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A and M Jumbo Bags Ltd

BSE Code : 535046 | NSE Symbol : AMJUMBO | ISIN:INE749Y01014| SECTOR: - |

NSE BSE
 
SMC up arrow

7.65

0.00 0.00 Volume 280564

30-Jul-2020 EOD

Prev. Close

7.65

Open Price

7.65

Bid Price (QTY)

0.00(0)

Offer Price (QTY)

0.00(0)

 

Today’s High/Low 7.65 - 7.65

52 wk High/Low 14.70 - 5.85

Key Stats

MARKET CAP (RS CR) 5.36
P/E 4.66
BOOK VALUE (RS) 10.1466224
DIV (%) 0
MARKET LOT 8000
EPS (TTM) 1.64
PRICE/BOOK 0.753945470563682
DIV YIELD.(%) 0
FACE VALUE (RS) 10
DELIVERABLES (%) 100
4

News & Announcements

13-Jul-2020

A and M Jumbo Bags Ltd - A and M Jumbo Bags Limited - Outcome of Board Meeting

11-Jul-2020

A and M Jumbo Bags Ltd - Other Announcements

02-Jul-2020

A and M Jumbo Bags Ltd - Other Announcements

02-Jul-2020

A and M Jumbo Bags Ltd - A and M Jumbo Bags Limited - Updates

21-May-2019

A & M Jumbo Bags AGM scheduled

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 0 0.00
Total Institutions 0 0.00
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 104000 1.48
Total Promoters 4122000 58.80
Total Public & others 2784000 39.71
Total 7010000 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About A and M Jumbo Bags Ltd

A and M Jumbo Bags Limited was originally incorporated as a private limited company with the name 'A and M Jumbo Bags Private Limited' on May 27, 2011. Subsequently, the Company was converted into a Public Limited Company and the name of the Company was changed to A and M Jumbo Bags Limited on September 25, 2017. Pratish Shah and Gita Patel were the initial subscribers to the Memorandum of Association of the Company. Pratish Shah and Gita Patel are the promoters of the Company. The Company is engaged in manufacturing and supply High Density Polyethylene ('HDPE') / Polypropylene ('PP') Jumbo Bags, Flexible Intermediate Bulk Containers ('FIBC').

A and M Jumbo Bags Ltd Chairman Speech

A and M Jumbo Bags Ltd Company History

A and M Jumbo Bags Limited was originally incorporated as a private limited company with the name 'A and M Jumbo Bags Private Limited' on May 27, 2011. Subsequently, the Company was converted into a Public Limited Company and the name of the Company was changed to A and M Jumbo Bags Limited on September 25, 2017. Pratish Shah and Gita Patel were the initial subscribers to the Memorandum of Association of the Company. Pratish Shah and Gita Patel are the promoters of the Company. The Company is engaged in manufacturing and supply High Density Polyethylene ('HDPE') / Polypropylene ('PP') Jumbo Bags, Flexible Intermediate Bulk Containers ('FIBC').

A and M Jumbo Bags Ltd Directors Reports

To, Members,

A AND M JUMBO BAGS LIMITED

BLOCK NO.-100, BHAGWATI RICE MILL, OPP. HP PETROL PUMP, JETALPUR, DASKROI, AHMEDABAD GUJARAT – 382426.

Your Directors have pleasure to present their Eight report together with the Audited Accounts for the financial year ended 31st March 2019.

1. Financial Performance:

Particulars Financial Year Financial Year
2018-19 2017-18
Revenue from operations 7,93,42,279 6,15,39,477
Add: Other Income 11,52,206 1,19,979
Total revenue 8,04,94,485 6,16,59,456
Less: Total Expenses [before depreciation] 6,34,77,306 5,62,58,229
Profit before depreciation and Tax 1,70,17,178 54,01,227
Less: Depreciation 7,92,327 5,62,108
Profit Before Tax 1,62,24,851 48,39,119
Less: Total Tax Expenses 47,34,228 13,42,512
Profit After Tax 1,14,90,623 34,96,607
Earnings Per Share 6.6 2.0

Revenue from operations of company has increase by about 28% over the previous year. Profit after tax of company has been increased by about 228% over the previous year.

