Your Directors are happy to report that your Company has completedFifty years of service to the Industry and are pleased to present their 50thAnnual Report together with Audited Financial Statements for the financial year ended 31stMarch 2021.
Rs. in Lacs
|Particulars || |
| ||2020-21 ||2019-20 ||2020-21 ||2019-20 |
|Sale of products ||45164.38 ||31471.80 ||45164.38 ||31471.80 |
|Other Income ||751.86 ||781.78 ||751.86 ||781.78 |
|Total Income ||45916.24 ||32253.58 ||45916.24 ||32253.58 |
|Profit Before Tax ||4413.13 ||631.42 ||4413.13 ||631.42 |
|Less: Current Tax ||771.07 ||105.52 ||771.07 ||105.52 |
|Less: Earlier year Tax Adjustment ||12.50 ||12.26 ||12.50 ||12.26 |
|Less: Deferred Tax ||608.11 ||20.60 ||608.11 ||20.60 |
|Net Profit After Tax ||3021.45 ||493.04 ||3021.45 ||493.04 |
|Balance profit from Last Years ||9593.43 ||9410.66 ||9593.43 ||9410.66 |
|Less: Appropriations: || || || || |
|Other Comprehensive Incomes ||43.23 ||(0.31) ||43.23 ||(0.31) |
|Transfer to General Reserve ||- ||- ||- ||- |
|Final Dividend paid during the year ||85.88 ||257.63 ||85.88 ||257.63 |
|Tax on Dividend ||- ||52.95 ||- ||52.95 |
|Balance carried to Balance Sheet ||12485.77 ||9593.43 ||12485.77 ||9593.43 |
REVIEW OF OPERATIONS AND OUTLOOK:
The year gone by has been remarkable in more ways than one. YourCompany crossed major milestones in Turnover and Profits. Despite a year full ofchallenges the company has given its best ever financial performance supported by asubstantial increase in production. We continued our investments in capacity enhancementand the pandemic gave us opportunities in locating new customers in different geographicallocations. We saw the long awaited first feeder of solar power coming into Unit 3 leadingnot only to cost savings but also helping in reducing the carbon footprint. On the otherhand we witnessed the onset of the second wave of Covid far more serious and far moredevastating than anything we have seen in our lifetime.
The Operations of your Company had started within a week of thenationwide lockdown last year. It did take a couple of months to stabilise and soon withthe dedicated efforts of our employees your Company reached normalcy in operations.Remarkably it was also a period which saw a robust global demand and we were well set tomeet it having been an early starter.
It is a matter of satisfaction that your Company has achieved an alltime high record in its turnover and profits. During the year 2020-21 your Company bouncedback strongly. Your Company crossed the landmark turnover of H 459.16 Crores an increaseof about 42 % over the previous year an EBIDTA of H 57.79 Crores which is an increase ofabout 181% over the previous year. Profit after tax showed a phenomenal rise to H 30.21Crores an increase of about 513% over the previous year. It is heartening to note thatthe operational performance of the Company has improved in every sphere of productionexports and sales. Following are the highlights of the performance during the year underreview:
Operational performance :
The company saw increased customer loyalty during the year arising outof the highly interactive and responsive approach taken by the management during thepandemic. We are glad to report that we added a total of 22 new customers and 5 newgeographical regions during the year. We made additional capital investments of H 30.54Crores during the year to enhance our capacity. The full impact of this capacity additionwill be seen in the current year. The operational team continued to perform exceptionallywell to improve productivity and ensure timely commissioning of the new capitalexpenditure despite the challenges thrown up by the pandemic.
Volumes of Sales recorded during FY 2020-21:
|Product ||2020-21 ||2019-20 |
|FIBC : ||12464 ||10586 |
|MFY : ||3992 ||3390 |
|Fabrics : ||7973 ||3777 |
|Bags : ||308 ||286 |
|Total ||24737 ||18039 |
The Roof top Solar plant generated 5.08 Lacs units ofelectricity during the year reducing the carbon footprint by about 8.30 Lacs Kg.
Your Company entered into a 9.375 MW Power Purchase Agreements(PPA) to procure solar power through Group Captive Open Excess mode. The first part ofthis agreement was made operational at Unit 3 of the Company and is expected to becompleted during this year.
