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Shreyas Shipping & Logistics Ltd.

BSE: 520151 Sector: Infrastructure
BSE 00:00 | 05 Aug 325.80 4.95






NSE 00:00 | 05 Aug 325.70 3.90






OPEN 323.75
52-Week high 448.00
52-Week low 204.00
P/E 3.82
Mkt Cap.(Rs cr) 715
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 323.75
CLOSE 320.85
52-Week high 448.00
52-Week low 204.00
P/E 3.82
Mkt Cap.(Rs cr) 715
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Shreyas Shipping & Logistics Ltd. (SHREYAS) - Director Report

Company director report


The Members of Shreyas Shipping and Logistics Limited

Your Directors are pleased to submit the 33 rd Annual Reportof the Company together with the Audited Financial Statements (Consolidated andStandalone) along with Auditors' Report for the financial year ended 31st March 2021.


Rs. In Lacs

Particulars Consolidated Standalone
2020-21 2019-20 2020-21 2019-20
Revenue from Operations 55998 61246 55998 61246
Other Income 421 355 421 355
Profit/Loss before Interest Depreciation Finance Cost and Tax Expense 6830 4651 6830 4651
Finance Cost 1667 1948 1667 1948
Depreciation 1501 1792 1501 1792
Profit/Loss before Finance cost and Tax Prior Year Adjustment & Exceptional Item 3662 911 3662 911
Exceptional Item 220 (8558) 220 -
Share of profit of an associate & a joint venture 858 (862) - -
Deferred Tax 199 (2016) 20 (56)
Current Tax 114 121 114 121
Profit/ (Loss) After Tax 4427 (6614) 3748 846
Other Comprehensive Income / (Loss) 743 (409) 842 (592)
Total Comprehensive Income / (Loss) 5170 (7023) 4590 254
Balance Brought Forward from Previous Year 21363 28430 18209 17812
Amount Available for Appropriation
Transfer to Tonnage Tax Reserve 700 (120) - (120)
Re-measurement of deferred benefit plans 17 (15) 23 (11)
Dividend paid on equity shares - (318) - (318)
Balance Carried Forward to Balance Sheet 25107 21363 21980 18209


Your Company proposes a Dividend of Rs. 2/- (20%) for the financialyear 2020-2021 subject to approval of shareholders at the ensuing Annual General Meetingof the company. The dividend will be paid to the Members whose name appear in the Registerof Members as on the record date and in respect of shares held in dematerialized form itwill be paid to members whose names are furnished by National Securities DepositoryLimited and Central Depository Services (India) Limited as beneficial owners as on thatdate. The total outflow will be Rs. 439 Lakhs.


In terms of the provisions of Investor Education and Protection Fund(Accounting Audit Transfer and Refund) Rules 2016 / Investor Education and ProtectionFund (Awareness and Protection of Investors) Rules 2001 Final Unclaimed/ Unpaid dividendfor the year 2012-2013 amounting to Rs. 252840 and 12697 shares for the year 2012-2013were transferred during the financial year 2020-21 to the Investor Education andProtection Fund.

Mr. Harshit Garg is the Nodal Officer of the company under theprovisions of lEPF for the year 2020-21 and the same can be accessed


The Company's paid up Equity Share capital continues to stand at Rs.219575330/- as on 31st March 2021. During the year the company has notissued any shares or convertible securities. The Company does not have any Scheme forissues of shares including sweat equity to the employees or Directors of the Company.


Cash and cash equivalent as on 31s' March 2021 was Rs. 729lakhs. The company's working capital management is robust and involves a well-organizedprocess which facilitates continuous monitoring and control over receivables inventoriesand other parameters.


During the year your Company's finance and operation team implementeda digital transformational project that has enabled centralization and simplification ofthe accounting and control processes. The company rolled out Oracle fusion cloud-based ERPthis year that changed the way the operation & finance team functions and partnersbusiness in your Company. The software has been built around core performance managementprocesses such as forecasting budgeting vessel operations and planning as well asproviding decision support in key areas. It focusses on specific core business processesand decision support topics enabling the team to develop deeper expertise and greatersubject matter knowledge.


