The Directors of your Company have pleasure in presenting the 9thAnnual Report and after demerger the 5th Annual Report on the business and operations ofthe Company together with Audited Financial Statements for the year ended 31st March 2022:
|FINANCIAL RESULTS ||Year ended 31.03.2022 ||Year ended 31.03.2021 |
| ||Rs in lacs ||Rs in lacs |
|PROFITS: || || |
|Profit before Interest Depreciation & extra-ordinary items ||270.18 ||264.85 |
|Less Interest ||114.84 ||119.65 |
|Depreciation ||128.97 ||130.86 |
|Exchange Fluctuation Loss/(gains) ||0.00 ||0.00 |
|Bad Debts written off ||0.00 ||0.00 |
| ||243.81 ||250.51 |
|Profit before tax ||26.37 ||14.34 |
|Less Provision for current tax ||18.80 ||16.92 |
|Provision for deferred tax Tax adjustment relating to earlier year || |
| ||3.16 ||4.10 |
|Profit after tax ||23.21 ||10.24 |
|Add: Re-measurement of defined benefit plans ||5.82 ||8.67 |
| ||5.82 ||8.67 |
|Income Tax related to items that will not be re-classified to profit or loss ||(1.46) ||(2.25) |
| ||4.36 ||6.42 |
|Total comprehensive income for the period ||27.57 ||16.66 |
NOTE : Figures of the previous year have been re-grouped/re-arranged inorder to make them comparable.
The Board of Directors of your Company have not recommended dividendfor the year ended 31st March 2022.
EXTRACT OF ANNUAL RETURN:
The extract of Annual Return as provided under sub-section (3) ofsection 92 of the Companies Act 2013 ( 'the Act') in prescribed form MGT-9 is enclosed asannexure to this report.
During the year under review the income from operation of the companyRs3921.05 lacs as compared to last year Rs. 2713.34 lacs and PBT is 26.37 lacs against14.34 in last year.
During the year under review Company has no subsidiary.
During the period industrial relations have been extremely cordial.Employees' cooperation and co-ordination had been an important factor in the growth of theorganization.
The Company has not accepted/renewed any deposit during the year underreview under the provisions of the Companies Act 2013 and the rules framed thereunder.
HUMAN RESOURCES MANAGEMENT:
Employees are vital to the Company. We have created a favorable workenvironment that encourages humble relationship. We have also set up a scalablerecruitment and human resources management process which enables us to attract and retainhigh caliber employees. The Company also has started with collaboration of UP LeatherIndustries Association a training centre for recruiting trained labors.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMAN AT WORKPLACE(PREVENTION PROHIBITION AND REDRESSAL ACT 2013:
Your Company strongly believes in providing a safe and harassment freeworkplace for each and every individual working for the Company through variousintervention and practices. It is the continuous endeavor of the Management of the Companyto create and provide an environment to all its employees that is free from discriminationand harassment including Sexual harassment.
During the year ended 31 March 2022 no complaint pertaining to sexualharassment was received by the Company. However company has no women employees during theyear under review.
GLOBAL HEALTH PANDEMIC FROM COVID-19
The World Health Organization declared a global pandemic of the NovelCoronavirus disease (Covid-19) on February 11 2020.In enforcing social distancing tocontain the spread of the disease our officers and employees have been operating witheffective measures for a period of time. To effectively respond and manage our operationsthrough this crisis the company triggered its business continuity management programchaired by the Chief Operating Officer. In keeping with its employee-safety-firstapproach.
PARTICULARS OF EMPLOYEES
A statement of particulars of employees as specified under theCompanies Act 2013 as amended from time to time is set out in the Annexure forming partof Directors' Report.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION and FOREIGN EXCHANGEEARNING & OUTGO:
The particulars of Energy Conservation Technology Absorption etc.pursuant to Section 134(3) (m) of the Companies Act 2013 read with Rule 8 of theCompanies (Accounts) Rules 2014 are set out in the Annexure forming part of this Report.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS:
No significant or material orders were passed by the Regulators orCourts or Tribunals during the year under review.
WHISTLE BLOWER POLICY/VIGIL MECHANISIM:
To create enduring value for all stakeholders and ensure the highestlevel of honesty and ethical behavior in all its operations the Company has formulated aVigil Mechanism named as AMIN Whistle Blower Policy' in addition to the existing code ofconduct that governs the action of its employees. This Whistle blower policy aspires toencourage all employees to report suspected or actual occurrence(s) of illegal Unethicalor inappropriate events (behaviors or practices) that effect Company's interest/image. Acopy of the Policy is available on the website of the Company and may be accessed throughthe web link: htpp;//amintannery.in.
