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D. P. Abhushan Ltd

BSE Code : 535026 | NSE Symbol : DPABHUSHAN | ISIN:INE266Y01019| SECTOR : Diamond, Gems and Jewellery |

NSE BSE
 
SMC up arrow

308.95

4.05 (1.33%) Volume 280564

07-Dec-2021 10:28:16

Prev. Close

304.90

Open Price

312.00

Bid Price (QTY)

307.75(9)

Offer Price (QTY)

308.95(54)

 

Today’s High/Low 318.50 - 305.10

52 wk High/Low 322.10 - 70.05

Key Stats

MARKET CAP (RS CR) 678.55
P/E 21.09
BOOK VALUE (RS) 50.4614275
DIV (%) 0
MARKET LOT 1
EPS (TTM) 14.46
PRICE/BOOK 6.04223889623416
DIV YIELD.(%) 0
FACE VALUE (RS) 10
DELIVERABLES (%) 59.55
4

News & Announcements

25-Nov-2021

D. P. Abhushan Ltd - D. P. Abhushan Limited - Related Party Transactions

25-Oct-2021

D. P. Abhushan consolidated net profit rises 52.25% in the September 2021 quarter

25-Oct-2021

D. P. Abhushan Ltd - D. P. Abhushan Limited - Outcome of Board Meeting

20-Oct-2021

D. P. Abhushan to declare Quarterly Result

20-Oct-2021

D. P. Abhushan to declare Quarterly Result

18-Sep-2021

D. P. Abhushan schedules AGM

03-Jun-2021

D. P. Abhushan announces board meeting date

08-Feb-2021

D. P. Abhushan to declare Quarterly Result

Corporate Actions

Bonus
Splits
Dividends
Rights
Capital Structure
Book Closure
Board Meeting
AGM
EGM
 

Financials

Income Statement

Standalone
Consolidated
 

Peers Comparsion

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Share Holding

Category No. of shares Percentage
Total Foreign 12904 0.06
Total Institutions 0 0.00
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 1396280 6.27
Total Promoters 16630850 74.73
Total Public & others 4214816 18.94
Total 22254850 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About D. P. Abhushan Ltd

D. P. Abhushan Limited was originally formed as a partnership firm in the name and style of 'M/s D. P. Jewellers', pursuant to a deed of partnership dated April 1, 2003 entered between Mr. Ratanlal Kataria and Mr. Anil Kataria. The name of the partnership firm 'M/s D.P. Jewellers' was changed to 'M/s D. P. Abhushan' and new partners were admitted pursuant to partnership deed dated February 14, 2017. 'M/s. D.P. Abhushan' was thereafter converted from partnership firm to Public Limited Company with the name of 'D. P. Abhushan Limited' on May 2, 2017. Mr. Ratanlal Kataria, Mr. Anil Kataria, Mr. Santosh Kataria, Mr. Vikas Kataria, Mrs. Renu Kataria, Mr. Vijesh Kasera and Mr. Nitin Pirodiya, partners of M/s D.P. Abhushan, were the initial subscribers to the Memorandum of Association of the Company. Presently Mr. Anil Kataria, Mr. Vikas Kataria, Mr. Santosh Kataria, Mr. Sanjay Kataria, Mrs. Renu Kataria, Anil Kataria HUF, Vikas Ratanlal Kataria HUF, Santosh Ratanlal Kataria HUF, Sanjay Manoharlal Kataria HUF, Rajesh Manoharlal Kataria HUF and Manoharlal Pannalal Kataria HUF are Promoters of the Company. D. P. Abhushan is engaged in the retail business of various jewelleries and ornaments made out of gold, diamonds and platinum studded with precious and semiprecious stones. The Company's portfolio includes rings, earrings, armlet, pendants, gajrahs, nose rings, bracelets, chains, necklaces, bangles and other wedding jewellery. The Company has four showrooms under the 'D.P. Jewellers' brand located in four different cities of India i.e. Ratlam, Indore, Bhopal and Udaipur. Further, The Company has plans to expand its retail network by opening another showroom in Indore, Madhya Pradesh. The Company has entered into an agreement dated May 05, 2015 with R.S. Diamonds Private Limited for sale of their diamond jewelleries under brand of 'Divine Solitaires'.

D. P. Abhushan Ltd Chairman Speech

Dear Shareholders,

It gives me an immense pleasure to place before you, the Third Financial Statement of your company for the period ending on 31st March 2020. The Company came into an existence from 2nd May 2017 through conversion of Partnership Firm M/ s D.P. Abhushan under the Part I of Chapter XXI read with Section 366 of the Companies Act 2013 and brought the most successful Initial Public Offer of 59,32,000 equity shares of Rs. 10 each at a premium of Rs.18 in the year 2017-18.

