Mar 31, 2025
The Directors have pleasure in presenting before you the Annual Report of the Company
together with audited annual financial statements, for the year ended March 31, 2025.
The performance during the year ended March 31, 2025 has been as under:
|
Particulars |
FY 2024-25 |
FY 2022-23 |
|
Sales & other Income (Net) |
106,08,11.498 |
189,66,82,430 |
|
Expenses |
102,15,75,493 |
183,78,20,798 |
|
Profit Before Tax |
3,92,36,005 |
5,88,61,632 |
|
Less: Provision for Tax |
1,03,49,318 |
1,50,50,222 |
|
Profit after Tax |
2,88,86,687 |
4,38,11,410 |
|
Add: Profit brought forward |
4,58,83,380 |
8,66,06,985 |
|
Amount available for |
7,47,70,067 |
13,04,18,380 |
|
Appropriations: |
||
|
Dividend paid |
- |
- |
|
Tax on dividend |
- |
- |
|
Bonus Issue |
- |
8,45,35,000 |
During the year under consideration, your company has earned a total income of Rs.
106,08,11,498/- as compared to Rs. 189,66,82,430/- of previous year and earned profit
after tax of Rs. 2,88,86,687/- during the year as against Rs. 4,38,11,410/- that of previous
year.
The Company does not have a Subsidiary Company, an Associate Company or a Joint
Venture.
The Company does not have a Subsidiary Company, an Associate Company or a Joint
Venture.
The company has not transferred any amounts to reserves during the year.
Considering the performance of the Company and long term plans, it was thought
desirable to retain the earnings of the company. Hence the Directors have not
recommended dividend for the year ended on March 31,2025.
The Authorized Share Capital of the Company as on March 31, 2025 was Rs 25,00,00,000/-
divided into 2,50,00,000 shares of Rs 10/- each.
During the year under review, the Company raised funds through Initial Public Offering
and the paid up capital of the Company was increased from Rs. 14,34,42,000 divided
into 1,43,44,200 Equity Shares of Rs. 10 each to Rs. 19,65,42,000 divided into 1,96,54,200
Equity Shares of Rs. 10 each.
During the year under review Company had issue 53,10,000 Equity Shares of Rs. 10/- each
at a price of Rs.44/- (Including premium of Rs. 34/- per share) through Initial Public
Offering.
The Company''s shares are listed on BSE SME platform on March 5, 2025 with ISIN
INE0RXS01018& Script Code: 544372
There are no material changes and commitment affecting the financial position of the
Company till the date of this report.
Dr Aditya Narayandas Daultabadkar, Non-Executive Director being liable to rotation, is
eligible to get re-appointed.
The company being a BSE Listed company the details of appointment and or resignation
of Key Managerial Personnel as required under Rule 8(5) (iii) of the Companies (Accounts)
Rules, 2014 are applicable.
Followina Kev Manaaerial Personnel have been aDDointed on the Board:
|
Name |
Designation |
Date ot Appointment |
|
CS Neetika Sanket Sakla |
Company Secretary |
28.04.2023 |
|
CA Vijay Dwarkadas Shah |
Independent Director |
12.06.2023 |
|
Dr Aditya Narayandas Daultabadkar |
Independent Director |
12.06.2023 |
|
Mrs Neha Nagar |
Woman Independent Director |
12.06.2023 |
|
Mr. Ronak Harish Parekh |
CEO |
28.11.2023 |
|
Mr. Navneetdas Vallabhdas Parekh |
CFO |
10.07.2023 |
|
Mr. Alok Parekh |
Managing Director |
15.05.2023 |
Details of Board Meetings held during the financial year 2024-25 as required u/s 134(3) (b) of
the Companies Act, 2013 are as under:
|
Sr No |
Date of Meetings |
|
1 |
10/04/2024 |
|
2 |
22/04/2024 |
|
3 |
30/04/2024 |
|
4 |
01/08/2024 |
|
5 |
16/08/2024 |
|
6 |
28/08/2024 |
|
7 |
04/09/2024 |
|
8 |
05/09/2024 |
|
9 |
14/10/2024 |
|
10 |
09/12/2024 |
|
11 |
12/12/2024 |
|
12 |
24/12/2024 |
|
13 |
25/12/2024 |
|
14 |
24/01/2025 |
|
15 |
27/01/2025 |
|
16 |
30/01/2025 |
|
17 |
17/02/2025 |
|
18 |
20/02/2025 |
|
19 |
03/03/2025 |
|
20 |
04/03/2025 |
Details regarding attendance of the Directors at the Board Meetings held during the
Financial Year 2024-25 and at the last Annual General Meeting held on September 30, 2024
nrp niVf^n hplow
|
Name |
Category |
Attendance at Board Attendance at AGM |
||
|
Alok Parekh |
Managing Director |
20 |
20 |
Yes |
|
Ronak Parekh |
Whole Time |
20 |
20 |
Yes |
|
Neha Nagar |
Independent Director |
20 |
7 |
No |
|
Vijay Dwarkadas |
Independent Director |
20 |
6 |
No |
|
Aditya Narayandas |
Non-Executive Director |
20 |
6 |
Yes |
All Independent Directors of the Company have given their respective declaration as
required under Section 149(7) of the Act to the effect that they meet the criteria of
independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the
Listing Regulation.
