Gabriel Pet Straps Ltd

FOR THE FINANCIAL YEAR 2023-24

To,

The Members,

Gabriel Pet Straps Limited

It gives us great pleasure to present, on behalf of the Board of Directors of your Company, the First Board's Report on the financial and operational performance of M/s. Gabriel Pet Straps Limited (‘GPSL'/'the Company') and the Audited Statements of Accounts for the period ended March 31, 2024, together with the Auditors' Report.

1. INCORPORATION & COMMENCEMENT OF BUSINESS ACTIVITIES:

The Company was originally formed as a Limited Liability Partnership under the name and style of "M/s. Gabriel Pet Straps LLP" on November 12, 2020 bearing Registration No. AAU-6830. Thereafter, the Company was converted in to a public limited company "M/s. Gabriel Pet Straps Limited" on August 03, 2023 pursuant to the provisions of Chapter XXI of the Companies Act vide CIN No. U22201GJ2023PLC143546.

The Company is engaged in the business of manufacturing and selling of Pet Straps which is widely used in packaging of heavy materials. Accordingly, the Financial statements was prepared for the period from August 03, 2023 to March 31, 2024.

2. FINANCIAL SUMMARY AND HIGHLIGHTS:

The summarized Financial results of the Company for the period is given below:

Thousands)

3. TRANSFER TO RESERVES:

The Company has not transferred any amount to the General Reserves for the financial year

under review.

4. DIVIDEND:

The Company has not declared or paid any dividend for the financial year ended on March 31, 2024.

5. CHANGE IN THE NATURE OF BUSINESS:

During the year, there was no change in the nature of business of the Company and it continues to concentrate on its own business.

6. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATE AND TILL THE DATE OF THE REPORT:

After completion of financial year, for fulfilling increasing demand of the Company's product, the Company has decided to to install a new plant at Revenue Survey No. 120 (old Revenue Survey No. 35 paikee 1), Dahisarda (Aaji), Taluka Paddhari, Dist Rajkot.

7. CAPITAL STRUCTURE AND DETAILS REGARDING FURTHER ISSUE OF SHARE CAPITAL:

The Company was incorporated on August 03, 2023 with Authorised and Paid up Capital of Rs. 1,00,000/- (Rs. One Lakh only/-) divided into 10,000 equity shares of Rs. 10/- each. After that, following changes were made in capital structure of the Company:

a. Authorised Share Capital:

- Authorised Share Capital of the Company has been increased from of Rs. 1,00,000/- (Rs. One Lakh only/-) divided into 10,000 equity shares of Rs. 10/- each to Rs. 5,00,00,000/- (Rs. Five Crore only/-) divided into 50,00,000 equity shares of Rs. 10/- each in an Extraordinary General Meeting of the members of the Company held on August 19, 2023

b. Paid up Share Capital:

- Right Issue: Paid up capital of the Company has been increased from Rs. 1,00,000/- (Rs

One Lakh only/-) divided into 10,000 equity shares of Rs. 10/- each to Rs. 5,2 8,240 divided into 52,824 equity shares of Rs. 10/- each by way of allotting equity shares on right issue basis in Board Meeting held on October 11, 2023.

- Bonus Issue: Paid up capital of the Company has been increased from Rs. 5,28,240 divided into 52,824 equity shares of Rs. 10/- each to Rs. 1,84,88,400 divided into 18,48,840 equity shares of Rs. 10/- each by way of allotting equity shares in Bonus issue in Board Meeting held on October 13, 2023.

- Initial Public Issue (IPO): Paid up capital of the Company has been increased from Rs. 1,84,88,400 divided into 18,48,840 equity shares of Rs. 10/- each to Rs. 2,64,68,400 divided into 26,46,840 equity shares of Rs. 10/- each by way of allotting equity shares in IPO in Board Meeting held on February 05, 2024.

8. EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

Since your Company has not issued Equity Shares with Differential Rights, no disclosures under Rule 4 (4) of the Companies (Share Capital and Debentures) Rules, 2014 are required to be made in this report.

9. EMPLOYEE STOCK OPTION/PURCHASE SCHEME:

Since your Company does not have any Employee Stock Option/Purchase Scheme and has not issued any shares under any such scheme, no disclosures under Rule 12 (9) of the Companies (Share Capital and Debentures) Rules, 2014 are required to be made in this report.

