s operations in future.
SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:
To foster a positive workplace environment free from harassment of any nature we haveframed Prevention of Sexual Harassment Policy through which we address complaints ofsexual harassment at all workplaces of the Company. Our policy assures discretion andguarantees non-retaliation to complainants. We follow a gender-neutral approach inhandling complaints of sexual harassment and we are compliant with the law of the landwhere we operate.
During the year under review there were no incidences of sexual harassment reported.
ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The information on conservation of energy technology absorption and foreign exchangeearnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of TheCompanies (Accounts) Rules 2014 as amended from time to time is annexed to this Report asAnnexure - D.
A well-defined risk management mechanism covering the risk mapping and trend analysisrisk exposure potential impact and risk mitigation process is in place. The objective ofthe mechanism is to minimize the impact of risks identified and taking advance actions tomitigate it. The mechanism works on the principles of probability of occurrence and impactif triggered. A detailed exercise is being carried out to identify evaluate monitor andmanage both business and non-business risks.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Company has adequate and efficient internal and external control system whichprovides protection to all its assets against loss
from unauthorized use and ensures correct reporting of transactions. The internalcontrol systems are further supplemented by internal
audits carried out by the respective Internal Auditors of the Company and Periodicalreview by the management. The Company has put in place proper controls which are reviewedat regular intervals to ensure that transactions are properly authorised correctlyreported and assets are safeguarded.
Integrity and transparency are key factors to our corporate governance practices toensure that we achieve and will retain the trust of our stakeholders at all times.Corporate governance is about maximizing shareholder value legally ethically andsustainably. Our Board exercises its fiduciary responsibilities in the widest sense of theterm. Our
disclosures seek to attain the best practices in international corporate governance. Wealso endeavor to enhance longterm shareholder value and respect minority rights in all ourbusiness decisions.
As our company has been listed on SME Platform of BSE Limited by virtue of Regulation15 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 thecompliance with the corporate Governance provisions as specified in regulation 17 to 27and Clause (b) to (i) of sub regulation (2) of Regulation 46 and Para C D and E ofSchedule V are not applicable to the company. Hence Corporate Governance Report does notform a part of this Board Report though we are committed for the best corporategovernance practices.
STATUTORY AUDITOR AND THEIR REPORT:
Pursuant to the provisions of Section 139 of the Companies Act 2013 read with rulesmade thereunder M/s H.B Kalaria & Associates Ahmedabad (FRN:104571W) were appointedas Statutory Auditors of the Company to hold office till conclusion of the 6th AnnualGeneral Meeting (AGM) of the company to be held in the calendar year 2021. The Notes tothe financial statements referred in the Auditors Report are self-explanatory andtherefore do not call for any comments under Section 134 of the Companies Act 2013. TheAuditors' Report does not containany qualification reservation or adverse remark. The Auditors' Report is enclosed with the financial statements in this AnnualReport.
Pursuant to Section 138 of Companies Act 2013 the Company has appointed CA Pallav UNensonaiya as Internal Auditor of the Company for the FY 2019-20.
REPORTING OF FRAUD:
The Auditors of the Company have not reported any fraud as specified under Section143(12) of the Companies Act 2013.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
In terms of Regulation 34 and Schedule V of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 a review of the performance of the Company for the yearunder review Management Discussion and Analysis Report is presented in a separate sectionwhich is annexed to this Report as Annexure - E.
SECRETARIAL AUDITOR AND THEIR REPORT:
The Company has appointed Ms. Janki Kalaria Practicing Company Secretary to conductthe secretarial audit of the Company for the Financial Year 2019-20 as required underSection 204 of the Companies Act 2013 and Rules thereunder. The Secretarial Audit Reportfor the Financial Year 2019-20 is annexed to this report as an Annexure - F.
As per Regulation 46 of SEBI (Listing Obligation and Disclosure Requirements)Regulations 2015 the Company has maintained a functional website namely "www.shreeramproteins.com" containing basic information about theCompany. The website of the Company is containing information like Policies ShareholdingPattern Financial and information of the designated officials of the Company who areresponsible for assisting and handling investor grievances for the benefit of allstakeholders of the Company etc.
Your Directors state that the Company has made disclosures in this report for the itemsprescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules 2014and other applicable provisions of the act and listing regulations to the extent thetransactions took place on those items during the year. Your Directors further state thatno disclosure or reporting is required in respect of the following items as there were notransactions on these items during the year under review:
(i) Details relating to deposits covered under Chapter V of the Act;
(ii) Issue of Equity Shares with differential rights as to dividend voting orotherwise;
(iii) Issue of shares (including sweat equity shares) to employees of the Company underany scheme save and ESOS;
(iv) Annual Report and other compliances on Corporate Social Responsibility;
(v) There is no revision in the Board Report or Financial Statement;
(vi) No significant or material orders were passed by the Regulators or Courts orTribunals which impact the going concern status and Company's operations in future;
Your Directors acknowledge the dedicated service of the employees of the Company duringthe year. They would also like to place on record their appreciation for the continuedco-operation and support received by the Company during the year from bankers financialinstitutions business partners and other stakeholders.
|Registered office: ||For and on behalf of Board of Directors |
|Imperial Heights Tower-B Second ||Shree Ram Proteins Limited |
|Floor Office No. B-206 150 Ft Ring Road Opp Big Bazar Rajkot -360005 ||CIN: L01405GJ2008PLC054913 |
| ||Sd/- |
| ||Lalitkumar Vasoya |
|Date: September 7 2020 ||Chairman and Managing |
|Place: Rajkot ||Director |
| ||DIN 02296254 |