The Dealer Operated Polymer Warehouse activity of Indian OilCorporation Limited also showing improved performance. We sold 23503 MT in the currentyear as against 14726 MT in the previous year showing an increase of about 60% over theprevious year.
With the state of art certified manufacturing facilities and enhancedcapacities your Company is now better placed to serve the industrial bulk packaging needsof its customers.
Additions to capacity and some balancing equipment made during the yearhas allowed for increased efficiencies. Together with a focus on backward integration yourCompany continues to leverage on technological upgradation and innovation. The managementlays emphasis on exports of value added products. Expanding the geographical reach of itsexport market is your Company's priority on the first hand while retention of ourcustomer base is an important feature of our philosophy.
The Company's export order book remains robust with strongcustomer loyalty. We believe we are well placed to serve our Global customers in thecoming years.
During the year the entire world witnessed a most unexpected set ofevents due to the continuing waves of Covid 19 which has resulted in a huge loss of livesglobally. Despite that the most inspiring and encouraging news was that the world stood upto the challenge and came back strongly. In recent months India has seen a resurgence of astrong second wave stretching the country's meagre health resources to the brim. Thegood news was that efforts to come up with a vaccine worked and the country launched amassive vaccination drive in the middle of January. With the new vaccine manufacturing anddelivery plan laid out we are sure that the country would be well equipped to face thechallenges ahead.
The COVID-19 outbreak changed the way we looked at the world a yearback. The pandemic had a significant socioeconomic impact on every business altering theways of interaction service and life-both socially and in business. Your Company remainedresilient and focused to deliver the best to our customers even when times wereunfavourable for all.
Your Directors wish to place on record their appreciation to theCompany's employees suppliers customers & Government authorities for theirselfless efforts which helped your Company reach normalcy in operations within a few weeksof the lock-down. Your Company had taken all steps necessary for the safety and welfare ofthe employees and the management remains committed to keep that as a top priority. We helda series of awareness and training sessions through the year.
Bank loan facilities have been rated with BBB/Stable for Long Term andA3+ for Short Term Facilities by CRISIL.
As on 31.03.2021 your Company has total share capital of Rs.143125640.00 divided into 14312564 equity shares of Rs. 10/- each.
During the year the Company has got incorporated two subsidiarycompanies under the same line of business as narrated hereunder:
a) Bright Choice Ventures Private Limited:
This is the Wholly Owned Subsidiary of the Company and was incorporatedon 02nd January 2021. The Authorised and paid up Capital of the Company is H 2Crores. The Company is proposed to set up a separate unit at Kanpur Nagar. A MOU for aparcel of land has been entered into.
b) Kanplas Earning Solutions Private Limited:
This is a Wholly Owned Subsidiary of the Company and was incorporatedon 21st May 2021. The Authorised Capital of the Company is Rs. 50 lacs and thepaid up capital is Rs. 25 Lacs.
These subsidiary companies were formed to set up different new unitsand to avail the tax and other benefits announced by the Government from time to time andleverage our resources.
There is no material subsidiary Company in terms of Regulation nos.16(1)(C) and 24 of the SEBI( Listing Obligation and Disclosure Requirements) Regulations2015.
CONSOLIDATED FINANCIAL STATEMENTS:
In accordance with Regulation 34 of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 (The Listing Regulations) and Section 129(3) ofthe Act the consolidated financial statements have been prepared by the Company as perthe Indian Accounting Standards (Ind AS) and form part of this Annual Report. TheConsolidated Financial Statements shall also be laid at the ensuing Annual General Meetingof the Company.
A statement providing details of performance and salient features ofthe financial statements of Subsidiary Companies as per Section 129(3) of the Act isprovided as Annexure A to the consolidated financial statement.
Your Directors have recommended a final dividend @ 18% i.e. Rs.1.80 per Equity Share for the financial year 2020-21. Payment of dividend is subject tothe approval of the shareholders.
Your Company has completed 50 years of its existence and is celebratingits Golden Jubilee this year. To mark the occasion and to reward the shareholders yourDirectors have declared a Special Interim Dividend for the year 2021-22 @ 10% i.e. Rs.1.00 per equity share.
