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Alpa Laboratories Ltd.

BSE: 532878 Sector: Health care
NSE: ALPA ISIN Code: INE385I01010
BSE 00:00 | 01 Dec 55.10 -0.55
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NSE 00:00 | 01 Dec 54.75 -0.75
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OPEN 58.35
PREVIOUS CLOSE 55.65
VOLUME 3153
52-Week high 108.95
52-Week low 48.90
P/E 25.16
Mkt Cap.(Rs cr) 116
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 58.35
CLOSE 55.65
VOLUME 3153
52-Week high 108.95
52-Week low 48.90
P/E 25.16
Mkt Cap.(Rs cr) 116
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Alpa Laboratories Ltd. (ALPA) - Director Report

Company director report

To

The Shareholders of the Company

The Directors have the pleasure of presenting the 33rd Annual Report of yourCompany together with the Audited Financial Statements for the year ended as on 31stMarch 2021.

PERFORMANCE OF THE COMPANY

Financial Summary

(Rs. in Lacs).

Financial Results Financial Year ended
Standalone Consolidated
31/03/2021 31/03/2020 31/03/2021 31/03/2020
Sales and Other Income 10196.49 8893.58 10195.04 8888
Profit before finance cost & depreciation 1211.92 641.87 1209.31 626.82
Less: Finance Cost 9.82 19.94 7.79 19.62
Depreciation and Amortization 122.87 114.20 122.87 316.45
Profit Before Tax 1079.23 507.73 1078.65 290.75
Less: Exceptional Item - - - -
Less: Provision for Taxation
Current Tax (238.60) (175.40) (239.75) (180.89)
Deferred Tax 114.19 75.48 114.19 75.48
Less: Other Comprehensive Income/Expenses - -
Net Profit 726.45 407.81 724.71 185.34

The Standalone and Consolidated Financial Statements are prepared in accordance withthe Accounting Standards as prescribed by Institute of Chartered Accountants of India

The Audited Consolidated Financial Statements are provided in this Annual Report.

MANAGEMENT DISCUSSIONS AND ANALYSIS:

The details of operating performance of the Company for the year the state of affairsand the key changes in the operating environment have been analyzed in the ManagementDiscussion and Analysis section which forms a part of the Annual Report.

APPROPRIATIONS:

DIVIDEND:

Since your company is in the progress to expansion of business in near future and boardof directors with a view to maintain sufficient liquidity for expansion has recommend notto declare dividend for the year ended March 312021.

The Board of Directors and our whole management is fully dedicated to our shareholdersand for the benefit of the company it is necessary to retain internal accruals for furtherimprovisation of business.

Hence the Board of Directors does not recommend the dividend for the Financial Yearended 2021.

HUMAN RESOURCES:

The company is responsible for setting the group culture which placed a key role indelivering high standards of business conduct promoting long term success and unlockingand protecting value. Alpa's expectations of courage accountability development and teamwork are fundamental to our culture in 2020 we continued to make good progress in evolvingour culture to increase the pace a performance focus of the way.

A culture dashboard tracks four indicator of progress namely:

-Appointing and promoting capable people.

- Leadership capabilities

- Employee Engagement

- Style of Working

The organization takes pride in its human capital which comprises of people fromdiverse backgrounds and cultures. Guided by the core values which are deeply imbibed ineach of the employees the organization's achievements are an outcome of effortsdedication and conviction demonstrated by its people.

Through continuous efforts new talent both experienced as well as new entrants to theworkforce were acquired and aligned to the culture of the organization. The HR departmentcontinued to arrange training and development programs which has helped to nurture talentsharpen and understand new management skills. On the Industrial front the Companycontinued to foster cordial Industrial Relations with its workforce during the year

The company has 513 permanent employees as on 31st March 2021

SHARE CAPITAL:

The paid-up equity share capital of the company as on 31st March 2021 isRs. 2104.06 Lacs and there is no change in share capital of the Company as compared to theprevious financial year. During the year no further capital were raised by the company.

SUBSIDIARY JOINT VENTURE AND ASSOCIATE COMPANIES***

There has been no material change in the nature of the business of the subsidiary i.e.Norfolk Mercantile Private Limited. The company has no subsidiary which can be consideredas material with in the meaning of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015.

As required the financial data of the subsidiary is furnished in the prescribed formAOC-1 as an Annexure to the Consolidated Financial Statements Pursuant to the provisionsof section 129 (3) of the Companies Act2013 the Consolidated Financial Statements of theCompany are attached.

