La Tim Metal & Industries Ltd
Directors Reports
To, The Members,
The Directors present with immense pleasure, the 47thANNUAL REPORT on
the business and operations along with the Audited Financial Statements of the Company for
the Financial Year ended 31st March, 2023.
FINANCIAL HIGHLIGHTS
During the year under review, performance of your company as under:-
{Amount in Lakhs)
| Particulars |
Standalone |
Consolidated |
|
Current Year |
Previous Year |
Current Year |
Previous Year |
|
2022-23 |
2021-22 |
2022-23 |
2021-22 |
| Income from operations and Other Income |
5,951.01 |
8,983.23 |
27,332.37 |
56,975.57 |
| Profit before Interest & Depreciation |
(376.8) |
609.44 |
(103.37) |
2,934.93 |
| Less:- Interest & Bank Charges |
134.41 |
38.06 |
597.90 |
398.23 |
| Less:- Depreciation |
28.02 |
17.02 |
243.50 |
204.90 |
| Profit/Loss before Tax & Exceptional Item |
(539.23) |
554.36 |
(738.03) |
2,331.80 |
| Exceptional Items |
0.00 |
0.00 |
0.00 |
0.00 |
| Profit/Loss before Tax |
(539.23) |
554.36 |
(738.03) |
2,331.80 |
| Less:- Provision for Taxation |
|
|
|
|
| a) Current Tax |
- |
143.25 |
0.00 |
563.04 |
| b) Earlier Year Tax Provisions |
(4.83) |
0.00 |
(4.83) |
- |
| c. Deferred Tax (Assets) / Liabilities |
0.41 |
(3.52) |
16.73 |
(29.61) |
| d. MAT credit entitlement |
0.00 |
0.00 |
0.00 |
0.00 |
| Net Profit/Loss |
(534.81) |
414.63 |
(749.93) |
1,798.37 |
| Other Comprehensive Income/(Expenses) |
0.00 |
0.00 |
2.28 |
(0.28) |
| Total Comprehensive Income |
(534.81) |
414.63 |
(747.65) |
1,798.09 |
PERFORMANCE REVIEW Standalone:
During the Financial Year under review, the Company has earned the
Total income of Rs 5,951.01 lakhs as compared to Rs.8,983.23 lakhs in the previous year
and the Net Loss after Tax is Rs. 534.81 lakhs as compared to Profit of Rs.414.63 lakhs
(including exceptional items) in the previous year.
Consolidated:
During the Financial Year under review, the Company has earned the loss
before Tax of Rs. 738.03 lakhs and the Net Profit after Tax is Rs. 2,331.80 lakhs.
DIVIDEND
The Board of Directors of your Company, after considering the present
circumstances, has decided that it would be prudent, not to recommend any dividend for the
year under review.
SHARE CAPITAL AND SHARES
The paid up Equity Share Capital as on 31st March, 2023 was Rs.
8,83,14,300/- consisting of 88,31,430 Equity Shares of Rs. 1/- each.
During the year, the Company has sub-divided its Equity shares as one
Equity Shares having face value of Rs. 10/- per share into 10 Equity shares thereby
decreasing the face value to Rs. 1/- per share.
The Company has not bought back any of its securities and also has not
issued any sweat equity shares and bonus shares during the year under review. The Company
has not provided any Stock Option Scheme to the employees. The Company has not made any
purchase or provision of its own shares by employees or by trustees for the benefit of
employees during the financial year 2022-23.
CHANGE IN NATURE OF BUSINESS, IF ANY:
There is no change in the nature of the business of the Company.
DEPOSIT
Your Company has not accepted any deposits from the public within the
meaning of Chapter V of the Companies Act, 2013 and amendments, rules, notifications
framed there under. As such no amount of Principal or Interest is outstanding as on the
Balance Sheet date.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Your Company has not given any Loans or guarantees or security in
connection with Loans obtained by any person during the financial year.
TRANSFER TO RESERVES
The Board of the directors of the Company has not proposed to transfer
any amount to any reserves.