2. Subsidiaries, Joint Ventures and Associate Companies

The Company doesn't have any subsidiary or joint venture or Associate Company.

3. Directors and Key Managerial Personnel:

There are following changes in the Board of the company during the Financial Year.

1. PRATISH CHIMANLAL SHAH has resigned from the post of Managing Director and Director with effect from 30th August 2018.

2. GITA PARESH PATEL has resigned from the post of Director with effect from 30th August 2018.

3. ZALAK PURVESH PARIKH has been appointed as an additional director with effect from 30th August 2018.

4. ZALAK PURVESH PARIKH has been regularized as director at seventh annual general meeting.

5. ZALAK PURVESH PARIKH has been appointed as an Managing director with effect from 30th August 2018.

6. BALWANTSINGH UJAGARSINGH PANNU has been appointed as an additional director with effect from 30th August 2018.

7. BALWANTSINGH UJAGARSINGH PANNU has been regularized as an director at seventh annual general meeting.

4. Particulars of employees:

Statement containing particulars of employees under rule 5 (2) of the companies (Appointment and Remuneration of managerial Personnel) Rules, 2014 is attached herewith in Annexure A).

5. Dividends:

Your Directors do not propose to recommend any dividend for the year under consideration.

6. Material Changes.

• During the year, Company has allotted 3,32,230 - 0.10% Non-cumulative Non-convertible Redeemable Preference Shares of 100/- each vide board resolution passed dated 31st October 2018.

• During the Year, The Company has altered its object by addition of Clause III (A) 2 in Memorandum of Association of company vide resolution passed through postal ballot dated 25th January 2019.

Changes after closure of the year and before signing of board report.

There have been no other material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report.

7. Finance Accounts:

a. Unless otherwise stated the Accounts of the Company have been drawn up on Accrual Basis and under historical cost convention.

b. These financial statements have been prepared to comply with the generally Accepted Accounting Principles in India (Indian GAAP), including the Accounting Standards notified under the relevant provisions of the Companies Act, 2013.

8. Details of Adequacy of Internal Financial Controls:

The Company has adequate Internal Control System, commensurate with the size, scale and complexity of its operations. The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report of internal audit function, process owners undertake corrective action in their respective areas and thereby strengthen the controls.

9. Register office shifting within the jurisdiction:

There has been no change in registered office address of the company.

10. Particulars Of Contracts Or Arrangements Made With Related Parties:

There is no related Party transaction entered during the Financial Year 2018-19.

11. Deposits:

The Company has not invited/ accepted or renewed any Public Deposits under the provisions of section 73 of the Companies Act, 2013 and the Rules made there under.

12. Board Evaluation:

The Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board of its own performance and that of its committees and individual directors. Schedule IV, of the Companies Act, 2013, states that the performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated. The evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board. The Board approved the evaluation results as collated by the nomination and remuneration committee. None of the independent directors are due for re-appointment.

13. Statutory Auditors :

• There has been no qualification, reservation or adverse remark or declaimer made by statutory auditor.

14. Annual Return:

A Copy of Annual return shall be published on company's website i.e. www.aandmjumbobags.com

15. Risk Management Policy:

The Company has framework for managing its risk. It has led down detail procedure to inform Board member about the Risk assessment and Minimization Procedure. The Company has made the policy in this regard and the same is reviewed periodically to ensure the management control risk through means of proper define framework.

16. Conservation Of Energy, Technology Absorption, Foreign Exchange Earnings And Outgo:

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo as required under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are:

Conservation of Energy-

Total units consumed by company during the Financial Year 2017-18 was 34864 while in Financial Year 2018-19, company has consumed 41736 units. The Company is on a continuous basis striving to achieve economy in consumption of energy by optimizing the consumption of power and fuel.