The year 2020-2021 continued to be a challenging year not in terms offreight and cost but due to COVID-19 one of the most rapidly spreading pandemics it hasand is reshaping global trade and the business of shipping freight maritime logisticssupply chain the pandemic reinforced the need for a strong maritime and supply chainsector 2020 has shown exceedingly high demand which resulted in all time high charterrates for the container vessels this year will also be remembered as the year in whichocean freight rates spiked to extraordinary levels and continues as on date.

SSLL services mostly operated on Indian coast where utilisation levelson all the services from North to South and West to East remained at the level of around96% and on the reverse leg was around 72% during the year where-as domestic volume showedincrease of 16% and EXIM volume 24% compare to previous year.

Besides handling containerized cargo the company has also handledcoastal break bulk cargo in this year and has handled 102335 metric tons cargo companysuspended breakbulk operation from beginning of Q4 onwards.

The Company's current fleet stands at 11 vessels with a total capacity22123 TEUs 236512 GRT and 300878 DWT being India's one of the largest containertonnage owning company. The current container ship tonnages are right sized and priced tosuit the coastal trade. In addition the Company's services are well planned to providecomplete coastal coverage and thus well suited for the trade. The company serveapproximately 70-75% of EXIM transshipment along Indian coast.

The company contributes approx. 50% to 55% on the domestic coastaltrade

For the year ended 31st March2021 your Company posted aTotal Income of ' 56419 Lakhs with a Net Profit of ' 3748 Lakhs.


The Company enjoys a good reputation for its sound financial managementand its ability to meet financial obligation. The financial discipline and prudence arealso reflected in the credit ratings.

For the year 2020-2021 the credit rating for the Company was CRISILBBB+/ STABLE as assigned by CRISIL which is a reputed credit agency.


During the current year Company sold one of its vessel "M.V SSLBalaji" on 01st April 2021 for gross consideration of USD 1.96 million.


M/s. Deloitte Haskins and Sells LLP (Firm Membership No.117366W/W100018) Chartered Accountants were appointed as Statutory Auditors of yourCompany for a term of 5 years from the conclusion of 29th Annual GeneralMeeting till the conclusion of 34th Annual General Meeting.

Pursuant to the amendment to Section 139 of the Companies Act 2013effective May 7 2018 ratification by Members every year for the appointment of theStatutory Auditors is no longer required and accordingly the Notice of ensuing AnnualGeneral Meeting does not include the proposal for seeking Shareholders approval forratification of Statutory Auditors appointment. M/s. Deloitte Haskins and Sells LLP havegiven a confirmation of their eligibility for their continuance as the Auditors of theCompany and that they are free from any disqualification specified in the statute.


Pursuant to the provtsions of Section 204 of the Companies Act 2013and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theCompany has appointed M/s D. M. Zaveri & Co. a firm of Company Secretaries in Practiceto undertake the Secretarial Audit of the Company. The Report of the Secretarial AuditReport is annexed herewith as Annexure 1. The Secretarial Audit Report does notcontain any qualification reservation or adverse remark.


During the Financial Year your Company has complied with applicableSecretarial Standards issued by the Institute of Company Secretaries of India.


The Auditors of the Company have not reported any fraud as specifiedunder Section 143(12) of the Companies Act 2013.


There are no significant and material orders passed by the regulatorsor others.


In compliance with Section 135 of the Companies Act 2013 and Rulesread thereunder the Company has formed a Committee for Corporate Social Responsibility(CSR) and has adopted a CSR policy in line with the requirement of the Act. The members ofthe Committee met twice during the year. The World CSR Day Congress and Awards 2021recognized Shreyas Shipping and Logistics Limited as the winner for efforts towards COVIDresponse (Shipping and Logistics) during CSR Leadership Awards. The Annual report on CSRactivities and expenditure as required under the relevant act is given as Annexure 2 tothis Report.


In line with the requirements of the Companies Act 2013 and SEBI(LODR) Regulations 2015 the company has formulated a Policy on Related PartyTransactions as approved by the Board of Directors which is also available on theCompany's website and the same is considered for the purpose of identification andmonitoring Related Party transactions.

