V2 Retail Ltd
Directors Reports
Dear Members,
It gives us great pleasure to share with you the performance of your
company along with the Audited Financial Statements for the Financial Year ended March 31,
2023.
1. State of Company Affairs
V2 Retail Limited is part of the Retail Industry which continues to be
one of the biggest and long-term sustainable business opportunities that our country
offers. Indian Retail Industry has emerged as one of the most dynamic and fast-paced
industries due to the opportunities it creates.
The operating environment during the year continued to be challenging
for retail industry, however despite the challenging environment, your Company was able to
post decent performance. During the year your Company reported total revenue of Rs. 838.88
Crores, and PAT/ (Loss) of Rs.(14.48) Crores on standalone basis.
In order to strengthen its market share, the Company have added 12 new
stores and closed 11 stores during the year and also taken steps to improve the supply
chain network. Besides, efficiency improvement and cost optimisation have been followed
vigorously across all the functions of the organisation.
Financial Results
The operating results of the Company for the year under review are as
follows:
(Bin lakhs)
| Particulars |
Standalone |
Consolidated |
|
For the Year ended |
For the Year ended 31.03.2022 |
For the Year ended |
For the Year ended |
|
31.03.2023 |
|
31.03.2023 |
31.03.2022 |
| Revenue from operation |
83,888.30 |
62,922.49 |
83,888.30 |
62,922.49 |
| Other Income |
614.56 |
1,558.40 |
666.90 |
1,588.90 |
| Total Income |
84,502.86 |
64,480.89 |
84,555.20 |
64,511.39 |
| Profit before Interest, Depreciation |
8,496.91 |
7,630.63 |
9,065.53 |
8,054.40 |
| & Taxation |
|
|
|
|
| Interest & Finance Costs |
3,988.12 |
3,607.09 |
4,055.31 |
3,657.18 |
| Depreciation and amortisation |
6,392.54 |
5,659.36 |
6,705.41 |
5,883.08 |
Profit/(Loss) from Operations
before Exceptional Items and Tax |
(1,883.75) |
(1,635.82) |
(1,695.19) |
(1,485.86) |
| Exceptional Items |
- |
- |
- |
- |
| Profit/(Loss) before Taxation |
(1,883.75) |
(1,635.82) |
(1,695.19) |
(1,485.86) |
| Less : Provision for Taxation |
|
|
|
|
| - Current Tax |
- |
- |
48.63 |
- |
| - Tax expense of earlier years |
(7.85) |
- |
(7.85) |
- |
| - Deferred Tax |
(427.08) |
(345.62) |
(454.30) |
(318.14) |
| Profit/(Loss) After Taxation (1) |
(1,448.82) |
(1,290.20) |
(1,281.67) |
(1,167.72) |
Other Comprehensive Income/
(Loss) (2) |
(15.98) |
(39.43) |
(18.12) |
(39.52) |
Total Comprehensive Income/
(Loss) (1+2) |
(1,464.80) |
(1,329.63) |
(1,299.79) |
(1,207.24) |
2. Operations Review
The Company continued with its strategy to establish "V2"
brand of Retail stores across north, east, south and central part of India during the
year. It is one of the fastest growing retail Company in India and enjoys strong brand
equity from customers across segments.
During the year, the company is having 102 (One Hundred and Two)
"V2"retail stores as on 31st March 2023, spread across 17 states and
89 cities with total retail area of around 10.83 lacs sq. ft. The Company added 12
(Twelve) and closed 11 (Eleven) stores during the year.
During the year under review, the Company continued to focus on
enhancing the capability of the organization and towards the achievement of this goal, the
Company has been taking a number of initiatives.
3. Dividend
Considering the industry outlook & financial position of the
Company, your directors do not propose to declare any dividend for the financial year
ended on 31st March 2023.
4. Transfer to Reserve
Your Directors do not propose to transfer any amount to the general
reserve.
5. Material changes and commitments
No material changes and commitments have occurred from the date of
close of the financial year till the date of this Report, which might affect the financial
position of the Company.
6. Share Capital
The authorized share capital of the Company is Rs. 4000.00 Lakhs as on
March 31, 2023.
The paid - up share capital of the Company is Rs. 3,438.93 Lakhs as on
March 31, 2023.
During the year under review, none of the shares has been allotted by
the company.