VIGIL MECHANISM/WHISTLE BLOWER POLICY
Pursuant to the provisions of section 177(9) & (10) of the
Companies Act, 2013, the company has established a Vigil Mechanism through the committee,
the genuine concerns expressed by the directors and employees. The Whistle Blower Policy
is disclosed on the website www.latimmetal.com.
EXTRACT OF ANNUAL RETURN
The extract of Annual Return for the Financial Year 2022-23 pursuant to
the provisions of Section 92 read with Rule 12 (1) of the Companies (Management and
administration) Rules, in the Form MGT-9 is annexed herewith as Annexure- | to this report
and same is available on website of the company http://latimmetal.com/
investors-relation.html.
SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
As on 31st March, 2023 the Company has only one subsidiary Company i.e.
La Tim Sourcing (India) Private Limited.
Statement containing salient features of the financial statement of
subsidiaries/ associate companies/ joint ventures pursuant to first proviso to sub-section
(3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014 has been given
under Annexure-|| Further, your Company does not have any Joint venture or Associate
Company.
The Company has filed the Scheme of Merger (by Absorption of La Tim
Sourcing (India) Private Limited (“the Transferor Company”), by La Tim Metal and
Industries Limited (“the Transferee Company”) pursuant to Section 230-233 and
other applicable provisions of the Companies Act, 2013 read with rules made thereunder
with Registrar of Companies (ROC), Regional Director (RD) and Official Liquidator (OL).
The above scheme of Merger has also been duly approved by the
Shareholders of the Company in the NCLT convened Extra Ordinary
General Meeting of the Shareholders of the Company on 24th January,
2020.
The final order for the merger has been come on 4th Day of August,
2023. According to the order the La Tim Sourcing (India) Private Limited has been merged
with La Tim Metal and Industries Limited. The copy of the order has been available on the
website of the Company.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As required under Regulation 34 of the SEBI (LODR), Regulations 2015
and the Listing Agreements with the Stock Exchanges, the Management Discussion and
Analysis Report is annexed herewith as Annexure-Ill to this report.
AUDITORS
A) Statutory Auditors and Auditors' Report
Your Director would like to inform you in the 46th AGM held on 26th
September, 2022 M/s. Dhirubhai Shah and Co LLP, Chartered Accountants (Firm registration
No. 102511W), was re-appointed as Statutory Auditor of the Company for a period of five
consecutive years i.e. from the conclusion 46th AGM till the conclusion of 51th AGM.
AUDITORS' REPORT
There is no qualification, reservation, adverse remark or disclaimer
made by the Statutory Auditor and/or Secretarial Auditor of the Company in their report
for the financial year ended March 31, 2023. Hence, they do not call for any further
explanation or comment u/s 134 (3)(f) of the Companies Act, 2013.
B) Secretarial Auditors
Pursuant to Section 204 of the Companies Act, 2013, inter-alia requires
every listed company to undertake 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 24 A, of the Listing Regulation and other applicable provision, if any,
Board of Directors of the Company had appointed M/s. Kothari H. &Associates,
Practicing Company Secretary to conduct the Secretarial Audit of your Company for the
financial year 2023-2024.
The Secretarial Audit Report for the financial year ended March 31,
2023 are annexed with the Board's report and formed as part of the Annual Report. The
Report is unqualified and self- explanatory and does not call for any further comments.
Internal Auditors
M/s. RGSG & Co., Chartered Accountants have been appointed as the
Internal Auditors of the Company. Audit Committee of the Board provides direction and
monitors the effectiveness of the Internal Auditor process. Scope of internal audit
extends to indepth audit of accounting and finance, revenue and receivables, purchases,
capital expenditure, statutory compliances, HR, payroll and administration etc.
The Internal Auditors report to the Audit Committee of the Board of
Directors and present their report on quarterly basis. The Audit Committee reviews the
report presented by the Internal Auditors and takes necessary actions to close the gaps
identified in timely manner.
There were no qualifications, reservations or any adverse remarks made
by the Auditors in their report.
BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board of Directors of the company has an optimum combination of
Executive, Non- Executive, and Independent Directors who have an in-depth knowledge of
business, in addition to the expertise in their areas of specialization. As on 31st March
2023, the Board of the Company comprised of Six directors that include one Independent
Women Director. All the members of the Board are persons with considerable experience and
expertise in the industry. None of the Directors on the Board is a member in more than
(10) Committee and Chairman of more than (5) Committee) across all the companies in which
he/she is a directors. The necessary disclosures regarding committee positions have been
made by all the directors. The Composition and the category of directors on the board of
the Company is as under:-
| Category |
Name of the Director(s) |
| Managing Director |
Mr. Rahul M. Timbadia |
| Executive Director |
Mr. Kartik M. Timbadia |
| Non-Executive |
Mr. Ramesh Khanna |
| Non-Executive and Independent |
Mrs. Ragini Chokshi |
| Director |
Mr. Sandeep N Ohri |
|
Mr. Ravi Seth {Appointed w.e.f
12.08.22) |
A) NUMBER OF BOARD MEETINGS
The board meets at least once in each quarter, inter-alia to review the
quarterly results and other matters. In addition, board also meets whenever necessary. The
Board periodically reviews compliance reports of all laws applicable to the Company. The
desirable steps are taken by the directors of the Company to rectify instances of non-
compliances, if any.
During the year five Board meetings were held on 08th April, 2022, 30th
May, 2022, 12th August, 2022, 14th November, 2022 and 10th February, 2023. The intervening
gap between the Meetings was as prescribed under the Companies Act, 2013.
Independent Director Meeting
As per the provision of Companies Act, 2013 the Independent Directors
of the Company shall hold atleast one meeting in a year without the attendance of
non-independent directors. The company held this meeting on 10th February, 2023.
| B) DIRECTOR'S ATTENDANCE |
RECORD & DIRECTORSHIP |
|
|
|
|
Name of Director |
Category of Director |
| No. of Board Meetings held |
No. of meetings Attended |
Whether attended AGM or not |
No. of Directorship in other
Companies |
No. of Chairmanship and for
membership in mandatory committees |
| Mr. Rahul M. Timbadia |
Managing Director |
5 |
5 |
Yes |
|
1 Membership |
| Mr. Kartik M. Timbadia |
Director |
5 |
5 |
Yes |
|
Nil |
Mr. Ramesh Khanna |
Non-Executive Director |
5 |
2 |
No |
7 |
2 Membership |
| *Mr. Ravi Seth |
Independent Director |
3 |
3 |
Yes |
2 |
Nil |
| Mrs. Ragini Chokshi |
Independent Director |
5 |
5 |
Yes |
1 |
3 Membership |
Mr. Sandeep N Ohri |
Independent Director |
5 |
5 |
Yes |
1 |
3 Chairmanship 3 Membership |
* Mr. Ravi Seth was appointed as Director of the Company w.e.f. 12th
August, 2022. a BRIEF PROFILE OF BOARD OF DIRECTORS
Mr. Kartik Timbadia
Mr. Kartik Timbadia, aged 71 years, is a Commerce graduate. He has
started his career as a Steel supplier, Stockiest & Import of Steel from 1971 to 1995.
He looks after the Import of Steel as well as purchase of Agricultural land for the farm
house development. In 1997, he commenced hospitality business by way of setting up Saj
Resorts A fine hospitality hotel in Mahabaleshwar and Malshe] Ghat, one of the preferred
Resorts in that area as on today. At present he is also holding directorship in following
companies:
i) La Tim Life Style & Resorts Ltd ii) Saj Hotels Private Limited
iii) La Tim Sourcing (India) Private Limited
Mr. Rahul Timbadia
Mr. Rahul Timbadia, aged 72 years, is a Science Graduate from Jai Hind
College. He is also diploma holder in “Entomology” through BNHS. He is a
Chairman of La-Tim Life Style and Resorts Limited. It is only because of his unparalleled
commitment to work and the Company La-Tim Life Style and Resorts Limited has become a name
to reckon with in the Real Estate Industry. He is active in Rotary and has reached to the
highest post in the district. He was district Governor of the district 3140 when Rotary
completed its 100 years.
