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Alchemist Corporation Ltd.

BSE: 531409 Sector: Others
NSE: N.A. ISIN Code: INE057D01016
BSE 00:00 | 05 Dec 8.60 0
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NSE 05:30 | 01 Jan Alchemist Corporation Ltd
OPEN 9.45
PREVIOUS CLOSE 8.60
VOLUME 356
52-Week high 22.00
52-Week low 8.42
P/E 25.29
Mkt Cap.(Rs cr) 4
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 9.45
CLOSE 8.60
VOLUME 356
52-Week high 22.00
52-Week low 8.42
P/E 25.29
Mkt Cap.(Rs cr) 4
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Alchemist Corporation Ltd. (ALCHEMISTCORP) - Director Report

Company director report

To The Members of Alchemist Corporation Limited DIRECTORS' REPORT TO THE MEMBERS

The Directors are pleased to present Annual Report and Audited Accounts for thefinancial year ended March 31 2022.

FINANCIAL HIGHLIGHTS

Audited Financials Results – Standalone

(Rs. in Lakh)

Particulars Year ended 31st March 2022 Year ended 31st March 2021
Net Sales/Income from Operations 5.70 45.73
Other Income 28.52 -
Total Income 34.21 45.73
Total Expenses 24.31 32.75
Exceptional Items 171.11 204.40
Profit / (Loss) Before Taxation (161.21) (191.42)
Deferred Tax / Current Tax (0.09) (0.46)
Profit / (Loss) After Taxation (161.12) (190.97)
Surplus / (Deficit) carried to Balance Sheet
Earning per equity share (for continuing operation)
- Basic (3.279) (3.886)
- Diluted (3.279) (3.886)

Audited Financials Results - Consolidated

(Rs. in Lakh)

Particulars Year ended 31st March 2022 Year ended 31st March 2021
Net Sales/Income from Operations 5.70 45.73
Other Income 28.52 -
Total Income 34.21 45.73
Total Expenses 24.75 33.15
Exceptional Items 171.11 204.40
Profit / (Loss) Before Taxation (161.64) (191.83)
Deferred Tax / Current Tax (0.09) (0.46)
Profit /( Loss) After Taxation and before Minority Interest (161.56) (191.37)
Profit / (Loss) After Taxation and after Minority Interest (191.18) (191.18)
Earning per equity share (for continuing operation)
- Basic (3.290) (3.890)
- Diluted (3.290) (3.890)

OPERATIONS

The turnover of the company for the period under review was Rs. 5.70 Lakhs as againstRs. 45.73 Lakhs in the previous year. While a loss of Rs (161.12) Lakhs in current year asagainst a Loss of Rs. (190.97) Lakhs in the previous year. This year's loss is mainly onaccount of exceptional items Administrative Expenses Salary Costs and Depreciation.

CAPITAL STRUCTURE

During the current year the Company has not received any additional Capital. Totalpaid up Paid up Share Capital of the Company as on 31st March 2022 is Rs.49143330.

DIVIDEND

In view of loss during 2021-2022 Your Directors have not recommended any dividend forthe financial year 2021-2022.

RESERVE

The Board of Directors of the Company does not propose any amount to carry to anyreserve for the financial year ended March 31 2022

FIXED DEPOSIT

Your Company has not accepted any Fixed Deposits during the year.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

No material changes or commitments have occurred between the end of the financial yearto which the financial statements relate and the date of this report affecting thefinancial position of the company.

STATUTORY AUDITORS

The Company at its 27th AGM held on 29th September 2020 appoints M/s S.Kumar Goel & Company Chartered Accountants Ghaziabad having Firm RegistrationNumber 05275C allotted by The Institute of Chartered Accountants of India as StatutoryAuditors of the Company to hold office from the conclusion of 27 th AGM tillthe conclusion of the Annual General Meeting for the Financial Year 2022-2023 at suchremuneration as may be mutually determined between the said Auditors and the Board ofDirectors of the company. "The Company has obtained necessary certificate underSection 141 of the Companies Act 2013 from them conveying their eligibility for beingstatutory auditor of the Company.

