We have the pleasure in presenting the 40th Annual Report of the Company andthe audited statement of accounts for the year ended 31st March 2022.
A summary of the financial results is given below:
(Rs. In Crores)
|Particulars ||Year Ended |
| ||31.03.2022 ||31.03.2021 |
|Total Income ||423.18 ||293.40 |
|Profit before Interest & Depreciation ||27.46 ||31.20 |
|Interest & Depreciation ||11.17 ||9.55 |
|Profit before Tax ||16.29 ||21.65 |
|Provision for Taxes ||-0.36 ||6.41 |
|Surplus for the year ||16.65 ||15.24 |
|Other Comprehensive Income ||-1.80 ||0.79 |
|Total comprehensive Income for the year ||14.85 ||16.03 |
|Earnings per Share (Rs.) ||8.76 ||8.02 |
REVIEW OF OPERATIONS
The company is operating in following segments
1) Paper and
2) Industrial Chemicals.
By the end of 2021 when normalcy was being achieved second wave of Covid-19 broke outin Apr 2022 which not only impacted business but also human lives also. The impact ofsecond wave of covid 19 was much harsher as well as dangerous and longer than the firstoutbreak of covid-19 and impacted the industry from all the corners. Lock downs in variouscountries such as America and Europe resulted in non-availability of waste papers.European Union decision of banning export of waste paper to India further added to theshortage of raw materials. Nonavailability of raw material was further aggravated byshortage of containers and international liners. The shortage was so acute that thelogistic cost of 40ft container increased from $1600- $1800 to $2800 to $3600 resulted inincrease in cost of imported waste paper over 50%. Decision of Indonesian Governmentdecision of banning export of coal and shortage of containers resulted in sky rocketingthe prices of coal from Rs 6 per kg to Rs. 15 per kg. In February 2022 the IndianGovernment levied an import duty of 2.5% on imported waste paper.
Despite all the above adverse factors your company has registered a total income of Rs423.18 Cr and Net Profit of Rs. 16.65 Cr.
As explained above the overall paper industry in general suffered due to the pandemicbut we could register the better results by taking various step by improving the energyefficiencies and also by exploring the new export markets. Paper Division recordedturnover of Rs. 315.30 Crores as against the turnover of Rs. 213.00 Crores recorded inprevious year thereby posting an increase in turnover by 48%. The Paper Division was ableto record EBIT of Rs 10.18 Crores as against the EBIT of Rs. 10.13 Crores despite in hugeupward revision in the prices of key raw materials.
UNIT- RAMA PAPER
Unit Rama Paper achieved Turnover of Rs. 133.41 Crores as against turnover of Rs. 95.52Crores in previous year. Sales volume increased to 22590 MT as against the 18777 MT ofprevious year. Export turnover was increased from Rs. 39.32 Crores as compared to Rs.16.12 Crores recorded in previous year.
The capacity expansions undertaken by the unit has been completed and we could enhancethe capacity of our paper machine 1 by around 30 %.
The project for the FBC boiler and 2 MW power plant is also progressing well and wewill be able to commission it by September 2022.
Company's quality standards are about maintaining high parameters driven out ofpeople's expertise in their respective fields.
Continuous excellence achieved in the field of Quality and Service management has ledthe path for company's validation under ISO certifications of 9001:2015 and 14001:2015.
The steady compliances of sustained high norms of Eco friendliness and SaveEnvironmental moves have persuaded the World forestry organization FSC COC to continuethe validation for code of conduct of our quality and Global acceptance of products.
PRODUCTS AND NEW PRODUCTS LAUNCH
Green Movement is grown vastly and supported world vide. Continuing our full support tothis cause Mac D Kraft launched last year for Paper Bags which is well established andcontributing greatly. Valuing synergic combination we will launch Carry Bags / shoppersBags grade paper for volumes and value addition both.
Company has greatly succeeded to attain sizeable market share for its crown productAbsorbent Kraft in Global and domestic turf. In consideration to this your Company isrigorously working to develop and launch the other affiliated and value-added productslike Barrier Paper and Print Base paper which will generate good revenue and furtherconsolidate our market leadership.
Our M.G White Tissue Colour tissue and Brown Wrapping Paper are well acceptedinternationally for decorative and Gifting segments the company has developed Electrothermal (heat resistant) grade of Paper for creating frills and designs in Garments.
Considering the constant Growth in home and international markets the company brassesup to have its bigger share of Markets for Carry Bags paper for shoppers Two moreSpeciality grades of MG Kraft papers for Automobiles painting and digital printing ingarment and textile Segments.
These technically innovated products will be added this year to company's product mix/ profile for further enrichment.