It is matter of pride and pleasure to inform you that in spite of slowdown of economy, regulatory reforms, trade wars between various countries, and spread of covid-19 pandemic, your Company has made turnover of Rs.808.61 Crores for the financial year 2019-20 as against Rs.812.13 Crores in previous year whereas EBITDA was Rs.3310.68 lakhs for the Financial year 2019-20 as against Rs.2790.37 lakhs in the previous year i.e. the growth of 18.65%. This performance was possible due to effective cost management of business, better price realization and aggressive marketing of its products. It is a further matter of great satisfaction to all of us that as compare to the peers of industries, your company has broken or crossed many pre-determined performances in terms of show room wise sales, no. of customers footfall, turnover ratios etc.

I feel very satisfied to inform you the stubborn decision of management to increase inventory at a time when prices were lower has put your company ahead of its peers in terms of lower cost of sales.

"DP Golden Locker" facility to convert old jewellery into new designed jewellery under advance jewellery booking facility has been receiving good response from the customers. The spellbound performance of 300% increase in number of customers, volume and value shows the tremendous faith in the management of your company.

In continuation of its mesmerizing performance, your Company has been recognized by numbers of awards during the year comprising of prestigious awards such as:

• Best Bridal Diamond Jewellery Of The Year 2019,

• Best Ring Of The Year 2019,

• Special Excellence Award & Best Lifestyle Excellence Awards Indore-2020,

• Most Innovative Marketing Campaign -Print &Most Prestigious Jewellery Brand Of The Year In Madhya Pradesh, as a recognition for branding and marketing practices.

As promised in last AGM that your company will broaden its years old brand "D.P. Jewellers-A bond of trust since 1940" in central India which include mainly M.P., Rajasthan by establishing more show room in Tier II and Tier III cities. I feel extremely warm and contended to enlighten you that your company has celebrated the grand opening of new show room at Ujja in on 12-8-2020 spreading across2200 sq. ft. at a prominent location. Further to fillip it, your Company is going to open another show room at Bhilwara by the end of November 2020.

Going forward, your company will continue to focus on Tier II and III cities of M.P., Rajasthan and Gujarat as a part of its mission of expansion. In addition to opening new show rooms, your company is ready to show its mettle on E-Commerce platform by introducing its digital business brand. The impact of Covid-19 Pandemic are less in the cities where company has its showroom as compared to big cities where its peers have their showrooms. Further due to good rain and fast growth in rural economy, the business in Tier II and III cities will pickup very fast because of their proximity and connectivity with rural India.

Before I conclude, I would like to place on record my heartfelt gratitude to all employees and our sincere thanks to Bankers, NSE, and all our shareholders who have extended their valuable support.

With Warm Regards

For D.P. Abhushan Ltd.

Sd/-

VIKAS KATARIA

Chairman and Managing Director

Place: Ratlam

Date: August 14.2020

   

D. P. Abhushan Ltd Company History

D. P. Abhushan Limited was originally formed as a partnership firm in the name and style of 'M/s D. P. Jewellers', pursuant to a deed of partnership dated April 1, 2003 entered between Mr. Ratanlal Kataria and Mr. Anil Kataria. The name of the partnership firm 'M/s D.P. Jewellers' was changed to 'M/s D. P. Abhushan' and new partners were admitted pursuant to partnership deed dated February 14, 2017. 'M/s. D.P. Abhushan' was thereafter converted from partnership firm to Public Limited Company with the name of 'D. P. Abhushan Limited' on May 2, 2017. Mr. Ratanlal Kataria, Mr. Anil Kataria, Mr. Santosh Kataria, Mr. Vikas Kataria, Mrs. Renu Kataria, Mr. Vijesh Kasera and Mr. Nitin Pirodiya, partners of M/s D.P. Abhushan, were the initial subscribers to the Memorandum of Association of the Company. Presently Mr. Anil Kataria, Mr. Vikas Kataria, Mr. Santosh Kataria, Mr. Sanjay Kataria, Mrs. Renu Kataria, Anil Kataria HUF, Vikas Ratanlal Kataria HUF, Santosh Ratanlal Kataria HUF, Sanjay Manoharlal Kataria HUF, Rajesh Manoharlal Kataria HUF and Manoharlal Pannalal Kataria HUF are Promoters of the Company. D. P. Abhushan is engaged in the retail business of various jewelleries and ornaments made out of gold, diamonds and platinum studded with precious and semiprecious stones. The Company's portfolio includes rings, earrings, armlet, pendants, gajrahs, nose rings, bracelets, chains, necklaces, bangles and other wedding jewellery. The Company has four showrooms under the 'D.P. Jewellers' brand located in four different cities of India i.e. Ratlam, Indore, Bhopal and Udaipur. Further, The Company has plans to expand its retail network by opening another showroom in Indore, Madhya Pradesh. The Company has entered into an agreement dated May 05, 2015 with R.S. Diamonds Private Limited for sale of their diamond jewelleries under brand of 'Divine Solitaires'.