AUDITORS' REPORT

The observations/qualifications of the Auditors in the Auditors Report are explainedand clarified wherever necessary in the appropriate Notes to the Accounts.

REPORTING OF FRAUD BY AUDITORS:

During the year under review neither the statutory auditors nor the secretarialauditors has reported to the audit committee under

Section 143(12) of the Companies Act 2013 any instances of fraud committed againstthe Company by its officers or employees the details of which would need to be mentionedin the Board's Report.

INTERNAL AUDITOR

The Company has appointed M/s. AAAM & Co. LLP Chartered Accountants (FirmRegistration No. 08113C/C400292) as an Internal Auditor of the Company for the FY 2021-22to conduct internal audit of the Company.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 the Company has appointed M/s. VJ &Associates Company Secretaries as its Secretarial Auditor to conduct the SecretarialAudit of the Company for the financial year 2021-22. The Report of Secretarial Auditor(Form MR - 3) is annexed to the report as "Annexure - I".

PREVENTION OF INSIDER TRADING:

In compliance with the provisions of Securities Exchange Board of India (Prohibition ofInsider Trading) Regulations 2015 the Board has adopted a code of conduct and code ofpractices and procedures for fair disclosure of unpublished price sensitive information topreserve the confidentiality of price sensitive information to prevent misuse thereof andregulate trading by designated persons. The code of practices and procedures for fairdisclosure of unpublished price sensitive information is also available on the Company'swebsite.

EXTRACT OF ANNUAL RETURN

Pursuant to section 92(3) of the Companies Act 2013 and Rule 12(1) of the Companies(Management and Administration) Rules 2014 extract of annual return in Form MGT-9 isannexed to the report as "Annexure - II".

CONSERVATION OF ENERGY RESEARCH & DEVELOPMENT TECHNOLOGY ABSORPTION FOREIGNEXCHANGE EARNING AND OUTGO:

The information as per Section 134(3)(m) of the Act read with Rule 8 of the Companies(Accounts) Rules 2014 regarding Conservation of Energy Research & DevelopmentTechnology Absorption and Foreign Exchange Earning and Outgo is annexed to the report as

"Annexure - III".

MANAGEMENT DISCUSSION & ANALYSIS

A Separate report on Management discussion and analysis relating to business andeconomic environment surrounding your company is annexed as a part of this report as "Annexure- IV".

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance.Your Directors adhere to the requirements set out by the Securities and Exchange Board ofIndia's Corporate Governance practices and have implemented all the stipulationsprescribed. Corporate Governance report is annexed as apart of this report as "Annexure-V".

PARTICULARS OF EMPLOYEES

None of the Employees of the Company draws remuneration exceeding the limits prescribedunder Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 read with Section 197 of the Act hence the statement required under the said is notrequired to be annexed.

ANNUAL ACCOUNTS OF SUBSIDIARY

As per the provisions of Sec 129 (3) of the Companies Act 2013 read with rule 5 of theCompanies (Accounts) Rules 2014 the company has prepared a statement containing salientfeatures of Financial Statement of subsidiary in the prescribed Form AOC – 1 which isannexed as "Annexure-VI" for the year 2021-22.

The Consolidated Financial Statements have been presented in the Annual Report.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

There are three directors as on date i.e. Ms. Pooja Rastogi Managing Director Mrs.Meena Rastogi Non Executive Director and Mr. Sanjeev Kumar Independent Director. Mr.Sohan Lal Managing Director (resigned on October 29 2021) and Ms. Pooja Rastogi(appointed on October 29 2021).

Director coming up for retire by rotation

Mrs. Meena Rastogi (DIN: 01572002) Director of the Company retires by rotation andbeing eligible and offers herself for reappointment. Your Director recommends herreappointment. Appointment of Mrs. Meena Rastogi is in compliance with the provisions ofSection 164(2) of the Companies Act 2013.

Independent Director

Pursuant to the provisions of Section 149 and other applicable provisions of theCompanies Act 2013 with respect to appointment and tenure of the Independent Directorswhich came into effect from April 1 2014 the Independent Directors shall be appointedfor not more than two terms of five years each and shall not be liable to retire byrotation. The Term shall be effective prospectively.