The annual growth in Global production of Paper and Paper boards is predicted at thevery healthy rate of 6 -7.5%. According to an international survey the estimated globalproduction of paper and paper boards may achieve the target of USD 255 billion by 2026 ata CAGR of 5.0%.
Company's growth of its Exports of Absorbent Kraft White Tissue and Colour Tissues hasalready expanded its wings to many countries like Indonesia Thailand Philippines HongKong South Korea Saudi Mexico Chile Sri Lanka Bangladesh Portugal Germany Sweden Southampton Israel. The new markets recently added to this segment are MalaysiaItaly Guatemala Argentina Brazil and Fiji.
Being consumer durable item the growth in high pressure laminates Global markets isexpected to rise and is expected to be approximately estimated to USD 11.60 Billionbetween 2022 to 2028 from USD 6.5 Billion in 2018.
The above study itself provides the Solid ground for us to define our future businessgrowth and going forward with new products like Barrier Paper print base Masking andProtection Paper. A remarkable growth rate in business is foreseen generated out of thesespecialised segments.
Constant innovations and rigorous R&D and regular trials are integral part ofquality maintenance and excellence. Enriching existing product mix and newly developedproducts provide strength and creating good space in all market segments.
We take pride to announce that a huge strong and well organised distributors networkspread all over the country and overseas destinations creates easy passage for marketingcompany's products with a consistency in quality and value.
UNIT -NATH PAPER
The performance of Unit Nath Paper has been satisfactory despite various economic andindustry challenges. Despite challenges like erratic demand competitive market scenarioand heavy volatility in the raw material & fuel prices your company has been able toput forth a satisfactory performance.
Your Company's Unit-Nath Paper has produced 38939 MT of Core Board (Previous Year36602 MT) and Thermal Paper 2734 MT (Previous Year 2318 MT).
Unit Nath Paper has achieved turnover of Rs. 184.43 Crores (Previous Year Rs. 130.52Crores) by selling 38793 MT of Core Board (Previous Year 36532 MT) and 2777 MT of ThermalGrade Paper (Previous Year 2312 MT).
During the year various measures were undertaken by your company to enhance productefficiency & production capacity. The Company's capital investment has helped inreducing the power consumption and increase in production at the same time.
Company is setting 1 MW solar power on OPEX basis which will be commissioned by May2022. This measure will help in reduction of the energy cost of the Company.
Unit-Nath paper is producing high GSM Core Boards and Thermal Paper which are wellreceived in the market.
Core Board is used for manufacturing of paper tubes used by textile and plasticfilms manufacturing industry. Company is producing Core Board TTP 500 & TTP 600 grade.
Thermal Paper is firmly established in many areas of daily life with wide rangeof applications like ATM Rolls Cash Deposit Kiosks Point of Sales Receipts CashRegisters Movie Tickets Bus Tickets Parking Slots and Toll Tickets etc. Thistechnology provides speedy reliable economical and high-definition images.
There is a good demand for paper bags with the ban on plastics hence we havedeveloped Bag Paper which in the coming year will also become one of our major products.
Company's higher GSM Core Boards and Thermal Paper is well accepted in the market.Demand for both these grades is growing constantly. Domestic market for manmade fibre hasbeen growing rapidly and many expansions are in the pipeline. TTP 500 and TTP 600 gradeused in POY/FDY paper tubes & plastic films. The Company also manufactures a specialtygrade paper called Thermal Grade Paper used for fax machines ATMs & POS machines.The company has high quality products and competitive rates.
The Company is expanding its overseas market also. Unit-Nath Paper has exported coreboard of 8483 MT (Previous Year 6221 MT) during the year. Company has exported mainly toChina Thailand Sri Lanka & Middle east. Company also has stable business with itsexisting customer base.
Demand of thermal sensitive paper globally is robust and is growing at CAGR of 15%.Domestic consumption is strong and is set to further expand due to digital Initiatives bythe government of India. It has high export potential due to low cost of conversion andhigh degree of value addition in converted rolls form (small bobbins). Company enjoysleadership position
in this segment and have plan to set up one more machine for production of thermalpaper with capacity of 7200 MT per annum. This will give better profitability in thecoming years.
With the significant contribution of above products and their acceptance in thedomestic and overseas markets Company's sales prospects are likely to increase and itwill also add up to the export business of the company in the coming years.
CHEMICAL DTVTSTON UNIT-NATH CHEMICAL
During the year the chemical industry has seen so many ups and downs however ourendeavor was to keep the performance study. As the chemical unit of your company isflexible in its product mix the unit Nath chemicals could give a better performance bychanging the product mix from time to time based on the market situation.
