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Kaira Can Company Ltd.

BSE: 504840 Sector: Industrials
NSE: N.A. ISIN Code: INE375D01012
BSE 09:15 | 17 Sep 2520.00 169.90






NSE 05:30 | 01 Jan Kaira Can Company Ltd
OPEN 2500.00
52-Week high 2550.00
52-Week low 925.10
P/E 28.85
Mkt Cap.(Rs cr) 232
Buy Price 2500.00
Buy Qty 5.00
Sell Price 2520.00
Sell Qty 1.00
OPEN 2500.00
CLOSE 2350.10
52-Week high 2550.00
52-Week low 925.10
P/E 28.85
Mkt Cap.(Rs cr) 232
Buy Price 2500.00
Buy Qty 5.00
Sell Price 2520.00
Sell Qty 1.00

Kaira Can Company Ltd. (KAIRACAN) - Director Report

Company director report

To the Members

The Directors present the Fifty Eighth Annual Report and the Audited Statement ofAccounts of the Company for the year ended 31st March 2021.


Kaira Can Company Limited is a company incorporated in India on March 1 1962. Thecompany started its manufacturing activity as a Private Limited Company at Anand in thestate of Gujarat which later became a Public limited company on August 24 1964 and islisted on Bombay Stock Exchange (BSE). The Company is engaged in the manufacture of OpenTop Sanitary Cans Lithographed and Plain Metal Containers and Special

Containers. The company is also in the business of manufacturing of Ice Cream Conessince financial year 2000-2001. The Registered Office of the Company is situated atMahalaxmi Mumbai in the state of Maharashtra. The factories are located at Kanjari andVithal Udyog Nagar in the State of Gujarat.

The Directors are pleased to inform that the Company is now amongst the Top 2000 listedCompanies on the Stock Exchange on the basis of market capitalization as on March 312021.


31st March 2021 31st March 2020
(Rupees in Lakhs) (Rupees in Lakhs)
Total Revenue from operations 16880.25 15729.22
Other Income 41.50 39.37
Total Revenue 16921.75 15768.59
Profit before depreciation and tax 1266.95 1140.24
Less : Depreciation 488.94 497.39
Profit before tax 778.01 642.85
Less : Provision for current tax 263.20 221.00
Provision for tax - earlier years 1.35
Provision for deferred tax (77.61) (28.58)
Net profit for the year amounts to 591.07 450.43
Balance brought forward from previous year 3588.82* 3263.19
(*3713.62 - 100 Transferred to General Reserves – 9.22 Dividend -
15.58 OCI)
The Disposable profit for the year 4179.89 3713.62


Your Company has achieved a total sales turnover of Rs. 16922 lakhs for the year ended31st March 2021 as compared to Rs.15769 lakhs for the previous year - agrowth of 7%. The increase is attributed to factors namely increase in demand due tofavorable domestic market conditions. During the year under review the Company hasachieved a sales turnover of Rs.16143 lakhs of metal cans and its components as comparedto Rs.14363 lakhs in the previous year thereby registering an increase of 12%. TheCompany has executed export orders worth Rs. 204 lakhs of metal cans and its componentsduring the year under review as compared to Rs.208 lakhs in the previous year. The SugarCone Division has achieved a sales turnover of Rs. 737 lakhs as compared to Rs.1366 lakhsin the previous year – a decline of 46%. This decline in sales turnover of Sugar Coneis due to decrease in overall ice-cream demand. The Demand for Sugar Cone Industry willremain a concern until the Covid-19 pandemic continues.


In view of the restrictions due to second wave of COVID-19 pandemic across the countryfrom mid-March 2021 and subsequent lockdown in April 2021 the head office in Mumbaihave been kept closed from April and those employees have been working from home whereverpossible. There was no impact on the business of the Company for the year ended March 312021. The Company continues to ensure compliance with the directives issued by the CentralGovernment State Governments and local government from time to time. All themanufacturing facilities are working and kept sanitized so that our employees are safe andsecure. All safety protocols are being adhered to very stringently.

Your Company is in a comfortable financial position to meet its commitments and will beable to meet all its debts obligations as they come up. Internal financial reporting andcontrol are adequate and operating effectively.