All transactions with Related Parties are placed before the AuditCommittee as also the Board for approval. Prior omnibus approval of the Audit Committeeand the Board is obtained for the transactions which are foreseeable and of a repetitivenature. The transactions entered pursuant to the approvals so granted are subjected toaudit and a statement giving details of all related party transactions is placed beforethe Audit Committee and the Board of Directors on a quarterly basis. The statement issupported by a certificate from the MD and CFO.

During the period under review all transactions entered into by theCompany with the Related Parties were at arm's length and in the ordinary course ofbusiness and adhered to the applicable provisions of the Act and the SEBI (LODR)Regulations 2015. There were no materially significant related party transactions made bythe Company with Promoters Directors or Key Managerial Personnel etc. which had apotential conflict with the interest of the company at large or which warrant approval ofthe shareholder.

There were no transactions with any person or entity belonging to thepromoter/promoter group which hold(s) 10% or more shareholding in the listed entity.

In accordance with Section 134 (3)(h) of the Companies Act 2013 andRule 8 (2) of the Companies (Accounts) Rules 2014 the particulars of the materialcontract or arrangement entered into by the company with related parties referred to inSection 188 (1) in Form AOC-2 is attached as Annexure 3 of this Report.


The Annual Return as required under Section 92(3) of the Companies Act2013 and Rule 12 of the Companies (Management and Administration) Rules 2014 has beenplaced on the website of the Company and can be accessed at


A detailed review of the growth of the company operations performancevis-a-vis industry growth and outlook of the Company and its business is given in theManagement Discussion and Analysis appearing as Annexure 4 to this Report and italso covers economic factors that impacted the growth of the business during the yearunder review.


Disclosures with respect to the remuneration of Directors and employeesas required under Section 197 of the Act and Rules 5(1) of Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 have been annexed to this Report as Annexure5.

Details of employee remuneration as required under provisions ofSection 197 of the Companies Act 2013 and Rule 5(2) and 5(3) of Companies (Appointmentand Remuneration of Managerial Personnel) Rules 2014 form part of this report. As perthe provisions of section 136 of the said Act the report and financial statements arebeing sent to the members of your Company and others entitled

thereto excluding the statement on particulars of employees. Memberswho are desirous of obtaining the said information may write to the Company Secretary atthe registered office of the Company and the same will be furnished on request.


Maintaining high standards of Corporate Governance has been fundamentalto the business of your Company since its inception. A separate report on CorporateGovernance as Annexure 6 is provided together with a Certificate from the StatutoryAuditors of the Company regarding compliance of conditions of Corporate Governance asstipulated under Listing Regulations. A Certificate of the MD and CFO of the Company interms of SEBI (LODR) Regulations 2015 inter alia confirming the correctness of thefinancial statements and cash flow statements adequacy of the internal control measuresand reporting of matters to the Audit Committee is also annexed as Annexure 7.


Details of Loans Guarantees and Investment made by your company underSection 186 of the Companies Act 2013 during the financial year 2020-2021 are appendedin the Notes to Financial Statements.


For the financial year ended 31st March 2021 your Company has nottransferred any amount to Reserves.


The members of the Company's Board of Directors are eminent persons ofproven competencies and integrity. Besides experience strong financial acumen strategicastuteness and leadership qualities they have a significant degree of commitment towardsthe company and devote adequate time to the Company. The Company recognizes and embracesthe importance of a diverse board in its success. The Company believes that a trulydiverse board will leverage differences in thought perspective knowledge skill industryexperience and gender which will help the Company to retain its competitive advantage.

As on 31st March 2021 the Company has 10 Directors consisting of 4Non- Independent Directors (including 2 Whole Time Directors) 5 Independent Directors and1 Nominee Director.

