You are here » Home » Companies » Company Overview » Kanishk Steel Industries Ltd

Kanishk Steel Industries Ltd.

BSE: 513456 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE791E01018
BSE 00:00 | 17 Sep 18.65 -0.70
(-3.62%)
OPEN

19.85

HIGH

19.85

LOW

18.40

NSE 05:30 | 01 Jan Kanishk Steel Industries Ltd
OPEN 19.85
PREVIOUS CLOSE 19.35
VOLUME 3664
52-Week high 25.50
52-Week low 4.94
P/E 4.55
Mkt Cap.(Rs cr) 53
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 19.85
CLOSE 19.35
VOLUME 3664
52-Week high 25.50
52-Week low 4.94
P/E 4.55
Mkt Cap.(Rs cr) 53
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Kanishk Steel Industries Ltd. (KANISHKSTEEL) - Director Report

Company director report

Dear Members

Your directors have pleasure in presenting the 30th Annual Reporttogether with the financial statements for the year ended 31st March 2020.

Financial Summary:

The financial highlights for the year under review are as follows:

Amount in Rs.
Particulars Year Ended 31.03.2020 Year Ended 31.03.2019
Sales 2558218008 3302868811
Profit after Interest & Depreciation 16805462 72090678
Provision for Tax (3462713) 29359908
Profit after Tax 20268175 42730770
Add: Taxation Adjustments of Previous Years - -
Add: Balance of Profit brought from previous year - -
Profit available for Appropriation 20268175 42730770
APPROPRIATIONS - -
Equity Dividend Proposed (Final) - -
Dividend Distribution Tax (Final) -
Transfer to General Reserve - -
Balance Carried Forward - -

COMPANY'S PERFORMANCE:

Your Company is engaged in manufacture and supply of Iron & Steelproducts. The company's branded steel products which are most vibrant relevant andpreferred by most customers for quality at competitive prices and effective managementhelped the company to perform well even at the challenging market conditions.

During the year the turnover was Rs.2558218008/- as against Rs.3302868811/- for the previous year. The profit after tax of was Rs. 20268175/- asagainst Rs. 42730770/- for the previous year.

DIVIDEND:

The Board of Directors has not recommended any dividend for thefinancial year. (Previous year: NIL).

CONSOLIDATED FINANCIAL RESULTS:

The Company has no subsidiary associate and joint venture companiesand therefore preparation and presentation of Consolidated Financial Statements does notarise for the year ended 31 st March 2020.

NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE THE SUBSIDIARIESJOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:

The Company have no subsidiaries joint ventures or associatecompanies. During the year no companies have become or ceased to be the subsidiariesjoint ventures or associates of the Company.

RESERVES:

Your Company has not transferred the profit to the General Reserve forthe financial year ended 31 st March 2020.

MANAGEMENT DISCUSSION & ANALYSIS:

A detailed analysis of performance of the Industry and the Company isprovided in the Management Discussion and Analysis Report as Annexure-I which forms anintegral part of this report.

DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with Section 134(5) of the Companies Act 2013 yourBoard of Directors confirms that:

(a) in the preparation of the annual accounts the applicableaccounting standards had been followed along with proper explanation relating to materialdepartures;

(b) the directors had selected such accounting policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit of the Company for that period;

(c) the directors had taken proper and sufficient care for themaintenance of adequate accounting records in accordance with the provisions of this Actfor safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities.

(d) the directors had prepared the annual accounts on a going concernbasis; and

(e) the directors had laid down internal financial controls to befollowed by the Company and that such internal financial controls are adequate and wereoperating effectively; and

(f) the directors had devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems were adequate and operatingeffectively.

Meetings of the Board:

Five Board Meetings were held during the financial year and the detailsof which are available in Report on Corporate Governance as Annexure-II. B which forms anintegral part of this Report.

DIRECTORS AND KMP:

At the Board meeting held on 30.04.2019 Mr. Pravin Kumar Aggarwal wasreappointed as an Independent director for further term i.e. from 01.04.2019 to30.09.2023.

