Your Directors have pleasure in presenting their 40th Annual Report together with the
Audited Accounts and Cash Flow Statements for the year ended 31stMarch 2025.
The nancial results for the year ended 31st March 2025 are summarized below. (Rs. in
Lakhs)
Particulars |
2024-25 |
2023-24 |
Income from operations |
- |
- |
Interest |
- |
0.02 |
Other Income |
111.97 |
0.00 |
Depreciation |
0.00 |
0.00 |
Pro t/(Loss) before taxation |
90.52 |
-04.58 |
Deferred Tax (Liability)/Asset |
- |
- |
Current tax |
- |
- |
Net Pro t/(Loss)After |
90.52 |
-04.58 |
Taxation |
|
|
1. Operations
The Production continued to be suspended during the year under report. The Company has
earned net profit of Rs .90.52 Lakhs in comparison with net loss of Rs. -04.58 Lakhs in
the previous year.
2. Erosion of Net worth:
The Company submitted report to BIFR regarding erosion of net worth as on 31.03.2016 in
February 2016. In terms of provisions of Sick Industrial Companies (Special Provisions)
Act, 1985 (SICA).
3. Issues after the Financial year:
There are no signi cant issues concerning the business activities of the company which
will impact the business operations of the company after the closure of the nancial year
ending on 31 03.2025.
4. Discloser as per Regulation 14 of SEBI (LODR) Regulations,2015.
The company's shares are listed on the Bombay Stock Exchange Ltd., P J Towers, Dalal
Street, Fort, Mumbai. It is further informed that the listing fees has been paid to the
exchange due to shortage of funds and stoppages of operations.
5. Meetings of the Board of Directors
During the year ended March 31st 2025, 5(Five)Board Meetings were held. The dates on
which the Board Meetings were held are 28.05.2024, 12.08.2024, 12.11.2024 and 07.02.2025
and 27.03.2025.
6. Statement on Declaration given by Independent Directors under Section 149(6):
The Independent Directors have submitted declaration of independence as required
pursuant o Section 149(7) of the Companies Act, 2013 stating that they meet the criteria
of independence as provided in Section149(6)
7. Nomination and Remuneration Committee:
The Nomination and Remuneration Committee consists of the following directors namely
Smt. R Rama Devi, Sri. N V S Rao (till 27.03.2025) and Sri DRSP Raju.
Brief description of terms of reference: a) Carry on the evaluation of every director's
performance b) Formulation of criteria for determining quali cation, positive attributes
and independence of a director. c) Recommend policy to the Board relating to remuneration
of the directors, key managerial personnel and other employees. d) Devising a policy on
board diversity e) Any other matter as the board may decide from time to time.
Nomination and Remuneration Policy:
The objective of the policy: a) Lay down criteria and terms and conditions with regard
to identifying persons who are quali ed to become Directors and persons who may be
appointed as key managerial persons and to senior management positions. b) To provide
reward directly linked to their effort performance, dedication and achievement relating to
company's operations. c) To retain, motivate, promote talent to ensure long term
sustainability of talented managerial persons and create competitive advantage. d)
Determine remuneration based on company's size and nancial position and trends and
practices.
8. Particulars of Loans, Guarantees and Investments under Section 186
The Company has not given any loan, or guarantee, or provided any security in
connection with a loan to any other body corporate or person during the nancial year.
9. Particulars of contracts or arrangements with related parties referred to in
Section 188(1):
The particulars of contracts or arrangements with related parties referred to
Sec.188(1) is prepared in Form No: AOC-2 pursuant to Sec 134(3)(h) of the Act and Rule
8(2) of the Companies (Accounts) Rules, 2014 and the same is enclosed as Annexure- 2 to
this report.
10. Annual Return:
The Annual Return (Form MGT 7) of your Company is available on its corporate website,
the link of which was provided in annexure 3.
11. Corporate Governance
The Company has implemented the Corporate Governance Code during the year under report.
A detailed report is enclosed and form part of this Annual Report.
