Dear Shareholders,
Your Directors have pleasure in presenting the 39thAnnual Report and Audited Financial
Statements of the
Company for the year ended 31st March, 2025. The summarized financial results are given
below:
SUMMARISED FINANCIAL RESULTS:
(Rs. In Lacs)
Particulars |
2024-25 |
2023-24 |
| Net Sales |
1210.16 |
1337.49 |
| Other Income |
61.24 |
51.30 |
| Total Income |
1271.41 |
1388.79 |
Expenses |
|
|
| Operating Expenditure |
726.16 |
877.20 |
| Changes in inventories of finished goods and work-in-process and |
18.63 |
(21.35) |
| stock-in-trade |
|
|
| Employee benefits expenses |
170.56 |
172.29 |
| Depreciation and amortization expense |
13.69 |
13.17 |
| Other expenses |
153.57 |
171.76 |
| Profit / (loss) from operations before extra-ordinary/exceptional items |
188.79 |
175.73 |
| and tax |
|
|
| Exceptional Items |
0.00 |
0.00 |
| Tax Expense: Current Tax |
50.00 |
42.53 |
| Deferred tax (credit) /charge |
61.08 |
24.45 |
| lncome-Tax of Earlier Year |
- |
(0.40) |
| Net Profit / (toss) for the period |
77.71 |
109.16 |
OPERATIONS
During the year ended 31st March, 2025, gross receipts of the Company was Rs. 1271.41
lacs against
Rs. 1388.79 lacs of the previous year, depreciation amounted to Rs. 13.69 lacs (against
Rs. 13.17 lacs in last year) and Net Profit is Rs. 77.71 lacs as against 109.16 lacs in
last year.
DETAILS OF MATERIAL CHANGES FROM THE END OF THE FINANCIAL YEAR TILL THE DATE OF
THIS REPORT:
No material changes and commitments have occurred after the closure of the Financial
Year 2024-2025 till the date of this Report, which would affect the financial position of
your Company.
We hope with constant monitoring, your Company will be able to achieve better revenue
in next year.
DIVIDEND:
The Board of Directors after considering various factors including expansion and to
conserve resources, has deemed it prudent not to recommend any final dividend on equity
shares for the year ended 31st March,
2025.
TRANFSER TO RESERVES:
The Board of Directors of the Company has not recommended transfer of any amount to the
General Reserve for the Financial Year ended March 31, 2025.
SHARE CAPITAL:
The Paid-up Equity Share Capital of the Company as on 31st March, 2025 was Rs.
6,89,00,000 divided into 68,90,000 Equity shares having face value of Rs. 10 each. During
the year under review, the Company has not issued any shares with rights, sweat equity
shares and equity shares under Employees Stock
Option Scheme.
As on 31st March, 2025, the existing shares held by promoters were 20,32,846 equity
shares constituting 29.50% of total share capital and the existing shares held by public
were 48,57,154 equity shares constituting 70.50% of total share capital of the company.
HEALTH, SAFETY AND ENVIRONMENT:
Top priority continues to be given to environmental protection for all the units of the
Company by keeping emission levels to the minimum possible. Adequate Insurance cover has
been taken for properties of the Company including Buildings, Plant & Machineries,
Stocks and other assets.
The report on Management's Discussion and Analysis includes observations on health,
safety and environment compliances by the Company.
All Plant sites of the Company are environment regulations compliant.
PUBLIC DEPOSITS:
The Company has not accepted or renewed any amount falling within the purview of
provisions of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of
Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing
of details of deposits which are not in compliance with the Chapter V of the Act is not
applicable.
LISTING OF SECURITIES AND FEES:
The Company's Equity Shares are listed on Bombay Stock Exchange Ltd. Your company has
already paid
Listing Fees for the financial year 2024-2025.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN ECHANGE EARNINGS AND
OUTGO:
Particulars in respect of conservation of energy, technology absorption and foreign
exchange earnings and outgo, as required under Section 134(3) (m) of the Companies Act,
2013 read with the Companies (Accounts) Rules, 2014 are set out as follows.