Furthermore, they have affirmed their adherence to the Code of Conduct outlined in
Schedule IV of the Act. These declarations include confirmations that they are not
barred from holding the office of director by any SEBI order or any other authoritative
body and have maintained their registration with the database of the Indian Institute of
Corporate Affairs (IICA).
The Board based on thorough evaluation, is of the opinion that all independent directors
consistently demonstrate integrity, expertise, and experience, significantly contributing to
the governance of the Company. Additionally, all directors of the Company have
confirmed that there are no disqualifications against them for appointment as directors,
in accordance with Section 164 of the Act.
|
Name |
Position in the |
|
Vijay Shah |
Chairman |
|
Neha Nagar |
Member |
|
Alok Parekh |
Member |
⢠Nomination and Remuneration Committee
|
Name |
Position in the |
|
Neha Nagar |
Chairman |
|
Vijay Shah |
Member |
|
Aditya Daultabadkar |
Member |
⢠Stakeholderâs Relationship Committee
|
Name |
Position in the |
|
Committee |
|
|
Neha Nagar |
Chairman |
|
Alok Parekh |
Member |
|
Ronak Parekh |
Member |
⢠CSR Committee
|
Name |
Position in the |
|
Neha Nagar |
Chairman |
|
Aditya Daultabadkar |
Member |
|
Ronak Parekh |
Member |
1) Oversight of the listed entity''s financial reporting process and the disclosure of its
financial information to ensure that the financial statement is correct, sufficient and
credible;
2) Recommendation for appointment, remuneration and terms of appointment of
auditors of the listed entity;
3) Approval of payment to statutory auditors for any other services rendered by the
statutory auditors;
4) Reviewing, with the management, the annual financial statements and auditor''s
report thereon before submission to the board for approval, with particular reference
to:
i. Matters required to be included in the Director''s Responsibility Statement to be
included in the Board''s report in terms of clause (c) of sub-section 3 of section 134
of the Companies Act, 2013;
ii. Changes, if any, in accounting policies and practices and reasons for the same;
iii. Major accounting entries involving estimates based on the exercise of judgment
by management;
iv. Significant adjustments made in the financial statements arising out of audit
findings;
v. Compliance with listing and other legal requirements relating to financial
statements;
vi. Disclosure of any related party transactions;
vii. Modified opinion(s) in the draft audit report.
5) Reviewing, with the management, the half yearly financial statements before
submission to the board for approval.
6) Reviewing, with the management, the statement of uses / application of funds raised
through an issue (public issue, right issue, preferential issue, etc.), the statement of
funds utilized for purposes other than those stated in the offer document/Draft
Prospectus/ Prospectus /notice and the report submitted by the monitoring agency
monitoring the utilization of proceeds of a public or rights issue, and making
appropriate recommendations to the Board to take up steps in this matter.
7) Review and monitor the auditor''s independence, performance and effectiveness of
audit process.
8) Approval or any subsequent modification of transactions of the company with
related parties;
9) Scrutiny of inter-corporate loans and investments;
10) Valuation of undertakings or assets of the company, wherever it is necessary;
11) Evaluation of internal financial controls and risk management systems;
12) Reviewing, with the management, performance of statutory and internal auditors,
adequacy of the internal control systems
13) Reviewing the adequacy of internal audit function, if any, including the structure of
the internal audit department, staffing and seniority of the official heading the
department, reporting structure coverage and frequency of internal audit.
14) Discussion with internal auditors any significant findings and follow up there on.
