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Kaira Can Company Ltd.

BSE: 504840 Sector: Industrials
NSE: N.A. ISIN Code: INE375D01012
BSE 00:00 | 03 Feb 2318.45 -120.55






NSE 05:30 | 01 Jan Kaira Can Company Ltd
OPEN 2458.80
52-Week high 4473.00
52-Week low 1701.00
P/E 27.83
Mkt Cap.(Rs cr) 213
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 2458.80
CLOSE 2439.00
52-Week high 4473.00
52-Week low 1701.00
P/E 27.83
Mkt Cap.(Rs cr) 213
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Kaira Can Company Ltd. (KAIRACAN) - Director Report

Company director report

To the Members

The Directors present the Fifty Ninth Annual Report and the AuditedStatement of Accounts of the Company for the year ended 31st March 2022.


Kaira Can Company Limited is a company incorporated in India on March1 1962. The company started its manufacturing activity as a Private Limited Company atAnand in the state of Gujarat which later became a Public limited company on August 241964 and is listed on Bombay Stock Exchange (BSE). The Company is engaged in themanufacture of Open Top Sanitary Cans Lithographed and Plain Metal Containers and PaintContainers. The company is also in the business of manufacturing of Ice Cream Cones sincefinancial year 2000-2001. The Registered Office of the Company is situated at MahalaxmiMumbai in the state of Maharashtra. The factories are located at Kanjari and Vithal UdyogNagar in the State of Gujarat.

The Directors are pleased to inform that the Company is now amongst theTop 2000 listed Companies on the Stock Exchange on the basis of market capitalization ason March 312022.


31st March 2022 31st March 2021
(Rupees in Lakhs) (Rupees in Lakhs)
Total Revenue from operations 23504.10 16880.25
Other Income 46.20 41.50
Total Revenue 23550.30 16921.75
Profit before depreciation and tax 1934.74 1266.95
Less : Depreciation 470.44 488.94
Profit before tax 1464.30 778.01
Less : Provision for current tax 428.17 263.20
Provision for tax - earlier years - 1.35
Provision for deferred tax 11.23 (77.61)
Net profit for the year amounts to 1024.90 591.07
Balance brought forward from previous year (*4179.89 - 100 Trf. To Gen. Res - 92.21 Div. + 5.95 OCI) 3993.63* 3588.82
The Disposable profit for the year 5018.53 4179.89


Your Company has achieved a total sales turnover of Rs. 23550 lakhsfor the year ended 31st March 2022 as compared to Rs. 16922 lakhs for theprevious year - a growth of 39%. The increase is attributed to factors namely increase indemand by various customers.

During the year under review the Company has achieved a sales turnoverof Rs.22281 lakhs of metal cans and its components as compared to Rs. 16143 lakhs in theprevious year thereby registering an increase of 38%. The Company has executed exportorders worth Rs. 369 lakhs of metal cans and its components during the year under reviewas compared to Rs.204 lakhs in the previous year.

The Sugar Cone Division has achieved a sales turnover of Rs. 1217lakhs as compared to Rs.737 lakhs in the previous year - a growth of 65%. This increase insales turnover of Sugar Cone is due to increase in overall ice-cream demand.


In view of the restrictions due to COVID-19 pandemic across the countryThere was no impact on the business of the Company for the year ended March 31 2022. TheCompany 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 itscommitments and will be able to meet all its debts obligations as they come up. Internalfinancial reporting and control are adequate and operating effectively. Although there areuncertainties due to the pandemic the Company expects that the demand for its productsfrom dairies and food industries will continue.


Your Directors are pleased to recommend for your approval dividend ofRs. 12/- per Equity Share of Rs.10/- each on 922133 Equity Share for the year endedMarch 312022 (Previous Year: Dividend of Rs.10/- per equity share of Rs.10/- each). Thepayout of Rs.11065596/- dividend is payable shall be subject to deduction of tax atsource as applicable. You are requested to approve the same.


In terms of Section 125 of the Companies Act 2013 the unclaimeddividend relating to the financial year ended 31st March 2015 declared on 12thAugust 2015 is due for remittance on 16th September 2022 to InvestorEducation and Protection Fund established by the Central Government.


The paid-up Equity Share Capital as on 31st March2022 is Rs.9221330/- comprises 922133 shares of Rs.10/- each. During the year underreview the Company has not issued any Shares on Right basis and bonus to theshareholders.