A. INFORMATION OF CONSERVATION ENERGY:
The particulars of additional requirement proposed by the Companies (Amendment) Act,
1988 and the Companies (disclosures of particulars of the report of the Board of
Directors) Rules 1988 in respect of the conservation of Energy do not apply to the
products of your Company.
B. INFORMATION OF TECHNOLOGY ABSORPTION:
The Company had initially entered into a Technological Collaboration with BAUKU of
Germany and the Company has deputed their engineers for training at the collaborator's
plant. The engineers have been trained in process control, production, maintenance and
other technology aspects. The Company has absorbed closely guarded technology enabling in
to produce wide range of plastic pipes which require much less raw material than any
comparable product. This has enabled the Company to produce pipes and tanks for
applications such as sewerage schemes, effluent disposal projects, storage tanks for
chemicals etc.
INFORMATION OF FOREIGN EXCHANGE EARNED AND OUTGO:
During the year under review your Company has neither spent any amount in foreign
exchange nor earned any amount in foreign exchange.
SEGMENT REPORTING:
Your Company's main business is "Polymer Processing" and all other activities
of the company revolve around this main business. As such there are no separate reportable
segments within the Company and hence, the segment wise reporting as defined in Ind AS 108
Operating Segments (Accounting Standards
17) is not applicable to the Company.
SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:
Your company does not have any subsidiary, joint ventures or associate companies.
CHANGE IN THE NATURE OF BUSINESS, IF ANY:
There was no change in the nature of business of your Company during the Financial Year
ended 31st March, 2025.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION
No material changes and commitments, affecting the financial position of the Company
occurred between the end of the Financial Year of the Company i.e. 31st March, 2025.
CORPORATE GOVERNANCE:
Since, the paid- up capital of the Company is less than 10 Crores and Net worth is less
than 25 Crores, the provisions of the Corporate Governance as stipulated under Regulation
15(2) of SEB] (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not
applicable to the Company.
Therefore, taking Auditors Certificate on Corporate Governance as required under
Schedule V of SEBI
(Listing Obligations & Disclosure Requirements) Regulations, 2015 is not applicable
to the Company.
AUDITORS:
STATUTORY AUDITORS AND AUDITORS' REPORT:
M/s Akshay Kirtikumar & Associates LLP, Chartered Accountants (ICAI Firm
Registration Number 138182W/
W100760) were appointed as the Statutory Auditors of the Company to hold office for a
term of 5 years from the conclusion of the 38th Annual General Meeting (AGM) held on 27th
September, 2024 till the conclusion of the 43rd Annual General Meeting to be held in the
year 2029.
The Statutory Auditors, M/s Akshay Kirtikumar & Associates LLP, Chartered
Accountants have issued their reports on Standalone Financial Statements for the financial
year 2024-2025.
The Auditors' Report for FY 2024-2025 is unmodified i.e. it does not contain any
qualification, reservation or adverse remark or disclaimer.
No frauds have been reported by the Statutory Auditors during the financial year
2023-2024 pursuant to the provisions of Section 143(12) of the Companies Act, 2013.
SECRETARIAL AUDITOR:
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed Mr. Ritesh Sharma,
(Certificate Practicing Company Secretary of Practice Number: 20742) to undertake the
Secretarial Audit of the Company. The Company has annexed to this Board's Report as
Annexure III, a Secretarial Audit Report for the Financial Year 2024-2025 given by the
Secretarial Auditor. The Secretarial Audit Report does not contain any qualification,
reservation or adverse remark or disclaimer.
ANNUAL SECRETARIAL COMPLIANCE REPORT:
The Annual Secretarial Compliance Report under Regulation 24A of SEBI (Listing
Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 read with SEBI
circular no: CIR/ CFD/CMD1/27/2019 dated 08th February, 2019, BSE circular no.
LIST/COMP/10/2019-20 dated 9th May, 2019 and BSE circular no LIST/COMP/12/2019-20 dated
14May, 2019 is not applicable to the Company due to exemption under Regulation 15(2) of
SEBI (LODR) Regulations, 2015.
