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Pushpsons Industries Ltd.

BSE: 531562 Sector: Industrials
NSE: N.A. ISIN Code: N.A.
BSE 05:30 | 01 Jan Pushpsons Industries Ltd
NSE 05:30 | 01 Jan Pushpsons Industries Ltd

Pushpsons Industries Ltd. (PUSHPSONSINDS) - Director Report

Company director report

Your Directors have pleasure in presenting their 27th Annual Report together with theAudited Accounts of the Company for the Year ended March 31 2021.

Financial Results:

March 31 2021 Rupees March 31 2020 Rupees
Sales and Other Income 25253292 26077467
Profit before interest and depreciation 3513965 1967133
Financial Expenses 399936 108949
Depreciation 899731 674274
Profit / (Loss) during the year 2214298 1183910
Other Comprehensive Income (70008) (24213)
Profit during the year 2144290 1159697

DIVIDEND:

Due to inadequate profits and accumulated losses your Directors have decided not torecommend any dividend for the current year.

OPERATIONAL REVIEW:

Gross revenues for the financial year are Rs. 252.53 Lacs as against Rs. 260.77 Lacsin the previous year. Profit for the year under review was Rs. 21.44 Lacs as against Rs.11.60 Lacs in the previous year.

ANALYSIS AND REVIEW

(a) Industry Structure and Development

Your company is engaged in the exports and manufacturing of carpet & made-ups andis directly linked with demand in the international market.

(a) Opportunity and Threats

Your company is doing regular efforts for cost reduction and to improve the efficiencyand productivity. Once the global demand recession is over the opportunities for exportsshould increase and to take full advantage. There are challenges which in the short termmoderate growth- inflation high interest rates depreciating rupee. Covid-19 and itsimpact towards the end of the fiscal year the Company along with the rest of the Countryand the world faced the unprecedented assault of the Covid-19 pandemic on business andtheir ability to deal with challenges of the kind never experienced in the past. We areconfident that the Company will be able to address this situation in a proactive mannercontinue its operations and produce the best financial results possible given thecircumstances while maintaining focus on the health and safety of our employees andservice providers.

(b) Outlook

The company hopes to be benefited from their continuous efforts and expects an increasein demand in the Indian and Exports markets.

(c) Risks and Concern

The company has to meet the stiff competition exchange rate fluctuation uncertaincustomer schedules aggressive pricing strategy of competitors and changing technology.

(d) Human Resources/Industrial Relations

It is the company's belief that Human Resources are the driving force towards progressand success of a Company. The company seeks to motivate and retain its professionals byoffering reasonable compensation and opportunity to grow in the organization. The totalpermanent employee's strength was Five (No. 5) as on 31st March 2021. The Industrialrelations remained cordial during the year.

FIXED DEPOSITS

Your Company has not accepted any deposits from public during the year under review.

CHANGE IN NATURE OF BUSINESS

During the year there was no change in the nature of business of the company.

MATERIAL CHANGES AND COMMITMENTS

There were no material changes and commitments affecting the financial position of theCompany which have occurred between the end of the financial year of the Company to whichthe financial statements relate and the date of the report.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

The company has not given any loans or guarantees covered under the provisions ofsection 186 of the Companies Act 2013.

INTERNAL CONTROL

The Company has adequate system of Internal financial control with reference tofinancial statements. The Company continues to ensure proper and adequate systems andprocedures commensurate with its size and nature of its business.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Provisions of Companies Act 2013 regarding corporate social responsibility (CSR) arenot attracted to the Company.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The Company continues its policy of giving priority to energy conservation measuresincluding regular review of energy generation and consumption and effective control onutilization of energy;

a. Company ensures that the manufacturing operations are conducted in the mannerwhereby optimum utilization and maximum possible savings of energy is achieved.

b. Company has not taken alternate source for utilization of energy as the same was notrequired.

c. No specific investment has been made to achieve reduction in energy consumption.

TECHNOLOGY ABSORPTION

Your Directors are of the opinion that the Company has already opted for latesttechnology for producing Carpets Durries and Made-ups.

Company's products are manufactured by using in-house know how and no outsidetechnology is being used for manufacturing activities. Therefore no technology absorptionis required. The Company constantly strives for maintenance and improvement in quality ofits products and entire Research & Development activities are directed to achieve theaforesaid goal.

FOREIGN EXCHANGE EARNING AND OUTGO

The exports on FOB basis are Rs.227.80 Lacs (Previous year was Rs. 229.27 Lacs). Theexpenses in foreign exchange on Exhibition Expenses is Rs.0.18 Lacs (Previous year was Rs.29.11 Lacs) and Foreign Travelling is NIL (Previous year was Rs. 5.55 Lacs).

REGULATORY/COURT ORDERS

During the year 2020-2021 no significant and material orders were passed by theregulators or courts or tribunals. Impacting the going concern status and Company'soperation in future.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of Companies Act 2013 Mr. Pankaj Jain and Mr. DhruvJain retire by rotation at the ensuing Annual General Meeting. The Board of Directors onthe recommendation of the Nomination and Remuneration Committee has recommended hisre-appointment.

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet the criterion of Independent Directors prescribed by the Act andthe Listing Regulations.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and clause 49 of the Listingagreement the Board has carried out annual performance evaluation of its own performancethe directors individually as well the evaluation of the working of its Audit Nomination& Remuneration and Stakeholders Committees. The manner in which evaluation has beencarried out has been explained in the Corporate Governance Report.