DECLARATION BY INDEPENDENT DIRECTORS:

All the Independent Directors have given the declaration that they meetthe criteria of independence as laid down under Section 149(6) of the Companies Act 2013read with the Rules made thereunder and Regulation 16(1 )(b) of SEBI (LODR) Regulations2015.

CORPORATE GOVERNANCE:

Pursuant to the provisions of Regulation 34 read with point C & Eof Schedule V of SEBI (LODR) Regulations 2015 a separate Report on Corporate Governancefor the financial year ended 31 st March 2020 along with the Auditor's Certificate onCompliance is enclosed as Annexure-II. A and is forming part of this Report.

AUDIT COMMITTEE:

The Board of Directors has an audit committee and the compositionpowers role and terms of reference of the Audit Committee are in accordance with therequirements mandated under Section 177 of the Companies Act 2013 read with the Rulesmade thereunder and Regulation 18and 21 read with Part C of Schedule II of SEBI (LODR)Regulations 2015.

The details of Audit Committee along with the details of the Meetingsheld during the financial year are given in the Corporate Governance Report that formspart of this Report.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:

In terms of the provisions of Section 197(12) of the Companies Act2013 read with Sub rules (1 )to Rule 5 of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules2014 a statement is enclosed in Annexure-lll.

AUDITORS AND AUDITORS' REPORT:

M/s. Puja Rathi & Associates Chartered Accountants was appointedas auditors at the 27th Annual General Meeting held on 30.09.2017 for a period of fiveyears and they will continue to hold office for the remaining period.

There are no qualifications reservation or adverse remark ordisclaimer made by the auditors in their report and thus the explanations or comments bythe Board does not arise.

COST AUDITOR:

The Board appointed M/s.Vivekanandan & Unni Associates Cost andManagement Accountants as the Cost Auditors for the financial year 2020-21 to carry outthe cost audit of Company's records and fixed a remuneration of Rs.70000/- subjectto members' approval.

LOANS GUARANTEES OR INVESTMENTS BY THE COMPANY:

Details of investments loans and guarantees covered under theprovisions of section 186 of the Companies Act 2013 read with the rules made thereunderare provided in the Notes to the Financial Statements.

RELATED PARTY TRANSACTIONS:

The Company has formulated a Policy on dealing with Related PartyTransactions. The Policy is disclosed on the website of the Company. All transactionsentered into with Related Parties as defined under the Companies Act 2013 and Regulation23 of the SEBI (LODR) Regulations 2015 during the financial year were in the ordinarycourse of business and on an arms' length basis and do not attract the provisions ofSection 188 of the Companies Act 2013. However pursuant to the provisions of Regulation23(2) of the SEBI (LODR) Regulations 2015 prior approval of the Audit Committee wassought for entering into the Related Party Transactions.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There were no materially significant transactions with Related Partiesduring the financial year 2020-21 which conflicted with the interest of the Company.Suitable disclosures as required under AS-18 have been made in the Notes to the financialstatements.

The Corporate Governance Report contains relevant details on the natureof Related Party Transactions (RPTs) and the policy formulated by the Board on MaterialRPTs. Particulars of Contracts or Arrangements with Related Parties referred to in Section188(1) of the Companies Act 2013 is furnished in accordance with Rule 8(2) of theCompanies (Accounts) Rules 2014 in Form AOC - 2 as Annexure-IV.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS & OUTGO:

Details of energy conservation technology absorption foreign exchangeearnings and outgo in accordance with the provisions of Section 134 (3) (m) of theCompanies Act 2013 read with Rule8 of the Companies (Accounts) Rules 2014 are given asAnnexure-V forming part of this Report.

CODE OF CONDUCT:

The Board has formulated a Code of Conduct for Directors and SeniorManagement Personnel of the Company. A Declaration affirming on the compliance of Code ofConduct is provided in Annexure-VI.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

The company has formulated as Internal controls policy. In the opinionof Board ft is adequate to mitigate risks and provided reasonable assurance thatoperations/transactions are efficient and assets are safeguarded.