REPORTING OF FRAUDS BY AUDITORS:
During the year under review, the Statutory Auditors and Secretarial Auditor have not
reported any instances of frauds committed in the Company by its Officers or Employees to
the Audit Committee under section
143(12) of the Companies Act, 2013.
POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:
Including criteria for determining qualification, positive attributes, and independence
of a Director, policy relating to remuneration for Directors, Key Managerial Personnel and
other employees.
Policy on Directors' Appointment
Policy on Directors' appointment is to follow the criteria as laid down under the
Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations,
2015. Emphasis is given to persons from diverse fields or professions.
Policy on Remuneration
Guiding Policy on remuneration of Directors, Key Managerial Personnel and employees of
the Company is that –
There has never been union since incorporation and is not likely to be there in view of
cordial relation with workers. As such the Board felt that there is no need to form policy
for unionized workers.
Remuneration to Key Managerial Personnel, Senior Executives, Managers, Staff and
Workmen is industry driven in which it is operating taking into account the performance
leverage and factors such as to attract and retain quality talent.
For Directors, it is based on the shareholders resolutions, provisions of the Companies
Act, 2013 and Rules framed therein, circulars and guidelines issued by Central Government
and other authorities from time to time.
MANAGEMENTS' DISCUSSION AND ANALYSIS REPORT:
Managements' Discussion and Analysis Report for the year under review, as stipulated
under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is
presented in a separate section forming part of the Director's Report.
KEY MANAGERIAL PERSONNEL:
The following have been designated as the Key Managerial Personnel of the Company
pursuant to Sections 2(51) and 203 of the Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014:
| (a) Mrs. Soniya P. Sheth |
Managing Director |
| (b) Ms. Unnati P. Sheth |
Chief Financial Officer |
| (c) Ms. Padmini Ravindran |
Company Secretary |
DIRECTORS AND KEY MANAGERIAL PERSONNEL: DIRECTORS:
The composition of the Board of Directors of the Company is in accordance with the
provisions of Section 149 of the Act and Regulation 17 of the Listing Regulations, with an
appropriate combination of Executive, Non-Executive and Independent Directors.
The Board of Directors comprises of 4 Members, consisting of One Managing Director, Two
Non-Executive & Independent Directors and One Non-Executive Non-Independent as on 31st
March, 2025.
The Board of Directors at its meeting held on 28th May, 2025 has appointed Mr Chidamber
A Rege as Additional Non Executive Independent Director subject to the approval of member
at the ensuing Annual General Meeting.
RETIREMENT BY ROTATION:
In terms of Section 152 of the Act, Mrs. Soniya P. Sheth retires by rotation at the
ensuing Annual General
Meeting (AGM) of the Company and being eligible, has offered for her reappointment.
Mrs. Soniya P Sheth has consented to act as disqualified director and not from
being re-appointed as
Director in terms of Sections 164 and 165 of the Act read with applicable rules made
thereunder. She is not debarred from holding the office of Director by virtue of any order
issued by SEBI or any other such authority.
She is spouse of Mr. Pravin V. Sheth hence they are related to each other.
In accordance with the provisions of Section 149(10) and (11) of the Companies Act,
2013 and the applicable provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, Mr. Rajender Sharma
(DIN No 07241852), Independent Director of the Company, has completed two consecutive
terms of five years each on the Board of the Company. Accordingly, he is not eligible for
re-appointment as an Independent Director, and will retire from the Board after the
conclusion of the ensuing Annual General Meeting.
The Board places on record its sincere appreciation and gratitude for the valuable
contributions, guidance, and dedicated service rendered by Mr. Rajender Sharma during his
tenure. His expertise and insights have greatly benefited the deliberations and decisions
of the Board and its Committees.
Appointment/Re-appointment/Cessation
During the year, there was no change in composition of board of directors of the
company.
The board of directors at its meeting held on 17th May, 2024 proposed the reappointment
of Mrs. Soniya P.