On account of his active association as a director of Bombay Iron
Merchant association for 10 years he has developed deep insights and knowledge in this
Industry. He plans to make use of this knowledge acquired and use the same in developing
La Tim Metals & Industries to similar heights in the same manner he has grown the
other companies in which he has played pivotal roles.
At present he is also holding directorship in following companies:
i) La-Tim Life Style and Resorts Limited ii) La Tim Sourcing (India)
Private Limited iii) Sanctuary Design and Development Private Limited iv) Saj Hotels
Private Limited v) My Own Rooms Dot In Private Limited
And Designated Partner in La Proviso Infra Developers LLP and IRA Latim
Farm LLP.
Mr. Ramesh Khanna
Mr. Ramesh Khanna aged 82 years is a Chartered Accountant by
qualification. He is the Non Executive Director of the Company. Currently he holds the
position of Directorship in following Companies:- i) Film Waves Combine Private Limited
ii) Jalaram Hotels Private Limited. iii) Sand Rock Properties Private Limited iv) Sand
Rock Developers Private Limited v) Mahad Eco Agrotech Private Limited
Mrs. Ragini Chokshi *
Mrs. Ragini Chokshi is a founder partner of the firm “Ragini
Chokshi & Co.” and associated with many listed and unlisted Companies. She is a
practicing Company Secretary in Mumbai since more than three decade & having
Specialization in Corporate laws, Listing, Merger & Amalgamation, Managerial
Remuneration, Organization Restructuring, conversion of Balance sheet & Profit &
loss a/c into XBRL & Corporate legal counseling to Companies & appearance before
Company Law Board, Regional Director, Ministry of Corporate Affairs, SAT, SEBI, RBI.
Currently she holds the position of Directorship in following
Companies: -
i. Ajcon Global Services Limited ii. Uday shivakumar Infra Limited
Mr. Sandeep N Ohri
Mr. Sandeep Ohri is a Certified Independent Director, Business
Strategist and Business Development professional with a career spanning 30+ years, half of
it in Sales, Marketing & Business Development and the other half as an Entrepreneur.
He has sold products, services & solutions across many domains:
Enterprise IT, Broadcast Video, Defense, Homeland Security, Packaging, eSecurity, Internet
Services, Office Equipment, Social Media, Live Events, Mobile apps and Cold Chain
Solutions, and handled national & international business, running into 100s of crores
of Rupees. Also he has handled a multitude of functional roles: Sales, Marketing, Digital
Marketing, Business Development, Operations, Accounts, Finance, Production & HR.
Worked in a variety of organisations: Family Business, own Start-up, a Private Limited
Company, an Indo French Joint-Venture & a listed Public Company, leading teams from 4
to 400.
Currently he holds the position of Directorship in following
Companies:-
April Broadcast Private Limited
Mr. Ravi Kumar Seth *
Mr. Ravi Kumar Seth is a Certified Independent Director and Qualified
Chartered Accountant. He has 47 years of experience, as Practicing Chartered Accountant
and Interacting with entrepreneurs from the various fields. He has a sound knowledge of
finance, companies act, tax laws and has handled a large number of audits.
He has vast knowledge of taxation, financial and Corporate Strategy.
Currently he holds the position of Directorship in following Companies:-
1. Maplle Infra projects Limited * Appointed w.e.f 12th August, 2022
D) Changes in Directors and Key Managerial Personnel
In accordance with the provisions of the Companies Act, 2013 and in
terms of the Memorandum and Articles of Association of the Company, Mr. Ramesh Khanna,
Director of the Company, will retire by rotation at the ensuing Annual General Meeting
and, being eligible offer himself for re-appointment. Your Directors recommend his
re-appointment.
During the year, Mr. Ravi Kumar Seth was appointed as an Additional
Director of the Company by the Board in their Board Meeting dated August 12, 2022 and also
confirmed as Independent Directors of the Company for the period of five years by the
members in their Annual General meeting held on Monday, August 12, 2022.
Mr. Sandip Timbadia is continue as CFO of Company. Mrs. Swati Gupta,
Company secretary was resigned and Mrs. Shruti Shukla has been joined in her place.