During the year under review the below mentioned are the appointments and resignationson various positions:

Appointment of Directors& Key Managerial Personnel

Ms. Pooja Rastogi has been appointed as Managing Director w.e.f. October 29 2021.

Resignation of Directors & Key Managerial Personnel

Mr. Sohan Lal Managing Director has resigned due to personal and health reason w.e.f.October 29 2021.

Key Managerial Personnel

The following persons have been designated as Key Managerial Personnel of the company.Pursuant to section 2 (51) and section 203 of the act read with Rules framed there under:

1. Ms. Pooja Rastogi Managing Director; (Appointed on 29th October 2021)

2. Mr. Sohan Lal Managing Director; (Resigned on 29th October2021)

3. Mr. Tushar Rastogi Chief Financial Officer;

4. Mr. Amol Mathur Company Secretary & Compliance Officer. (Resigned on 25thMay2022)

NUMBER OF MEETINGS OF THE BOARD

During the period commencing from 1stApril 2021 and ending on 31stMarch2022 the board of directors of the company meet on the following dates on 25thJune2021; 10th August 2021; 29th October2021; 27thNovember'2021;24thDecember2021; 09th February 2022 and 25thMarch'2022.

RISK MANAGEMENT

The Company has a Risk Management process which provides an integrated approach formanaging the risk in various aspects of the business.

PARTICULARS OF LOANS INVESTMENTS OR GUARANTEES UNDER SECTION 186

There were no loans Guarantee or Investments made by the Company under Section 186 ofthe Companies Act 2013 during the year under review and hence the said provision is notapplicable.

RELATED PARTY TRANSACTIONS UNDER SECTION 188 OF COMPANIES ACT 2013

All the transactions were made in the ordinary course of business. The provisions ofSection 188 of the Companies Act are therefore not attracted.

The disclosure of Related Party Transaction as per AS-24 has provided in the Notes toAccounts to the Financials of the Company. ("Annexure -VII")

AUDIT COMMITTEE UNDER SECTION 177 OF COMPANIES ACT 2013

As per the provisions of Section 177 of the Companies Act 2013 the Company hasconstitutedan Audit Committee to oversee internal audit and control procedures finalaccounts and reporting process. The committee comprises of three Directors.

NOMINATION AND REMUNERATION COMMITTEE UNDER SECTION 178 OF COMPANIES ACT 2013

As per section 178 of the Companies Act 2013 and rules made there under the existingRemuneration Committee was renamed as Nomination and Remuneration Committee by the Boardof Directors which recommend in the Board policy relating to remuneration of DirectorsKey Managerial Personnel and other employees.

STAKEHOLDER RELATIONSHIP COMMITTEE

In compliance of Section 178 of the Companies Act 2013 rules made there under theexisting Shareholders'/Investors' Grievance Committee was renamed as Stakeholders'Relationship Committee by the Board of Directors to consider and resolve the grievancesof security holders of the Company.

VIGIL MECHANISM

The Company has a Vigil mechanism and Whistle blower policy under which the employeesare free to report violations of applicable laws and regulations and the Code of Conductunder the supervision of Audit Committee. During the year under review no report relatedto the violation received.

DIRECTORS' RESPONSIBILTY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013 the Directors hereby confirmthat: i. in the preparation of the annual accounts the applicable accounting standardshad been followed; ii. the directors had selected such accounting policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit or loss of the Company for that period; iii. thedirectors had taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of this Act for safeguarding the assets of theCompany and for preventing and detecting fraud and other irregularities; iv. the directorshad prepared the annual accounts on a going concern basis. v. the directors have laid downinternal financial controls to be followed by the company and that such internal financialcontrols adequate and were operating effectively. vi. the directors have devised propersystem to ensure compliance with the provisions of all applicable laws and that suchsystem were adequate and operating effectively.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

The company has an Internal Control System commensurate with its size scale andcomplexity of its operations. Audit Committee reviews internal audit reports and overseesthe internal control system of the company.