15) Reviewing the findings of any internal investigations by the internal auditors into
matters where there is suspected fraud or irregularity or a failure of internal control
systems of a material nature and reporting the matter to the board.
16) Discussion with statutory auditors before the audit commences, about the nature and
scope of audit as well as post-audit discussion to ascertain any area of concern.
17) To look into the reasons for substantial defaults in the payment to the depositors,
debenture holders, shareholders (in case of non-payment of declared dividends) and
creditors.
18) To review the functioning of the Whistle Blower mechanism.
19) Approval of appointment of CFO (i.e., the whole-time Finance Director or any other
person heading the finance function or discharging that function) after assessing the
qualifications, experience & background, etc. of the candidate.
20) Carrying out any other function as is mentioned in the terms of reference of the Audit
Committee.
21) Reviewing the utilization of loans and/ or advances from/investment by the holding
company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the
subsidiary, whichever is lower including existing loans / advances / investments
existing as on the date of coming into force of this provision
22) Consider and comment on rationale, cost-benefits and impact of schemes involving
merger, demerger, amalgamation etc., on the listed entity and its shareholders.
23) Carrying out any other functions required to be carried out by the Audit Committee
as contained in the Listing Regulations or any other applicable law, as and when
amended from time to time.
During the year under review, there have been 5 meetings of Audit Committee.
⢠Formulation of the criteria for determining qualifications, positive attributes and
independence of a director and recommend to the Board a policy, relating to the
remuneration of the directors, key managerial personnel and other employees;
⢠Formulation of criteria for evaluation of Independent Directors and the Board;
⢠Devising a policy on Board diversity
⢠Identifying people who are qualified to become directors and who may be appointed
in senior management in accordance with the criteria laid down and recommend their
appointment to the Board.
During the year under review, there was no meeting of Nomination and Remuneration
Committee.
The Nomination & Remuneration Committee (NRC) has adopted a policy which, inter-alia,
deals with the manner and selection of Board of Directors and Key Managerial Personnel
and their remuneration.
The Non-Executive Directors shall be of high integrity with relevant expertise and experience
so as to have a diverse Board.
In case of appointment of Independent Directors, the NRC shall satisfy itself with regard to
the independent nature of the Directors vis-a-vis the Company so as to enable the Board to
discharge its function and duties effectively.
The NRC shall ensure that candidate identified for appointment as a Director is not
disqualified for appointment under Section 164 of the Companies Act, 2013.
The NRC shall consider the following attributes / criteria, whilst recommending to the Board
the candidature for appointment as Director:
⢠Qualification, expertise and experience of the Directors in their respective fields;
⢠Personal, Professional or business standing.
Pursuant to the provisions of the Act, the Board has carried out the annual performance
evaluation of its own performance, the Directors individually as well as the evaluation of the
working of its committees.
A structured questionnaire was prepared after taking into consideration inputs received from
the Directors, covering various aspects of the Board''s functioning such as adequacy of the
composition of the Board and its Committees, Board culture, execution and performance of
specific duties, obligations and governance.
A separate exercise was carried out to evaluate the performance of individual Directors
including the Chairman of the Board, who were evaluated on parameters such as level of
engagement and contribution, independence of judgement, safeguarding the interest of
the Company and its minority shareholders etc.
The performance evaluation of the Independent Directors was carried out by the entire
Board. The performance evaluation of the Chairman and the Non-Independent Directors
was carried out by the Independent Directors who also reviewed the performance of the
Secretarial Department. The Directors expressed their satisfaction with the evaluation
process.
Previous yearâs observations and actions taken: Since no observations were received, no
actions were taken.
Proposed actions based on current year observations: Since no observations were received,
no actions were taken.
The details of remuneration paid / payable to the executive directors for financial year 2024-
ic nc i inHor
|
Particulars |
Alok Parekh, |
Managing |
Ronak Parekh, Whole-Time |
|
Salary |
27,00,000 |
27,00,000 |
|
|
Contribution to Provident & |
- |
- |
|
|
Gratuity |
- |
- |
The details of remuneration naid / navable to Kev Manaaerial Personnel is ns under:
|
Particulars |
Neetika Sakla, Company |
Navneetdas Parekh, CFO |
|
Salary |
1,45,600 |
30,00,000 |
|
Contribution to Provident & |
- |
- |
|
Gratuity |
- |
- |
The details of sitting fees paid / payable to Non-Executive Directors is as under:
|
Particulars |
Neha Nagar, |
Vijay Shah, |
Aditya Daultabadkar, Non-Executive Director |
|
Salary |
- |
- |
- |
|
Contribution to |
|||
|
Gratuity |
- |
- |
- |
As the company does not have any Holding or Subsidiary Company, the provisions of this
Section do not apply to the company.