E) Declaration by an Independent Director(s) and reappointment, if any
The Company has received necessary declarations from each independent
director of the company under section 149 (7) of the Companies Act, 2013, that the
independent directors of the company meet the criteria of their independence laid down in
section 149 (6) of the Act and there has been no change in the circumstances which may
affect their status as Independent Director during the year. In the opinion of the Board,
the Independent Directors of the company possess appropriate balance of skills, experience
and knowledge as required.
F) Formal Annual Evaluation
Pursuant to the provisions of the Companies Act, 2013 and if any,
applicable regulation of SEBI (Listing obligations and Disclosure Requirement) Regulations
2015 the Board has carried out an annual performance evaluation of its own performance,
the directors individually as well as the evaluation of the working of its Audit,
Nomination & Remuneration Committees on the basis of the policy which is approved by
Board of Directors of the Company. Based on the principle laid out in the said Policy,
Nomination & Remuneration Committee has evaluated the performance of every director.
PROFILC
The Independent directors of the company in their meeting had evaluated
the performance of the Chairman, Non Independent directors, and of the board. The board
has also evaluated the performance of Independent Directors. The directors expressed their
satisfaction with evaluation process. During the Financial Year, the company had
Independent directors' meeting on 10th February, 2023.
The Certificate from the practicing Company secretary as per Schedule V
(C) (10) (i) of SEBI (LODR) certifying that none of the directors on the board of the
company have been debarred or disqualified from being appointed or continuing as directors
of companies by the Board/Ministry of Corporate Affairs or any such statutory authority is
forming part of the Annual Report.
BOARD COMMITTEE
A) AUDIT COMMITTEE
The Audit Committee comprises of three Non Executive Directors viz. Mr.
Sandeep Ohri, Mrs. Ragini Chokshi and Mr. Ramesh Khanna as members. Mr. Sandeep Ohriis the
Chairman of the Committee. All the members of the Audit Committee possess good knowledge
of corporate and project finance, accounts and Company law. The composition of the Audit
Committee meets with the requirement of section 177 of the Companies Act, 2013 and the
SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.
Meetings and Attendance of the Audit Committee: -
An attendance detail of each member at Audit Committee meetings held
during the year on 30th May, 2022, 12th August, 2022, 14th November, 2022 and 10th
February, 2023.
Name of the Committee Members |
No. of Held |
Meetings Attended |
| Mr. Ramesh Khanna |
4 |
2 |
| Mr. Sandeep Ohri |
4 |
4 |
| Mrs. Ragini Chokshi |
4 |
4 |
B) NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee comprises of three Non
Executive Directors as members viz. Mr. Sandeep Ohri, Mrs. Ragini Choksi and Mr. Ramesh
Khanna. Mr. Sandeep Ohri is the chairman of the Committee.
The Policy adopted by the Company's Nomination and Remuneration
Committee on Selection of Directors and Senior Management Personnel and on their
Remuneration is annexed herewith as Annexure - V to this report and also available on the
website of the Company www.latimmetal.com.
Meetings and Attendance of the Nomination and Remuneration Committee:-
An attendance detail of each member at Nomination and Remuneration
Committee meetings held during the year on 12th August, 2022.
Name of the Committee Members |
No. of Held |
Meetings Attended |
| Mr. Sandeep Ohri |
1 |
1 |
| Mr. Ramesh Khanna |
1 |
1 |
| Mrs. Ragini Chokshi |
1 |
1 |
Remuneration of Directors
Remuneration Paid to Managing Director/Executive Directors:
SNO Name of the Director Sitting Fee (in Rs)
S NO |
| Name of the [Director |
Sitting Fee (in Rs) |
| 1. |
| Mr. Rahul M Timbadia |
20,000 |
| 2. |
| Mr. Kartik M Timbadia |
20,000 |
Remuneration/Sitting fees paid to non-executive [Independent Director
Details of sitting fees paid to Non-executive /Independent Directors in
the financial year 2022- 2023 are given below:
S NO |
| Name of the Director |
Sitting Fee (in Rs) |
| 1. |
| Mr. Ravi Kumar Seth |
20,000 |
| 2. |
| Mrs. Ragini Chokshi |
20,000 |
| 3. |
| Mr. Sandeep Ohri |
30,000 |
C) STAKEHOLDERS' RELATIONSHIP COMMITTEE
The Stakeholders' Relationship Committee comprises of Mr. Sandeep
Ohri, chairman andMrs. Ragini Chokshi and Mr. Rahul Timbadia as members of the Committee.