Pursuant to Regulation 17(1A) following Non-executive Directorstendered resignation from the directorship of the company on account of attaining the ageof 75 years

Name Category DIN Resignation Date
1 Mr. L.B. Culas Non-Independent Director 00434984 04th April 2020
2 Mr. Mannil Venogopalan Independent Director 00025575 23rd April 2020
3 Mr. D.T. Joseph Independent Director 01716572 04th December 2020
4 Mr. S. Ragothaman Independent Director 00042395 10th May 2021

The Directors have confirmed that there is no other reason than the onestated for their resignation. The Board of Directors placed on record the valuableservices rendered by all four directors during their tenure of directorship in theCompany.

Mr. Ajit George Paul (DIN 08864203) and Mr. Ratnagiri Sivaram Krishnan(DIN 06975736) were appointed as Non-Executive Independent Directors of the Companyeffective 06th January 2021 and 06th April 2021 respectively.

As per the provisions of the Companies Act 2013 Independent Directorshave been appointed for a period of 5 years and shall not be liable to retire by rotation.The Independent Directors of your company have affirmed their Independence under Section149 of the Companies Act 2013 and provisions of Regulation 25 of SEBI (LODR) Regulations2015. The Company has obtained requisite declaration to that effect from the saidDirectors.

Your Company has devised a Policy for determining qualificationspositive attributes of Directors performance evaluation of Independent Directors BoardCommittees and other individual Directors which also include criteria for performanceevaluation of the Non-Executive Directors and Executive Directors. While appointing andre-appointing Independent Directors the Board ensures that there is appropriate balanceof skills experience and knowledge to enable the Board to discharge its functions andduties effectively.

A matrix of the skills/expertise/competencies possessed by the Board ofDirectors is provided in the Corporate Governance report as mandated by the SEBI (LODR)Regulations 2015

In accordance with the provisions of Companies Act 2013 and Regulation17(10) of SEBI (LODR) Regulations 2015 the evaluation process for the performance of theBoard its Committees and individual Directors was carried out internally. The Boardevaluated its performance after seeking inputs from all the Directors on the basis ofcriteria such as the Board composition and structure effectiveness of board processesinformation and functioning etc.

The Company familiarizes its Directors including independent directorswith the Company their roles rights responsibilities in the Company nature of theindustry in which the Company operates business model of the Company etc. throughvarious programmes.

The familiarization program for Independent Directors is disclosed onthe Company's website under the web

In a separate meeting of Independent Directors held on 19thMarch 2021 performance of the Non-Independent Directors and the entire Board ofDirectors including the Executive Chairman and the Managing Director was evaluated. TheIndependent Directors were satisfied with the functioning of the Board and Committees. TheIndependent Directors appreciated the leadership role of the Executive Chairman and alsothe Managing Director in upholding the Group values and Corporate Governance standards.Performance evaluation of Independent directors was done by the entire Board excludingthe independent director being evaluated.

The results of the review by the Independent Directors was shared withthe Board of Directors. The Board of Directors have expressed their satisfaction with theevaluation results.

Key Managerial Personnel

The following are the Key Managerial Personnel of the Company in termsof the provisions of the Act read with the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 as on 31s' March 2021

• Capt. Vivek Kumar Singh Managing Director

• Mr. Rajesh Desai Chief Financial Officer

• Mr. Harshit Garg Company Secretary and Compliance Officer


The Company has adopted a policy for remuneration of Directors KeyManagerial Personnel and Senior Management of the company as well-defined criteria for theselection of candidates for appointment to the said positions which has been approved bythe Board. The criteria for selection of candidates for the above positions cover thevarious factors and attributes which are considered by the Nomination and RemunerationCommittee and the Board of Directors. The Nomination and Remuneration Policy of theCompany is available on the Company's website under the web


The Board meets at regular intervals to discuss and decide onCompany/business policy and strategy apart from other Board businesses. During the year2020-2021 the Board met six times. The details of the Board meetings and the attendanceof the Directors are provided in the Corporate Governance Report forming part of thisReport. The intervening gap between the meetings was within the period prescribed underthe Act and the SEBI (LODR) Regulations 2015 except in case of Board Meeting held on 21stJuly 2020 for which relaxation was granted by MCA and SEBI. Details of all theCommittees of the Board have been given in the Corporate Governance Report.