Although there are uncertainties due to the pandemic the Company expects that thedemand for its products from dairies and food industries will continue


Your Directors are pleased to recommend for your approval a dividend of Rs. 10.00 perEquity Share of Rs.10/- each on 922133 Equity Share for the year ended March 31 2021(Previous Year: Total Dividend of Rs.10./- per equity share of Rs.10/- each includingRs9.00 interim dividend.) The payout of Rs.9221330/- dividend is payable shall besubject to deduction of tax at source as applicable. You are requested to approve thesame.


In terms of Section 125 of the Companies Act 2013 the unclaimed dividend relating tothe financial year ended

31st March 2014 declared on 1st August 2014 is due forremittance on 5th September 2021 to Investor Education and Protection Fundestablished by the Central Government.


The paid-up Equity Share Capital as on 31st March 2021 isRs.9221330/- comprises 922133 shares of Rs.10/- each. During the year under reviewthe Company has not issued any Shares on Right basis and bonus to the shareholders.


The Company is one of the leading and established Company in tin packaging industry inIndia. The Company is doing aggressive marketing efforts and focusing on quality anduninterrupted supply throughout the year to dairies and food processing industries.

Further the Company has successfully established its presence in export market inMiddle East countries. The Directors are positive of the future growth in internationalmarket.

Total Foreign Exchange Earned. Rs. 204 lakhs
Product exports
Total Foreign Exchange Used. Rs. 4731 lakhs
Import of tinplate (main raw material) Stores & Spares Capital Goods etc.


Your Company prepares its financial statements in compliance with the requirements ofthe Companies Act 2013 and as mandated by the Ministry of Corporate Affairs thefinancial statements for the year ended on March 31 2021 has been prepared in accordancewith the Indian Accounting Standards (IND AS) notified under Section

133 of the Companies Act 2013 read with the Companies (Accounts) Rules 2014. Theestimates and judgments relating to the Financial Statements are made on a prudent basisso as to reflect in a true and fair manner the form and substance of transactions andreasonably present the Company's state of affairs profits and cash flows for the yearended March 31 2021.

There is no audit qualification in the financial statements by the statutory auditorsfor the year under review.


The Company has been assigned a rating CRISIL A- / Stable for Long term facilities andCRISIL A2 Plus for short term facilities.


Your Company does not have any subsidiary company.


Details of loans guarantees and investments covered under the provisions of Section186 of the Companies Act

2013 wherever applicable are given in the notes to financial statements.


The Annual Return as required under Section 92(3) of the Companies Act 2013 and Rule12 of the Companies (Management and Administration) Rules 2014 is available on thewebsite of the Company and can be accessed at

ii) Number of Board Meetings:

The Board of Directors met four times during the year 2020-21. The details of the boardmeetings and the attendance of the Directors there at are provided in the CorporateGovernance Report appearing as a separate section in this Annual report. iii)Composition of Audit Committee

Kaira Can Company Limited has an Audit Committee that comprises of four Non-executivesIndependent Directors and two non-executives non-independent Director. The Chairman ofthe Audit Committee is an

Independent Director. The Independent Directors are accomplished professionals from thecorporate fields. The Managing Director Executive Director & Chief Financial Officer(CFO) GM (Finance and Accounts) and

AGM - Accounts of the Company attend the meetings on invitation. The Company Secretaryis the Secretary of the Committee. During the year the Audit Committee is re-constitutedand with the following members:

Keval N. Doshi Chairman Non-Executive and Independent Director
Shishir K. Diwanji Member Non-Executive and Independent Director
Laxman D. Vaidya Member Non-Executive and Independent Director
Varsha R. Jain Member Non-Executive and Independent Director
Kirat M. Patel Member Non-Executive and Non Independent Director
Utsav R. Kapadia Member Non-Executive and Non Independent Director

During the year ended March 31 2021 the Committee met four times.

The other details of the Audit Committee are given in the Corporate Governance Reportappearing as a separate section in this Annual Report

iv) Related Party Transactions:

All related party transactions that were entered into during the financial year were onan arm's length basis and were in ordinary course of business. There are no materiallysignificant related party transactions made by the Company with Promoters Directors KeyManagerial Personnel or other designated persons which may have potential conflict withthe interest of the Company at large. All related party transactions are mentioned in thenotes to the accounts.