Sheth as Managing Director for the period of five years and was approved by the
shareholders at the AGM held on 27th September, 2024.The terms and conditions for
reappointment and remuneration details are mentioned in the explanatory statement which
forms the part of notice.
DECLARATION OF INDEPENDENCE BY THE INDEPENDENT DIRECTORS:
The Company has received declarations from all the Independent Directors of the Company
confirming that they meet the criteria of independence as prescribed both under the
Companies Act, 2013 and Listing Regulations.
The Board is of the opinion that the Independent Directors of the Company hold highest
standards of integrity and possess requisite expertise and experience required to fulfil
their duties as Independent Directors.
In terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the
Company have confirmed that they have registered themselves with the databank maintained
by The Indian Institute of Corporate Affairs,
Manesar ("IICA").
The Independent Directors are also required to undertake online proficiency
self-assessment test conducted by IICA within a period of 2 (two) years from the date of
inclusion of their names in the data bank, unless they meet the criteria specified for
exemption.
The Independent Directors of the Company are exempt from the requirement to undertake
online proficiency self-assessment test.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to the requirements of Section 134(3)(c) and 134(5) of the Companies Act, 2013
and on the basis of explanation and compliance certificate given by the executives of the
Company, and subject to disclosures in the Annual Accounts and also on the basis of
discussions with the Statutory Auditors of the Company from time to time, we state as
under:
That in the preparation of the accounts for the financial period ended 31st March,
2025, the applicable accounting standards have been followed along with proper explanation
relating to material departures; That the Directors have selected such accounting policies
and applied them consistently and made judgments and estimates that were 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 or loss of the Company for the period under
review;
That the Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities;
That the Directors have prepared the annual accounts for the financial period ended
31st March, 2025 on a 'going concern' basis.
The Directors have laid down internal financial controls to be followed by the Company
and that such internal financial controls are adequate and are operating effectively; and
The Directors have devised proper system to ensure compliance with the provisions of
all applicable laws and that such systems are adequate and operating effectively.
ANNUAL EVALUATION BY THE BOARD OF ITS OWN PERFORMANCE, ITS COMMITTEES AND
INDIVIDUAL DIRECTORS:
The Nomination and Remuneration Policy of your Company empowers the Nomination and
Remuneration
Committee to formulate a process for effective evaluation of the performance of
Individual Directors,
Committees of the Board and the Board as a whole.
The Board of Directors formally assess their own performance based on parameters which,
inter alia, include performance of the Board on deciding long term strategies, rating the
composition and mix of Board members, discharging of governance and fiduciary duties,
handling critical and dissenting suggestions, etc.
The parameters for performance evaluation of the Directors include contributions made
at the Board meeting, attendance, instances of sharing best and next practices, domain
knowledge, vision, strategy, engagement with senior management etc.
Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the
Board has carried out an annual evaluation of its own performance and that of its
Committees as well as performance of all the Directors individually.
Evaluation of Committees:
The performance evaluation of Committees was based on criteria such as structure and
composition of
Committees, attendance and participation of member of the Committees, fulfilment of the
functions assigned to Committees by the Board and applicable regulatory framework,
frequency and adequacy of time allocated at the Committee Meetings to fulfil duties
assigned to it, adequacy and timeliness of the Agenda and
Minutes circulated, comprehensiveness of the discussions and constructive functioning
of the Committees, effectiveness of the Committee's recommendation for the decisions of
the Board, etc.
Evaluation of Directors and Board:
A separate exercise was carried out by the Governance, Nomination and Remuneration
Committee ("GNRC") of the Board to evaluate the performance of Individual
Directors. The performance evaluation of the Non-Independent Directors and the Board as a
whole was carried out by the Independent Directors. The performance evaluation of the
Chairman of the Board was also carried out by the Independent Directors, taking into
account the views of the Executive Directors and Non-Executive Directors. The performance
evaluation the Executive Director of the Company was carried out by the Chairman of the
Board and other Directors.