10. DISCLOSURE UNDER RULE 16(4) OF THE COMPANIES (SHARE CAPITAL AND DEBENTURES), RULES, 2014:

Since your Company has not provided for any money or has given any financial assistance to the employees for purchase of shares of your Company, no disclosures under the said Rule are required to be made in this report.

11. BUY BACK OF SECURITIES:

Since the Company has not bought back any securities during the year, no disclosure relating to buy back required to be made in this report.

12. ISSUE OF SWEAT EQUITY SHARES:

During the reporting period, the Company has not issued sweat equity shares of any class as provided u/s 54 of the Companies Act, 2013. Hence, the disclosure of the same is not required.

13. STATEMENT OF DEVIATION OR VARIATION:

The equity shares of the Company got listed at Bombay Stock Exchange of India, SME Platform on 7^th day of February, 2024 with total funds raised by issuing 7,98,000 equity shares of Rs. 10/- each at premium of Rs. 91/- per share aggregating to amount of Rs. 8,05,98,000/-. The Company after due review by the Audit Committee, filed the Statements of Deviation(s) or Variation(s) under Regulation 32 of SEBI (LODR) Regulations, 2015, stating confirmation that

14. INITIAL PUBLIC OFFER (IPO) AND LISTING AT BSE SME PLARTFORM:

During the reporting period, the Company made an Initial Public Offer (IPO) for 7,98,000 Equity Shares of Rs. 10/- each at issue price of Rs. 101/- having issue size of Rs. 8.06 Crore. With your valuable support and confidence in the Company and its management the IPO was oversubscribed and the Equity shares of the Company were successfully listed on BSE SME Platform on February 07, 2024.

Shreni Shares Limited (Formerly known as Shreni Shares Private Limited) as the Lead Manager and Bigshare Services Private Limited as the Registrar to the issue were appointed in the process of IPO.

The issue was for 7,98,000 equity shares, out of which 44,400 Equity Shares were reserved for the market maker. Hence, net issue to the public was 7,53,600 Equity Shares.

The issue was open for subscription on Wednesday, January 31, 2024 and closed on Friday, February 02, 2024 in accordance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

The issue was subscribed to the extent of 246,20 times (including Market Maker reservation portion) as per the bid book of BSE.

15. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The provisions of Section 124 & Section 125(2) of the Companies Act, 2013 do not apply as the Company is newly incorporated Company and no dividend was declared amount which was declared and not paid.

16. DEMATERIALISATION OF EQUITY SHARES:

As on March 31, 2024, - 26,46,840 numbers of equity shares are held in dematerialized form, which constitutes 100% of total shareholding.

17. COMPANY POLICIES IN ADHERENCE TO SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015:

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandated formulation of certain policies for all the listed companies. All the policies are available on the Company's website i.e., https: / / www.gabrielpetstraps.com /. The policies are reviewed periodically by the Board and updated based on need and new compliance requirements.

18. DIRECTORS AND KEY MANAGERIAL PERSONNELS (KMP):

The Company was incorporated with 3 (Three) Directors namely Mr. Jay Pareshbhai Shah (DIN: 08959842), Mr. Vimalbhai Dayabhai Varasada (DIN: 08959843) and Mr. Vivek Dharmendrabhai Kavathiya (DIN: 08992334).

Then after, following changes had been made in constitution of board of directors and KMP:

1. Mr. Jay Pareshbhai Shah (DIN: 08959842) was designated as a Managing Direptorfec.the term of five years w.e.f. August 03, 2023.

2. Mr. Vimalbhai Dayabhai Varasada (DIN: 08959843) was designated as a Whole-time Director for the term of five years w.e.f. August 03, 2023.

3. Mr. Vivek Dharmendrabhai Kavathiya (DIN: 08992334) was designated as a Whole-time Director for the term of five years w.e.f. August 03, 2023.

4. Mrs. Aarti Jaybhai Shah (DIN: 10134922) was appointed as a director of the Company w.e.f. August 31, 2023.

5. Ms. Khyati Hareshbhai Gandecha was appointed as a Company Secretary of the Company w.e.f. September 01, 2023.

6. Mr. Jay Pareshbhai Shah was designated as Chief Financial Officer (CFO) of the Company October 25, 2023.

7. Mr. Darshan Bhaveshbhai Vora (DIN: 10373409) and Mr. Sandeep Patidar (DIN: 10388169) were appointed as the Independent Directors for term of five years w.e.f. November 10, 2023.