The chemical segment sold 91524 MT of equivalent acid and the sales realisation duringthe year for the chemical unit was Rs 102.77 Crores.
The implementation of co-generation project by installing a High-Pressure boiler of16.5 TPH and back pressure steam turbine of 2 MW capacity is progressing well and we arehopeful that it will be commenced / commissioned by September 2022. As already informedthe boiler will generate high pressure steam which will be used in power generationthrough turbine and low- pressure steam will be used in drying of paper.
This co-generation project will substantially reduce the requirement as well asdependency of power from Grid and will result in saving power cost significantly.
Focus on manufacturing of Diversified specialty intermediates:
To consolidate footprints into complex chemistries and cater to diversified sectorsthe company has futuristic and sustainable plan to invest into robust infrastructurecapabilities to manufacture value added product line. In line with forward integration andvalue addition to the current chemistries the company has concrete execution plans tomanufacture Sodium Sulphite Sodium Metabisulphite Sulfuryl Chloride to cater to thepotential sectors like water treatment and food industry.
The company has aggressive plan to venture into diverse products like Dimethyl AnilineDimethyl Sulphate to cater to the pharma and dyes intermediates sector requirement. Thegrowing demand of these products in dyes and pharma sectors further will boost and help tohave better top lines and bottom lines.
By virtue of the new forwarded integrated value-added products the company envisagesto create a brand entity in chemical market by offering a mix of the current existingcommodity range and speciality products to elevate the brand entity in the chemicaldomain.
The forward integrated product line and speciality product would initiate the exportsales and cater to the global market demand. This would ensure presence of"Nath" brand in the global markets.
The company has concrete plan to capitalise on the legacy and has aggressive executionplans to expand the capacities of current commodity Sulphur derivatives from 280 TPD to500 TPD. This would help to further expand the geographies and cater to the growing demandof the current and potential customers.
Growth in Pharma sector would be a great key driver for intermediate sulphurderivatives like Thionyl Chloride. Dyes sector demand upsurge would push the sales ofSulphuric acid and Chlorosulphonic acid .
Robust agrochemical sector growth would catalyse the demand of Thionyl Chloride andLiquid SO2
With the future plan the company would strive and would be able to serve and add valueto the customers - Domestic and Global.
The company looks up to the water treatment chemical as future potential industry andintends to cater to the demand by Imports and new product development to cater tothe diverse water applications like Effluent/waste water treatment Aquaculture &Hospitality Industry.
The company further plans to penetrate aggressively into current sectors viz:Agrochemicals / Pharmaceutical / Dyes & water treatment to further accelerate thefinancial growth.
In view of the proposed growth plans the Directors have not recommended dividend forthe financial year 2021-22.
TRANSFER TO RESERVES
The Company has not transferred any amount from profit to general reserves.
The Company does not have any subsidiary.
The Company has not accepted deposits from the public during the financial year underthe review within the meaning of Section 73 of the Companies Act 2013 read withcompanies (Acceptance of Deposits) Rules 2014.
EXTRACT OF ANNUAL RETURN
The extract of the Annual Return in Form No. MGT-9 shall form part of the Boards Reportin Annexure-I.
A separate statement on Corporate Governance together with a certificate from theAuditors of the Company regarding compliance of conditions of Corporate Governance asstipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015forms part of this report are given in Annexure-II.
NUMBER OF MEETINGS HELD DURING THE YEAR
The details of all the meetings of Board of Directors and the Committees which havetaken place during the year and their details along with their attendance is given inPara 2 of Annexure-II.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
As per the Provisions of Sec 135 of the Companies Act 2013 related to Corporate SocialResponsibility (CSR) the amount of CSR required to be spent for the FY 2021-22 is Rs. 30Lakhs which has already been incurred by the Company. The initiatives undertaken by theCompany on CSR activities during the year under review are set out in Annexure-III whichis part of this report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis of the financial condition and results ofconsolidated operations of the Company under review is annexed and forms an integral partof the Directors' Report is given in Annexure-IV.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Pursuant to the provisions of Section 152 of the Companies Act 2013 and Rules madethere under Mr Kashinath Iyer (DIN 01195975) Director of the Company shall retire byrotation at this Annual General Meeting and being eligible offer himself forre-appointment for which necessary resolution has been incorporated in the notice of themeeting. The Board of Directors recommends the re-appointment of Mr Kashinath Iyer as aDirector of the Company.