The Audit Committee comprises five members. The Chairperson of theCommittee is an Independent Director. The Committee met five times during the year.Details of the role and responsibilities of the Audit Committee the particulars ofmeetings held and attendance of the Members at such Meetings are given in the CorporateGovernance Report.


In accordance with the provisions of Regulation 21 of SEBI (LODR)Regulations 2015 your Company has set up a Risk Management Committee for periodicallyevaluating the various risks. Your company has also adopted Risk Management Policy whereinall associated business risks are factored identified and assessed. Your Company hasintroduced several improvements to drive a common integrated view of risks optimal riskmitigation responses and efficient management of internal control and assuranceactivities.


The Company's internal control systems are commensurate with the natureof its business and the size and complexity of its operations. These are routinely testedand certified by Statutory as well as Internal Auditors and cover all offices and keybusiness areas. The main thrust of Internal Auditor is to test and review controlsappraisal of risks and business processes beside benchmarking controls with bestpractices in the industry.

Significant audit observations and follow up actions thereon arereported to the Audit Committee. The Audit Committee reviews adequacy and effectiveness ofthe Company's internal control environment and monitors the implementation of auditrecommendations including those relating to strengthening the Company's risk managementpolicies and systems.


The Company's vigil mechanism allows the Directors and employees toreport their concerns about unethical behavior actual or suspected fraud or violation ofthe code of conduct/business ethics. The vigil mechanism provides for adequate safeguardsagainst victimization of the Director(s) and employee(s) who avail this mechanism. TheCompany has revised the Whistle Blower policy and has also inserted provisions forinstances of leakage of Unpublished price sensitive information in terms of SEBI (LODR)Regulations 2015 as amended from time to time.

All cases registered under Whistle Blower Policy of your Company are tobe reported to and are subject to the review of the Audit Committee The Whistle Bloweralso has access to the Chairperson of the Audit Committee in case they wish to report anyconcerns. The Policy on whistle blower may be accessed on the Company's policies.html


Respect and Integrity are a part of our Core values. These Valuesystems have been passed down to us by our Founding Father. Your Company firmly believesin providing a safe supportive environment where our values come to life through thesupporting behaviors. Your company also believes in providing and ensuring a workplacefree from discrimination and harassment based on gender thereby providing a friendlyworkplace environment. Your company has created a Policy for Prevention of SexualHarassment of Women at Workplace to seek recourse and redressal to instances of sexualharassment. An Internal Complaints Committee has been constituted in line with the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.

During the year ended 31st March 2021 the Company has not receivedany complaints pertaining to Sexual Harassment.


Quality integrity and safety have been core to the Company. We firmlybelieve that the pursuit of excellence is one of the most critical components for successin the competitive market and therefore the company consistently strive to adhere to thehighest quality standards. The Standard ISO 9001 2015 is valid up to 29thOctober 2021.


The Company has not accepted any deposits falling under the ambit ofSection 73 of the Companies Act 2013 (herein referred to as "The Act") and theRules framed thereunder during the year under review and as such no amount on account ofprincipal or interest on public deposits was outstanding as on the date of the balancesheet. Since the Company has not accepted any deposits during the Financial Year ended on31st March 2021 there has been no non-compliance with the requirements of theAct.


In accordance with Section 148 of the Companies Act 2013 and anyamendments thereto the Company is not required to maintain cost records in respect of theactivities carried on by your Company hence there is no applicability of maintaining costrecords or carry out cost audit.


As on 31st March 2021 the Company does not have anysubsidiary company and hence there is nothing to disclose.

The Company has one associate company namely Avana Logistek Limited.The company has an ownership interest of 29.22% in the associate company.

The Company also has one joint venture namely Shreyas -Suzue Logistics(India) Private Limited with a proportion of ownership interest of 50%.

The Policy for determining Material Subsidiaries adopted by the Boardpursuant to Regulation 16 of the SEBI (LODR) Regulations 2015 can be accessed oncompany's website


The Consolidated Financial Statements are prepared in compliance withthe applicable provisions of the Act including the relevant Accounting Standards specifiedunder Section 133 of the Act. The audited consolidated financial statements together withthe Auditor's Report thereon forms part of the Annual Report. Pursuant to Section 129 (3)of the Act a statement containing salient features of the financial statements ofAssociate and Joint venture company in the prescribed Form AOC-1 is given in this AnnualReport as Annexure 8.