DIRECTORS & KMP:
In terms of Article 125 of the Articles of Association of the CompanyMr. Iqbal Ahsan retire by rotation at the ensuing Annual General Meeting and beingeligible offers himself for his re-appointment. Brief resume of all the Directors theirexpertise in specific functional areas and names of other companies in which Directorshipheld and the membership of committee of the Board as stipulated under the listingAgreement are given in corporate governance annexure attached to this report.
DECLARATION BY INDEPENDENT DIRECTORS:
The Company has received declaration from all the Independent Directorsof the Company confirming that they meet with the criteria of independence as prescribedunder sub-section (6) of section 149 of the Companies Act 2013.
POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:
For the purpose of selection of any Director the Nomination&Remuneration Committee identifies persons of integrity who posses' relevantexpertise experience and leadership qualities required for the position and also takesinto consideration recommendation if any received from any member of the Board. TheCommittee also ensures that the incumbent fulfills such other criteria with regard to ageand other qualifications as laid down under the Companies Act2013 or other applicablelaws.
The Board has on the recommendation of the Nomination&Remuneration Committee framed a policy for selection appointment and remuneration ofDirectors &senior Management.
The Remuneration policy of the Company is disclosed in the CorporateGovernance Report which forms a part of the report.
FAMILIARISATION PROGRAMME FOR THE INDEPENDENT DIRECTORS:
In compliance with the requirements of Regulation 27 of the listingAgreement the Company has put in place a Familiarization Programme for the IndependentDirectors to familiarize them with the Company their roles rights responsibilities in theCompany nature of the Company in which Company operates business model etc.
REPORT ON CORPORATE GOVERNANCE:
Pursuant to Regulation 27 of the Listing Agreement a report onCorporate Governance is given in Annexure to this report.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the requirement under Section 134(5) read with section134(3)( c ) of the Companies Act 2013 with respect to Directors' ResponsibilityStatement it is hereby confirmed:
i) That in the preparation of the annual accounts for the financialyear ended 31st March 2022 the applicable accounting standards have been followed alongwith proper explanation relating to material departures;
(ii) That the Directors have selected such accounting policies andapplied them consistently and made judgments and estimates that were reasonable andprudent so as to give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit or loss of the Company for that period;
(iii) That the Directors have taken proper and sufficient care 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;
(iv) That the Directors have prepared the accounts for the financialyear ended 31st March 2022 on a going concern basis.
M/s. Rajeev Prem & Associates Chartered Accountants Kanpur(Registration No 008905C) the Statutory Auditors of the Company are retiring at theensuing Annual General Meeting and being eligible we recommended their re-appointment.They have furnished a Certificate to the effect that their re-appointment if made will bein accordance with the provisions of the Companies Act2013.
As the requirement of Cost Audit report does not applicable to theCompany as per MCA circular. Hence no Cost Auditor was appointed and no report was filed.
Pursuant to the provisions of section 204 of the Companies Act 2013and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theCompany has appointed M/S K.N. Shridhar & Associates Company secretary Kanpur toundertake the secretarial Audit of the Company.
The Secretarial Audit Report is annexed herewith as "MR-3"
The Audit Report and the Secretarial Audit Report for the financialyear 2021-22 does not contain any qualification reservation or adverse remark by theAuditors.
LOANS GUARANTEES & INVESTMENTS:
The particulars of Loans guarantees and investments have beendisclosed in the financial statements.
RELATED PARTY TRANSACTIONS:
The policy on Related Party Transactions as approved by the auditCommittee and Board is available on the website of the Company www.amintannery.in
All contracts/arrangements entered by the Company during the previousfinancial year with the related parties were in the ordinary course of business and onarm's length basis. The Audit Committee and the Board of Directors reviewed thetransaction (which is repetitive in nature) and the Audit Committee granted approval forsuch transactions.
The disclosures as required under AS-18 have been made in notes formingpart of the financial statement. The particulars of contracts or arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 ofthe companies Act 2013 has been disclosed in Form No.AOC-2 which is annexed hereto.
The comments of the Auditors in their Audit Report and reference to"Notes on Accounts" forming part of the Financial Results are self explanatoryand need no further comments.
Your directors would like to express their gratitude and appreciationfor the continued support and co-operation received from State Bank of India Central& State Government Authorities Regulatory Bodies Stock Exchanges and Shareholders.
Your directors wish to place their deep sense of appreciation on recordfor the devoted services of the officers staff and workers of the Company.