All Related Party Transactions are placed before the Audit Committee as also the Boardfor approval. Prior omnibus approval of the Audit committee is obtained on a quarterlybasis for the transactions which are of a foreseen and repetitive nature. The transactionsentered into pursuant to the omnibus approval so granted are audited and a statementgiving details of all related party transactions is placed before the Audit Committee andthe Board of Directors for the approval on a quarterly basis.

The policy on Related Party Transactions as approved by the Board is uploaded on theCompany's website at

Since all related party transactions entered into by the Company were in the ordinarycourse of business and were on an arm's length basis form AOC-2 is not applicable to theCompany.


Whistle Blower Policy/ Vigil mechanism

The Company has whistle blower policy to deal with instances of fraud andmismanagement if any.

In compliance with the requirement of the Companies Act 2013 and Listing Agreementguidelines the Company has established a Whistle Blower Policy /Vigil mechanism policyand the same is placed on the website of the Company at The employees ofthe company are made aware of the said policy at the time of joining the Company.

There was no instance of fraud during the year under review which required theStatutory Auditors to report to the Audit Committee and / or Board under Section 143(12)of Act and Rules framed thereunder.


Your Company has an effective internal control and risk-mitigation system which areconstantly assessed and strengthened with new/revised standard operating procedures. TheCompany's internal control system is commensurate with its size scale and complexities ofits operations. The internal audit is entrusted to Messrs. Kiran Patel & Co.Chartered Accountants. The main thrust of internal audit is to test and review controls.

The Audit Committee of the Board of Directors actively reviews the adequacy andeffectiveness of the internal control systems and suggests improvements to strengthen thesame. The Company has a strong Management Information System which is an integral part ofthe control mechanism.

The Audit Committee of the Board of Directors Statutory Auditors and the BusinessHeads are periodically apprised of the internal audit findings and corrective actionstaken. Audit plays a key role in providing assurance to the Board of Directors.Significant audit observations and corrective actions taken by the management arepresented to the Audit Committee of the Board.


Your Company has complied with all applicable environmental laws and labour laws. TheCompany has been taking all the necessary measures to protect the environment and maximizeworker protection and safety. The Company's policy require conduct of operation in such amanner so as to ensure safety of all concerned compliance of environmental regulationsand preservation of natural resources.

In accordance with the Sexual Harassment of Women at Workplace (Prevention Prohibitionand Redressal) 2013 and the rules made thereunder the Company has constituted InternalComplaints Committee. During the year under review there were no complaints referred tothe Committee. The Company is having status of ISO – 9001-2015 certification whichis internationally recognised for the production quality control and other qualities. Thescope of certificate is for management system which is in line with the standards of themanufacturing and supply of metal cans and components.


Your Company has not provided any employee stock options.


The Board consists of Executive and Non-Executive Directors including IndependentDirectors who have wide and varied experience in different discipline of corporatefunctioning.

In accordance with the provisions of the Companies Act 2013 and the Companies Articlesof Association Shri. Premal N. Kapadia and Shri. Kirat M. Patel R. Kapadia retire byrotation and being eligible offer themselves for the re-election.

Shri. Shishir K. Diwanji resigned as Chairman and Independent Director of the Companywith effect from June 30 2021 due to health condition. he was associated with the Companyas the Chairman and Independent Director for past 8 years during his tenure the Boardreceived valuable guidance and advice from him. The Board of Directors has placed onrecord its sincere appreciation for his contribution during his tenure as the Chairman andIndependent Director.

On recommendation of Nomination and Remuneration committee The Board of Directors hasappointed Shri. Keval N Doshi Independent Director as the Chairman of the Company witheffect from 1st July 2021.