Shri Mahesh Swarup Agarwal Chairman Emeritus one of the founderdirectors of the Company opted to relinquish office w.e.f. 31/05/2021. The Board ofDirectors placed on record their gratitude and appreciation for his dedicated guidance andsupport through 50 years of his life. His unstoppable zeal foresightness and guidanceenabled the Company to reach these phenomenal heights through all the ups and downs oflast 50 years.
Shri Sunil Mehta is retiring by rotation at the ensuing Annual GeneralMeeting and is eligible for re-appointment. In view of the valuable service guidance andsupport received from him your Directors recommend his re-appointment.
Shri Akshay Kumar Gupta was re-appointed for a further period of 5years as Independent Director w.e.f. 01/04/2021 to 31/03/2026 by the Board of Directors inits meeting held on 10/02/2021 which is subject to the approval of shareholders by way ofSpecial Resolution and is placed before the shareholders for their approval.
The Board of Directors has re-appointed Shri Shashank Agarwal as DeputyManaging Director on fresh terms and conditions as recommended by the Nomination andRemuneration Committee subject to the approval of shareholders at the ensuing AnnualGeneral Meeting for a further period of 3 years w.e.f. 1st September 2021.
Consequent to the retirement of Shri Mahesh Swarup Agarwal ChairmanEmeritus the Board of Directors re-designated Shri Manoj Agarwal as the ChairmanCum Managing Director w.e.f. 01st June 2021. The Board has also revisedhis terms of appointment w.e.f. 01st September 2021 as recommended by theNomination and Remuneration Committee subject to the approval of shareholders at theensuing Annual General Meeting for the remaining period of his tenure till 31stAugust 2023.
MEETINGS OF THE BOARD OF DIRECTORS:
During the year your Company has conducted 5 meetings of the Board ofDirectors. The details of the meeting of the Board & Committees thereof includingattendance therein are given under the Corporate Governance Report.
Your Company has digitalised the Board process and adopted a paperlessBoard meetings platform.
KEY MANAGERIAL PERSONNEL:
Following are the Key Managerial Personnel of your Company:
|Name of KMP ||Designation |
|Shri Manoj Agarwal ||Managing Director |
|Shri Ankur Srivastava ||Company Secretary & Compliance |
| ||Officer |
|Shri Vishal Jain ||Chief Financial Officer |
DECLARATION OF INDEPENDENT DIRECTORS:
The Independent Directors have submitted their disclosures to the Boardthat they fulfil all the requirements as stipulated in Section 149(6) of the CompaniesAct 2013 so as to qualify themselves to be appointed as Independent Directors under theprovisions of the Companies Act 2013 and the relevant rules.
In view of Section 73 to 76 of the Companies Act 2013 read withCompanies (Acceptance of Deposit) Rules 2014 your Company did not accepted any depositfrom the public.
The Company is committed to maintain the highest standards of CorporateGovernance and adhere to the Corporate Governance requirements set out by the Securitiesand Exchange Board of India (SEBI).
The report on Corporate Governance as stipulated under the ListingRegulations is annexed to the Annual Report as Annexure A' and ManagementDiscussion and Analysis Report also forms part of this Report.
The Certificates certifying that :
(i) the Company has complied with the requirements of CorporateGovernance in terms of SEBI (LODR) Regulations 2015; and
(ii) none of the Directors on the Board of the company have beendebarred or disqualified from being appointed or continuing as Directors of Companies bythe SEBI/ MCA or any such authority are attached and forms the part of this Report.
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO:
Information as per Section 134(3)(m) of the Companies Act 2013 readwith Rule 8 of the Companies (Accounts) Rules 2014 relating to conservation of energytechnology absorption and foreign exchange earnings and outgo for the financial year2020-21 are annexed as Annexure B' which forms part of this Report.
PARTICULARS OF EMPLOYEES:
The information required under Section 197(12) of the Companies Act2013 read with Rule 5(1) & 5(2) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 are annexed as Annexure C' which forms partof this Report.