7. Transfer to Investor Education and Protection Fund
Pursuant to the provisions of Section 125 of the Companies Act, 2013,
your Company was not required to transfer any amount during the year 2022-23 to the
Investor Education and Protection Fund.
8. Employee Stock Option Scheme
The Company has implemented a V2R-Employee Stock Option Scheme 2016
(‘ESOP 2016'), which was approved by the members at the Annual General Meeting
held on September 30, 2016. Your Directors have approved grant of options to the eligible
employees of the Company under the scheme ‘V2R-Employee Stock Option Scheme
2016' (‘ESOP 2016').
The information required to be disclosed under SEBI (Share Based
Employee Benefits & Sweat Equity) Regulations, 2021 as on March 31, 2023, are as
follows and respective disclosures are displayed on the website of the company i.e.
www.v2retail.com.
None of options has granted during the year ended March 31, 2023.
| Particulars |
Details |
| Date of Shareholders Approval |
September 30, 2016 |
Number of Options |
12,44,380 (Twelve lakhs
forty-four thousand three hundred eighty) options to be convertible into equal number of
fully paid-up Equity Shares of the Company of face value of Rs. 10 each. |
Number of options outstanding
at the beginning of the year |
2,25,000 |
| Number of options granted during the year |
- |
| Number of options forfeited / lapsed |
- |
| Number of options vested during the year |
- |
| Number of options exercised during the year |
- |
| Number of shares arising as a result of
exercise of options |
- |
| Money realized by exercise of options |
- |
| Number of options outstanding at the end of
the year |
2,25,000 |
| Number of options exercisable at the end of
the year |
2,25,000 |
Exercise Pricing Formula |
Exercise price is Face Value
of the Share of the company as on date on which the options are exercised by employee. |
9. Bonus Issue
Company has not allotted/transferred or issued any bonus shares during
the year.
10. Change in the nature of the Business, if any
There was no change in the nature of business of the Company during the
financial year ended March 31, 2023. However, Company is planning to broaden its
operations by adding new retail stores for strengthening existence and to reach amongst
the larger consumer base to enhance its turnover and operating revenue.
11. Internal Control systems and their adequacy
Your Company has in place, an adequate system of internal controls
commensurate with its size, requirements and the nature of operations. These systems are
designed keeping in view the nature of activities carried out at each location and various
business operations.
Your Company's in-house internal audit department carries out
internal audits at all stores locations, offices and warehouse / distribution centre
across all locations of the country. Their objective is to assess the existence, adequacy
and operation of financial and operating controls set up by the Company and to ensure
compliance with the Companies Act, 2013, SEBI (Listing Obligations & Disclosures
Requirements) Regulations, 2015 (SEBI Listing Regulations, 2015) and corporate policies.
The Board of Directors of the company has appointed M/s SMAM & CO.,
Chartered Accountants (FRN 028845C) as the Internal Auditor of the Company to conduct the
Internal Audit Functions for Financial Year 2022-23.
A summary of all significant findings by the audit department along
with the follow-up actions undertaken thereafter is placed before the Audit Committee for
review. The Audit Committee reviews the comprehensiveness and effectiveness of the report
and provides valuable suggestions and keeps the Board of Directors informed about its
major observations, from time to time.
12. Internal Financial Controls
The Company has in place adequate financial controls commensurate with
its size, scale and complexity of its operations. The Company has in place policies and
procedures required to properly and efficiently conduct its business, safeguard its
assets, detect frauds and errors, maintain accuracy and completeness of accounting records
and prepare financial records in a timely and reliable manner.
13. Segment Reporting
The Board wishes to inform you that Segment Reporting is not applicable
to the Company.
14. Cash Flow Analysis
The Cash Flow Statement for the year, under reference in terms of
Regulation 36 of SEBI (LODR) Regulations, 2015 is annexed with the Annual Accounts of the
Company.
15. Subsidiary Companies, Joint Ventures and Associate Companies
Your Company has a wholly owned subsidiary Company named as M/s V2
Smart Manufacturing Private Limited which was incorporated on 25.10.2019. Except this,
your Company had no subsidiary and joint venture during the financial year 2022-23.
Further, there are no associate companies within the meaning of Section 2(6) of the
Companies Act, 2013 ("Act").