Technology absorption & Foreign Exchange Earnings and Outgo-

The Company has no activities relating to technology absorption and Foreign Exchange Earnings and Outgo.

17. Corporate Social Responsibility:

The Board of Directors of the company confirms that the provisions of Section 135(1) of the company act, 2013 is not applicable to your company during the year under review.

18. Change In The Nature Of Business :

There is no change in the nature of the business of the company during the financial year 2018-19.

However the Company has altered its object by addition of Clause III (A) 2 in Memorandum of Association of company vide resolution passed through postal ballot dated 25th January 2019, to carry on business of P.V.C. and plastic products (detailed as per postal ballot notice dated 20/12/2018). The Company Shall Start the said business with in short duration.

19. Declaration by Independent Directors:

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of interdependence as prescribed under the provisions of the Companies Act, 2013 read with schedules and rules issued thereunder and same is Annexure "B" herewith.

20. Directors' responsibility statement as per section 134 (5) of companies act, 2013:

It is hereby stated that:

a) That in the preparation of annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

b) That the Directors have selected such accounting policies & 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 as at 31st March 2019 and of the profit and loss account for the year ended 31st March, 2019.

c) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) That the Directors have prepared the annual accounts on a going concern basis.

e) that proper systems to ensure compliance with the provisions of all applicable laws were in place and that such systems were adequate and operating effectively; and

f) Those proper internal financial controls were laid down and that such internal financial controls are adequate and were operating effectively.

21. In respect of Frauds noticed/ reported:

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013 during the year under review.

22. Number of board meetings of the board:

During the Financial Year, Fifteen board meetings were held; dates of meetings are as follows;

Sr. Number Date of Board Meeting
1. 10/04/2018
2. 20/04/2018
3. 02/05/2018
4. 29/05/2018
5. 30/08/2018
6. 10/10/2018
7. 13/10/2018
8. 31/10/2018
9. 13/11/2018
10. 23/11/2018
11. 14/12/2018
12. 20/12/2018
13. 19/03/2019
14. 28/03/2019
15. 29/03/2019

23. SHARE CAPITAL

There has been following changes in authorized, issued and paid up capital share capital of the company during the year.

• The authorized share capital of the company increase from rupees rupees 2,00,00,000/- divided into 20,00,000 equity shares of face value of rupees 10/- each to rupees 6,00,00,000/- divided into (i) 20,00,000 (Twenty Lacs only) Equity Shares of 10/- each and (ii) 4,00,000 (Four Lacs) 0.10% Non-cumulative Non-convertible Redeemable Preference Shares of 100/- each and vide resolution passed in extraordinary general meeting dated 17th October 2018.

• During the year, Company has allotted 3,32,230 - 0.10% Non-cumulative Non-convertible Redeemable Preference Shares of 100/- each vide board resolution passed dated 31st October 2018.

24. Audit Committee:

The Audit Committee consist of following members:

1. Mr. VARUN JIGNESHKUMAR SHAH – Non-executive director. Chairman

2. Mr. JANAK PRAKASHBHAI PATEL – Independent Director.

3. Mr. NALIN VADILAL SHAH – Independent Director. [The Committee members are as on date of Closure of year i.e. 31st March 2019.]

During the Financial Year there are Four meetings held of Audit committee as follows:

Sr. Number Date of Board Meeting
1. 29/05/2018
2. 30/08/2018
3. 13/11/2018
4. 13/03/2019

25. Vigil Mechanism:

Pursuant to the provisions of Section 177 (9) & (10) of the Companies Act, 2013 read with Rule 7 of Companies (Meetings of Board and its Powers) Rules, 2014 and SEBI (LODR) Regulations, 2015, the Company has in place a Whistle Blower Policy, which provides for a vigil mechanism that encourages and supports its Directors and employees to report instances of illegal activities, unethical behavior, actual or suspected, fraud or violation of the Company's Code of Conduct or Ethics Policy. It also provides for adequate safeguards against victimization of persons who use this mechanism and direct access to the Chairman of the Audit Committee in exceptional cases.