The Company is one of the leading and established Company in tinpackaging industry in India. The Company is doing aggressive marketing efforts andfocusing on quality and uninterrupted supply throughout the year to dairies and foodprocessing industries. The company is also entered into paint sector as well.

Further the Company has successfully established its presence inexport market in Middle East countries. The Directors are positive of the future growth ininternational market.

Total Foreign Exchange Earned. Rs. 369.15 lakhs
Product exports
Total Foreign Exchange Used. Import of tinplate (main raw material) Stores & Spares Capital Goods etc. Rs. 1294.51 lakhs


Your Company prepares its financial statements in compliance with therequirements of the Companies Act 2013 and as mandated by the Ministry of CorporateAffairs the financial statements for the year ended on March 312022 has been prepared inaccordance with the Indian Accounting Standards (IND AS) notified under Section 133 of theCompanies Act 2013 read with the Companies (Accounts) Rules 2014. The estimates andjudgments relating to the Financial Statements are made on a prudent basis so as toreflect in a true and fair manner the form and substance of transactions and reasonablypresent the Company's state of affairs profits and cash flows for the year ended March31 2022.

There is no audit qualification in the financial statements by thestatutory auditors for the year under review.


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


Your Company does not have any subsidiary company.


Details of loans guarantees and investments covered under theprovisions of Section 186 of the Companies Act 2013 wherever applicable are given inthe notes to financial statements.


i) Annual Return:

The Annual Return as required under Section 92(3) of the Companies Act2013 and Rule 12 of the Companies (Management and Administration) Rules 2014 is availableon the website of the Company and can be accessed at

ii) Number of Board Meetings:

The Board of Directors met four times during the year 2021-22. Thedetails of the board meetings and the attendance of the Directors there at are provided inthe Corporate Governance 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 fourNon-executives Independent Directors and two non-executives non-independent Director.The Chairman of the Audit Committee is an Independent Director. The Independent Directorsare accomplished professionals from the corporate fields. The Managing Director ExecutiveDirector & Chief Financial Officer (CFO) GM (Finance and Accounts) and AGM - Accountsof the Company attend the meetings on invitation. The Company Secretary is the Secretaryof the Committee.

During the year the Audit Committee is re-constituted and with thefollowing members:

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

During the year ended March 31 2022 the Committee met four times.

The other details of the Audit Committee are given in the CorporateGovernance Report appearing as a separate section in this Annual Report.

iv) Related Party Transactions:

All related party transactions that were entered into during thefinancial year were on an arm's length basis and were in ordinary course of business.There are no materially significant related party transactions made by the Company withPromoters Directors Key Managerial Personnel or other designated persons which may havepotential conflict with the interest of the Company at large. All related partytransactions are mentioned in the notes to the accounts.

All Related Party Transactions are placed before the Audit Committee asalso the Board for approval. Prior omnibus approval of the Audit committee is obtained ona quarterly basis for the transactions which are of a foreseen and repetitive nature. Thetransactions entered into pursuant to the omnibus approval so granted are audited and astatement giving details of all related party transactions is placed before the AuditCommittee and the Board of Directors for the approval on a quarterly basis.

The policy on Related Party Transactions as approved by the Board isuploaded on the Company's website at

Since all related party transactions entered into by the Company werein the ordinary course of business and were on an arm's length basis form AOC-2 is notapplicable to the Company.


Whistle Blower Policy/ Vigil mechanism

The Company has whistle blower policy to deal with instances of fraudand mismanagement if any.

In compliance with the requirement of the Companies Act 2013 andListing Agreement guidelines the Company has established a Whistle Blower Policy/Vigilmechanism policy and the same is placed on the website of the Company at

The employees of the company are made aware of the said policy at thetime of joining the Company.

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


Your Company has an effective internal control and risk-mitigationsystem which are constantly assessed and strengthened with new/revised standard operatingprocedures. The Company's internal control system is commensurate with its size scale andcomplexities of its operations. The internal audit is entrusted to Messrs. Kiran Patel& Co. Chartered Accountants. The main thrust of internal audit is to test and reviewcontrols.

The Audit Committee of the Board of Directors actively reviews theadequacy and effectiveness of the internal control systems and suggests improvements tostrengthen the same. The Company has a strong Management Information System which is anintegral part of the control mechanism.