***Note: The Company is partner in Seabright Landmark Projects LLP to the extent of 18%share in profit.

INSURANCE

The company is bound to safeguard the assets of the company with the adequate insurancepolicies and is reviewed periodically. The Companies planned properties equipment andstock are adequately insured against all major risk including lose on account of businessinterruption caused due to property damage the company has appropriate liability to coverproduct liability and others.

BOARD OF DIRECTORS:-

a) Overview:

Mr. Krishnadas Malani Mr. Sharad Chand Lunawat Mr. Devendra Kumar Baheti and Mrs.Jyoti Jain who are Independent Directors have submitted declarations that each of themmeets the criteria of Independence as laid down under section 149 (6) of the Act and theListing Regulations. Based on disclosure provided by Directors none of them aredisqualified from being appointed as Directors under section 164 of the Companies Act2013.

Mr. Paresh Chawla Managing Director of the company retires by rotation at theforthcoming Annual General Meeting and being eligible offers himself for re-appointment.The brief description is here below:

a) Name of Director- Mr. Paresh Chawla Designation Managing Director Date ofAppointment- 28th May 2016 Experience- 22 Years in the field of Pharmaceuticals Industryand looked into the marketing even the branding of the company.

b) Mrs. Jyoti Jain- An Non-Executive Independent Woman Director who is proposed tore-appoint as Independent Director of the Company not liable to retire by rotation tohold office for a second term of 5 (five) consecutive years on the Board of the Company.

b) Retirement by rotation:

As per the provisions of the Companies Act 2013 Mr. Mahendra Singh Chawla Director(holding DIN 00362058) retires by rotation at the ensuing AGM and has offered himself forre-appointment.

c) Remuneration Policy and Board Evaluation:

The remuneration policy covers the remuneration for the Directors. Chairman ManagingDirector Whole-time directors Independent directors and other employees (under seniormanagement cadre and management cadre).

The Policy has been formulated with the following key objectives:

• To ensure that employee remuneration is in alignment with business strategy& objectives organisation values and long-term interests of the organisation.

• To ensure objectivity fairness and transparency in determination of employees'remuneration.

• To ensure the level and composition of remuneration are reasonable andsufficient to attract retain and motivate a high performance workforce and are incompliance with all applicable laws.

Further In Compliance with the provision of the Companies Act 2013 and Regulation 27of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 the Boardof Directors on the recommendation of the Nomination and Remuneration Committee reviewed apolicy on remuneration of Directors and Senior Management. The remuneration policy isstated in the Corporate Governance Report. Performance evaluation of the Board was carriedout during the period under review. The detail of the same is mentioned in the corporategovernance report.

d) Familiarisation Program for the Independent Directors:

In Compliance with the requirements of SEBI Regulations the Company undertookDirector's familiarization program to familiarize them with their roles rights andresponsibilities as directors the company's operations and other relevant informationwhich would enable them to effectively discharge the responsibilities and functionsconferred on them. Details are placed on the company's website.

e) Meetings of the Board and Committees thereof:

This information has been furnished under Report on Corporate Governance which isannexed.

f) Code of Conduct for Board of Director:

The Company has also adopted a Code of Conduct for Board of Directors. This is alsoposted on company's website. All directors confirmed their abidance with the Code.

g) Key Managerial Personnel

Mr. Mahendra Singh Chawla Whole Time Director Mr. Pravin Shah Whole Time DirectorMr. Paresh Chawla Managing Director Mr. Bakulesh Shah Chief Financial Officer Mr.Aditya Singh Company Secretary are the key managerial person of the company in accordancewith the provisions of Section(s) 2(51) and 203 of the Companies Act 2013 read with theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014. During theyear under review Ms. Megha Neema Company Secretary was resigned on 15th September 2020and in place of her Mr. Aditya Singh was appointed apart from this there is no change inkey managerial person.

DIRECTOR RESPONSIBILITY STATEMENT:

Your Director confirms:

a) That in the preparation of the Annual Financial Statements for the year ended as onMarch 31st 2021 the applicable Accounting Standards had been followed alongwith proper explanation relating to material departures if any.

b) That your Directors have selected such accounting policies as mentioned in the Notesto the financial statements have been applied consistently and judgments and estimatesthat are reasonable and prudent have been made so as to give a true and fair view of thestate of affairs of the Company and of the Profit and Loss of the Company for the yearended as on March 31st 2021.

c) That your Directors have taken proper and sufficient care has been taken for themaintenance of adequate accounting records in accordance with the provisions of theCompanies Act 2013 for safeguarding the assets of the Company and for preventing anddetecting fraud and other irregularities.

d) That your Directors have prepared the Annual Financial Statements have been preparedon a going concern basis.

e) That your Directors have laid down internal financial controls were followed by theCompany and that such internal financial controls are adequate and were operatingeffectively.

f) That your Directors have devised proper systems to ensure compliance with theprovisions of all applicable laws were in place and that such systems were adequate andoperating effectively.