D. P. Abhushan Ltd Directors Reports

Dear Shareholders,

The Board of Directors hereby submits the report of the business and operations of the Company, along with the audited financial statements, for the financial year ending March 31,2020.

FINANCIAL HIGHLIGHTS:

Particular FY 2019-2020 FY 2018-2019
Revenue From Operations 80,861.55 81,213.23
Other Income 42.07 3.60
Total lncome 80,903.62 81,216.83
Less :Total Expenses before Depreciation, Finance Costand Tax 77,592.94 78,426.46
Profit before Depreciation, Finance Cost and Tax 3,310.68 2,790.37
Less: Depreciation 212.07 183.26
Less: Finance Cost 895.27 961.77
Profit Before Tax 2,203.34 1645.34
Less: Current Tax 534.97 456.00
Less: Deferred tax Liability (Asset) 23.64 10.28
Profit after Tax 1,644.73 1179.06

During the year under review, the revenue from operation of the Company stood at Rs.80,861.55 Lakhs as compared to Rs.81,213.23 Lakhs in Financial Year 2018-2019, making 0.43%fall in the revenue compared to previous year.

Due to reduction in various expenses, profit before tax in the financial year 2019-20 stood at Rs. 2,203.34 Lakhs as compared to Rs. 1,645.34 Lakhs in the previous Financial Year 2018-2019. Thus, even after the fall in the Revenue, the Company managed to show a considerable and robust Increase of 33.91 % in the Profit before Taxes as compared to the previous Financial Year

The Profit after taxes stood at Rs.1,644.73 Lakhs with robust growth 39.49% in the profit of the Company compared to previous year.

DIVIDEND:

With a view to conserve and save the resources for future prospects of the Company, the Directors refrain from declaring dividend for the financial year 2019-2020.

TRANSFER TO RESERVES:

The Directors do not propose to transfer any amount to the Reserves. Total amount of net profit is carried to the Reserves & Surplus as shown in the Balance Sheet of the Company.

CHANGEINNATUREOFBUSINESS:

During the year, the Company has not changed its business or object and continues to be in the same line of business as perthe main object of the Company.

SHARE CAPITAL:

During theyear under review, no changes took places in the Authorized and Paid-up share capitalofthe Company. Authorized Capital.

The Authorized Capital of the Company is ? 22,85,00,000/- divided into 22850000 Equity Shares of ?10/- each. Issued, Subscribed & Paid-Up Capital.

The present Paid-up Capitalofthe Company is?22,25,48,500/- divided into 22254850 Equity Shares of? 10/-.

Name of Director

Designation

Date of Original Appointment

Date of Appointment at current Term& designation

Total Directorship2

No. of Committee1

No. of Shares held as on March 31, 2020

in which Director is Member in which Director is Chairperson
Mr. Vikas Kataria Chairman and Managing Director May 2,2017 June 10,2017 2 2 - 607330 Equity Shares
Mr. Santosh Kataria WhoLe Time Director May 2,2017 July 11,2017 4 - - 607330 Equity Shares
Mrs. Renu Kataria Non-Executive Director June 20,2017 June 20,2017 1 - - 1259230 Equity Shares
Mr. Sanskar Kothari Independent Director July 16,2018 September 22, 2018 2 - 2 -
Mr. Mukesh Jain Independent Director July 15,2017 July 15,2017 2 2 - -
Mr. Deepak Gadia Additional Non Executive Independent Director August 8,2020 August 8,2020 2 2 - 4000 Equity Shares

1 Committee includes AuditCommitteeand Stakeholder's Relationship Committee across all Public Companies.

2 Excluding LLPs, Section 8 Company & Struck Off Companies.

The composition of Board complies with the requirements of the Companies Act, 2013 ("Act"). Further, in pursuance of Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company is exempted from the requirement of having composition of Board as per Regulation 17 of Listing Regulations.

None of the Directors of Board is a member of more than ten Committees or Chairman of more than five committees across all the Public companies in which they are Director. The necessary disclosures regarding Committee positions have been made by all the Directors.