The Company has the following Directors and KMPs as on March 31, 2024:

All the Directors of the .Company possess appropriate balance of skills, experience knowledge, as required by the Companies Act, 2013 and criteria specified in Nomination and Remuneration Policy. . —

All members of the Board of Directors and senior management personnel affirmed compliance with the Company's Code of Conduct policy for the financial year 2023-24.

As per the provisions of the Companies Act, 2013, Mr. Vivek Dharmendrabhai Kavathiya (DIN: 08992334), Director is liable to retire by rotation at the ensuing Annual General Meeting and, being eligible, offers himself for re-appointment.

A brief note on director retiring by rotation and eligible for re-appointment is furnished as an Annexure - 1.

19. DECLARATION FROM INDEPENDENT DIRECTORS:

Independent Directors have submitted their declarations as required under Section 149(7) to the Board that they fulfil all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 read with rules framed there under.

Further, Independent Directors have also duly submitted their declarations as required under provisions of Regulation 25(8) of SEBI (Listing Obligations and Disclosure Requirement), Regulations, 2015 pertaining to fulfilling the criteria of independence as per Regulation 16(l)(b) of SEBI (LODR) Regulation, 2015.

20. DISCLOSURE UNDER SECTION 197(14) OF THE ACT:

Section 197(14) lays down that any Director who is in receipt of any Commission from the Company and who is a MD/WTD shall not be disqualified from receiving any remuneration or commission from any holding or subsidiary company subject to its disclosures in the Board's Report. The Company is not required to provide disclosure under Section 197(14) of the Act, as no such instance has arisen.

21. DISCLOSURE UNDER SUB-RULE 4 OF RULE 8 OF COMPANIES (ACCOUNTS) RULES, 2014:

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

The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

In a separate meeting of independent directors, performance of non-independent directors, performance of the board as a whole and performance of the chairman was evaluated, considering the views of executive directors and non-executive directors. The same was discussed in the board meeting that followed the meeting of the independent directors, at which the performance of the board, its committees and individual directors was also discussed. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

a. Composition of the Board:

The strength of the Board was 6 (six) Directors as on March 31, 2024, comprising a Managing Director, two Whole-time Directors and three Non-Executive Directors i.e. two Independent Directors and one-Woman Director.

b. Number of Board Meetings:

During the financial year 2023-24, the Board of Directors met 23 (Twenty-Three) times. The dates on which the Board Meetings were held are 03.08.2023, 04.08.2023, 11.08.2023,

14.08.2023, 16.08.2023, 28.08.2023, 01.09.2023, 22.09.2023, 11.10.2023, 12.10.2023,

13.10.2023, 25.10.2023, 07.11.2023, 10.11.2023, 10.11.2023, 15.11.2023, 05.12.2023,

10.01.2024, 19.01.2024, 24.01.2024, 05.02.2024, 26.02.2024 and 30.03.2024.

The Meetings of the Board are held at regular intervals with a time gap of not more than 120 days between two consecutive Meetings in terms of the Regulation 17(2) of Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 with the Stock Exchanges, Secretarial Standards and the provision of Companies Act, 2013. The Notice and Agenda of the Meetings were circulated to Directors in advance. Minutes of the Meetings of the Board of Directors were circulated amongst the Directors for their perusal.

During the financial year 2023-24, there were no resolutions passed through circulation.

c. Attendance of Directors at Board Meetings and last Annual General Meeting (AGM):

d. Retirement by Rotation:

Pursuant to the provisions of Section 152(6) and other applicable provisions of the Companies Act, 2013 and Articles of Association of the Company, Mr. Vivek Dharmendrabhai Kavathiya (DIN: 08992334), Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment.

a. The composition of the Audit Committee:

The Board of Directors of the Company had duly constituted the Audit Committee on 10^th November, 2023 under the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the financial year 2023-24, 2 (two) Audit Committee Meetings were held. Necessary quorum was present at the meetings.

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

The Company Secretary acts as the Secretary of the Audit Committee,

b. Recommendation by Audit Committee:

All recommendations of the Audit Committee have been approved and accepted by the Board.

a. The composition of the Nomination and Remuneration Committee:

The Board of Directors of the Company had duly constituted the Nomination and Remuneration Committee on 10^th November, 2023 under the applicable provisions of the Companies Act 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the financial year 2023-24, 1 (one) Nomination and Remuneration Committee Meeting was held. Necessary quorum was present at the meeting.