I. STATUTORY AUDITORS AND THEIR REPORT
M/s Rajiv Mehrotra & Associates (FRN: 002253C) CharteredAccountants were appointed as Statutory Auditors of your Company for a period of 5 yearsin the Annual General Meeting held on 15/09/2017 till the conclusion of 51st AnnualGeneral Meeting to be held in the year 2022. The requirement of ratification of theappointment of Statutory Auditors every year has been omitted by the Companies (Amendment)Act 2017.
There was no qualification reservation or adverse remark made by theAuditors in their report.
II. COST AUDITORS
As per Section 148 of the Companies Act 2013 read with Companies(Auditor's Report) Order 2015 the Company has maintained all the costing recordsas required and appointed M/s Rakesh Misra & Company Cost Auditors to conduct theCost Audit for the financial year 2020-21.
The cost audit report for the financial year 2020-21 will be filedwithin the stipulated time.
III. SECRETARIAL AUDITORS
The Company has appointed M/s Adesh Tandon & Associates PracticingCompany Secretaries as the Secretarial Auditors of the Company for the year 2020-21. TheSecretarial Audit Report as placed by the Auditor is annexed with this Report as AnnexureD'. There was no qualification reservation or adverse remark made by theAuditor in their respective report.
IV. INTERNAL AUDITORS
During the year under review M/s S N Saraogi & AssociatesChartered Accountants were the Internal Auditors of the Company. Their reports were placedbefore the Audit Committee of the Company from time to time.
INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:
The Company has adequate system of internal control with reference tothe financial statements. All the transactions are properly authorised recorded andreported to the Management. The Company is following all the applicable AccountingStandards for properly maintaining the books of accounts and reporting financialstatements. The internal auditor of the company checks and verifies the internal controland monitors them in accordance with policy adopted by the company. Company ensures properand adequate systems and procedures commensurate with its size and nature of its business.
As per the requirement of Section 134(3)(a) read with Section 92(3) ofthe Companies Act 2013 the Annual Return for the year 2020-21 has been placed on thewebsite of the Company. The weblink of the same is https:/www.kanplas.com/en/corporate-governance
The Equity Shares of the Company have also been listed with theNational Stock Exchange w.e.f. 01st January 2021. Now the shares of yourCompany are listed with both stock exchanges viz. National Stock Exchange (NSE) and BombayStock Exchange (BSE) .
We confirm that the Annual Listing Fees for the financial year 2021-22have been paid within the stipulated time to both the Stock Exchanges.
CORPORATE SOCIAL RESPONSIBILITY:
In terms of Section 135 and Schedule VII of the Companies Act 2013read with the Companies (Corporate Social Responsibility) Rules 2014 the Board ofDirectors of your Company has constituted a CSR Committee the details of which are givenin Corporate Governance Report. CSR Committee of the Board has developed a CSR Policywhich is enclosed as part of this report Annexure-E'.
Annual report on CSR as required under rule 8(1) of the Companies(Corporate Social Responsibility) Rules 2014 is annexed with this report as AnnexureF'.
PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:
Your Company has not made any Loan or given any Guarantees and thedetails of investments are given under note 8 of the Financial Statements. However theinvestments made does not exceeds the limits as prescribed under Section 186 of theCompanies Act 2013.
VIGIL MECHANISM (WHISTLE-BLOWER POLICY):
In pursuant to the provisions of Section 177(9) & (10) of theCompanies Act 2013 read with Rule 7 of the Companies (Meeting of Board and its Powers)Rules 2014 and Regulations 34 (3) and 53 (f) of SEBI (LODR) Regulations 2015 a VigilMechanism for directors and employees to report genuine concerns about unethicalbehaviour actual or suspected fraud or violation of the Company's code of conduct orethics policy has been established. The Vigil Mechanism Policy has been uploaded on thewebsite of the Company.
The Company follows the risk management policy wherein the managementkeeps an eagle eye view on the markets both domestic and foreign related to theproducts the Company manufactures and the raw materials required. The management alsomonitors the socio-economic changes worldwide and the changes in the currency fluctuationto minimise the risks.
The Board members are regularly informed about the potential riskstheir assessment and minimisation procedures. The Board frames a plan for elimination /minimisation of the risk and further lays out the steps for implementing and monitoring ofthe risk management plan.