None of the Director of the Company is serving as a Whole-Time Director / Managing Director in any Listed Company and is holding position of Independent Director in more than 3 Listed Company. Neither any of the Director of the Company is holding position as Director in more than 7 listed entities norany of the Director of the Company serve as an Independent Director in more than 7 listed entities.

DISCLOSURE BYDIRECTORS:

The Directors on the Board have submitted notice of interest under Section 184(1) i.e. in Form MBP1, intimation under Section 164(2) i.e. in Form DIR 8 and declaration as to compliance with the CodeofConductoftheCompany.

BOARD MEETING:

Regular meetings of the Board are held at least once in a quarter. Additional Board meetings are convened, as and when require, to discuss and decide on various business policies, strategies and other businesses. The Board meetings are generally held at the registered office ofthe Company.

During the year under review, Board of Directors of the Company met Nine (9) times on May 30,2019; June 21,2019; September 03,2019; November 13,2019; December 19,2019; January 31,2020; February 1,2020; March 18,2020 and March 21, 2020. The gap between two consecutive meetings was not more than one hundred and twenty days as provided in section 173 of the Act.

The details of attendance of each DirectorattheBoardMeetingsand at lastAnnualGeneralMeeting are given below:

Name of Director Mr. Vikas Kataria Mr. Santosh Kataria Mrs. Renu Kataria Mr. Sanskar Kothari Mr. Mukesh Jain
Number of Board Meeting held 9 9 9 9 9
Number of Board Meetings Eligible to attend 9 9 9 9 9
Number of Board Meeting attended 9 9 9 8 8
Presence at the previous AGM of F.Y. 2018-2019 Yes Yes Yes Yes Yes

IN DEPEN DENT DIRECTORS:

In terms of Section 149 ofthe Companies Act, 2013 and rules made there under, the Company has three Non-Promoter Non-Executive Independent Directors in line with the act. The Company has received necessary declaration from each Independent Director under Section 149 (7) ofthe Companies Act, 2013 that they meet the criteria of independence laid down in Section 149 (6) ofthe Act. Further, all the Independent Directors ofthe Company have registered themselves in the Independent Director Data Bank.

A separate meeting of Independent Directors was held on March 18, 2020 to review the performance of Non- Independent Directors and Board as whole and performance of Chairperson ofthe Company including assessment of quality, quantity and timeliness offlow of information between Company management and Board.

INFORMATION ON DIRECTORATE:

During theyear under review, there was no change in the Directorships ofthe Company. Flowever, on December 19,2019, Mr. Santosh Kataria (DIN: 02855068), Whole Time Director ofthe Company tendered his resignation and the same was accepted by the Board of Directors and in the same meeting, Mr. Anil Kataria (DIN: 00092730) was appointed as Whole- Time Director ofthe Company. However, later, on the Board of Directors has concluded that Mr. Santosh Kataria, being Whole-Time Director should not be permitted to leave the Board ofthe company at this point of time and requested Mr. Santosh Kataria Whole-Time Director to withdraw his intention of-resignation. Consequently, on special request of all the members ofthe Board, he withdrawn his resignation letter tendered to the Board. In the same line, Mr. Anil Kataria (DIN: 00092730) who have consented to act as a whole-Time Director has also withdrawn his consent. The Board of Directors appreciated the decisionsof Mr. Santosh Kataria(DIN:02855068)and Mr. Anil Kataria (DIN: 00092730).

After closure of financial year, the Board of Directors of the Company, in their meeting held on August 8, 2020, has appointed Mr. Deepak Gadia as an Additional (Non-Executive Independent) Director. In terms of Section 161 ofthe Companies Act, 2013, Mr. Deepak Gadia, Additional (Non-Executive Independent) Director ofthe Company, holds office up to the date of ensuing Annual General Meeting ofthe Company. The Company has received the notice from Member under Section 160 of the Companies Act, 2013 signifying his intention to appoint Mr. Deepak Gadia as Non-Executive Independent Director ofthe Companyfora period upto August 7,2025.

In the opinion of the Board of Directors and Nomination and Remuneration Committee, Mr. Deepak Gadiais independent to the management of the Company and qualifies to be appointed as such and hence recommends his appointment as Non-Executive Independent Director on the Board of the Company. Necessary resolution for his appointment as Non- Executive Independent Director is proposed fortheapprovalofthe Members at theensuingAnnualGeneralMeeting.

In accordance with the provisions of the Articles of Association and Section 152 of the Companies Act, 2013, Mrs. Renu Kataria, Non-Executive Director of the Company, retires by rotation at the ensuing annual general meeting. She, being eligible, has offered herself for re-appointment as such and seeks re-appointment. The Nomination and Remuneration Committee and Board of Directors recommends her re-appointment on the Board.