The Nomination of Shri. Kishorsinh M. Jhala Nominee Director is withdrawn by GCCMMFLimited from the Board of the company effective 1st March 2021. He wasassociated with the Company as the Nominee Director of GCMMF Limited for past 7 yearsduring his tenure the Board received valuable guidance and advice from him. The Board ofDirectors has placed on record its sincere appreciation for his contribution during histenure as the Nominee Director. Subsequently GCMMF Limited has nominated Shri. Atul KumarAgarwal as the Nominee director with effect from 1st July 2021 Shri. Agarwalis graduate in Commerce and Chartered Accountant and has more than 30 years richexperience in Finance Accountancy and Taxation. The Board of Directors appointed Shri.Jai Diwanji as an Additional Independent Director w.e.f. 1st July 2021 onrecommendation of Nomination and Remuneration committee. Shri. Jai Diwanji to be appointedas an Independent Director at the ensuing Annual General Meeting. Shri Jai Diwanji isAdvocate and Solicitor and has more than 25 years of rich experience in advisingcorporates and other multifarious enterprises in the areas of mergers & acquisitionsprivate equity joint ventures and general corporate law.


The Independent Directors have submitted their disclosure to the Board that theyfulfill all the requirements as to qualify for their appointment as an IndependentDirector under the provisions of the section 149 of the Companies Act 2013 as well asRegulations 16 (b) of SEBI (Listing Obligations and Disclosures Requirements)

Regulations 2015. The Board confirms that the said Independent Directors meet thecriteria as laid down under the Companies Act 2013 as well as SEBI (Listing Obligationsand Disclosures Requirements) Regulations 2015.


The Board of Directors has laid down a Code of Conduct applicable to the Board ofDirectors and Senior Management which is available on the company's website. All BoardMembers and Senior Management personnel have affirmed compliance with the code of conduct.


In compliance with Companies Act 2013 and SEBI (Listing Obligations and DisclosuresRequirements) Regulations 2015 and in line with the Guidance notes issued by SEBI theperformance evaluation of the Board as a whole and of the Individual Directors was carriedout during the year under review. With the help of a structured questionnaire was preparedafter taking into consideration inputs received from the Directors covering variousaspects of the Board's functioning Board culture execution and performance and specificduties obligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directorsincluding the Chairman of the Board on parameters such as level of engagement andcontribution independence of judgment safeguarding the interest of the Company and itsminority shareholders etc. The Directors expressed satisfaction with the evaluationprocess.


During the year under review the following are the Key Managerial Personnel of theCompany:

Sr. No. Name of the Key Managerial Personnel Designation
1 Shri. Ashok B. Kulkarni Managing Director
2 Shri. K. Jagannathan Executive Director & Chief Financial Officer
3 Shri. Hiten P. Vanjara Company Secretary


Disclosures pertaining to the remuneration and other details as required under Section197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 thereunder forms part of the Board's Report. The saiddisclosures information and details in respect of employees of the Company requiredpursuant to said Section and the Rule will be provided upon request. However in terms ofSection 136 of the Companies Act 2013 the Report and Accounts are being sent to theMembers and others entitled thereto excluding the statement of particulars of employeesand is available for inspection by the Members upon request. If any Member is interestedin obtaining a copy thereof such Member may write to the Company in this regard at


The Board of Directors has framed a policy which lays down a framework in relation toremuneration of Directors. This policy also lays down criteria for selection andappointment of Board Members. The details of this policy is explained in the CorporateGovernance Report.


The Members appointed Messrs. G. D. Apte & Co. Chartered Accountants (ICAI FirmRegistration Number 100515W) as the Statutory Auditors of the Company pursuant to Section139 of the Companies Act 2013 for the period of five years at the 56th Annual GeneralMeeting held on 7th August 2019.


Pursuant to the provisions of Section 204 of the Companies Act 2013 and rules madethereunder the Company has appointed Mr. Prashant S. Mehta Practicing Company SecretaryACS 5814 (C.P.No.17341) to undertake the Secretarial Audit of the Company. The SecretarialAudit Report is included in the Directors' Report and forms an integral part of thisreport is annexed as Annexure - I.


As per the requirement of Central Government and pursuant to Section 148 of theCompanies Act 2013 read with the Companies (Cost Records and Audit) Rules 2014 asamended from time to time your Company has been carrying out audit of cost recordsrelating to Can Division.