16. Consolidated Financial Statements
The Consolidated Profit and Loss Account for the period ended 31st
March 2023, includes the Profit and Loss Account for the subsidiary for the complete
financial year ended 31st March, 2023. The Board of Directors of the Company has, at its
Meeting held on May 25, 2023, given consent for not attaching the Balance Sheets of the
subsidiaries concerned. The Consolidated Financial Statements of the Company including its
subsidiaries duly audited by the statutory auditors are presented in the Annual Report.
The Consolidated Financial Statements have been prepared in strict compliance with
applicable Accounting Standards and where applicable, the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, as prescribed by the Securities and Exchange
Board of India. A report on performance and financial position of the subsidiary companies
included in the Consolidated Financial Statement is presented in a separate section in
this Annual Report. Please refer (form No. AOC-1) annexed to the financial statements in
the Annual Report.
17. Deposits
During the year under review, the Company has not accepted any deposits
covered under Chapter V of the Companies Act, 2013 read with The Companies (Acceptance of
Deposits) Rules, 2014.
18. Secretarial Standards of ICSI
The Ministry of Corporate Affairs has mandated SS-1 and SS-2 with
respect to board meetings and general meetings respectively. The Company is in compliance
with the same.
19. Auditors and Auditors' Report
Statutory audit
Your Company's Auditors, M/s. Singhi & Co., Chartered
Accountants, (Firm Registration No. 302049E), were appointed as the Statutory Auditors of
the Company from the conclusion of 21st Annual General Meeting of the Company
held on 30th September 2022, for a period of 5 (Five) Years till the conclusion of the
26th Annual General Meeting of the Company.
The Auditor's have put certain qualifications in their report to
which the management has put forward the following below mentioned replies;
Qualification and response to Auditor's Report:
(i) As described in Note 7 to the accompanying standalone financial
statements, the Company has performed physical verification of property, plant and
equipment during the year ended 31 March 2023 in accordance with the phased program of
conducting such verification over a period of 3 years. However, the Company is in process
of performing related reconciliation of such physical verification with the underlying
fixed asset register maintained by the Company. Pending completion of the said
reconciliation, we are unable to comment on any adjustment that may be required to the
carrying value of such Property, Plant and Equipment as at 31 March 2023. Our opinion on
the standalone financial results for the quarter and year ended March 31, 2023 is
qualified in respect of this matter.
Management Response: The Company has performed physical verification of
property, plant and equipment during the year ended 31 March 2023 in accordance with the
phased program of conducting such verification over a period of 3 years. However, the
Company is in process of performing related reconciliation of such physical verification
with the underlying fixed asset register maintained by the Company. However, the
management does not foresee resultant treatment to be material to the financial
statements.
Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act 2013,
and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Company has appointed M/s Sunpreet & Co., Company Secretaries, New Delhi, as its
secretarial auditor to undertake the secretarial audit for FY 2022-23. The secretarial
audit report certified by the secretarial auditors, in the specified form MR-3 is annexed
herewith and forms part of this report and enclosed as Annexure I. The secretarial
audit report does not contain any qualifications, reservations or adverse remarks.
20. Frauds reported by auditor under section 143 (12) other than those
which are reportable to the Central Government
There are no such frauds reported by auditor, which are committed
against the Company by officers or employees of the Company.
21. Conservation energy, technology and foreign exchange outgo
The particulars of conservation of energy, technology absorption and
foreign exchange earnings and outgo in accordance with the provisions of Section 134(3) of
the Companies Act, 2013 read with Rule 8 of the Companies (Accounts of Companies) Rules,
2014, is annexed herewith and forms part of this Report and enclosed as
Annexure II.
22. Annual Return
In accordance with Section 92(3) of the Companies Act, 2013, read with
Companies (Management and Administration) Rules, 2014, the requirement of attaching
extract of annual return in Form MGT-9 with the Board's Report is done away with. The
Annual Return as referred in Section 134(3)(a) of the Act for the financial year ended
March 31, 2023, is available on the websites of the Company www.v2retail.com.
23. Corporate social responsibility
Corporate social responsibility forms an integral part of your
Company's business activities. Your Company is a responsible corporate citizen,
supporting activities which benefit the society as a whole. In compliance with Section 135
of the Companies Act, 2013 read with Companies (Corporate social Responsibility Policy)
Rules, 2014, the Company has adopted a CSR policy which is available at www.v2retail.com.
The annual report on CSR activities pursuant to Rule 8 of Companies
(Corporate Social Responsibility Policy) Rules, 2014 is provided in Annexure –; III to
this report.