26. Nomination and Remuneration Policy:

The Company's policy on the appointment and remuneration of Directors and Key Managerial Personnel provides a framework based on which our human resources management aligns their recruitment plans for the strategic growth of the Company. The Nomination and Remuneration policy is provided herewith as at Annexure-C pursuant to provisions of Section 178(4) of the Companies Act, 2013.

Nomination remuneration committee Consist of following members;

1. Mr. BALWANTSINGH UJAGARSINGH PANNU – Non executive Director

2. Mr. JANAK PRAKASHBHAI PATEL - Independent Director

3. Mr. NALIN VADILAL SHAH - Independent Director - Chairman [The Committee members are as on date of Closure of year i.e. 31st March 2019.]

During the Financial Year there are Three meetings held of Nomination remuneration committee as follows:

Sr. Number Date of Board Meeting
1. 29/05/2018
2. 30/08/2018
3. 13/11/2018

27. Corporate Governance:

The compliance with the corporate governance provisions as specified in regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V are not applicable to the Company as the Company's securities are listed on SME Platform (Pursuant to Regulation 15 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015)

28. Management Discussion and analysis:

The Management Discussion and Analysis forms part of this Annual report is annexed with Annexure D.

29. Compliance with applicable Secretarial Standards:

The Company has devised proper system to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

30. Other Disclosures:

• The Company is not required to get its cost records audited for the financial year 2018-19.

• The Company has transferred amount of Rs. 11,490,623 to reserves and surplus (free reserves).

• None of the directors are disqualified under section 164 of Companies Act, 2013.

31. Disclosure under Sexual Harassment of Women Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. the Company has constituted committee called "Internal Complaints Committee" to ensure safe workplace environment, which covers all employees whether permanent, contractual, trainees, temporary etc

32. Significant Material order Passed by the regulators:

No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future.

33. Particulars of Loans, Guarantees and Investments

The Company has not granted any loan or provided any guarantee or made any investment exceeds the limit specifies in section 186(2) of the Companies Act, 2013.

34. Secretarial Auditor:

M/s Mehul Thakkar & Associates, Practicing Company Secretaries, Ahmedabad has been appointed by board as a secretarial auditor of Company for Financial Year 2018-19. There has been no qualification, reservation or adverse remark or declaimer made by secretarial auditor. The Secretarial Audit report for Financial Year is attached herewith. (Annexure E)

35. Internal Auditor:

M/s. BABUBHAI PATEL & ASSOCIATES, Chartered Accountants (FRN 100816W) has been re-appointed by board as a Internal Auditor of company for Financial Year 2018-19.

36. Acknowledgement:

The Board wishes to place on record its gratitude for the co-operation and assistance extended by the Bankers, Departments of State Governments. We on behalf of the Company assure the shareholders that company will make every effort to meet their aspirations.

For & on Behalf of Board of Directors
A AND M JUMBO BAGS LIMITED
SD/- SD/-
VARUN JIGNESHKUMAR SHAH ZALAK PURVESH PARIKH
Place : Ahmedabad DIN: 07740874 DIN: 06545622
Date : 14/05/2019 DIRECTOR MANAGING DIRECTOR

ANNEXURE-A

Particulars of Employees

Disclosure under rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) rules, 2014.

1. The ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year 2018-19.

Sr. No. Name of the Director Remuneration (Per Annum) Ratio
1 Mr Pratish C Shah. (Managing Director) till 30/08/2018 4,00,000 --*
2 Mrs. Zalak P. Parikh. 21,00,000 --*
(Managing Director) w.e.f 30/08/2018
3 Mrs. Gita Patel 0 -
(Director) till 30/08/2018
4 Mr Varun Shah 12,00,000 2.66:1
(Director)
5 NALIN SHAH NA NA
(Independent Director)
6 JANAK PATEL NA NA
(Independent Director)

* Not Comparable as remuneration given Directors/KMPs were only for the part of the year.