The Audit Committee of the Board of Directors Statutory Auditors andthe Business Heads are periodically apprised of the internal audit findings and correctiveactions taken. 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 andlabor laws. The Company has been taking all the necessary measures to protect theenvironment and maximize worker protection and safety. The Company's policy requireconduct of operation in such a manner so as to ensure safety of all concerned complianceof environmental regulations and preservation of natural resources.

In accordance with the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) 2013 and the rules made thereunder the Companyhas constituted Internal Complaints Committee. During the year under review there were nocomplaints referred to the Committee.

The Company is having status of ISO - 9001-2015 certification which isinternationally recognized 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 includingIndependent Directors who have wide and varied experience in different discipline ofcorporate functioning.

In accordance with the provisions of the Companies Act 2013 and theCompany's Articles of Association Shri. Pavan Kumar Singh and Shri. Utsav R. Kapadiaretire by rotation and being eligible offer themselves for the re-election.

Shri. Shishir K. Diwanji resigned as Chairman and Independent Directorof the Company with effect from June 30 2021 due to health condition. He was associatedwith the Company as the Chairman and Independent Director for past 8 years during histenure the Board received valuable guidance and advice from him. The Board of Directorshas placed on record its sincere appreciation for his contribution during his tenure asthe Chairman and Independent Director.

On recommendation of Nomination and Remuneration committee The Boardof Directors has appointed Shri. Keval N Doshi Independent Director as the Chairman ofthe Company with effect from 1st July 2021.

GCMMF Limited has nominated Shri. Atul Kumar Agarwal as the Nomineedirector with effect from 1st July 2021 Shri. Agarwal is graduate in Commerce andChartered Accountant and has more than 30 years rich experience in Finance Accountancyand Taxation.

The company has appointed Shri. Jai Diwanji as the Independent Directorw.e.f. 1st July 2021 on recommendation of Nomination and Remuneration committee. Shri JaiDiwanji is Advocate and Solicitor and has more than 25 years of rich experience inadvising corporates and other multifarious enterprises in the areas of mergers &acquisitions private equity joint ventures and general corporate law.


The Independent Directors have submitted their disclosure to the Boardthat they fulfill all the requirements as to qualify for their appointment as anIndependent Director under the provisions of the section 149 of the Companies Act 2013 aswell as Regulations 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 tothe Board of Directors and Senior Management which is available on the company's website.All Board Members and Senior Management personnel have affirmed compliance with the codeof conduct.


In compliance with Companies Act 2013 and SEBI (Listing Obligationsand Disclosures Requirements) Regulations 2015 and in line with the Guidance notesissued by SEBI the performance evaluation of the Board as a whole and of the IndividualDirectors was carried out during the year under review. With the help of a structuredquestionnaire was prepared after taking into consideration inputs received from theDirectors covering various aspects of the Board's functioning Board culture executionand performance and specific duties obligations and governance.

A separate exercise was carried out to evaluate the performance ofindividual Directors including the Chairman of the Board on parameters such as level ofengagement and contribution independence of judgment safeguarding the interest of theCompany and its minority shareholders etc.

The Directors expressed satisfaction with the evaluation process.


During the year under review the following are the Key ManagerialPersonnel of the Company:

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 asrequired under Section 197(12) of the Act read with Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 thereunder forms part ofthe Board's Report. The said disclosures information and details in respect of employeesof the Company required pursuant to said Section and the Rule will be provided uponrequest. However in terms of Section 136 of the Companies Act 2013 the Report andAccounts are being sent to the Members and others entitled thereto excluding thestatement of particulars of employees and is available for inspection by the Members uponrequest. If any Member is interested in obtaining a copy thereof such Member may write tothe Company in this regard at


The Board of Directors has framed a policy which lays down a frameworkin relation to remuneration of Directors. This policy also lays down criteria forselection and appointment of Board Members. The details of this policy is explained in theCorporate Governance Report.


The Members appointed Messrs. G. D. Apte & Co. CharteredAccountants (ICAI Firm Registration Number 100515W) as the Statutory Auditors of theCompany pursuant to Section 139 of the Companies Act 2013 for the period of five years atthe 56th Annual General Meeting held on 7th August 2019.