The Board of Directors on the recommendation of Audit Committee has appointed M/s. P.D. Modh & Associates as Cost Auditor to audit the cost accounts of the Company for thefinancial year 2021-22. As required under the

Companies Act 2013 a resolution seeking member's approval for the remunerationpayable to the Cost Auditor forms part of the Notice convening the Annual General meeting.


Risk management is embedded in your Company's operating framework. Your Companybelieves that managing risks helps in maximizing returns. The Company's approach toaddressing business risks is comprehensive and includes periodic review of such risks anda framework for mitigating controls and reporting mechanism of such risks. The Company hasa robust Business Risk Management framework to identify evaluate and access businessrisks and their impact thereupon. The key business risk elements identified by the Companyand bifurcated under different Heads are as under: Raw Materials: This head coversCost of raw materials non-availability of raw materials etc. The Company is mitigatingthese risks through regular planning of purchase of raw material and maintaining re-orderquantity and inventory management reporting.

Financial risks: This head covers risk elements such as dwindling financial ratiosforeign exchange fluctuations drop in credit rating investor relations fraudinadequate insurance etc. The Company is mitigating these risks through evaluatingbusiness operation efficiency keeping accounts recoverable at low and managingefficiently debt and financial leverage.

Operations risks: This head includes risk elements such as non-availability ofLabour labor unrest non-availability of power non-availability of water breakdownnon-availability of competent personnel pollution control legal compliance safetylogistics / transport machinery spares and equipment issues etc. The Company ismitigating these risks by Monitoring and evaluations at regular intervals by establishingappropriate metrics and key performance indicators to monitor and timely assessment ofrisk and performance.

Market risks: This head includes risk elements such as price of finished productsdemand Supply mismatch substitute products bad debts service / product complaintsbrand image etc. The Company is mitigating these risks through increasing customer baseimproving demand-supply chain management improving quality of product creating strongbrand image of the company strong and customer friendly relationship.

Regulatory risks: The Company is exposed to risks attached to various statuteslaws and regulations. The Company is mitigating these risks through regular review oflegal compliances carried out through internal as well as external compliance audits.

Human resource risks: Retaining the existing talent pool and attracting new talentare major risks. The Company has initiated various measures including educating trainingand integration of learning and skill development activities. The Company regularlyconduct workshops and training sessions which helps to identify nurture and groommanagerial talent within the company to prepare them for future business leadership. Strategicrisks: Business Developments capital expenditure for capacity expansion etc. arenormal strategic risks faced by the Company. However the Company is regularly takingvarious steps for obtaining approvals for investments in businesses and capacityexpansions.

Cyber risks: The failure of Information Technology (IT) systems due to maliciousattacks and / or non-compliance with data privacy laws can potentially lead to financialloss business disruption and / or damage to the Company's reputation. The Company has inplace a data protection system. It maintains a cyber-security infrastructure. The Companyuses standardised backup tools services and procedures to ensure that information anddata are stored at two or more diverse locations.


The Assets of the Company are adequately insured against the loss of fire riotsearthquake etc. and other risks which considered necessary by the Management.


The Company has discontinued its Fixed Deposit Scheme since 11th August2017 and thereafter Company has stopped accepting fresh and renewing any fixed depositsfrom the members.

The company has also repaid all outstanding deposits to the fixed deposit holders as on31st March 2019. As a result there is no outstanding Fixed Deposits as ondate.


As required under the amended new Insider Trading Policy Regulations of SEBI yourDirectors have framed new Insider Trading Regulations and code of Internal Procedures andConduct for Regulating Monitoring and Reporting of Trading by Insiders. For details pleaserefer to the company's website.


To the best of their knowledge and belief and according to the information andexplanations obtained by them your directors make the following statements in terms ofSection 134(3) (c) of the Companies Act 2013:

a. that in the preparation of the annual financial statements for the year ended March31 2021 the applicable accounting standards have been followed along with properexplanation relating to material departures if any;

b. that such accounting policies as mentioned in Note 2 of the Notes to the FinancialStatements have been selected and applied consistently and judgement and estimates havebeen made that are reasonable and prudent so as to give a true and fair view of the stateof affairs of the Company as at March 31 2021 and of the profit of the Company for theyear ended on that date;

c. that proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

d. that the annual financial statements have been prepared on a going concern basis;

e. that proper internal financial controls were in place and that the financialcontrols were adequate and were operating effectively; and f. that systems to ensurecompliance with the provisions of all applicable laws were in place and were adequate andoperating effectively.