The relevant details, as required under Regulation 36 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and Secretarial Standard II, of the person seeking re-appointment/ appointment as Directorare also provided in Notes to the Notice convening the3rdAnnualGeneralmeeting.

KEY MANAGERIAL PERSON N EL:

In accordance with Section 203 of the Companies Act, 2013, Mr. Vikas Kataria, Chairman and Managing Director, Mr. Santosh Kataria, Whole-Time Director, Mr. Vijesh Kumar Kasera, Chief Financial Officer and Mr. Amit Bandi, Chief Executive Officer, continued to be Key Managerial Personnel ofthe Company during the FinancialYear 2019-2020.

During theyear under review, Ms. Nusrat Praveen, Company Secretary tendered her resignation w.e.f. June 11,2019. The Board took the same into consideration and appointed Ms. Versha Gang as the Company Secretary and Compliance officer in the Company w.e.f. June 21,2019.

PERFORMANCE EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, board committees, chairman and individual directors pursuant to the provisions ofthe Act.

The performance ofthe board was evaluated by the board after seeking inputs from all the directors on the basis ofthe criteria such as the board composition and structure effectiveness of board processes information and functioning etc. The performance ofthe committees was evaluated by the board after seeking inputs from the committee members on the basis ofthe criteria such as the composition of committees, effectiveness of committee meetings etc.

In addition, the performance of chairman wasalso evaluated on the key aspects of his role.

The Board and the Nomination and Remuneration Committee reviewed the performance ofthe individual Directors on the basis ofthe criteria such as the contribution ofthe individual Director to the Board and Committee Meetings like preparedness on the issues to be discussed meaningfuland constructive contribution and inputs in meetings etc.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to section 134(5) ofthe Companies Act, 2013, the board of directors, to the best of their knowledge and ability, confirm that:

a) In preparation of annual accounts for theyear ended March 31,2020, the applicable accounting standards have been followed and that no materialdepartures have been made from thesame;

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 ofthe state of affairs ofthe Company at the end ofthe financialyear and ofthe profitor loss ofthe Company forthatyear;

c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions ofthe 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 forthe year ended March 31,2020 on going concern basis.

e) The Directors had laid down the internal financial controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively: and

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.

COMMITTEE OF BOARD

The Board of Directors, in line with the requirement of the act, has formed various committees, details of which are given hereunder.

A. AUDIT COMMITTEE:

Audit Committee meeting is generally held for the purpose of recommending the half yearly and yearly financial result. Additional meeting is held for the purpose of reviewing the specific item included in terms of reference of the Committee. The detailed terms of reference of the Committee is as per Section 177 of the Companies Act, 2013 and Part C of Schedule II to Listing Regulations.

During the year under review, Audit Committee met 2CTwo) Times during the Financial Year 2019-20, viz.on May30,2019 and November 13,2019.

The composition of the Committee and the details of meetings attended by its members are given below:

Name ofthe Directors

Category

Designation

Number of meetings during the Financial Year 2019-20

Held Eligible to attend Attended
Mr. Sanskar Kothari Non-Executive Independent Director Chairperson 2 2 2
Mr. Mukesh Jain Non-Executive Independent Director Member 2 2 2
Mr. Vikas Kataria Chairman and Managing Director Member 2 2 2

The Statutory Auditors and Chief Financial Officer of the Company are invited in the meeting of the Committee wherever requires. Further, the Company Secretary ofthe Company isacting as Secretary to the Audit Committee.

Recommendations of Audit Committee wherever/whenever given have been accepted bythe Board.

The Audit Committee was reconstituted by the Board of Directors on August 8,2020, due to appointment of Mr. Deepak Gadia as Member ofthe Committee. The present constitution ofthe Committee is as follows;

Name ofthe Directors Category Designation
Mr. Sanskar Kothari Non-Executive Independent Director Chairperson
Mr. Mukesh Jain Non-Executive Independent Director Member
Mr. Deepak Gadia Non-Executive Independent Director Member
Mr. Vikas Kataria Chairman and Managing Director Member

Vigil Mechanism:

The Company has established a vigil mechanism and accordingly framed a Whistle Blower Policy. The policy enables the employees to report to the management instances of unethical behavior actual or suspected fraud or violation of Company's Code of Conduct.