2. The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year 2018-19.

Sr. No. Name of the Director/KMP Designation % Increase
1. Mr Pratish C Shah Managing Director (till 30/08/2018) --*
2. Mrs. Zalak P Parikh Managing Director (from 30/08/2018) --*
3. Mrs. Gita Patel Director --
4. Mr Varun J Shah Director 114%**
5. Mr. Nalin V Shah Independent Director NA
6. Mr. Janak P Patel Independent Director NA
7. Mr. Husen S Saraiya CFO 38.85%
8. Mr. Dhaval Parekh Company Secretary --

*Mr. Pratish C Shah has resigned from from the post of Managing Director from 30/08/2018 and Mrs. Zalak P Parikh was appointed as Managing Director w.e.f. 30/08/2018 and further remuneration given to them was for part of the year only, hence percentage of increase in remuneration not mentioned.

** Remuneration given to Mr. Varun J Shah in previous year i.e. 2017-18 was for part of year only (with effect from 11/08/2017), hence increase in salary in percentage is high because of the same was compared with remuneration which was withdrawn as director in previous year.

3. The percentage increase in the median remuneration of employees in the financial year 2018-19.

The percentage increase in the median remuneration of employees in the financial year 2018-19 is 13.10%

4. The number of permanent employees on the rolls of company in the Financial Year 2018-19.

The Company has 19 permanent employees on company's rolls;

Note: The details of the Employees who have served the Company for at least 12 Months as on 31.03.2019 are taken into consideration.

5. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration; Average remuneration increase for non-managerial personnel of the Company during the financial year was 13.10% and the average remuneration increase for the managerial personnel was 42.50%. Remuneration increase is dependent on the Company's performance as a whole, individual performance level and also market benchmarks.

6. Affirmation that the remuneration is as per the remuneration policy of the company.

It is affirmed that the remuneration paid is as per the remuneration policy of the company.

7. It is hereby confirmed that None of the employee is employed:

• having in receipt of remuneration of more than or equal to rupees one crore two lakhs per annuam;

• having in receipt of remuneration of more than or equal to rupees eight lakh and fifty thousand rupees per month;

• having in receipt of remuneration which is in excess of remuneration drawn by Managing Director / Whole time director and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the company.

For & on Behalf of Board of Directors
A AND M JUMBO BAGS LIMITED
SD/- SD/-
VARUN JIGNESHKUMAR SHAH ZALAK PURVESH PARIKH
DIN: 07740874 DIN: 06545622
DIRECTOR MANAGING DIRECTOR

ANNEXURE B

To,

Board of Directors,

A AND M JUMBO BAGS LIMITED

BLOCK NO.-100, BHAGWATI RICE MILL, OPP. HP PETROL PUMP, JETALPUR, DASKROI AHMEDABAD GJ 382426 IN

Sub: Declaration under sub-section (6) of section 149;

I, NALIN VADILAL SHAH, hereby certify that I comply with all the criteria of independent director as per provisions of Companies Act, 2013 and any other applicable provisions as & when it may be notified. I hereby certify that:

- I am not a promoter of the company or its holding, subsidiary or associate company;

- I am not related to promoters or directors in the company, its holding, subsidiary or associate company

- I have/had no pecuniary relationship with the company, its holding, subsidiary or associate company, or their promoters, or directors, during the two immediately preceding financial years or during the current financial year; - none of my relatives has or had pecuniary relationship or transaction with the company, its holding, subsidiary or associate company, or their promoters, or directors, amounting to 2% or more of its gross turnover or total income or Rs. 50 Lacs or such higher amount as may be prescribed, whichever is lower, during the two immediately preceding financial years or during the current financial year;