During the year under review relations between the employees and the managementremained satisfactory at all the units of the Company. The Company takes pride in thecommitment competence and dedication shown by its employees in all areas of business.

The Company is committed to nurturing enhancing and retaining top talent throughlearning and organizational development as a part of human resource development function.None of the employee is drawing salary in excess of the limits prescribed by the CompaniesAct 2013 and rules made thereunder which needs to be disclosed in the Directors' Report.


During the year under review no significant and material orders were passed by theregulators or courts or tribunals impacting the going concern status and company'soperations.


Your Company is committed to good Corporate Governance practices and following to theguidelines prescribed by the SEBI and BSE Ltd from time to time and Pursuant to SEBI(Listing Obligations and Disclosures Requirements) Regulations 2015 the Company hasimplemented various provisions relating to Corporate Governance a separate section onCorporate Governance practices followed by the Company and Management discussion and certificaanalysis together with from the Company Secretary in practice confirming compliancesis set out in the Annexure forming part of this Report.


The Company is committed to discharging its social responsibility as a goodcorporate citizen.

The CSR Committee has identified a registered trust viz. Jay Parswanath EducationTrust runs Kalikund English elementary school. This school promotes free education toeconomically weaker students in local area. The school is located in Kalikund DholkaDist. Ahmedabad in Gujarat.

The Committee has also contributed by way of donation to registered trust viz.Charutar Arogya Mandal located at Vallabh Vidya Nagar Gujarat which manages ShreeKrishna Hospital which cater to general public and needy people in and around Karamsadnear Kanjari and Anand. The Trust is dedicated to serve the public at reasonable rate foradvance medical treatment of cancer and cardiac patients under its health care andpreventive health care program. The hopstical is also started special covid – 19 cellto help Covid-19 patients in and around the area in Anand Kanjari and Karmasad.

The Board provide a brief outline of the company‘s CSR policy including thestatement of intent reflecting the ethos of the company broad areas of CSR interest andan over view of activities proposed to be undertaken. The CSR policy has been hosted onthe website of the Company. The CSR Committee consists of the following members:

Name of the Member Designation
Shri. Premal N. Kapadia Non-Executive Non-Independent Director Chairman of the committee
Shri. Shishir K. Diwanji Non-Executive Independent Director Member
Shri. K. Jagannathan Executive Director and CFO Member

The Report on CSR activities as required under Companies (Corporate SocialResponsibility Policy) Rules 2014 is included in the Directors' Report and forms anintegral part of this Report and is annexed as Annexure II.


Energy Conservation continued to be priority area for the Company for effectivecontrol on electricity and fuel consumption at all the Units. During the year furthercost savings have been achieved as all the Units of the Company have now switched overwith Natural Gas and replacing conventional lighting with LED lighting to achievereduction in power consumption. The Company continues its efforts in up gradation ofsystems and equipment with a view to improving the quality of the products minimizingmanufacturing wastages cost reduction in terms of better productivity and customersatisfaction through better product performance.


Your Company believes that its Members are among its most important stakeholders.

Accordingly your Company's operations are committed to the pursuit of achieving highlevels of operating performance and cost competitiveness consolidating and building forgrowth enhancing the productive asset and resource base and nurturing overall corporatereputation. Your Company is also committed to creating value for its corporate actionspositively impact the socio-economic and environmental dimensions and contribute tosustainable growth and development.


Your Directors express their appreciation for the assistance and co-operationreceived from the Gujarat Cooperative Milk Marketing Federation Limited customerssuppliers Banks Government Authorities and Shareholders during the year under review.Your Directors wish to place on record their deep sense of appreciation to all employeesfor their hard work dedication and support which has helped us to face all challenges andenable business continuity in these turbulent times of global corona virus pandemic andlockdown.



DIN 00034154



DIN 01605886

Place : Mumbai

Date: 30th June 2021