservation |
|
|
c)The R &
D activities have resulted into development of |
|
|
new designs
and products. |
|
|
Expenditure
incurred on R & D ( in Lacs) |
|
|
2. FOREIGN
EXCHANGE EARNINGS AND OUTGO |
|
|
The details of
foreign exchange earnings and |
|
|
outgo during
the year are as under: |
|
|
Earnings ( in
Lacs) |
|
|
Outgo: ( in
Lacs) |
|
|
Capital Goods |
|
|
Recurring |
|
|
23. CHANGE IN THE NATURE OF BUSINESS:
During the year under review, there has been no material change in the
nature of business of the Company.
24. MATERIAL CHANGES BETWEEN THE DATE OF THE BOARD REPORT AND END OF
FINANCIAL YEAR :
There have been no material changes and commitments, if any, affecting
the financial position of the Company which have occurred between the end of the financial
year of the Company to which the financial statements relate and the date of the report
except change in registered office from one state to another state.
25. PREVENTION OF INSIDER TRADING:
In view of the SEBI (Prohibition of Insider Trading) Regulation, 2015
the Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to
regulate trading in securities by the Directors and designated employees of the Company.
The details of the Insider Trading Policy h ave p o sted o n the website o f the Company
at following http://www.clcindia.com/policy.php.
The Code requires Trading Plan, preclearance for dealing in the Company 's shares and
prohibits the purchase or sale of Company shares by the Directors and the designated
employees while in possession of unpublished price sensitive information in relation to
the Company and during the period when the Trading Window is closed. However, there were
no such instances in the Company during the year 202425.
26. CERTIFICATE ON CORPORATE GOVERANANCE:
Your Directors are pleased to report that your Company has duly
complied with the SEBI Guidelines on Corporate Governance for the year 202425 relating to
the Listing Regulations. A Certificate from M/s. Ajit Kumar & Associates, Company
Secretaries, New Delhi, (Membership No.: FCS 9320 & COP No.: 10990) confirming
compliance with conditions as stipulated under Listing Regulations is annexed to the
Corporate Governance Report of the Company. The Corporate Governance report for the
financial 202425 attached as “AnnexureB”.
27. INVESTORS EDUCATION AND PROTECTION FUND:
During the financial year 20242025 ended 31st March 2025
under review, there were no amount/s which is required to be transferred to the Investor
Education and Protection Fund by the Company. As such, no specific details are required to
be given or provided.
28. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY 'S OPERATIONS IN FUTURE:
During the year under review there has been no such significant and
material orders passed by the regulators or courts or tribunals impacting the going
concern status and company 's operations in future.
29. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORT :
The Corporate Governance Report and Management Discussion &
Analysis, which form part of this Report, together with the Certificate from the
Practicing Company Secretary of the Company regarding compliance of conditions of
Corporate Governance as stipulated in Schedule V of Regulation 34(3) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and the declaration by the
Chairman regarding affirmations for compliance with the Company 's Code of
Conduct are annexed to this report as “Annexure C”.
30. SECRETARIAL STANDARDS :
During the year under review, the Company has complied with the
provisions of Secretarial Standard1 and Secretarial Standard 2 issued by the Institute of
Company Secretaries of India.
31. DISCLOSURES UNDER SEXUAL HARASSMENT OF W OMEN AT WORKPLACE
(PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:
As per Section 134(3) of the Act read with Rule 8 of Companies
(Accounts) Rules, 2014, a “Statement that the Company has complied with the provisions related
to Constitution of Internal Complaints Committee under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH)” has to be
included in the Board's Report.
In accordance with the abovementioned provisions of POSH, the Company
is in compliance with and has adopted the “Policy on Prevention of Sexual
Harassment of Women at Workplace” and matters connected therewith or incidental thereto covering all
the related aspects. The constitution of ICC is as per the provisions of POSH and includes
external Members from NGO or those individuals having relevant experience.
The Committee meets as and when required and provides a platform for
female employees for registration of concerns and complaints, if any. During the year
under review i.e. FY 202425, four meetings and awareness sessions were held in the
manufacturing unit to discuss on strengthening the safety of employees at workplace.
In addition, the awareness about the Policy and the provisions of
Prevention of Sexual Harassment Act was also carried out in the said meetings. We are
pleased to inform you that no complaints related to sexual harassment were reported during
the year under the POSH Act.
32. LISTING:
Your Company 's shares were listed on BSE Limited (BSE) and National Stock
Exchange of India Limited (NSE); however, trading was suspended due to procedural reasons.
33. GENERAL:
The Board of Directors state that no disclosure or reporting is
required in respect of the following matters as there were no transactions or
applicability pertaining to these matters during the year under review: a. Payment of
remuneration or commission from any of its subsidiary company to the Managing Director/
Whole Time Director of the Company, as there is no subsidiary company of the Company. b.
Voting rights which are not directly exercised by the employees in respect of shares for
the subscription/ purchase of which loan was given by the Company (as there is no scheme
pursuant to which such persons can bene cially hold shares as envisaged under section
67(3)(c) of the Companies Act, 2013). c. Details of any application filed for corporate
insolvency under Corporate Insolvency Resolution Process under the Insolvency and
Bankruptcy Code, 2016. d. One time settlement of loan obtained from the banks or financial
institutions.
e. There was no revision of financial statements and Board 's Report of
the Company during the year under review.
ACKNOWLEDGEMENTS
The Directors thank the Company 's employees, bankers, customers,
vendors, investors and academic partners for their continuous support. The Directors also
thank the Government authorities, concerned Government departments and other Stakeholders
for their cooperation. The Directors appreciate and value the contribution made by every
member of the CLC family.
On behalf of the Board of Directors
Sd/
Bhupendra Singh Rajpal
Chairman DIN: 00311202 Place: Chhatrapati Sambhajinagar Date: 30th
July, 2025
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