CORPORATE GOVERNANCE:

As per the requirement of SEBI (Listing Obligations and Disclosure requirements)Regulations 2015 the Company has complied with the requirements of Corporate Governancein all material aspects. The report on Corporate Governance (ANNEXURE-1) together with acertificate of its compliance from a Practicing Company Secretary forms part of thereport.

FIXED DEPOSITS:

During the year under review the Company has not accepted any fixed deposits and assuch no amount of principal or interest on deposit from public was outstanding as on thedate of the balance sheet.

AUDIT COMMITTEE:

Details of the Audit Committee along with its constitution and other details areprovided in the Report on Corporate Governance.

AUDITORS

a) STATUTORY AUDITORS

Pursuant to Section 139 (2) of the Companies Act 2013 read with Companies (Audit andAuditors) Rules 2014 the Company at its 29th Annual General Meeting (AGM) held onSeptember 29 2017 had appointed M/s. Anuradha Ratnaparkhi and Associates StatutoryAuditor of the Company (FRN No. 023451C) for the period of five years.

The Statutory Auditors' report forms part of the Annual Report. The notes on financialstatements referred to in the Auditors' Report are self-explanatory and do not call forany further comments. There are no specifications reservations adverse remarks ondisclosure by the statutory auditors in their report. They have not reported any incidentof fraud to the Audit Committee of the Company during the year under review

b) COST AUDITORS:

Pursuant to the provisions of Section 148 of the Companies Act 2013 M/s. SudeepSaxena & Associates Cost Accountants (Registration Number 100980) was appointed asCost Auditors for the financial year 2020-2021 to conduct audit of cost records of thecompany. The Company is Maintaining cost records and liable for cost audit.

c) SECRETERIAL AUDITOR:

Pursuant to the provisions of Section 204 of the Companies Act 2013 and otherapplicable provisions of the act M/s. Shilpesh Dalal & Co. Company Secretaries wereappointed as the Secretarial Auditor for auditing the secretarial records maintained bythe Company for the financial year 2020-2021. The Secretarial Audit Report is attached (inFORM No. MR-3) as ANNEXURE-7 to this report.

There are no qualifications reservations or adverse remarks in the Secretarial AuditReport. Also pursuant to Regulation 24A of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the Company has obtained Annual Secretarial ComplianceReport from a Practicing Company Secretary and submitted the same to stock exchanges wherethe shares of the Company are listed.

d) INTERNAL AUDITORS: SS Gandhi Chartered Accountants are the internal auditors ofthe Company and to maintain its objectivity and independence the Internal Auditors reportto the Chairman of the Audit Committee. The scope and authority of the Internal Auditfunction is clearly defined by the Audit Committee of the Board. The Internal Auditorsmonitor and evaluate the efficacy and adequacy of the internal control system of theCompany its compliance with applicable laws/regulations accounting procedures andpolicies. Based on the reports of the Internal Auditors corrective actions wereundertaken and thereby strengthened the controls. Significant audit observations andaction plans were presented to the Audit Committee of the Board on quarterly basis.

CORPORATE SOCIAL RESPONSIBILITY:

In compliance with Section 135 of the CA 2013 read with the Companies (Corporate SocialResponsibility Policy) Rules 2014 the Company has established the Corporate SocialResponsibility Committee (CSR Committee).

The Board on the recommendation of CSR Committee adopted a CSR Policy. The same isavailable on Company's website at https://www.alpalabs.in. The CSR objectives are designedto serve societal local and national goals in the locations that we operate in creatinga significant and sustained impact on local communities.

During the year 2020-21 the company incurred CSR Expenditure of Rs. 60 Lakhs TheCompany is always being a committed good corporate citizen as a part of its Socialresponsibility the company undertakes various activities for the benefit of needy peoplecompany has maintained good relationship with the charitable organization and support forthe people to improve the living conditions. During the year under review Company hassupported old age homes and promotional of Social Activities undertaken by charitableinstitutions and organizations.

An abstract on Company CSR activities is furnished as ANNEXURE-2 to this report.

PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS:

Details of loans guarantees and investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the financial statement.