Meetings and Attendance of the Stakeholders' Relationship
Committee:-
An attendance detail of each member at Stakeholders' Relationship
Committee meeting held during the year on 30th June,2022, 12th August, 2022, 14th
November, 2022 and 10th February, 2023.
Name of the Committee Members |
No. of Held |
Meetings Attended |
| Mr. Sandeep ohri |
4 |
4 |
| Mrs. Ragini Chokshi |
4 |
4 |
| Mr. Rahul Timbadia |
4 |
4 |
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars relating to the conservation of energy, technology
absorption, foreign exchange earnings and outgo, for the financial year 2022-23 in
accordance with clause {(m) of Sub Section (3) of Section 134 of the Companies Act, 2013,
read with the Companies (Accounts) Rules, 2014 is annexed herewith as Annexure - VI to
this report.
PARTICULARS OF EMPLOYEES
Disclosure pertaining to remuneration and other details as required
under section 197(12) of the Act, read with rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 The payment made to Directors of the
Company as remunerations and other persons who are employed with the Company during the
year. The information required under Section 197(12) of the Companies Act, 2013 read with
Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
is attached as per Annexure-VII.
DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(5) of the Companies
Act, 2013, your directors confirm that:-
a) in the preparation of the annual accounts for the financial year
ended 31st March, 2023, the applicable accounting standards had been followed along with
proper explanation relating to material departures;
b) the directors had selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the company at 31st March, 2023 and
of the profit and loss of the company for that period;
c?) the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of the
Companies Act 2013 for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities;
d) the directors had prepared the annual accounts on a going concern
basis;
e) the directors had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were
operating effectively.
f) the directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and operating
effectively.
CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION
Pursuant to the Regulation 15 of SEBI {Listing Obligations &
Disclosure Requirements) Regulations, 2015, the Compliance related to the Corporate
Governance is not mandatory to the Company.
In view of the above, Company has not provided report on corporate
governance and auditor's certificate thereon for the year ended March 31, 2023. However,
whenever the provision will becomes applicable to the company at a later date, the company
shall comply with the requirements of the same within six months from the date on which
the provisions became applicable to the company.
CORPORATE SOCIAL RESPONSIBILITY POLICY
The Company has been carrying out various Corporate Social
Responsibility (CSR) activities in the areas of education, health, water, sanitation etc.
These activities are carried out in terms of Section 135 read with Schedule VII of the
Companies Act, 2013 and Companies {Corporate Social Responsibility Policy) Rules, 2014.
The Annual Report on CSR Activities undertaken by the Company is
annexed herewith as Annexure 5 The CSR Policy is available on Company's website
www.latimemtal.com.
LISTING WITH STOCK EXCHANGE
The Company confirms that it has paid the Annual Listing Fees for the
year 2022-23 to BSE where the Company's shares are listed.
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION
FUND
The Company is not carrying any fund which is required to be transfer
to Investor Education and Protection Fund.
DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO THE FINANCIAL STATEMENTS.
The Company has in place adequate internal financial controls with
reference to financial statements. During the year no reportable material weakness in the
design or operations were observed.
INTERNAL CONTROL SYSTEM
The Company has an Internal Control System, commensurate with the size,
scale and complexity of its operations. The scope and authority of the Internal Audit (IA)
function is to maintain its objectivity and independence. Based on the report of internal
audit function, process owners undertake corrective action in their respective areas and
hereby strengthen the controls. Significant audit observations and corrective actions
thereon are presented to the Audit Committee of the Board.