NUMBER OF MEETINGS OF THE BOARD:
During the financial year ended March 31, 2025, Four (4) Board Meetings were held and
the requisite
Quorum was present. The interval between two meetings was well within the maximum
period mentioned under Section 173 of Companies Act, 2013 and Regulation 17(2) of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Board meeting was held on the following dates:
1. 17th May, 2024
2. 13th August, 2024
3. 04th November, 2024
4. 10th February, 2025
MEETINGS OF INDEPENDENT DIRECTORS:
The Independent Directors of your Company often meet before the Board Meetings without
the presence of the Chairman of the Board or the Executive Director or other
Non-Independent Directors or Chief Financial
Officer or any other Management Personnel.
These Meetings are conducted in an informal and flexible manner to enable the
Independent Directors to discuss matters pertaining to, inter alia, review of performance
of Non-Independent Directors and the Board as a whole, review the performance of the
Chairman of the Company (taking into account the views of the
Executive and Non-Executive Directors), assess the quality, quantity and timeliness of
flow of information between the Company Management and the Board that is necessary for the
Board to effectively and reasonably perform their duties.
The Board usually met once in the start of financial year, the details of which are
given in the Corporate
Governance Report forming part of the Annual Report. The maximum interval between any
two meetings did not exceed 120 days, as prescribed in the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
DETAILS OF COMMITTEE OF DIRECTORS:
The Board of Directors has constituted Board Committees to deal with specific areas and
activities which concern the Company and requires a closer review. The Board Committees
are formed with the approval of the Board and function under their respective Charters.
These committees play an important role in the overall management of day-to-day affairs
and governance of the Company. The Board Committees meet at regular intervals and take
necessary steps to perform its duties entrusted by the Board. The Minutes of the Committee
Meetings are usually placed before the Board for noting.
The Board currently has the following Committees:
A. Audit Committee.
B. Nomination & Remuneration Committee C. Stakeholders Relationship Committee.
A. Audit Committee
The composition of the Audit Committee is in alignment with the provisions of Section
177 of the companies Act, 2013 read with the Rules issued there under and Regulation18 of
the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.
The composition of the Audit Committee as on 31st March, 2025 and number of meetings
attended by the members during the year are given below:
Name of Member |
Designation |
No of Meetings entitled to attend |
Meetings Attended |
Bhadresh Shah |
Non-Executive - Independent Director, Chairperson |
4 |
4 |
Rajender J. Sharma |
Non-Executive - Independent Director, Member |
4 |
4 |
Pravin Sheth |
Non-Executive – Non Independent Director, Member |
4 |
4 |
During the year, Four (4) Audit Committee meetings were held on the following dates:
1. 16th May, 2024
2. 12th August, 2024
3. 03rd November, 2024
4. 09th February, 2025
All the recommendations made by the Audit Committee were accepted by the board.
B. Nomination and Remuneration Committee
The policy formulated under Nomination and Remuneration Committee are in conformity
with the requirements as per provisions of sub-Section (3) of Section 178 of Companies
Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015. The Company had Constituted
Nomination and Remuneration Committee to decide and fix payment of remuneration and
sitting fees to the Directors of the Company as per provisions u/s 178 of the Companies
Act, 2013. The composition of the Nomination and Remuneration Committee as on 31st March,
2025 and number of meetings attended by the Members during the year are given below:
Name of Member |
Designation |
No of Meetings entitled to attend |
Meetings Attended |
Bhadresh Shah |
Non-Executive - Independent Director, Chairperson |
4 |
4 |
Rajender J. Sharma |
Non-Executive - Independent Director, Member |
4 |
4 |
Pravin Sheth |
Non-Executive - Non Independent Director, Member |
4 |
4 |
During the year, Four (4) Nomination and Remuneration Committee meetings were held on
the following dates:
1. 16th May, 2024
2. 12th August, 2024
3. 03rd November, 2024
4. 09th February, 2025
C. Stakeholder Relationship Committee
The Stakeholders Relationship Committee of the Board of Directors was constituted in
line with the provision of Regulation 20 of SEBI (LODR) Regulations 2015 read with section
178 of the Act to looks after Shareholders'/Investors' Grievance like redressal of
complaints of investors such as transfer or credit of shares, non-receipt of
dividend/notices/annual reports etc.