24. Directors and Key Managerial Personnel
In accordance with provisions of Section 152 of the Act read with Rules
made there under, Mrs. Uma Agarwal (DIN:00495945), Director is liable to retire by
rotation at the 22nd Annual General Meeting "AGM" and being eligible,
offers herself for reappointment.
All the Independent Directors have submitted their declaration to the
Board confirming that they meet the criteria of independence as stipulated in Section
149(6) of the Companies Act, 2013 read with Regulation 16 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
None of the Directors of the Company is disqualified for being
appointed as Director, as specified in Section 164(2) of the Companies Act, 2013 and Rule
14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.
A brief resume of the Directors proposed to be reappointed, is provided
in the Notice of the Annual General Meeting forming part of the Annual report.
The Key Managerial Personnel (KMP) in the Company as per Section 2(51)
and 203 of the Companies Act, 2013 are as follows:
S. N. |
Name of KMP |
Designation |
DIN/PAN |
1. |
Mr. Ram Chandra Agarwal |
Chairman & Managing
Director |
00491885 |
2. |
Mrs. Uma Agarwal |
Whole-time Director |
00495945 |
3. |
Mr. Pratik Adukia |
Chief Financial Officer |
AGRPA1562A |
4. |
Mr. Manshu Tandon |
Chief Executive Officer |
ADWPT8543Q |
5. |
Mr. Sudhir Kumar |
Company Secretary &
Compliance Officer |
BEQPK6613C |
25. Board induction, training and familiarization programme for
Independent Directors
Prior to the appointment of an Independent Director, the Company sends
a formal invitation along with a detailed note on the profile of the Company, the Board
structure and other relevant information. At the time of appointment of the Director, a
formal letter of appointment which inter-alia explains the role, functions, and
responsibilities expected of him/her as a Director of the Company is given. The Director
is also explained in detail about the various compliances required from him/ her as a
Director under the various provisions of the Companies Act 2013, SEBI Listing Regulations,
2015, SEBI (Prohibition of Insider Trading) Regulations, 2015, the Code of Conduct of the
Company and other relevant regulations.
A Director, upon appointment, is formally inducted to the
Board. In order to familiarise the Independent Directors about the
various business drivers, they are updated through presentations at Board Meetings about
the performance and Financials of the Company. They are also provided
presentations/booklets about the business and operations of the Company.
The Directors are also updated on the changes in relevant corporate
laws relating to their roles and responsibilities as Directors. The details of the Board
familiarization programme for the Independent Directors can be accessed at
www.v2retail.com.
26. Performance evaluation
Pursuant to the provisions of Section 178 of the Companies Act, 2013
read with rules made thereunder, Regulation 17(10) of and the SEBI Listing Regulations and
the Guidance note on Board evaluation issued by SEBI vide its circular dated January 05,
2017, the Company has framed a policy for evaluating the annual performance of its
Directors, Chairman, the Board as a whole, and the various Board Committees. The
Nomination and Remuneration Committee of the Company has laid down parameters for
performance evaluation in the policy, they include:
Attendance
Preparedness for the meeting
Staying updated on developments
Active participation in meetings
Constructive contributions/positive attributes
Engaging with and challenging management team without being
confrontational or obstructive
Protection of stakeholder interests
Contribution to strategic planning
Carrying out responsibilities as per the code of conduct
The Board also evaluated the performance of each of the Directors, the
Chairman, the Board as whole and all committees of the Board. The process of evaluation is
carried out in accordance with the Board Evaluation Policy of the Company and as per
criteria suggested by SEBI.
27. Number of meetings of the Board
The Board of Directors held 5 (five) meetings during the year on May
30, 2022, August 10, 2022, September 03, 2022, November 10, 2022, and February 10, 2023.
The maximum time gap between any two meetings was less than 120 days as stipulated under
SEBI's Listing Requirements, 2015. The details of Board Meetings held and attendance
of Directors are provided in the Report on Corporate Governance forming part of this
report.
28. Separate meeting of Independent Directors
Details of the separate meeting of the Independent Directors held and
attendance of Independent Directors therein are provided in the Report on Corporate
Governance forming part of this report.