Further the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or grievances and provide for adequate safe guards against victimization of the Whistle Blower who avails of such mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases. The functioning of vigil mechanism is reviewed by the Audit Committee from time to time. None of the Whistle blowers has been denied access to the Audit Committee ofthe Board. The Whistle Blower Policy ofthe Company is available on the websiteoftheCompanywww.dpjewellers.com.

B. STAKEHOLDER'S RELATIONSHIP COMMITTEE:

The Stakeholder's Relationship Committee is made mainly to focus on the redressal of Shareholders' / Investors' Grievances, if any, likeTransfer/Transmission/Demat of Shares; Loss of Share Certificates; Non-receipt of Annual Report; Dividend Warrants; etc. The Stakeholders Relationship Committee shall meet at least four times a year with a maximum interval of 120 days between two consecutive meetings and shall report to the Board on a quarterly basis regarding the status of redressal of complaints received from the shareholders of the Company. The detailed terms of reference of the Committee is as per Section 178 of the Companies Act, 2013 and Part D of Schedule II to Listing Regulations.

During the year under review, Stakeholder's Relationship Committee met 4(Four) times viz on May 30,2019; September 3,2019; November 13,2019 and March 18,2020.

The composition of the Committee and the details of meetings attended by its members are given below:

Name of the Directors

Category

Designation

Number of meetings during the Financial Year 2019-20

Held Eligible to attend Attended
Mr. Sanskar Kothari Non-Executive Independent Director Chairperson 4 4 4
Mr. Mukesh Jain Non-Executive Independent Director Member 4 4 4
Mr. Vikas Kataria Chairman and Managing Director Member 4 4 4

During the year, the Company had not received any complaints from the Shareholders. There was no complaint pending as on March 31,2020.

The Stakeholder's Relationship Committee was reconstituted by the Board of Directors on August 8, 2020, due to appointment of Mr. DeepakGadia as Memberofthe Committee. The present constitution of the Committee is as follows;

Name of the Directors Category Designation
Mr. Sanskar Kothari Non-Executive Independent Director Chairperson
Mr. Mukesh Jain Non-Executive Independent Director Member
Mr. Deepak Gadia Non-Executive Independent Director Member
Mr. Vikas Kataria Chairman and Managing Director Member

C. NOMINATION AND REMUNERATION COMMITTEE;

The Nomination and Remuneration committee is formed in line with the provisions of Section 178 of the Companies Act, 2013. Nomination and Remuneration Committee meetings are generally held for identifying the persons who are qualified to become Directors and may be appointed in senior management and recommending their appointments and removal. Further, the committee shall also meet as and when the need arises for review of Managerial Remuneration.The detailed terms of reference of the Committee is as per Section 178 of the Companies Act 2013 and Part D of Schedule II to Listing Regulations.

During the year under review, Nomination & Remuneration Committee met 4 (Four) times viz on June 21, 2019; September03,2019; December 19,2019 and March 18,2020.

The composition of the Committee and the details of meetings attended by its members are given below:

Name ofthe Directors

Category

Designation

Number of meetings during the Financial Year 2019-20

Held Eligible to attend Attended
Mr. Mukesh Jain Non-Executive Independent Director Chairperson 4 4 4
Mr. Sanskar Kothari Non-Executive Independent Director Member 4 4 4
Mrs. Renu Kataria Non-Executive Director Member 4 4 4

The Nomination and Remuneration committee was reconstituted by the Board of Directors on August 8,2020, due to appointment of Mr. DeepakGadia as Memberofthe Committee. The present constitution of the Committee is as follows:

Name ofthe Directors Category Designation
Mr. Mukesh Jain Non-Executive Independent Director Chairperson
Mr. Sanskar Kothari Non-Executive Independent Director Member
Mr. Deepak Gadia Non-Executive Independent Director Member
Mrs. Renu Kataria Non-Executive Director Member

NOMINATION AND REMUNERATION POLICY:

Nomination and Remuneration Policy in the Company is designed to create a high-performance culture. It enables the Company to attract motivated and retained manpowerin competitive market and to harmonize the aspirationsof human resources consistent with the goals of the Company. The Company pays remuneration by way of salary, benefits, perquisites and allowances to its Executive Directors and Key Managerial Personnel.

The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the Company atwww.dpjewellers.comand is annexed to this Report as Annexure-A.

Remuneration of Directors:

The details of remuneration paid during the Financial Year 2019-20 to Directors of the Company is provided in (Form MGT- 9) which is annexed to this Report as Annexure - C.