There is no employee in the Company drawing remuneration aggregating to Rs. 8.50 lacs
or above per month or Rs. 1.02 crore or above per annum.
The information required under the provisions of Section 197 of the Companies Act, 2013
read with Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is given as below:
The percentage increase in remuneration of each Director, Chief Financial Officer and
Company Secretary during the financial year 2024-25, ratio of the remuneration of each
Director to the median remuneration of the employees of the Company for the financial
year 2024-25 and the comparison of remuneration of each Key Managerial Personnel
(KMP) against the performance of the Company are as under:
|
Name of Director/ |
Designation |
% Increase in |
Ratio of |
|
Alok Parekh |
Managing Director |
NIL |
2.98 |
|
Ronak Parekh |
Whole Time Director & CEO |
NIL |
2.98 |
|
Navneetdas |
CFO |
NIL |
3.31 |
|
Vijay Dwarkadas |
Independent Director |
NIL |
NIL |
|
Neha Nagar |
Independent Director |
NIL |
NIL |
|
Aditya Narayandas |
Non-Executive Director |
NIL |
NIL |
Notes:
I. Remuneration to Non-executive & Independent Directors includes only sitting fees and
annual commission.
II. Increase or decrease in their remuneration is due to increase or decrease in the meetings
held/attended during the year.
III. The median remuneration of employees of the Company during the financial year was Rs.
75,500/- per month.
IV. In the financial year, there was increase/decrease of 125% p.m. in the median
remuneration of employees;
V. There were 11 permanent employees (including KMPs) on the rolls of Company as on
March 31, 2025.
VI. Average percentage increase/decrease made in the salaries of employees other than
the managerial personnel in the last financial year i.e. 2024-25 was 49% whereas the increase
in the managerial remuneration for the same financial year was NIL
VII. Remuneration paid is as per the Remuneration Policy for Directors, Key Managerial
Personnel and other Employees.
VIII. None of the Directors of the Company are in receipt of any commission from the
Company.
As per provision of Section 197 of the Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, particulars of the
employees are required to be annexed in respect of the employees of the Company who
were in receipt of total remuneration of Rs. 1.02 Crores per annum or 8.50 Lakh per month.
During the financial year, there is no employee drawing remuneration as above.
The company has been addressing various risks impacting the company and the policy
of the company on risk management is provided as required under the provisions of
Section 134(3) (n) as under:
The company has established a risk management policy commensurate with the size and
pursuant to the nature of business of the company. The Company is also in the process of
skill development of the employees to improve the quality and efficiency.
The operational risks of fire and accidents etc are mitigated through insurance cover,
safety norms and continued training to employees. Further, the company has entered
into a Debtors Insurance Contract with a leading Insurance Company which covers the
entire risk of non-realization of debtors.
The Company has not accepted any deposits under the provisions of Section 73 of the
Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014 as
amended.
Information required under section 134(3)(m) of the Companies Act, 2013 read with Rule
8 of the Companies (Accounts) Rules, 2014, is given herein below:
The Company is not covered under the list of specified industries, however required
conservation measures are already taken to insure power consumption to the extent
necessary.
Since no Technology has been acquired by the Company, the question of
Technology Absorption, Adaption and Innovation does not arise.
Foreign exchange earned in terms of actual inflows during the year and the foreign
exchange outgo during the year in terms of actual outflows.
|
Particulars |
2024-25 |
2023-24 |
|
Foreign Exchange Earnings |
NIL |
NIL |
|
Foreign Exchange Outgo in |
NIL |
NIL |
The company has spent the CSR amount to the tune of Rs. 6,00,000/- by making payment
of same to Shreeyash Pratishthan a CSR registered trust having CSR registration number
CSR00020854.
The company has formed the CSR Committee amongst its Board of Directors and the
committee has drawn out the CSR Policy according to the Companies Act. 2013. The
Disclosure of CSR expenditure is annexed in "Annexure I".
Pursuant to the provisions of Section 204 of the Act and The Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the Company appointed M/s D
Maurya & Associates, Company Secretaries in Practice to undertake the Secretarial Audit
of the Company for the FY 2024- 25. The Report of the Secretarial Audit Report is annexed
herewith as âAnnexure II"
A detailed report on Management Discussion and Analysis (MDA) Report is included in
this Report as âAnnexure IIIâ.