Pursuant to the provisions of Section 204 of the Companies Act 2013and rules made thereunder the Company has appointed Mr. Prashant S. Mehta PracticingCompany Secretary ACS 5814 (C.P.No.17341) to undertake the Secretarial Audit of theCompany. The Secretarial Audit Report is included in the Directors' Report and forms anintegral part of this report is annexed as Annexure - I


As per the requirement of Central Government and pursuant to Section148 of the Companies Act 2013 read with the Companies (Cost Records and Audit) Rules2014 as amended from time to time your Company has been carrying out audit of costrecords relating to Can Division.

The Board of Directors on the recommendation of Audit Committee hasappointed M/s. P. D. Modh & Associates as Cost Auditor to audit the cost accounts ofthe Company for the financial year 2022-23. As required under the Companies Act 2013 aresolution seeking member's approval for the remuneration payable to the Cost Auditorforms part of the Notice convening the Annual General meeting.


Risk management is embedded in your Company's operating framework. YourCompany believes that managing risks helps in maximizing returns. The Company's approachto addressing business risks is comprehensive and includes periodic review of such risksand a framework for mitigating controls and reporting mechanism of such risks. The Companyhas a 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 covers Cost of raw materialsnon-availability of raw materials etc. The Company is mitigating these risks throughregular planning of purchase of raw material and maintaining re-order quantity andinventory management reporting.

• Financial risks: This head covers risk elements such asdwindling financial ratios foreign exchange fluctuations drop in credit rating investorrelations fraud inadequate insurance etc. The Company is mitigating these risks throughevaluating business operation efficiency keeping accounts recoverable at low and managingefficiently debt and financial leverage.

• Operations risks: This head includes risk elements such asnon-availability of Labour labor unrest nonavailability of power non-availability ofwater breakdown non-availability of competent personnel pollution control legalcompliance safety logistics / transport machinery spares and equipment issues etc. TheCompany is mitigating these risks by Monitoring and evaluations at regular intervals byestablishing appropriate metrics and key performance indicators to monitor and timelyassessment of risk and performance.

• Market risks: This head includes risk elements such as priceof finished products demand Supply mismatch substitute products bad debts service /product complaints brand image etc. The Company is mitigating these risks throughincreasing customer base improving demand-supply chain management improving quality ofproduct creating strong brand image of the company strong and customer friendlyrelationship.

• Regulatory risks: The Company is exposed to risks attachedto various statutes laws and regulations. The Company is mitigating these risks throughregular review of legal compliances carried out through internal as well as externalcompliance audits.

• Human resource risks: Retaining the existing talent pool andattracting new talent are major risks. The Company has initiated various measuresincluding educating training and integration of learning and skill developmentactivities. The Company regularly conduct workshops and training sessions which helps toidentify nurture and groom managerial talent within the company to prepare them forfuture business leadership.

• Strategic risks: Business Developments capital expenditurefor capacity expansion etc. are normal strategic risks faced by the Company. However theCompany is regularly taking various steps for obtaining approvals for investments inbusinesses and capacity expansions.

• Cyber risks: The failure of Information Technology (IT)systems due to malicious attacks and / or non-compliance with data privacy laws canpotentially lead to financial loss business disruption and / or damage to the Company'sreputation. The Company has in place a data protection system. It maintains acyber-security infrastructure. The Company uses standardised backup tools services andprocedures to ensure that information and data are stored at two or more diverselocations.


The Assets of the Company are adequately insured against the loss offire riots earthquake etc. and other risks which considered necessary by theManagement.


The Company has discontinued its Fixed Deposit Scheme since 11thAugust 2017 and thereafter Company has stopped accepting fresh and renewing any fixeddeposits from the members.

The company has also repaid all outstanding deposits to the fixeddeposit holders as on 31st March 2019. As a result there is no outstandingFixed Deposits as on date.


As required under the amended new Insider Trading Policy Regulations ofSEBI your Directors have framed new Insider Trading Regulations and code of InternalProcedures and Conduct for Regulating Monitoring and Reporting of Trading by Insiders. Fordetails please refer to the company's website.