The composition of the Stakeholder Relationship Committee as on 31st March, 2025 and
number of meetings attended by the Members during the year are given below:
Name of Member |
Designation |
No of Meetings entitled to attend |
Meetings Attended |
Bhadresh Shah |
Non-Executive - Independent Director, Chairperson |
4 |
4 |
Rajender J. Sharma |
Non-Executive - Independent Director, Member |
4 |
4 |
| Pravin Sheth |
Non-Executive - Non Independent Director, |
4 |
4 |
|
Member |
|
|
During the year, Four (4) Stakeholder Relationships Committee meetings were held on the
following dates:
1. 16th May, 2024
2. 12th August, 2024
3. 03rd November, 2024
4. 09th February, 2025
SECRETARIAL STANDARDS:
The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating
to ‘Meetings of the Board of Directors' and ‘General Meetings', respectively,
have been duly complied by the Company. Also SS-3 "Dividend" is duly complied by
the Company.
PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTY:
There is no transaction with Related Party which requires disclosure under Section
134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules,
2014.
There was no Material Related party transaction(s) made with the Company's promoters,
Directors, Key
Managerial Personnel or their relatives as specified under Regulation 23 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
All Related Party Transactions are placed before the Audit Committee for their prior
approval. The Policy on Materiality of Related Party Transactions and on dealing with
Related Party Transactions as approved by the
Board is uploaded on the Company's website: www.kunststoffeindia.com.
Since all the transaction with Related Parties entered during the Financial Year
2024-2025 by the Company, were in its ordinary course of business and on arm's length
basis FORM AOC- 2 is not applicable to the
Company. However the same are provided in the financial statement forming part of this
annual report.
PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND SECURITIES
PROVIDED:
There is no Loan given, investment made, guarantees given and securities provided by
the Company to any entity under Section 186 of the Companies Act, 2013.
INTERNAL FINANCIAL CONTROLS:
The Audit Committee has established and maintained an effective Internal Control over
financial reporting.
Standard operating practices have been laid down and are being followed. The criterion
is also being audited and management has taken effective steps to ensure adequate control
over financial reporting.
RISK MANAGEMENT:
Your Company recognizes that risk is an integral part of business and is committed to
managing the risks in a proactive and efficient manner. In line with corporate best
practices, your Company assesses the risks in the internal and external environment which
will monitor, evaluate and execute all mitigation actions in this regard and takes all
measures necessary to effectively deal with incidences of risk. Adequate risk management
framework capable of addressing the risks is in place.
VIGIL MECHANISM:
The Vigil Mechanism of the Company, which also incorporates a whistle blower policy in
terms of the Listing Agreement, includes an Ethics & Compliance Task Force comprising
senior executives of the Company. Protected disclosures can be made by a whistle blower
through an e-mail, or dedicated telephone line or a letter to the Task Force or the
Chairman of the Audit Committee. The Policy on vigil mechanism and whistle blower policy
may be accessed on the Company's website at the link: www.kunststoffeindia.com
PARTICULARS OF EMPLOYEES:
Pursuant to the provisions of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the names and other particulars of employees are set out in a
separate statement attached herewith and forming part of the report. (Annexure-I)
CORPORATE SOCIAL RESPONSIBILITY:
The provisions relating to Corporate Social Responsibility (CSR) under section 135 of
the Companies Act, 2013 are not applicable to the Company.
ANNUAL RETURN:
The Annual Return in Form MGT-7 for the financial year ended 31st March, 2025, shall be
filed within 60 days of ensuing Annual General Meeting and will be available on the
website of the Company at www. kunststoffeindia.com
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a
statement showing the names and other particulars of the employees drawing remuneration in
excess of the limits set out in the said rules should be provided in the Annual Reports.