29. Committees of the Board
The Company has constituted/reconstituted various Board level
committees in accordance with the requirements of Companies Act 2013. The Board has the
following committees as under: I. Audit Committee II. Nomination and Remuneration
Committee III. Stakeholders Relationship Committee IV. Corporate Social Responsibility
Committee V. Risk Management Committee VI. ESOP Committee
Details of all the above Committees along with composition and meetings
held during the year under review are provided in the Report on Corporate Governance
forming part of this report.
30. Whistle-blower policy/ vigil mechanism
The Company has established an effective whistle blower policy (vigil
mechanism) and procedures for its Directors and employees; details of which are provided
in the Report on Corporate Governance which forms part of this report. The policy on vigil
mechanism may be accessed on the Company's website at: www.v2retail.com.
31. Remuneration policy
The remuneration policy of the Company aims to attract, retain and
motivate qualified people at the executive and at the board levels. The remuneration
policy seeks to employ people who not only fulfil the eligibility criteria but also have
the attributes needed to fit into the corporate culture of the Company. The remuneration
policy also seeks to provide well-balanced and performance related compensation packages,
taking into account shareholder interests, industry standards and relevant regulations.
The remuneration policy ensures that the remuneration to the directors,
key managerial personnel and the senior management involves a balance between fixed and
incentive pay reflecting short and long-term performance objectives appropriate to the
working of the company and its goals. The remuneration policy is consistent with the
‘pay-for-performance' principle. The Company's policy on remuneration and
appointment of Board members as mentioned in the Remuneration Policy has been disclosed at
the company's website www.v2retail.com and annexed with the Directors' Report
which forms part of the Annual Report as Annexure IV.
32. Related party transactions
All related party transactions entered into by the Company during the
financial year were at arm's length. During the year the Audit Committee had granted
an omnibus approval for transactions which were repetitive in nature for one financial
year and all such omnibus approvals were reviewed by the Audit Committee on a quarterly
basis. Material contracts or arrangements with related parties were entered into during
the year under review. All related party transactions were placed in the meetings of Audit
Committee and the Board of Directors for the necessary review and approval. Your
Company's policy on related party transactions, as approved by the Board, can be
accessed at: www.v2retail.com. Accordingly, the disclosure of Related Party Transactions
as required under Section 134(3)(h) of the Companies Act, 2013, in Form AOC-2 is appended
as Annexure V to this report.
33. Particulars of loans, guarantees and investments under Section 186
of the Companies Act, 2013
During the financial year ended March 31, 2023, the Company has not
made any investment. During the year, the Company has also not granted loans, guarantee
and or provided any security.
34. Particulars of employees and managerial remuneration
The statement of disclosure of Remuneration under Section 197(12) of
the Act read with the Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (‘Rules') is appended as Annexure VI to this
Report.
The information as per the provisions of Section 197(12) of the Act
read with Rule 5(2) and 5(3) of the Rules is provided in a separate annexure forming part
of this Report. However, the Annual Report is being sent to the Members of the Company
excluding the said annexure. In terms of Section 136 of the Act, the said annexure is open
for inspection at the Registered Office as well as Corporate Office of your Company. Any
Member interested in obtaining a copy of the said statement may write to the Company
Secretary of the Company.
35. Management discussion and analysis and Corporate Governance Report
As per Regulation 34(3) read with schedule V of the SEBI Listing
Regulations 2015, Management Discussion
Analysis, Corporate Governance Practices followed by your Company,
together with a certificate from the Company Secretary in Practice confirming compliance
of conditions of Corporate Governance are an integral part of this report.
36. Risk Management system
The Company has developed and implemented a risk management policy
which is periodically reviewed by the management. In accordance with Regulation 21 of SEBI
Listing Regulations, 2015, the enterprise risk management policy of the Company, which has
been duly approved by the Board, is reviewed by the Audit Committee and the Board on a
periodic basis. The risk management process encompasses practices relating to
identification, assessment, monitoring and mitigation of various risks to key business
objectives. Besides exploiting the business opportunities, the risk management process
seeks to minimise adverse impacts of risk to key business objectives.
The Board of Directors has approved the Constitution of Risk Management
Committee at its meeting held on June 28, 2021. The constitution of the Risk Management
Committee as on 31st March, 2023 is follows:
| S. No. |
Name |
Designation |
| 1 |
Mr. Akash Agarwal |
Chairman |
| 2 |
Dr. Arun Kumar Roopanwal |
Member |
| 3 |
Mr. Manshu Tandon |
Member |
37. Prevention of sexual harassment at workplace
Your Company is committed to provide a work environment which ensures
that every woman employee is treated with dignity, respect and equality. There is
zero-tolerance towards sexual harassment and any act of sexual harassment invites serious
disciplinary action. The Company has established a policy against sexual harassment for
its employees. The policy allows every employee to freely report any such act and prompt
action will be taken thereon. The policy lays down severe punishment for any such act.