D. CORPORATE SOCIAL RESPONSI Bl LITY COMMITTEE:

The Corporate Social Responsibility committee is formed in line with the provisions of Section 135 of the Companies Act, 2013. During the year under review, Corporate Social Responsibility Committee met for 2 (Two) times i.e.On September 03, 2019 and December 19, 2019. The composition of the Committee and the details of meetings attended by its members are given below:

Name ofthe Directors

Category

Designation

Number of meetings during the Financial Year 2019-20

Held Eligible to attend Attended
Mr. Sanskar Kothari Non-Executive Independent Director Chairperson 2 2 2
Mr. Mukesh Jain Non-Executive Independent Director Member 2 2 2
Mr. Vikas Kataria Chairman and Managing Director Member 2 2 2

Socialresponsibilityhasalwaysbeenattheforefrontofyour Company's operating philosophy. As a responsible corporate citizen, the Company tries to contribute towards social causes on a regular basis. The Corporate Social Responsibility Policy ofthe Company is placed on itswebsitewww.dpjewellers.com.

The Annual Report on CSR activities is annexed to this Report as Annexure-B.

PUBLIC DEPOSIT

The company has not accepted any deposits from the public. Hence, the directives issued by the Reserve Bank of India & the Provision of Section 73 to 76 of the Company Act, 2013 or any other relevant provisions of the Act and the Rules there underarenotapplicable.

PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS & SECURITY

Details of Loans, Guarantees, Investments and Security covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statement.

EXTRACTOFANNUAL RETURN

The details forming part ofthe extract ofthe Annual Return in Form MGT-9 isannexedtothis Report as Annexure-C.

CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, is annexed to this Report, Form AOC-2 as Annexure- D.

DISCLOSUREOF REMUNERATION

The ratio ofthe remuneration of managing directorand whole-time directortothe median of employees' remuneration as per Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as Annexure - E. Refer to point 3A in Annexure - E.

Additionally, statement containing the names of top 10 employees in terms of remuneration drawn also forms part of Annexure - E. Refer to tables 3B(a) in Annexure - E.

Further, 1) there was no such employees employed throughout the financial year, was in receipt of remuneration forthat year which, in the aggregate, was not less than one crore and two lakh rupees,

2) there was no such employees employed for a part ofthe financialyear, was in receipt of remuneration forany part ofthatyear, at a rate which, in the aggregate, was not less than eight lakh and fifty thousand rupees per month,

3) there was no such employees employed throughout the financialyear or part thereof, was in receipt of remuneration in thatyearwhich, in the aggregate, or as thecase may be, ata rate which, in the aggregate, is in excess of that drawn by the managing director or whole-time director or manager and holds by himself or along with his spouse and dependent children, not less than two percent ofthe equity shares ofthe company and

4) there are no employees who are posted outside India and in receipt of a remuneration of' 60 lakh or more per annum or?5 lakh or more per month.

MATERIALCHANGES AND COMMITMENT

There are no material changes and commitments, affecting the financial position of the Company, have occurred between the ends of financialyear of Company i.e. March 31,2020 to the date of this Report.

SEXUAL HARASSMENTOFWOMEN AT WORKPLACE

To foster a positive workplace environment, free from harassment of any nature, we have institutionalized the Anti-Sexual Harassment Initiative (ASHI) framework, through which we address complaints of sexual harassment at the all workplaces ofthe Company. Our policy assures discretion and guarantees non-retaliation to complainants. We follow a gender- neutral approach in handling complaints of sexual harassment and we are compliant with the law ofthe land where we operate.

During theyear under review, there were no incidences of sexual harassment reported.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGSANDOUTGO

The information on conservation of energy technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of The Companies (Accounts) Rules 2014 as amended from time to time is annexed to this Report as Annexure - F.

SECRETARIAL STANDARDS OF ICSI

The Company is in compliance with the Secretarial Standard on Meetings of the Board of Directors (SS-1) and General Meeting (SS-2) issued by the Institute of Company Secretaries of India and approved by the CentralGovernment.

RISK MANAGEMENT

A well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential impact and risk mitigation process is in place. The objective of the mechanism is to minimize the impact of risks identified and taking advance actions to mitigate it. The mechanism works on the principles of probability of occurrence and impact, if triggered. A detailed exercise is being carried out to identify, evaluate, monitor and manage both business and nonbusiness risks.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THElR ADEQUACY

YourCompanyhasaneffectiveinternalcontrolsystem,whichensuresthatalltheassetsofthe Company are safeguarded and protected against any loss from unauthorized useordisposition.

The Internal Auditors of the Company carry out review of the internal control systems and procedures. The internal audit reportsare reviewed by Audit Committee.

Your Company has also put in place adequate internal financial controls with reference to the financial statements commensurate with the size and nature of operations of the Company. During theyear, such controls were tested and no materialdiscrepancyorweakness in the Company's internal controls overfinancial reporting was observed.