12. Directors Responsibility Statement
The Board of Directors of the Company hereby declares and states that:
a) In the preparation of annual accounts, the applicable accounting standards have been
followed along with proper explanation relating to material departures.
b) The Directors have 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 nancial year 31.03.2025
and profit of the Company for the period ended31.03.2025
c) The Directors have taken proper and suf cient 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 have not been prepared the annual accounts on a going concern basis as the
Company suspended the activities from 15th July 2014.
e) The Directors had laid down internal nancial controls to be followed by the company
and that such internal nancial controls are adequate and were operating effectively.
f) The Directors had devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating effectively. 13.
Energy, Technology and Foreign Exchange
Additional information on conservation of Energy, Technology Absorption and Foreign
Exchange Earnings and Outgo as required to be disclosed in terms of Section 134(M) read
with Companies (Accounts) Rules 2014) is as per annexure 1 here to and forms part of this
report.
14. Risk Management Committee:
Risk Management Committee consists of the following Directors a) Sri D V Prudvi Raju b)
Smt. R. Rama Devi c) Sri D R S P Raju d) Sri NVS Rao (Resigned w.e.f.27/03/2025)
Risk Management Policy:
The Company has taken steps to mitigate the following risks.
Raw Material Price:
As the Company suspended the activities, there is no raw material.
Competition and price pressure:
Our being a packing industry there are many players and there is severe competition and
price cutting indulged by competitors. Action of one player is followed by other to either
increase market shares or offer low price to retain the volumes, which leads to suspension
of production activity of the company.
Foreign Currency Risks:
The Company's exposure to foreign currency is low. The export volumes are nil. The
impact of foreign exchange uctuation is almost negligible considering the volume of
transactions in foreign currency.
15. Statutory Auditors
At the Annual General Meeting held on 29th September, 2020, M/s GMK
Associates, Chartered Accountants, were appointed as statutory Auditors of the Company to
hold of ce till the conclusion of the Annual General Meeting held in the calendar year
2025.
Now Board proposes to reappoint the said Firm for a second term of 5 years from 2025-26
to 2029-30.
Auditors Report
The Audit report submitted by M/s GMK Associates, Chartered Accountants, Hyderabad
Chartered Accountants (ICAI Reg. No : 006945S) Statutory Auditors do not contain any
adverse remarks in their report for the Financial Year ended 31st March, 2025.
16. Board of Directors
Sri. D R S P Raju, (Holding DIN No. 00306612) is liable to retire by rotation at this
Annual General Meeting and being eligible offers himself for appointment as the Director
of the Company.
Sri.NVS Rao, Independent Director resigned from his office w.e.f. 27.03.2025. The Board
place its appreciation on the services rendered by Sri. NVS Rao.
17. Secretarial Audit Report:
Copy of the Secretarial Audit Report issued by Sri V B S S Prasad, Practicing Company
Secretary (CP No: 4605) for the year under report in Form MR-3 is attached as Annexure -4
to this report. There are quali cations in the Secretarial Audit Report, which were the
result of nancial crunch the company is facing due to suspension of operations.
18. Particulars of appointment and remuneration of Managerial Personnel:
The statement of particulars of Appointment and Remuneration of Managerial Personnel in
terms of Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 is enclosed as Annexure 5 to this report.
19. Insurance:
All remaining properties are fully depreciated, hence no insurance is covered. The
value of movable assets is very negligible.
20. Change in nature of Business:
There is no change in the Company's nature of business during the nancial year ending
31.03.2025
21. Internal Control System and their adequacy:
Considering the size of business and nature of operations, the internal control systems
and procedure adopted by the company are reviewed periodically by the Board and Audit
Committee. The existing control systems are adequate.
22. Signi cant and Material orders passed by Regulators:
No such orders have been received during the year under review.
Material changes and commitments:
There are no material changes and commitments in the business operations of the Company
during the year under review except that the production continues to remain suspended
since 15th July 2014.
23. Policy on Sexual Harassment:
The Company has only one woman employee on its roles as Company Secretary. Other than
this, specifically no women employee in the employment of the Company. The Company is in
the process of framing and formulating policy on sexual harassment at work place in
accordance with Sexual Harassment of Women at workplace (Prevention prohibition and
Redressal) Act, 2013. During the year under review the Company has not received any
complaints pertaining to Sexual Harassment.
24. Acknowledgements:
The Board has expressed its gratitude to the State Bank of India, Union Bank of India,
various departments of the State and Central Government, customers, vendors and
shareholders for their valuable support to the company, staff and employees.