- Neither Me nor any of my relatives—

(i) holds or has held the position of a key managerial personnel or is or has been employee of the company or its holding, subsidiary or associate company in any of the three financial years immediately preceding the financial year

(ii) is or has been an employee or proprietor or a partner, in any of the three financial years immediately preceding the financial year of— (A) a firm of auditors or company secretaries in practice or cost auditors of the company or its holding, subsidiary or associate company; or (B) any legal or a consulting firm that has or had any transaction with the company, its holding, subsidiary or associate company amounting to 10% or more of the gross turnover of such firm;

(iii) holds together with his relatives 2% or more of the total voting power of the company; or

(iv) is a Chief Executive or director, by whatever name called, of any nonprofit organisation that receives 25% or more of its receipts from the company, any of its promoters, directors or its holding, subsidiary or associate company or that holds 2% or more of the total voting power of the company; or

Thanking you,
Yours faithfully,
sd/-
NALIN VADILAL SHAH
Director
DIN: 07954003 Date:14/05/2019
Place: Ahmedabad

To,

Board of Directors,

A AND M JUMBO BAGS LIMITED

BLOCK NO.-100, BHAGWATI RICE MILL, OPP. HP PETROL PUMP, JETALPUR, DASKROI AHMEDABAD GJ 382426 IN

Sub: Declaration under sub-section (6) of section 149;

I, JANAK PRAKASHBHAI PATEL, hereby certify that I comply with all the criteria of independent director as per provisions of Companies Act, 2013 and any other applicable provisions as & when it may be notified. I hereby certify that:

- I am not a promoter of the company or its holding, subsidiary or associate company;

- I am not related to promoters or directors in the company, its holding, subsidiary or associate company

- I have/had no pecuniary relationship with the company, its holding, subsidiary or associate company, or their promoters, or directors, during the two immediately preceding financial years or during the current financial year; - none of my relatives has or had pecuniary relationship or transaction with the company, its holding, subsidiary or associate company, or their promoters, or directors, amounting to 2% or more of its gross turnover or total income or Rs. 50 Lacs or such higher amount as may be prescribed, whichever is lower, during the two immediately preceding financial years or during the current financial year;

- Neither Me nor any of my relatives—

(i) holds or has held the position of a key managerial personnel or is or has been employee of the company or its holding, subsidiary or associate company in any of the three financial years immediately preceding the financial year

(ii) is or has been an employee or proprietor or a partner, in any of the three financial years immediately preceding the financial year of— (A) a firm of auditors or company secretaries in practice or cost auditors of the company or its holding, subsidiary or associate company; or (B) any legal or a consulting firm that has or had any transaction with the company, its holding, subsidiary or associate company amounting to 10% or more of the gross turnover of such firm;

(iii) holds together with his relatives 2% or more of the total voting power of the company; or

(iv) is a Chief Executive or director, by whatever name called, of any nonprofit organisation that receives 25% or more of its receipts from the company, any of its promoters, directors or its holding, subsidiary or associate company or that holds 2% or more of the total voting power of the company; or

Thanking you,
Yours faithfully,
sd/-
JANAK PRAKASHBHAI PATEL
Director
DIN:07969539 Date:14/05/2019
Place:Ahmedabad

ANNEXURE C

Policy for Nomination and Remuneration Committee

A AND M JUMBO BAGS LIMITED (hereinafter referred as the ‘Company') practices a corporate culture that is based on the tenets of trusteeship, empowerment, accountability, control and ethical practices with transparency at its core for creation of maximum value for the stakeholders.

BRIEF OVERVIEW UNDER COMPANIES ACT, 2013:

Section 178 and Companies (Meetings of Board and its Powers) Rules, 2014

1. Constitution of the Nomination and Remuneration Committee consisting of three or more non-executive directors out of which not less than one-half shall be independent directors.