CORPORATE GOVERNANCE

Your Company strives to incorporate the appropriate standards for corporate governance. However, pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company is not required to mandatorily comply with the provisions of certain regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and therefore the Company has not provided a separate report on Corporate Governance, although fewofthe information are provided in this report under relevant heading.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34, and Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 a review of the performance of the Company, for the year under review, Management Discussion and Analysis Report, is presented in a separate section forming part ofthis Annual Report.

STATUTORY AUDITOR ANDTHEIR REPORT

Pursuant to the provisions of Section 139 of the Companies Act 2013 read with rules made thereunder, M/s. Jeevan Jagetiya & Co Chartered Accountants, Ahmedabad (FRN: 121335W), were appointed as Statutory Auditors of the Company to hold office till conclusion ofthe 6th Annual General Meeting(AGM) of the company to be held in the calendar year 2023.

The Notes to thefinancialstatements referred in the Auditors Report are self-explanatory and thereforedo not call for any comments under Section 134 of the Companies Act, 2013. The Auditors' Report does not contain any qualification, reservation or adverse remark. The Auditors' Report is enclosed with the financial statements in this Annual Report.

REPORTING OF FRAUD

The Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Companies Act, 2013.

MAI NTENANCE OF COST RECORD

Since the company is not falling under prescribed class of Companies, our Company is not required to maintain cost record.

SECRETARIAL AUDITOR ANDTHEIR REPORT

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed Mr. Anand Lavingia, Practicing Company Secretary, Ahmedabad to conduct the Secretarial Audit of the Company for the financial year 2019-2020. The Secretarial Audit Reportis annexed herewith as Annexure-G to this Report.

GENERAL DISCLOSURE

Your Directors state that the Company has made disclosures in this report forthe items prescribed in section 134 (3) ofthe Act and Rule 8 of The Companies (Accounts) Rules, 2014 and other applicable provisions of the act and listing regulations, to the extent the transactions took place on those items during the year. Your Directors further state that no disclosure or reporting is required in respect ofthe following items as there were no transactions on these items during theyear under review;

I) Issue of Equity Shareswith differential rights asto dividend, voting or otherwise;

II) Issue of shares (including sweat equity shares) to employees ofthe Company underany scheme saveand ESOS;

(iii) Annual Report and other compliances on Corporate Social Responsibility;

(iv) There is no revision in the Board Report or FinancialStatement;

(v) No significant or material orders were passed by the Regulators orCourtsorTribunalswhichimpactthe going concern status and Company's operations in future;

(vi) Information on subsidiary, associate and joint venture companies.

ACKNOWLEDGMENT

Your Directors wish to place on record their sincere appreciation for significant contributions made by the employees at all levels through their dedication, hard work and commitment, enabling the Company to achieve good performance during theyear under review.

Your Directors also take this opportunity to place on record the valuable co-operation and support extended by the banks, government, business associates and the shareholders for their continued confidence reposed in the Company and look forward to having the same support in all future endeavors.

Registered office: 138 .Chandani Chowk, Ratlam, Madhya Pradesh- 457001 By order ofthe Board of Directors For, D. P. ABHUSHAN LIMITED
Place: Ratlam Santosh Kataria Vikas Kataria
Date: August 14,2020 Whole Time Director DIN 02855068 Chairman and Managing Director DIN 02855136

   

D. P. Abhushan Ltd Company Background

Vikas KatariaVikas Kataria
Incorporation Year2017
Registered Office138 Chandani Chowk,
Ratlam,Madhya Pradesh-457001
Telephone91-7412-490966/408900,Managing Director
Fax
Company SecretaryVersha Gang
AuditorJeevan Jagetiya & Co
Face Value10
Market Lot1
ListingNSE,
RegistrarBigshare Services Pvt Ltd
1st Flr Bharat Tin W,Makwana Road Marol ,Andheri (East) ,Mumbai - 400059

D. P. Abhushan Ltd Company Management

Director NameDirector DesignationYear
Vikas KatariaChairman & Managing Director2020
Renu KatariaNon Executive Director2020
Mukesh JainIndependent Director2020
Versha GangCompany Secretary2020
Deepak GadiaIndependent Director2020
Santosh KatariaWhole-time Director2020
Sanskar KothariIndependent Director2020

D. P. Abhushan Ltd Listing Information

D. P. Abhushan Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Trading Sales NA 000654.933
Manufactured Goods NA 000152.4248
Wind Mill Income NA 0001.2577
Revenue from jewellary NA 0000
Sale of Products NA 0000

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