None of the Company's employees were covered by the disclosure requirement.
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 are not provided in the Annual Report but will be
provided to shareholders on asking for the same.
Having regard to the provisions of the first proviso to Section 136(1) of the Act and
as advised, the Annual
Report excluding the aforesaid information is being sent to the members of the Company.
The said information is available for inspection at the registered office of the Company
during working hours and any member interested in obtaining such information may write to
the Company Secretary and the same will be furnished on request. The full Annual Report
including the aforesaid information is being sent electronically to all those members who
have registered their email addresses and is available on the Company's website.
THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL)
ACT, 2013:
The Company has Zero Tolerance towards sexual harassment at the workplace. A detailed
POSH Policy is in place as per the requirements of The Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("Act"). The POSH
Policy of the Company is available on the website of the Company.
The details of complaints relating to sexual harassment received and disposed of during
the financial year
2024-2025 are as follows:
| Number of complaints of sexual harassment received |
NIL |
| Number of complaints disposed of during the year |
NIL |
| Number of complaints pending for more than 90 days |
NIL |
DISCLOSURE UNDER THE MATERNITY BENEFIT ACT, 1961
The Company is fully compliant with the provisions of the Maternity Benefit Act, 1961,
as amended from time to time. The Act provides for maternity leave, medical bonus, and
other benefits to female employees.
During the financial year 2024-2025, the Company ensured that:
All eligible women employees were granted maternity leave and benefits as prescribed
under the Act.
No discrimination was made against women employees on grounds of maternity.
The Company remains committed to promoting a gender-inclusive and supportive workplace
by ensuring full compliance with all provisions related to maternity benefits.
DEPOSITORY SYSTEM:
Electronic trading of the Company's Equity Shares has been made compulsory by the
Securities & Exchange Board of India (SEBI) from 30th October, 2000. As on 31st March,
2025, about 79.95% shareholding representing 55,09,091 Equity Shares of the Company have
been dematerialized. Your Company has executed agreements with both NSDL and CDSL for
demat of its shares.
INTER-SE TRANSFER OF SHARES AMONG PROMOTERS:
During the year there were no inter-se transfer of shares among promoters which is
carried out in compliance with the provision of the Companies Act, 2013 and rules and
regulation of SEBI (LODR) Regulation, 2015.
CEO AND CFO CERTIFICATION:
As required under Regulation 17(8) of the SEBI Listing Regulations, the CEO and CFO of
your Company have certified the accuracy of the Financial Statements, the Cash Flow
Statement and adequacy of Internal Control Systems for financial reporting for the
financial year ended 31 March, 2025. Their Certificate is annexed to this Directors'
Report.
OTHER DISCLOSURES:
1. No application has been made under the Insolvency and Bankruptcy Code; hence the
requirement to disclose the details of application made or any proceeding pending under
the Insolvency and Bankruptcy
Code, 2016 (31 of 2016) during the year along with their status as at the end of the
financial year is not applicable; and
2. The requirement to disclose the details of difference between amount of the
valuation done at the time of onetime settlement and the valuation done while taking loan
from the Banks or Financial Institutions along with the reasons thereof, is not
applicable.
GENERAL:
Your Directors state that no disclosure or reporting is required in respect of the
following items as there were no transactions on these items during the year under review:
differential 1. Issue of equity shares with rights as to dividend, voting or otherwise.
2. Issue of shares (including sweat equity shares) to employees of the Company under
any scheme.
3. Neither the Managing Director nor the Whole-time Directors of the Company receive
any remuneration or commission from any of its subsidiaries.
4. No significant or material orders were passed by the Regulators or Courts or
Tribunals which impact the going concern status and Company's operations in future.
5. There was no instance of fraud during the year under review, which required the
Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12)
of the Act and Rules framed thereunder.
Your directors further state that during the year under review, there were no cases
filed pursuant to the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013.
ACKNOWLEDGEMENT:
Yours directors place on record their deep appreciation of the continued support
received from shareholders and bankers.
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