2. The Nomination and Remuneration Committee shall identify persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of every director's performance.

3. The Nomination and Remuneration Committee shall formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and senior management personnel i.e. employees at one level below the Board including functional heads.

4. The Nomination and Remuneration Committee shall, while formulating the policy ensure that:—

_ The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run the company successfully;

_ Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

_ Remuneration to directors, key managerial personnel and 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.

5. Such policy shall be disclosed in the Board's report.

BRIEF OVERVIEW OF REGULATION 19 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATION, 2015:

A. The company shall set up a Nomination and Remuneration committee which shall comprise at least three directors, all of whom shall be non-executive directors and at least half shall be independent. Chairman of the committee shall be an independent director.

B. The role of the Committee includes following:

1. formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;

2. formulation of criteria for evaluation of performance of independent directors and the board of directors;

3. devising a policy on diversity of board of directors;

4. identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down and recommend to the board of directors their appointment and removal.

5. Whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.

DEFINITIONS:

In compliance of the provisions of section 2(51), 203 and other applicable provisions of the Act, the companies (Appointment and Remuneration of Managerial Personal), 2014 and subject to modification(s)/ re-enactment(s) from time to time the definition of Key Managerial Personal is mentioned herein below:

(a) Key Managerial Personal : Key Managerial Personal means –

(i) Managing Director or Chief Executive Officer or Manager and in their absence , a Whole Time Director;

(ii) Company Secretary,

(iii) Chief Financial Officer; and

(iv) Such other officer as may be decided by the company from time to time.

(b) Senior Management: It means the members who are the part of its core Management team excluding the Board. This would also include all members of management one level below the executive directors including all functional heads.

TERMS OF REFERENCE OF NOMINATION AND REMUNERATION COMMITTEE:

1. Formulating the criteria for determining qualifications, positive attributes and independence of a director and recommending to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;

2. Formulating of criteria for evaluation of the performance of the independent directors and the Board;

3. Devising a policy on Board diversity;

4. Identifying persons who qualify to become directors or who may be appointed in senior management in accordance with the criteria laid down, recommending to the Board their appointment and removal, and carrying out evaluations of every director's performance;

5. Determining whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors;

6. Analysing, monitoring and reviewing various human resource and compensation matters;

7. Determining the company's policy on specific remuneration packages for executive directors including pension rights and any compensation payment, and determining remuneration packages of such directors;

8. Determining compensation levels payable to the senior management personnel and other staff (as deemed necessary), which shall be market-related, usually consisting of a fixed and variable component;

9. Reviewing and approving compensation strategy from time to time in the context of the then current Indian market in accordance with applicable laws;

10. Performing such functions as are required to be performed by the compensation committee under the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999;

11. Framing suitable policies and systems to ensure that there is no violation, by an employee of any applicable laws in India or overseas, including:

(i) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; or

(ii) The Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices relating to the Securities Market) Regulations, 2003.

12. Performing such other activities as may be delegated by the Board of

Directors and/or specified/provided under the Companies Act, 2013 or Listing Regulations or by any other regulatory authority.

CRITERIA FOR DETERMINING THE FOLLOWING: a) Qualification for Appointment of Directors (including Independent Directors):

• Persons of eminence, standing and knowledge with significant achievements in business, professions and/or public service.

• Their financial or business literacy / skills.

• Their industry experience.

• Appropriate other qualification/experience to meet the objectives of the Company.

• As per the applicable provisions of Companies Act 2013, Rules made there under and Regulation 19 of the Listing Obligation and Disclosure Requirement Regulation, 2015.

The Nomination and Remuneration Committee shall have discretion to consider and fix any other criteria or norms for selection of the most suitable candidate/s.

b) Positive Attributes of Directors (including Independent Directors)

• Directors are to demonstrate integrity, credibility, trustworthiness, ability to handle conflict constructively, and the willingness to address issues proactively.