Further, your directors state that during the year under review, there were no cases of
sexual harassment reported to the Company pursuant to the sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
38. Depository Systems
Company's shares are compulsorily tradable in electronic form. As
on March 31, 2023, 2,49,41,294 (72.53%) Equity Shares stand with the NSDL Account and
93,77,957 (27.27%) Equity Shares stand with the CDSL, and 70,090 (0.20%) Equity Shares
stands in physical form.
The Company has entered into agreements with both National Securities
Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) whereby
shareholders holding Shares in physical mode are requested to avail of the
dematerialization facility with either of the depositories.
Your Company has appointed M/s Link Intime India Private Limited, a
Category-I SEBI registered R&T Agent as its Registrar and Share Transfer Agent.
39. Listing of Shares
The Company's shares are listed and actively traded on the below
mentioned Stock Exchanges: -
I. National Stock Exchange of India Limited (NSE)
"Exchange Plaza" C-1, Block G, Bandra-Kurla Complex, Bandra
(East), Mumbai – 400051
II. BSE Limited (BSE)
PhirozeJeejeebhoy Towers, 25th Floor, Dalal Street, Mumbai –
400001
40. Details of significant and material orders passed by
regulators/courts/ tribunals
During the year under review there was no instance of any material
order passed by any regulators/courts/ tribunals impacting the going concern status
of the Company.
41. Dividend Distribution Policy
The Company has formulated a dividend distribution policy which is
enclosed as Annexure VII to this report and the same is also displayed on the website of
the company i.e. www.v2retail.com.
42. Industrial Relations
The Company maintained healthy, cordial and harmonious industrial
relations at all levels. The enthusiasm and unstinting efforts of Employees have enabled
the Company to remain at the leadership position in the industry. It has taken various
steps to improve productivity across organization.
The Board also takes this opportunity to express its deep gratitude for
the continued co-operation and support received from its valued shareholders.
43. General
Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on these items during the
year under review: -
a) Issue of the equity shares with differential rights as to dividend,
voting or otherwise.
b) Issue of shares (including sweat equity shares) to Directors or
employees except allotment of shares to respective employees pursuant to ESOP Scheme of
the Company.
c) Purchase of or subscription for shares in the Company by the
employees of the Company except ESOP.
d) The Company has a wholly owned subsidiary but the same is not a
material subsidiary, so no policy on material subsidiary is required to be adopted.
e) Managing Director and Whole Time Directors of the Company does not
receive any remuneration or commission from the Subsidiary Company of the Company and
there is no holding Company of your Company.
44. Directors' Responsibility Statement
Pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of
Directors, to the best of their knowledge and ability, in relation to the Audited
Financial Statements of the Company for the year ended March 31, 2023, confirm that:
a. in the preparation of the accounts for financial year ended March
31, 2023, the applicable accounting standards had been followed and there are no material
departures;
b. they have selected such accounting policies and applied 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 as at March 31, 2023 and of the profits
of the Company for that year;
c. they have taken proper and sufficient care to the best of their
knowledge and ability for the maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
d. the annual accounts of the Company have been prepared 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. they have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
45. Disclosure with Respect to DMAT suspense account /unclaimed
suspense account
No DMAT suspense account /unclaimed suspense account reported by RTA,
NSDL and CDSL to the company.
46. Disclosure of details of any application filed for corporate
insolvency resolution process, by a financial or operational creditor or by the company
itself under the IBC before the NCLT
During the year under review, no application was filed for corporate
insolvency resolution process against the Company.
47. Acknowledgements
Your Directors would like to acknowledge and place on record their
sincere appreciation of all stakeholders – shareholders, bankers, dealers, vendors
and other business partners for the excellent support received from them during the year
under review. Your Directors recognise and appreciate the efforts and hard work of all the
employees of the Company and their continued contribution to its progress.
|
For and on behalf of the Board |
|
Ram Chandra Agarwal |
|
Chairman and Managing Director |
|
DIN00491885 |
| Place: New Delhi |
|
Date: August 12, 2023 |
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