Further Mr Shrirang Agrawal (DIN: 00119681) Independent Non-Executive Directorresigned from the Board of your company with effective from close of business hours on 31stMarch 2022. The Board places on its sincere appreciation for the valuable guidanceand contribution made by Mr Agrawal in the deliberations of the Board during his tenure.
Further Mr Ramniklal Salgia Executive Director resigned from the Board of yourcompany with effective from close of business hours on 30th May 2022. The Boardplaces its sincere appreciation for the valuable guidance and contribution made by MrRamniklal Saigia in the deliberations of the Board during his tenure.
Mr. Hitesh Rajnikant Purohit (DIN: 02340858) was appointed as Additional Directors(Independent Non-Executive) on the Board with effect from 31st March 2022 andwho holds office till the date of the AGM in terms of section 161 of the Companies Act2013.
Mr. Madhukar Deshpande (DIN: 07630081) was appointed as Additional Directors(Independent Non-Executive) on the Board with effect from 30th May 2022 andwho holds office till the date of the AGM in terms of section 161 of the Companies Act2013.
In terms of Regulation 17(1A) of SEBI (LODR) Regulations the Board of Directors onrecommendation of Nomination and Remuneration Committee accord its approval to continueand hold office of Non-Executive - Non-Independent Director of the Company by MrsJeevanlata Nandkishor Kagliwal (DIN 02057459). Further Mrs Jeevanlata Nandkishor Kagliwalhas affirmed that she is not debarred from holding the office of Non-Executive -NonIndependent Director by virtue of any SEBI order or any other such Authority.
The Company has received declarations from all the Independent Directors of the Companyin terms of Section 149(7) of the Act confirming that they meet criteria of independenceas prescribed under section 149(6) of the Act and Regulation 25 of SEBI ListingRegulations 2015.
Based on the confirmations received from Directors none of the Directors aredisqualified from appointment under Section 164 of the Companies Act 2013.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement Under Section 134 (3) (c) of the Companies Act 2013 withrespect to Directors' Responsibility Statement it is hereby confirmed that:
a. In the preparation of the annual accounts for the year ended March 31 2022 theapplicable Accounting Standards have been followed and there are no material departuresfrom the same;
b. The Directors have selected such Accounting Policies and applied them consistentlyand made judgments and estimates that were reasonable and prudent so as to give a true andfair view of the State of affairs of the Company as at March 312022 and of the Profit ofthe Company for that period;
c. The Directors have taken proper and sufficient care 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. The Directors had prepared the annual accounts of the Company on a going concernbasis;
e. The Directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively;
f. The Directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
The Disclosures pertaining to remuneration as required Under Section 197(2) ofthe Companies Act 2013 and with Rules 5(1) of the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 forms part of Directors Report is given in Annexure-V
The statement of particulars of employees under section 197(12) of the Companies Act2013 and with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 is not provided with as during financial year underreview no employee of the company including Whole Time Director were in receipt ofremuneration in excess of the limits set out in the said rules.
EVALUATION OF BOARD
Pursuant to the provisions of the Companies Act 2013 the Board has carried out anannual performance evaluation of the Directors individually as well as the evaluation ofthe working of its Audit Nomination & Remuneration CSR and Compliance Committees andits own performance. The manner in which the evaluation has been carried out has beenexplained in the Corporate Governance Report.
INTERNAL CONTROL SYSTEM
The details in respect of Internal Financial Control and their adequacy are included inthe Management Discussion and Analysis which is a part of this report.
The Company has a robust internal control mechanism across all units. The Company hasalso developed a set of documented SOPs for all major functions which laid down policiesprocedures and guidelines that forms part of internal control system. The internalcontrol systems devised is commensurate with the size of its business operations. Thesehave been designed to provide reasonable assurance with regard to recording and providingreliable financial and operational information complying with the applicable statuessafeguarding assets from the unauthorized use executing transactions with properauthorization and ensuring compliance with corporate SOPs. The company also has welldefined delegation of power with authority limits for approving expenditures as well ascontracts.
Services of external Audit firm is also availed to further strengthen itseffectiveness. The audit is based on internal audit plan which is reviewed and approved bythe Audit Committee. Based on evaluation the Audit Committee has concluded that company'sinternal control system were adequate and operating effectively.
WHISTLE BLOWER POLICY / VIGIL MECHANISM
During the year your Directors have constituted a Whistle Blower Policy / VigilMechanism Policy for the Company to report to the management instances of unethicalbehaviour actual or suspected fraud or violation of the code of conduct of the Companyas per the provisions of Section 177 (9) and (10) of Companies Act 2013. The VigilMechanism Policy report has been uploaded on the Website of the Company atwww.nathindustries.com. It is affirmed that no person has been denied access to the AuditCommittee.
OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION.PROHIBITION AND REDRESSAL) ACT 2013
Your Company has Zero tolerance towards any action on the part of any one which mayfall under the ambit of Sexual Harassment' at workplace and is fully committed touphold and maintain the dignity of every woman working with the Company. The Policy framedby the Company in this regard provides for protection against sexual harassment of womenat workplace and for prevention and redressal of such complaints. During the year thecompany has not received any complaint of harassment. The detailed policy forms have beenuploaded on the Website of the Company at www.nathindustries.com.
RISK MANAGEMENT POLICY
During the year your Directors have constituted a risk management policy for theCompany including identification therein of elements of risk if any which in the opinionof the Board may threaten the existence of the Company as per the provisions of Section134(3) (n) of Companies Act 2013. The detailed policy forms part of the annual report isgiven in Annexure-VI.
The Company is basically into the Paper and Chemical business and is the member of BSEPlatform.
The members in the 36th Annual General Meeting held on 28th September2018 appointed M/S Vidya & Co. Chartered Accountants (Firm Registration No.308022E) Mumbai as Statutory Auditors of the Company for a period of five years witheffect from the conclusion of the 36th Annual General Meeting to the conclusion of the41st Annual General Meeting.
The board has appointed Ms. Neha P. Agrawal Practicing Company Secretary to conductSecretarial Audit for the Financial Year 2021-22. The Secretarial Audit Report is annexedherewith in Annexure-VII and does not contain any qualification reservation oradverse remark.
The notes referred to by the Auditors in their report are self-explanatory and do notcall for further explanation.
With reference to the observation of auditors regarding transfer of title deeds of theamalgamating companies viz Nath Industrial Chemicals Limited and Nath Pulp and Paper MillsLimited the company hereby informs that the legal formalities for transfer of titlesdeeds are under process.
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All related party transactions that were entered into during the Financial Year were onarm's length basis and were in the ordinary course of the business. There are nomaterially significant related party transactions made by the Company with Promoters KeyManagerial Personnel or other designated persons which may have potential conflict withinterest of the Company at large. The details of Related party transactions are providedin the Notes to Accounts accompanying the financial statements. Since all related partytransactions entered into by the Company were in ordinary course of business and were onan arms length's basis Form AOC- 2 is not applicable to Company.
PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS
Details of Guarantees and Investments covered under the provisions of Section 186 ofthe Companies Act 2013 are given in the Notes to the financial statements.
All the properties and the insurable interest of the Company including building plantsand machinery and stocks wherever necessary and to the extent required have beenadequately insured.
RESEARCH & DEVELOPMENT
The Company believes that technological obsolescence is a reality. Only progressiveresearch and development will help us to measure up to future challenges andopportunities. We invest in and encourage continuous innovation.
ENERGY CONSERVATION MEASURES TECHNOLOGY ABSORPTION AND R& D EFFORTS AND FOREIGNEXCHANGE EARNINGS AND OUTGO
Information in accordance with the provisions of Section 134 (3) (m) of the CompaniesAct 2013 read with the Companies (Accounts) Rules 2014 are set out below:
(A) Conservation of Energy
The company's decision to use less Energy to save Energy is now contributing in manyways to the growth of company like savings on Energy and reduce the dependence onNatural resources.
(B) Technology Absorption
Your company's capability to utilize the technical knowledge from internal and externalsources is benefiting company's products for continuous improvement and acceptance for
Global standards. Company is benefited in High Realization Reduction in Energy Costand Increase in the efficiency of the machines as a result of above R & D.
(C) Foreign Exchange Earnings and Outgo
The Company has incurred the following expenses in foreign currency during thefinancial year 2021-22. The rupee equivalent of that amount has been given hereunder:
|Particulars ||Rs. In Crores |
|Total Earnings ||69.62 |
|Total Expenditure ||123.50 |
The Board of Directors thank the customers vendors bankers regulatory and GovernmentAuthorities stock exchanges business associates and all other stakeholders for theirassistance support and co-operation extended. The Board of Directors also thank theshareholders for reposing the faith on Company's performance. The Board of Directors alsoplaces on record its appreciation for the committed services of all the employees of thecompany.
The Board of Directors also regret the loss of lives due to COVID-19 pandemic and aredeeply grateful and have immense respect for every person who risked his life and safetyto fight this pandemic.
The Board of Directors appreciate and value the contribution made by every member ofthe NATH Family.
| ||For and on behalf of the Board |
| ||Abhaykumar Jain |
|Place: Mumbai ||Director |
|Date: 30.05.2022 ||(DIN: 02454426) |