PARTICULARS OF CONTRACTS AND RELATED PARTY TRANSACTIONS:

In line with the requirements of the Companies Act 2013 and SEBI (LODR) Regulations2015 Company has formulated a policy on Related Party Transactions. All related partytransactions that are entered during the financial year were on arm's length basis and inthe ordinary course of business. There were no materially significant transactions withRelated Parties during the financial year 2020-21. The policy of related partytransaction Board had approved policies on Related Party Transactions. and the same havebeen uploaded on the Company's website under the web link: www.alpalabs.in.

Related party transactions are disclosed in the notes to the Financial Statements.Prescribed Form No. AOC-2 pursuant to clause (h) of sub-section (3) of Section 134 of theAct and Rule 8(2) of the Companies (Accounts) Rules 2014 is furnished as ANNEXURE- 3 tothis report.

SAFETY ENVIRONMENT AND HEALTH:

The Company considers safety environment and health as the management responsibility;regular training programmes are carried out on safety health and environment.

PREVENTION OF SEXUAL HARRASMENT AT WORK PLACE:

The Company is committed to provide a healthy environment to all employees and thusdoes not tolerate any discrimination and/or harassment in any form. The Company has inplace a Prevention of Sexual Harassment (POSH) policy in line with the requirements of theSexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.Frequent communication of this policy is done at regular intervals to woman employees.

The Company has setup an Internal Complaints Committee (ICC) at location where itoperates in India. ICC has representation of men and women and is chaired by senior ladyand has an external women representation.

No Complaints has received during the year under review 2021.

WHISTLE BLOWER POLICY/VIGIL MECHANISM:

Pursuant to Section 177(9) of the Companies Act 2013 read with Rule 7 of the Companies(Meetings of Board and its Powers) Rules 2014 and Regulation 22 of the SEBI (LODR)Regulation 2015 the Board of Directors had approved and regularly amended from time totime the Policy on Vigil Mechanism/ Whistle Blower

The said mechanism provides adequate safeguards against victimization of employees whouse the vigil mechanism and provides direct access to the Audit Committee. Also the Codeof Business Conduct (Code) lays down important corporate ethical practices that shape theCompany's value system and business functions and represents cherished values of theCompany.

Whistleblower Policy and Code of Business Conduct has been hosted on Company's websitelink www.alpalabs.in

Your Company hereby affirms that no personnel have been denied access to the Chairmanof the Audit Committee and that no complaints were received during the year.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING:

The Company has built a strong policy on the code of conduct for prevention of insidertrading for the employees as well as for specified employees. The same is easilyaccessible from the company website (www.alpalabs.in)

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

There are no significant and material orders passed by the Regulators or Courts orTribunals which would impact the going concern status of the Company.

MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES:

The Remuneration policy covers the remuneration for the Directors (Chairman ManagingDirector Whole-time directors Independent Directors and other non-executive Directors)and other employees (under senior management cadre and management cadre). The Policy hasbeen formulated with the following key objectives:

To ensure that employee remuneration is in alignment with business strategy &objectives organization values and long-term interests of the organization.

To ensure objectivity fairness and transparency in determination of employee'sremuneration.

To ensure the level and composition of remuneration are reasonable and sufficient toattract retain and motivate a high performance workforce and are in compliance with allapplicable laws.

It covers various heads of remuneration including benefits for Directors and employees.It also covers the process followed with respect to annual performance reviews andvariables considered for revision in the remuneration. The said Policy is available on thewebsite of the Company www.alpalabs.in.

Details of remuneration as required under Section 197 (12) of the Companies Act 2013read with rules 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 is ANNEXURE- 4 to this report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars prescribed under Section 134 of the Companies Act 2013 read with Rule8(3) of the Companies (Accounts) Rules 2014 relating to Conservation of EnergyTechnology Absorption Foreign Exchange Earnings and Outgo are furnished in ANNEXURE-5 tothis Report.

EXTRACT OF ANNUAL RETURN:

An extract of annual return in Form MGT-9 as on 31st March 2021 isfurnished as ANNEXURE-6 this report.

APPRECIATION AND ACKNOWLEDGEMENTS:

Your directors appreciate the trust repose by the medical fraternity and look forwardto their continue patronage. The Directors are grateful and pleased to place on recordtheir appreciation for the excellent support guidance and cooperation extended by theGovernment Authorities and Agencies bankers customers dealers and suppliers and alsothe valuable assistance and advice received from the Statutory Auditors CompaniesSecretarial Auditors Legal advisors and all the shareholders. The Directors also wish tothank all the employees for their contribution support and continued co-operationthroughout the year.

On behalf of the Board of Directors of Alpa Laboratories Limited

Pigdamber Rau. Paresh Chawla MS Chawla
14th August 2021 Managing Director Director
DIN-00520411 DIN-00362058

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