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

The Company Secretary acts as the Secretary of the Nomination and Remuneration Committee.

a. The composition of the Stakeholders' Relationship Committee:

The Board of Directors of the Company had duly constituted the Stakeholders' Relationship Committee on 10^th November, 2023 under the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the financial year 2023-24, 1 (One) Stakeholders' Relationship Committee Meeting was held. Necessary quorum was present at the meeting.

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

The Company Secretary acts as the Secretary of the Nomination and Remuneration Committee

26. VIGIL MECHANISM:

The Company has a robust vigil mechanism through its Whistle Blower Policy approved and adopted by Board of Directors of the Company in compliance with the provisions of Section 177(10) of the Act and Regulation 22 of the Listing Regulations.

The Company has adopted a Whistle Blower policy, which provides a mechanism for employees of the Company to approach the Audit Committee of the Company and protected disclosure to the management instances of unethical behaviour, actual or suspected fraud or violation of the Code of Conduct.

The policy on Vigil Mechanism and Whistle Blower Policy is available on the website of the Company at https://www.gabrielpetstraps.com/corporate-policies.html.

27. DISCLOSURE IN. TERMS OF THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has Zero Tolerance towards sexual harassment at workplace and has adopted a Policy on Prevention of Sexual Harassment at Workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and rules framed thereunder that provides a mechanism for the resolution, settlements or prosecution of acts or instances of sexual harassment at workplace and to ensure that all employees are treated with respect and dignity. All employees (Permanent/Contractual/Temporary/Trainees) are covered under this policy. The policy is gender neutral.

The policy on prevention of sexual harassment at workplace was adopted on November 10, 2023. During the year under review, no Complaints with allegations of Sexual Harassment were received by the Company. A copy of same is placed on the website of the Company at

https://www.gabrielpetstraps.com/corporate-policies.html.

28. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:

Pursuant to Section 134(3) read with Section 178 of the Companies Act, 2013, the Nomination and Remuneration policy of the Company which lays down the criteria for determining qualifications, competencies, positive attributes and independence for appointment of Directors and Policies of the Company relating to remuneration to Directors, KMP and other employees is available on the Company's website at https: / / www.gabrielpetstraps.com/corporate- policies.html.

29. CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING:

Your Company has adopted the Code of conduct in terms of the SEBI (Prohibition of Insider Trading) Regulations, 1992, to regulate, monitor and report trading by designated persons towards prevention of Insider Trading. Further, in accordance with the provisions of Regulation 8 of SEBI (Prohibition of Insider Trading) Regulations, 2015, the Board of Directors of the Company has duly approved and adopted the code of practices and procedure for fair disclosure of Un-published Price Sensitive Information and formulated the code of conduct of the Company.

The code is applicable to Directors, Employees, Designated Persons and other connected persons of the Company; the aforesaid code of conduct for prevention of Insider Trading is. duly placed on the Website of the Company at https://www.gabrielpetstraps.cqhi/corpordte-policies.html.

30. INTERNAL FINANCIAL CONTROLS:

The Company has put in place adequate, strong and effective internal control system with processes which commensurate with its size and scale of operations and ensures that all the assets are safeguarded and protected and that transactions are authorised, recorded and reported correctly. The internal audit covers a wide variety of operational matters and ensures compliances with specific standard with regards to availability and stability of policies and procedures. During the no reportable material weakness in the design or operation were observed.

31. CORPORATE SOCIAL RESPONSIBILITY (CSR):

The provisions of Section 135 of the Companies Act, 2013 on Corporate Social Responsibility is not applicable to the Company.

32. PARTICULARS OF EMPLOYEES AND MANAGERIAL REMUNERATION:

The details of remuneration of Directors, Key Managerial Personnel and employees of the Company as 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 has been set out as Annexure - 2 to this Report, attached hereto.

33. DEPOSITS:

During the year under review, the Company has not accepted any deposit covered under the Chapter V of the Companies Act, 2013.

The Statement thereof is furnished here as below:

34. CHANGE OF REGISTERED OFFICE:

During the reporting period, the Company had changed its registered office within city from The Spire, Office No 409B, 150 Feet Ring Road, Raiya, Rajkot 360005 to Plot No. 23, Radhe Industrial Area, Paddhari Bypass, Behind Reliance Petrol Pump, Jamnagar Highway, District Rajkot 360 110 with effect from August 14, 2023

35. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

During the year under review, no significant and material orders were passed by any Regulator, Court, Tribunal, Statutory and quasi-judicial body having impact on the going concemstatus

of the company and its future operations.