There are no risks which in the opinion of the Board are of the naturethat can threaten the existence of the Company. However the risks inter-se that aregenerally dealt in regular course of business and have to be taken care of arefluctuations in foreign exchange rates and raw material prices.
MATERIAL CHANGES AND COMMITMENTS:
No material changes or commitments which may affect the financialposition of the Company has occurred between the end of the financial year of the Companyand the date of this report.
INDIAN ACCOUNTING STANDARDS:
Your Company has adopted Indian Accounting Standards (Ind-AS') with effect from 1st April 2017 pursuant to Ministry of CorporateAffairs notification dated 16th February 2015 notifying the Companies (IndianAccounting Standards) Rules 2015.
The Board annually evaluates its performance as well as theperformances of its Committees and of Directors individually.
For evaluating the performance of the Board as a whole the Boardreviews the periodical performances of the Company and the role of the Board towardsachievement of the said performances and the future plans as set out from time to time.
The performance of the Whole Time Directors is evaluated by the Boardby linking it directly with their devotion towards implementation and management of thegrowth parameters of the Company and the actual achievements of the Company.
The performance of the Non Executive / Independent Directors isevaluated on the basis of their contribution for adopting better corporate governancepractices transparency and disclosures in achieving the goal of the Company.
The performance of the various Committees of the Board is reviewed onthe basis of the achievement of the work designated to the specific committee.
RELATED PARTY TRANSACTIONS:
During the year no contracts / arrangements were entered / renewed bythe Company with related parties in terms of the provisions of Section 188(1) of theCompanies Act 2013.
All the transactions with the related parties entered during the year2020-21 were in the ordinary course of business on arm's length basis and approvedby the Audit Committee. Further no material related party transaction was entered intoduring the year under review.
Disclosure as required under Section 134(3)(h) of the Companies Act2013 read with the Companies (Accounts) Rules 2014 in form AOC-2 is not applicable asall the contracts entered by the Company during the year are on arms length basis andthere was no material contract or arrangement.
The policy to deal with the related party transactions is uploaded onthe company's website. The weblink of the same is http://kanplas.com/en/policies
COMPANYS' POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:
The current policy is to have an appropriate mix of executive andindependent directors to maintain the independence of the Board and separate itsfunctions of governance and management. The Company has duly constituted the Nominationand Remuneration Committee of the Board and the committee inter-alia periodicallyevaluates:
1. The need for change in composition and size of the Board;
2. Recommend/review remuneration of the Managing Director(s) andWhole-time Director(s) based on their performance.
3. Recommend the policy for remuneration of Directors KMPs & othersenior level employees of the Company and review the same in accordance with theperformance of the Company and the industry trend.
The policy to deal with the selection appointment and remuneration ofthe Directors and Key Managerial Personnel and other senior level employees is annexedwith this report as Annexure G'.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE.
There are no significant material orders passed by the Regulators /Courts which would impact the going concern status of the Company and its futureoperations.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to clause (C) of sub-section 3 of Section 134 of the CompaniesAct 2013 the Board of Directors of the Company hereby state and confirm that: -
i) in the preparation of the Annual Accounts the applicable AccountingStandards had been followed along with proper explanation relating to material departures;
ii) 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 or loss of the Company for that period;
iii) 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;
iv) the Directors had prepared the Annual Accounts of the Company on agoing concern basis.
v) The Directors had laid down internal financial controls to befollowed by the Company and that such internal financial controls are adequate and wereoperating effectively.
vi) The Directors had devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems were adequate and operatingeffectively.
Your Directors express their sincere gratitude for the continuedsupport and cooperation received from Bankers other Government agencies and esteemedcustomers for their patronage and support during the year.
Your Directors also place on record their appreciation for thecommitted contribution of all the officers staff and workmen for the consistent growth ofyour Company. Your Directors also take this opportunity to place on record their gratitudeto the Members for their confidence with the Company.
| ||For and on behalf of the Board of Directors || |
| ||Kanpur Plastipack Limited || |
|Place: Kanpur ||(Shashank Agarwal) ||(Manoj Agarwal) |
|Date: 24th May 2021 ||Deputy Managing Director ||Managing Director |