REMUNERATION POLICY

The Board on the recommendation of Nomination and Remuneration committee framed apolicy for selection and appointment of Directors senior management and remuneration. Noremuneration is being paid to the Directors during the current financial year.

BOARD MEETINGS

During the year four Board Meetings and one independent directors meeting was held. Thedetail of which are given in the Corporate Governance Report. The provisions of theCompanies Act 2013 and listing agreement were adhered to while considering the time gapbetween two meetings.

The details of constitution of the Board and its Committees are given in the CorporateGovernance Report.

DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to section 134 of the Companies Act 2013 with respect to Director'sResponsibility statement it is hereby confirmed that:-

(a) In the preparation of the annual accounts the applicable accounting standards hadbeen followed and there is no material departures from the same;

(b) the Directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company at the end of the financial year i.e.31st March 2021 and of the profit of the Company for the year ended on that date;

(c) the Directors had 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 on a going concern basis; and

(e) the Directors had laid down financial controls to be followed by the Company andthat such internal financial controls are adequate and operating effectively; and

(f) the Directors had devised proper system to ensure compliance with the provisions ofall applicable laws and that such system were adequate and operating effectively.

RELATED PARTY TRANSACTIONS

There were no contracts or arrangements entered into by the Company in accordance withprovisions of section 188 of the Companies Act 2013.

SUBSIDIARY COMPANIES

The Company doesn't have any subsidiary.

STATUTORY AUDITORS

The Statutory Auditors of the Company M/s. Ritu Gupta & Co. (Firm's RegistrationNumber 119890W) Chartered Accountants were appointed as Auditors for second term of5(five) consecutive years at the 24th Annual General Meeting of the Company held on 14thSeptember 2018. The Auditors have confirmed that they are not disqualified fromcontinuing as auditors of the Company.

COST AUDITORS

The provisions of Cost Auditors are not applicable on the Company.

INTERNAL AUDITORS

The Company has appointed in house Internal Auditor Mr. Sumant Samanta Singhar S/o ShriMadhusudan Samanta Singhar R/o House No. 52 Yamaha Vihar Sector-49 Noida-201301 (U.P.)to undertake the Internal Audit of the Company.

SECRETARIAL AUDIT

Pursuant to provisions of section 204 of the Companies Act 2013 and The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the company hasappointed Anand Nimesh & Associates Company Secretaries to undertake the SecretarialAudit of the Company. The Secretarial Audit report is annexed herewith as "AnnexureA"

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS

The Corporate Governance and Management Discussion & Analysis Report which form anintegral part of this Report are set out as separate Annexure together with theCertificate from the auditors of the Company regarding compliance with the requirements ofCorporate Governance as stipulated in Clause 49 of the Listing Agreement.

REPORTING OF FRAUDS BY AUDITORS

During the year under review neither the statutory auditors nor the secretarialauditor has reported to the audit committee under Section 143 (12) of the Companies Act2013 any instances of fraud committed against the Company by its officers or employeesthe details of which would need to be mentioned in the Board's report.

EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in form MGT-9 is annexedherewith as "Annexure B" and same is made available on the Company's website at www.pushpsons.com.

RISK MANAGEMENT

Pursuant to the requirement of the Listing Agreement the company has comprehensiverisk management framework which is periodically reviewed by the company.

PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197 read with rule 5 of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect of employeesof the Company is as follows:

The Company has one Managing Director one Executive Director and one Non-ExecutiveDirector. No remuneration has been paid to them. The Company has not paid any remunerationthat is covered by the provisions contained in Rule 5(2) and Rule 5 (3) of Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION& REDRESSAL) ACT 2013

The Company has zero tolerance for sexual harassment at workplace. During the yearunder review there were no complaint received and no cases filed pursuant to the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.

Further Company is committed to providing equal opportunities without regard to theirrace caste sex religion colour nationality disability etc. (permanent temporarycontractual and trainees) as well as any women visiting the Company & premises orwomen service providers are covered under this policy. All employees are treated withdignity with a view to maintain a work environment free from Sexual harassment whetherphysical verbal or psychological.

POLICY ON VIGIL MECHANISM

The Company has adopted a whistleblower mechanism for Directors and employees to reportconcerns about unethical behavior actual or suspected fraud or violation of theCompany's code of conduct and ethics. The policy was revised and adopted effective April1 2019.

LISTING INFORMATION

The Company's shares are listed with BSE Limited (formerly Bombay Stock ExchangeLimited) vide Script Code- 531562.

DETAILS OF SUBSIDIARY COMPANIES JOINT VENTURES AND ASSOCIATE COMPANIES AND HIGHLIGHTSOF THEIR PERFORMANCE AND THEIR CONTRIBUTION TO THE OVERALL PERFORMANCE OF THE COMPANY.

There is no subsidiary associates and joint ventures of the company and further thereare no companies which have become or ceased to be the subsidiary associates and jointventures of the company during the year.

SECRETARIAL STANDARDS

The Company complies with all applicable secretarial standards issued by the Instituteof Company Secretaries of India.

ACKNOWLEDGEMENTS

Your Company and its Directors wish to extend their sincere thanks to the Members ofthe Company Bankers State-Government Local Bodies Customers Suppliers ExecutivesStaff and workers at all levels for their continuous co-operation and assistance.

For and on behalf of the Board of Directors
Sd/-
New Delhi Pankaj Jain
June 28 2021 Chairman
DIN:00001923

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