To the best of their knowledge and belief and according to theinformation and explanations obtained by them your Directors make the following statementin terms of Section 134 (3)(c) and 134 (5) of the Companies Act 2013

a. that in the preparation of the annual accounts for the year ended31st March 2021 the applicable accounting standards had been followed along with properexplanation relating to material departures if any

b. that appropriate accounting policies have been selected and appliedconsistently. The Directors made judgments and estimates that are reasonable and prudentso as to give a true and fair view of the state of affairs of the company at the end ofthe financial year and of the profit and loss of the company for that period

c. that proper and sufficient care was taken for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguardingthe assets of the company and for preventing and detecting fraud and other irregularities

d. that the annual accounts are prepared on a going concern basis

e. that proper internal financial controls laid down by the Directorswere followed by the company and such internal financial controls are adequate and wereoperating effectively; and

f. that proper systems to ensure compliance with the provisions of allapplicable laws have been devised and that such systems were adequate and operatingeffectively.


Under the Notification No. GSR 1029 dated 31st December 1988companies are required to furnish prescribed information regarding conservation of energyand technology absorption. This however does not apply to your Company as the shippingindustry is not included in the Schedule to the relevant rules.

With regards to foreign exchange earnings and outgo for the currentyear 2020-2021 the position is as under


(' in lacs)

(i) Foreign exchange earnings including proceeds on sale of ship (on accrual basis) 23209
(ii) Foreign exchange outgo including operating components spare parts vessel funding and other expenditure in foreign currency (on accrual basis) 7264


Your Directors state no disclosure or reporting is required in respectof the following items as there were no transactions on these items during the year underreview

1. Issue of Equity Shares with differential rights as to dividendvoting or otherwise.

2. Issue of Equity Shares (including Sweat Equity Shares) to employeesof your Company under any scheme.

3. Your Company has not resorted to any buy back of its Equity Sharesduring the year under review.

4. Your Company does not have any subsidiaries. Hence neither theManaging Director nor any other Directors of your Company received any remuneration orcommission during the year from any of its subsidiaries.

5. No significant or material orders were passed by the Regulators orCourts or Tribunals which impact the going concern status and your Company's operations infuture.

6. No fraud has been reported by auditors under sub-section (12) ofsection 143 of the Companies Act 2013.


The Board's Report and Management Discussion & Analysis may containcertain statements describing the Company's objectives expectations or forecasts thatappear to be forward-looking within the meaning of applicable securities laws andregulations while actual outcomes may differ materially from what is expressed herein. TheCompany is not obliged to update any such forward-looking statements. Some importantfactors that could influence the Company's operations comprise economic developmentspricing and demand and supply conditions in global and domestic markets changes ingovernment regulations tax laws litigation and industrial relations.


Your Directors thank the Company's clients vendors charterersbusiness associates main line operators investors shareholders and bankers for theircontinued support during the year. It will be your Company's endeavor to build and nurturestrong links with them based on mutuality respect and co-operation with each other. YourDirectors take this opportunity to thank all employees for their hard work dedication andcommitment. The enthusiasm and unstinting efforts of the employees have enabled theCompany to remain at the forefront of the industry despite increased competition fromseveral existing and new players.

Your Directors place on record their appreciation for the support andcontinued co-operation that the Company received from the Government of India theMinistry of Ports Shipping and Waterways the Ministry of Finance the Ministry ofCorporate Affairs the Directorate General of Shipping the Mercantile Marine Departmentthe Stock Exchanges the Reserve Bank of India the Central Board of Excise and Customsand other Government agencies. Your Directors also express their sincere thanks to theIndian National Shipowners Association Port authorities Insurance companies Protectionand Indemnity clubs for their continued support during the year.

For and on behalf of the Board of Directors
Place Mumbai Capt. Vivek Kumar Singh Satish Kumar Pillania
Date 26th May 2021 Managing Director Director
DIN 07835635 DIN 03233212