MATERIAL CHANGES AND COMMITMENTS:

There were material changes and commitments affecting the financialposition of the Company between the end of financial year i.e. 31 st March 2020 and thedate of the Report i.e. 31st July 2020 due to the COVID-19 virus - a global pandemicwhich has affected the world economy including India leading to significant decline andvolatility in financial markets and decline in economic activities. Consequent to theoutbreak of COVID-19 which has been declared as a pandemic by World Health Organizations(WHO) Government of India has declared series of lock downs effective from March 242020across the country to contain the spread of the virus affecting the businesses throughoutthe country. The Company's operation has been affected due to loss of more than amonth's production due to the suspension of the operation disruption in supply chainand non-availability of personnel during lock down. Though the production has started inthe first week of May 2020 due to absenteeism consequent to nationwide lockdown thenormal production is still affected. The Company has considered internal and externalinformation while finalizing various estimates and taking assumptions in relation to itsfinancial statement captions upto the date of approval of the financial statements by theBoard of Directors and no material impact on the financial results inter-alia includingthe carrying value of various current and noncurrent assets are expected to arise. Theextent to which the COVID19 pandemic will impact the Company's business andprofitability will depend on the future developments which are highly uncertain.

ANNUAL RETURN:

The details forming part of the extract of the Annual Return in formMGT-9 is enclosed and marked as Annexure-VII.

REMUNERATION POLICY:

The Remuneration policy of the Company comprising appointment andremuneration of the Directors Key Managerial Personnel and Senior Executives of theCompany including criteria for determining qualifications positive attributesindependence of a Director and other related matters has been provided in the CorporateGovernance Report.

SECRETARIAL AUDIT:

Pursuant to the provisions of Section 204 of the Companies Act 2013read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 the Company had appointed M/s.M K Madhavan & Associates Company SecretariesChennai to undertake the Secretarial Audit of the Company for the Financial Year 2019-20.

There are no qualifications reservation or adverse remark ordisclaimer made by the auditors in their report and thus the explanations or comments bythe Board does not arise.

The Secretarial Audit Report is given as Annexure-VIII forming part ofthis Report.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The company has established a vigil mechanism for directors andemployees to report genuine concerns pursuant to section 177 of the Companies Act2013read with Rule 7 of the Companies(Meetings of Board and its Powers) Rules 2014 and SEBI(LODR) Regulations2015.

DEPOSITS:

Your Company has neither accepted nor renewed any deposits from publicwithin the meaning of Section 73 of the Companies Act 2013 read with Companies(Acceptance of Deposits) Rules2014 during the year.

SIGNIFICANT AND MATERIAL ORDERS IMPACTING THE COMPANY:

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

BOARD EVALUATION:

The Board carried out an annual performance evaluation of its ownperformance the individual Directors as well as the working of the Committees of theBoard. The performance evaluation of the Independent Directors was carried out by theentire Board. The performance evaluation of the Chairman and the Non-Independent Directorswere carried out by Independent Directors.

Details of the same are given in the Report on Corporate Governanceannexed hereto.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The company is not covered under section 135 of the Companies Act 2013and formulation of CSR policy and constitution of a CSR committee did not arise.

ANTI-SEXUAL HARASSMENT POLICY:

The Company has in place an Anti-Sexual Harassment Policy in line withthe requirements of The Sexual Harassment of Women at the Workplace (PreventionProhibition & Redressal) Act 2013.

Internal Complaints Committee (ICC) has been set up to redresscomplaints received regarding sexual harassment.

All employees (permanent contractual temporary trainees) are coveredunder this policy. No complaints were received during the financial year 2019-20.

CEO/CFO CERTIFICATION:

Mr. Vishal Keyal Chairman and Managing Director & CEO and Mr.Ashok Bohra Chief Financial Officer have given their certification to the Board in termsof under the SEBI (LODR) Regulations 2015.

ACKNOWLEDGMENT:

Your directors place on record a great appreciation of the fine effortsof all executives and employees of the Company which was instrumental to achieveprofitability and stability of the Company for the financial year. Your directors alsoexpress their sincere thanks to various departments of Central Government Government ofTamilnadu TANGEDCO State Bank of lndia Corporation Bank the customers shareholdersand all other stakeholders for continuing support and encouragement during the financialyear and expect the same in future also.

.