DECLARATION BY INDEPENDENT DIRECTOR

The Company has received necessary declarations from each Independent Director underSection 149(7) of the Companies Act 2013 that they met criteria of independence laid downin Section 149(6) of Companies Act 2013 and the relevant rules.

DETAILS OF SUBSIDIARY/JOINT VENTURE/ASSOCIATE COMPANIES

During the year under review your company has 1(one) subsidiary. No Company became orceases to become Subsidiary/Joint Venture/Associate of the Company in the year 2021-22.

During the year under review there have been no material changes in the business ofthe subsidiary.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALIMPACTING THE GOING CONCERN STATUS OF THE COMPANY

There are no significant and / or material orders passed by the Regulators or Courts orTribunal impacting the going concern status and Company's future.

CORPORATE SOCIAL RESPONSILIBITY (CSR)

Pursuant to the provisions of Section 135 of the Companies Act 2013 every companyhaving net worth of rupees Five Hundred Crore or more or Turnover of rupees One ThousandCrore or more or Net profit of rupees Five Crore or more during any financial year shallconstitute a Corporate Social Responsibility Committee of the Board and shall formulate aCorporate Social Responsibility Policy. Your Company is not falling under the preview ofsaid section during the year.

COMPLIANCE WITH SECRETARIAL STANDARDS

Your Company is in compliance of all the applicable Secretarial Standard.

STOCK EXCHANGE LISTING:

The Equity Shares of your Company are listed at: i. The Stock Exchange Mumbai (BSE);ii. The Jaipur Stock Exchange Limited; iii. The Delhi stock Exchange. Your company hasalready files delisting application with Jaipur Stock Exchange which are still in process.

CODE OF CONDUCT

The Company has in place a comprehensive Code of Conduct (the Code) applicable to allthe employees and Non-executive Directors including Independent Directors. The Code isapplicable to Non-executive Directors including Independent Directors to such extent asmay be applicable to them depending on their roles and responsibilities. The Code givesguidance and support needed for ethical conduct of business and compliance of law. TheCode has been circulated to Directors and Management Personnel and its compliance isaffirmed by them annually. A declaration signed by the Company's Directors is published inthis Report.

PUBLIC DEPOSITS

The Company has not accepted / invited any public deposits during the period underreview and hence provisions of Section 73 of the Companies Act 2013.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statement of the Company for the financial year ended2021-22 areprepared in compliance with the applicable provisions of the Act AccountingStandards and SEBI (LODR) Regulations 2015. The Consolidated Financial Statement hasbeen prepared on the basis of Audited Financial Statements of the Companies as approved bytheir respective Board of Directors.

Pursuant to the provisions of Section 136 of the Act the Financial Statements of theCompany the Consolidated Financial Statements along with all relevant documents andAuditors report thereon form part of this Annual Report. The Financial Statements asstated above are also available on the website of the Company and can be accessed at theweb link www.alchemist-corp.com.

DISCLOSURE AS PER THE SEXUAL HARRASMENT OF WOMEN AT WORKPLACE (PREVENTION PROBHITIONAND REDRESSAL) ACT 2013

The company has a policy on prohibition prevention and redressal of Sexual Harassmentof women at workplace and matters connected there with or incidental there to covering allthe aspects as contained under "The Sexual Harassment of women at workplace(Prohibition Prevention and Redressal) Act 2013.

During the financial year 2021-22 no complaint was received under the policy.

APPRECIATION & ACKNOWLEDGEMENT:

The Board of Directors appreciate the valuable co-operation extended by the Company'sBankers monitoring agency & other Central and State Government departments for theircontinued support. Your Directors place on record their wholehearted appreciation of yourCompany's employees at all levels. Your Directors also acknowledge with gratitude thebacking of its shareholders.

For and on behalf of Board of Directors
Alchemist Corporation Limited
Sd/- Sd/-
Date: 25.06.2021 Pooja Rastogi Meena Rastogi
Place: New Delhi (Managing Director) (Director)
DIN : 00201858 DIN: 01572002

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