INTERNAL CONTROLS OVER FINANCIAL REPORTING (ICFR)
The Company has in place adequate internal financial controls
commensurate with the size, scale and complexity of its operations.
During the year such controls were tested and no reportable material
weakness in the design or operations were observed. The Company has policies and
procedures for ensuring the orderly and efficient conduct of its business, including
adherence to 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 information.
SUSTAINABLE DEVELOPMENT
Sustainability has been deeply embedded into the Company's business and
has become an integral part of its decision making process while considering social,
economic and environmental dimensions.
RISK MANAGEMENT
The element of risk threatening the Company's existence is very
minimal. The details of Risk Management as practiced by the Company are provided as Part
of Management Discussion and Analysis report, which is part of this Report.
RELATED PARTY TRANSACTIONS
All related party transactions that were entered into during the
financial year were on an arm's length basis and were in the ordinary course of
business. There are no materially significant related party transactions made by the
Company with Promoters, Directors, Key Managerial Personnel or other designated persons
which may have a potential conflict with the interest of the Company at large.
All Related Party Transactions are placed before the Audit Committee as
also the Board for approval. The Company has developed a Related Party Transactions Policy
for purpose of identification and monitoring of such transactions. None of the Directors
has any pecuniary relationships or transactions vis-a-vis the Company. The policy on
related party transaction is available on the website of the Company at here mentioned
link: www.latimmetal.com.
DISCLOSURE AS PER SEXUAL HARRASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:
The Company has zero tolerance for sexual harassment at workplace and
has adopted a policy on prevention, prohibition and redressal of sexual harassment at
workplace in line with the provisions of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the rules framed there under. During
the financial year 2022-23, the Company has received nil complaints on sexual harassment.
CODE OF CONDUCT
The Board of Directors has approved a Code of Conduct which is
applicable to the Members of the Board and all employees in the course of day to day
business operations of the company.
The Code lays down the standard procedure of business conduct which is
expected to be followed by the Directors and the designated employees in their business
dealings and in particular on matters relating to integrity in the work place, in business
practices and in dealing with stakeholders. The Code gives guidance through examples on
the expected behaviour from an employee in a given situation and the reporting structure.
All the Board Members and the Senior Management personnel have confirmed compliance with
the Code. All Management Staff were given appropriate training in this regard.
GENERAL DISCLOSURES
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:
. No Significant or material orders were passed by the Regulators or
Courts or Tribunals which impact the going concern status and Company's operation in
future.
There were no material changes and commitments affecting the financial
position of the Company between the end of financial year (March 31, 2023) and the date of
Report
During the Financial Year 2022-23, the trading of securities was not
suspended.
The Company, during the Financial Year 2022-23, has not issued any debt
instruments or has not taken Fixed Deposits or has not mobilized funds under any scheme or
proposal. Hence, no credit ratings were obtained
The Company has complied with statutory compliances and no penalty or
stricture is imposed on the Company by the Stock
Exchanges or Securities and Exchange Board of India (SEBI) or any other
statutory authority on any matter related to the capital markets during the last three
years.
POLICIES
All the policies are available on the website of the Company i.e.
www.latimmetal.com.
ACKNOWLEDGEMENTS
Your Directors wish to place on record their thanks and gratitude to
the Company's bankers, Institutions, Business associates, Consultants and other clients
and Customers, SEBI, Exchanges and various other Government and Non- Government
Authorities for their support, co-operation, guidance and assistance. The Board also
express their sincere appreciation to the valued shareholders for their support and
confidence reposed on your Company. The Board of Directors takes this opportunity to
express their appreciation of the sincere efforts put in by the staff and executives at
all the levels and hopes that they would continue their dedicated efforts in the future
also.
For And on Behalf of the Board of Directors LA TIM METAL &
INDUSTRIES LIMITED
|
Sd/- |
Sd/- |
|
Rahul M Timbadia |
Kartik M Timbadia |
|
Managing Director |
Chairman |
|
(DIN: 00691457) |
(DIN No. 00473057) |
| Date: 07/08/2023 |
|
|
| Place: Mumbai |
|
|
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