36. STATUTORY AUDITORS:

M/s. Pranav R. Shah & Co. (FRN: 139686W), Chartered Accountants, Rajkot was appointed as first auditors of the Company, who will hold office till the conclusion of 1^s1 Annual General Meeting. Further, on basis of recommendation of Audit Committee, Board of Directors has decided to recommend to members, the appointment of M/s. Pranav R. Shah & Co. (FRN: 139686W), Chartered Accountants, Rajkot as statutory auditors of the Company for a term of five years starting from the conclusion of 1^st Annual General Meeting till the conclusion of 6^th Annual General Meeting.

37. STATUTORY AUDITORS' REPORT:

The Statutory Auditors' Report on the Accounts of the Company for the financial year ended on March 31, 2024 is attached to the financial statements.

38. SECRETARIAL AUDITORS:

M/s. Pooja R. Vaghela & Associates (Membership No. 58593), Practicing Company Secretaries (COP No. 25482), Rajkot is appointed as the Secretarial Auditors of the Company for conducting secretarial audit and furnish secretarial audit report for Financial Year 2023-24 and Financial Year 2024-25.

39. SECRETARIAL AUDIT REPORT:

The Secretarial Audit Report is attached herewith in Form MR-3 u/s 204 of the Companies Act, 2013 as Annexure - 3.

40. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

During the reporting period the Company had given loan as follows:

Except above, the Company had not given any guarantee, security and investment during the reporting period. The above loan has duly been repaid at the end of the Financial Year.

41. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the year under review, the Company has not entered into any contract or arrangements with any related party as per section 188 of the Companies Act, 2013. —

42. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as per section 134(3)(m) of the Companies Act, 2013 read with rule 8 of the Companies (Accounts) Rules, 2014 are provided below:

(A) Conservation of energy:

(B) Technology absorption:

(C) Foreign exchange earnings and Outgo:

During the year under review, there was no foreign exchange earnings and out go.

43. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE STATUTORY AUDITORS /SECRETARIAL AUDITORS:

In our opinion and according to information and explanation provided to us, in respect of loans, investments, guarantees and security, the Company has granted a loan to its partnership firm in which directors or relatives of the company are partners in partnership firms which has duly been repaid during the year under review.

CENTRAL GOVERNMENT:

During the year under consideration, there were no such instances.

45. SECRETARIAL STANDARDS COMPLIANCES:

The Company is duly following applicable Secretarial Standards (SS 1 - Secretarial Standard on Meetings of The Board of Directors and SS 2 - Secretarial Standard on General Meetings) issued by Institute of Company Secretaries of India and approved by the Ministry of Corporate Affairs.

46. DISCLOSURES RELATING TO MAINTENANCE OF COST RECORDS:

As Section 148 is not applicable to the Company, disclosures relating to maintenance of cost records shall not be applicable to the Company.

47. ANNUAL RETURN:

Pursuant to the provisions of Section 92(3) read with Section 134(3) of the Act, the copy of Annual Return as on March 31, 2024 is available on the Company's' website on

https: / /www.gabrielpetstraps.com

48. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the financial year under review, there is neither any application made nor any proceeding pending under the Insolvency and Bankruptcy Code, 2016 against the Company.

49. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

During the year under consideration, there were no such kind instances by/with the Company, so no details are required to be mentioned herewith.

50. FAILURE TO IMPLEMENT ANY CORPORATE ACTION:

There were no such events took place during the year under consideration.

51. MANAGEMENT DISCUSSIONS & ANALYSIS REPORT:

Pursuant to Regulation 34(2)(e) read with Schedule V of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015, Management Discussion & Analysis Report for the year under review forms the part of this report and is marked as Annexure - 4.

52. DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby declares that:

a. In the preparation of the annual accounts, 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 the end of the financial year and of the profit 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 this Act 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; 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.

53. ACKNOWLEDGEMENT:

Your Board take this opportunity to offer their sincere thanks to the Company's Bankers, Central and State Government Authority, Shareholders and all other stakeholders during the year under review, Legal Advisers, Consultants, assistance and co-operation received from the Financial Institutions, Banks, and others all Business Associates, Customers for their valuable assistance and continued support to the Companies. Your Directors also wish to place on records their sincere appreciation of dedicated efforts by the staff and employees for their committed services, exemplary professionalism and enthusiastic contribution during the year for the Company.