To the best of their knowledge and belief and according to theinformation and explanations obtained by them your directors make the followingstatements in terms of Section 134(3) (c) of the Companies Act 2013:

a. that in the preparation of the annual financial statements for theyear ended March 31 2022 the applicable accounting standards have been followed alongwith proper explanation relating to material departures if any;

b. that such accounting policies as mentioned in Note 2 of the Notes tothe Financial Statements have been selected and applied consistently and judgement andestimates have been made that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company as at March 31 2022 and of the profit of theCompany for the year ended on that date;

c. that proper and sufficient care has been taken for the maintenanceof adequate accounting records in accordance with the provisions of the Companies Act2013 for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;

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

e. that proper internal financial controls were in place and that thefinancial controls were adequate and were operating effectively; and

f. that systems to ensure compliance with the provisions of allapplicable laws were in place and were adequate and operating effectively.


During the year under review relations between the employees and themanagement remained satisfactory at all the units of the Company. The Company takes pridein the commitment competence and dedication shown by its employees in all areas ofbusiness.

The Company is committed to nurturing enhancing and retaining toptalent through learning and organizational development as a part of human resourcedevelopment function.

None of the employee is drawing salary in excess of the limitsprescribed by the Companies Act 2013 and rules made thereunder which needs to bedisclosed in the Directors' Report.


During the year under review no significant and material orders werepassed by the regulators or courts or tribunals impacting the going concern status andcompany's operations.


Your Company is committed to good Corporate Governance practices andfollowing to the guidelines prescribed by the SEBI and BSE Ltd from time to time andPursuant to SEBI (Listing Obligations and Disclosures Requirements) Regulations 2015 theCompany has implemented various provisions relating to Corporate Governance a separatesection on Corporate Governance practices followed by the Company and Managementdiscussion and analysis together with a certificate from the Company Secretary in practiceconfirming compliances is set out in the Annexure forming part of this Report.


The Company is committed to discharging its social responsibility as agood corporate citizen.

The CSR Committee has identified a registered trust viz. JayParswanath Education Trust runs Kalikund English elementary school. This school promotesfree education to economically weaker students in local area. The school is located inKalikund Dholka Dist. Ahmedabad in Gujarat.

The Committee has also contributed by way of donation to registeredtrust viz. Charutar Arogya Mandal located at Vallabh Vidya Nagar Gujarat whichmanages Shree Krishna Hospital which cater to general public and needy people in andaround Karamsad near Kanjari and Anand. The Trust is dedicated to serve the public atreasonable rate for treatment of Covid-19 patients advance medical treatment of cancerand cardiac patients under its health care and preventive health care program.

The Committee has also contributed by way of donation to registeredtrust viz. Vardhaman Seva Kendra Gujarat which taken up welfare services to needypeople and people in distress who are affected by Covid-19 and Covid-19 related medicalemergencies.

The Board provide a brief outline of the company's CSR policy includingthe statement of intent reflecting the ethos of the company broad areas of CSR interestand an over view of activities proposed to be undertaken. The CSR policy has been hostedon the 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 DirectorChairman of the committee

Shri. Keval N. Doshi Non-Executive Independent Director Member

Shri. K. Jagannathan Executive Director and CFO Member

The Report on CSR activities as required under Companies (CorporateSocial Responsibility Policy) Rules 2014 is included in the Directors' Report and formsan integral part of this Report and is annexed as Annexure II.


Energy Conservation continued to be priority area for the Company foreffective control on electricity and fuel consumption at all the Units.

During the year further cost savings have been achieved as all theUnits of the Company have now switched over with Natural Gas and replacing conventionallighting with LED lighting to achieve reduction in power consumption.

The Company continues its efforts in up gradation of systems andequipment with a view to improving the quality of the products minimizing manufacturingwastages cost reduction in terms of better productivity and customer satisfaction throughbetter product performance.


Your Company believes that its Members are among its most importantstakeholders.

Accordingly your Company's operations are committed to the pursuit ofachieving high levels of operating performance and cost competitiveness consolidating andbuilding for growth enhancing the productive asset and resource base and nurturingoverall corporate reputation. Your Company is also committed to creating value for itscorporate actions positively impact the socio-economic and environmental dimensions andcontribute to sustainable growth and development.


Your Directors express their appreciation for the assistance andco-operation received from the Gujarat Co-operative Milk Marketing Federation Limitedcustomers suppliers Banks Government Authorities and Shareholders during the year underreview.

Your Directors wish to place on record their deep sense of appreciationto all employees for their hard work dedication and support which has helped us to faceall challenges and enable business continuity in these turbulent times of global coronavirus pandemic and lockdown.

On behalf of the Board of Directors
Date: 27th May 2022. DIN 03635213