• Actively update their knowledge and skills with the latest developments in the industry, market conditions and applicable legal provisions.

• Willingness to devote sufficient time and attention to the Company's Business and discharge their responsibilities.

• To assist in bringing independent judgment to bear on the Board's deliberations especially on issues of strategy, performance, risk management, resources, key appointments and standards of conduct.

• Ability to develop a good working relationship with other Board members and contribute to the Board's working relationship with the senior management of the Company.

• To act within their authority, assist in protecting the legitimate interests of the Company, its shareholders and employees.

• Independent Directors to meet the requirements of the Companies Act, 2013 read with the Rules made there under and Listing Obligation and Disclosure Requirement Regulation, 2015 amended from time to time. c) For Appointment of KMP / Senior Management

• To possess the required qualifications, experience, skills and expertise to effectively discharge their duties and responsibilities.

• To practice and encourage professionalism and transparent working environment.

• To build teams and carry the team members along for achieving the goals/objectives and corporate mission.

• To adhere strictly to code of conduct.

POLICY RELATING TO REMUNERATION OF DIRECTORS, KMP AND SENIOR MANAGEMENT PERSONNEL:

• To ensure that the level and components of remuneration is reasonable and sufficient to attract, retain and motivate Directors, KMP and other Employees of the quality required to run the Company successfully.

• No director / KMP/ other employee is involved in deciding his or her own remuneration.

• The trend prevalent in the similar industry, nature and size of business is kept in view and given due weightage to arrive at a competitive quantum of remuneration.

• It is to be ensured that relationship of remuneration to the performance is clear and meets appropriate performance benchmarks which are unambiguously laid down and communicated.

• Improved performance should be rewarded by increase in remuneration and suitable authority for value addition in future.

• Remuneration packages should strike a balance between fixed and incentive pay, where applicable, reflecting short and long term performance objectives appropriate to the Company's working and goals.

• Following criteria are also to be considered:

_ Responsibilities and duties;

_ Time and efforts devoted;

_ Value addition;

_ Profitability of the Company and growth of its business;

_ Analyzing each and every position and skills for fixing the remuneration yardstick;

_ Standards for certain functions where there is a scarcity of qualified resources.

_ Ensuring tax efficient remuneration structures.

_ Ensuring that remuneration structure is simple and that the cost to the Company (CTC) is not shown inflated and the effective take home remuneration is not low.

_ Other criteria as may be applicable.

_ Consistent application of remuneration parameters across the organization.

• Provisions of law with regard making payment of remuneration, as may be Applicable, are complied.

• Whenever, there is any deviation from the Policy, the justification /reasons should also be indicated / disclosed adequately.

POLICY REVIEW:

The policy shall be reviewed by the Nomination and Remuneration Committee and the Board, from time to time as may be necessary.

SD/-

BALWANTSINGH UJAGARSINGH PANNU

DIRECTOR

DIN: 08211395

   

A and M Jumbo Bags Ltd Company Background

Zalak Purvesh Parikh
Incorporation Year2011
Registered OfficeB No 100 Bhagwati Rice Mills,Opp Hp Petrol Pump Jetalpur
Ahmedabad,Gujarat-382426
Telephone91-9173398575,Managing Director
Fax
Company SecretaryDhaval Parekh
AuditorParekh Parekh & Associates
Face Value10
Market Lot8000
ListingNSE - SME,
RegistrarBigshare Services Pvt Ltd
1st Flr Bharat Tin W,Makwana Road Marol ,Andheri (East) ,Mumbai - 400059

A and M Jumbo Bags Ltd Company Management

Director NameDirector DesignationYear
Nalin ShahIndependent Director2019
Varun Jigneshkumar ShahDirector2019
Balwantsingh Ujagarsingh PannuDirector2019
Zalak Purvesh ParikhManaging Director2019

A and M Jumbo Bags Ltd Listing Information

A and M Jumbo Bags Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Revenue from Operations NA 0007.93423

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