Since the Company is listed on SME platform of BSE., the provisions of Corporate
Governance are not applicable on the Company.
During the year under review, pursuant to the provisions of the Section 143(12), the
Statutory Auditors and the Secretarial Auditors have not reported any instances of frauds
committed in the Company by its officers or employees.
Pursuant to the provisions of section 139 of the Act and the rules framed thereafter, M/s S
FI Dama & Associates (Firm Registration No 125932W) were appointed as Statutory
Auditors in the Annual General Meeting for a period of five years.
The Statutory Auditors Report to the shareholders of the Company does not contain any
qualification, adverse remarks or observation.
During the year under review, M/s R I Nilange & Co, Chartered Accountant had been
appointment as Internal Auditor of the Company for F.Y. 2024-25.
Pursuant to the requirement of section 134(5) of the Companies Act, 2013, the Directors
state that:
a) in the preparation of the Annual Accounts for the year 31.03.2025, the applicable
Accounting Standards had been followed along with proper explanation relating to
material departures:
b) the directors had selected such accounting policies and applied them consistently and
made judgments and estimates that are reasonable and prudent so as to give a true
and fair view of the state of affairs of the Company at the end of the financial year and
of the profit of the Company for the period;
c) the directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;
d) the directors had prepared the annual accounts on a going concern basis;
e) the directors have devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating effectively
In accordance with the Act, the annual return in the prescribed format is available on the
website of the Company at https://shreenathpapcr.com/
The Company has not given any loan or guarantee or security or made any financial
investment during the financial year.
The Company did not enter into any materially significant related party transactions,
which had potential conflict with the interest of the Company at large. The related party
transactions entered into with the related parties as defined under the Act during the
financial years were in the ordinary course of business and at arms'' length basis, the
same have been approved by the Audit Committee/ Board of Directors. Transactions
with the related parties are disclosed under Notes forming part to the financial
statements in the Annual Report and disclosed in Form AOC-2 in Annexure IV of the
Report. The Board of Directors have approved a policy of related party transactions
which has been uploaded on the website of the Company at
https://shreenathpaper.com/
The Company is expected to have material transaction with M/s Sunrise International,
related party in FY 2025-26 in terms of SEBI (LODR) Regulations. The said transactions are
subject to approval of shareholders in the ensuing Annual General Meeting.
30. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYâS OPERATIONS IN
FUTURE:
There were no instances during the year attracting the provisions of Rule 8(5)(vii) of the
Companies (Accounts) Rules, 2014.
Internal Control Systems and their Adequacy;
Management has put in place effective Internal Control Systems which are
commensurate with nature and size of business to provide reasonable assurance for:
⢠Safeguarding Assets and their usage.
⢠Maintenance of Proper Accounting Records and
⢠Adequacy and Reliability of the information used for carrying on Business
Operations.
Proper and appropriate mechanism and systems are in place to monitor and review
financial transactions on periodic basis.
There is no deviation or variation in utilization of fund raised through public issue as
mentioned in Prospectus dated February 17, 2025.
The Company has established a vigil mechanism, through a Whistle Blower Policy, where
Directors and employees can voice their genuine concerns or grievances about any
unethical or unacceptable business practice. A whistle-blowing mechanism not only
helps the Company in detection of fraud, but is also used as a corporate governance
tool leading to prevention and deterrence of misconduct.
It provides direct excess to the employees of the Company to approach the
Compliance Officer or the Chairman of the Audit Committee, where necessary. The
Company ensures that genuine Whistle Blowers are accorded complete protection from
any kind of unfair treatment or victimization. The Whistle Blower Policy is disclosed on the
website of the Company at www.shreenathpaper.com
The following is a summary of sexual harassment complaints received and disposed off
during the year 2024-25;
No of complaints received: NIL
No of complaints disposed off: NIL
There were no frauds reported by the auditors under Section 143(12) of the Companies
Act, 2013
Directors take this opportunity to express their sincere appreciation for the services
rendered by the Company''s Bankers, Consultants and Advisors, Material Suppliers,
Customers and Shareholders for their continued support and guidance. The Directors wish
to place on record their appreciation for the dedicated efforts put in by the employees
of the Company at all levels.
Alok Navneetdas Parekh Ronak Harish Parekh
Managing Director Whole-Time Director & CEO
DIN:03467607 DIN: 05319641
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