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Directors Report of Jolly Plastic Industries Ltd.
Mar 31, 2025
Your directors have pleasure in presenting the 44th Annual Report of the Company together with the Audited Accounts for the financial year ended March 31, 2025.
FINANCIAL SUMMARY OR HIGHLIGHTS
|
(Amount in Rs) |
||
|
PARTICULARS |
F.Y. 2024-25 |
F.Y. 2023-24 |
|
Sales/ Income from operations |
6143435 |
3662207 |
|
Total Expenses |
(5906963) |
(3565207) |
|
Profit/ (loss) before exceptional item and tax |
236471 |
97000 |
|
Less: Exceptional Items |
0 |
0 |
|
Profit/ (loss) before tax for the year |
236471 |
97000 |
|
Less: Income tax and deferred tax expenses |
(59515) |
(24413) |
|
Profit after tax for the year |
176956 |
72587 |
|
Other Comprehensive Income/ Loss |
0 |
0 |
|
Net Profit/ Loss for the Year |
176956 |
72587 |
CHANGEJN,NAIUREOI.BUSINFS^
During the year there was no change in nature of business of the company.
COMPANY''S PERFORMANCE
Company has been indulged in the enhancement of shareholder value through sound business decisions, prudent to financial management and high standard of ethics throughout the organization.
RESERVE
During the year company has not transferred any amount to general reserves.
DIVIDEND
The Board has not recommended any dividend for the year 2024-25.
MATERIAL CHANGES AND COMMITMENT THAT AFFECT THE COMPANYâS FINANCIAL POSITION
There was no material change during the year 2024-25 that affect the financial position of company and therefore no requirement was raised to disclose remedial measures.
GENERAL INFORMATION OF COMPANY
Management has overviewed the industry in respect of our company and observed that there was no important change in industry during the last year 2023-24 which had impacts on company''s performance.
ROTATION OF DIRECTOR
Mr. Atul Kumar Agarwal (DIN- 00022779] is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.
DIRECTORS
Composition of Board of Directors: -
|
S.NO. |
NAME |
DESIGNATION |
|
1. |
Mr. Atul Kumar Agarwal |
Non-Executive Director |
|
2. |
Mr. Braj Mohan Singh |
Managing Director cum Chief Financial Officer |
|
3. |
Mrs. Sandeep Kaur |
Non-Executive Director/Women Director |
|
4. |
Mr. Rajesh Kumar Vaid |
Non-Executive Director Independent Director |
|
5. |
Mr. Adesh Kumar Agarwal |
Non-Executive Director Independent Director |
DETAILS OF DIRECTORS /KMP WHO HAVE APPOINTED OR RESIGNED DURING THE YEAR:
During the Financial Year 2024-25, there was no appointment or resignation of Directors on the Board of the Company. However, there was a change in the Key Managerial Personnel (KMP) of the Company.
Ms. Reema resigned from the position of Company Secretary and Compliance Officer with effect from 29th August 2024. Subsequently, Ms. Sandhya Yadav was appointed as the Company Secretary and Compliance Officer of the Company with effect from 29th November 2024.
SUBSIDIARY COMPANIES. IOINT VENTURES & ASSOCIATE COMPANIES
As on 31st March 2025, the Company has no Subsidiary, Joint- Venture or Associate Company. CONSOLIDATED FINANCIAL STATEMENT
As company has no Subsidiary, Joint- Venture or Associate Company, the provision for preparation of consolidated Financial Results is not applicable to company.
DEPOSITS
During the year under review the Company has not accepted any deposit falling within the meaning of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits] Rules, 2014.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATIONS IN FUTURE
No Significant and Material orders passed by the regulators or Courts or Tribunals impacting the going concern status and companyâs operations in future.
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The details in respect of internal financial control and their adequacy are included in the Management Discussion and Analysis, which is a part of this report.
CAPITAL AND DEBT STRECTURE
The Authorized Capital of the company is '' 120000000.00/- and paid-up Equity Share Capital as on 31st
March, 2025 was 6676400.00/- each @ 10/- per share. There was no change in the capital structure of company and company has not issued any new share or convertible securities during the year 2024-25. The Company not issued shares with differential voting rights nor granted stock options nor sweat equity. Instead of above that the company was not issued any debentures, bonds, warrants or any non-convertible securities during the year 2024-25.
The company has not held any shares in trust for the benefit of employees where the voting rights are not exercised directly by the employees.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The internal Audit functions reports to the Chairman of the Audit Committee and to Chairman and Managing Director of the Company.
The Internal Audit monitors and evaluates the efficiency and adequacy of internal control systems in the company. Itâs compliances with operating systems, accounting procedure and policies at all locations of the Company.
M/ Sandeep Kumar Singh & Co Chartered Accountants, (FRN No: 035528N) acts as an Internal Auditor of the Company.
Business Risk Assessment procedures have been set in place for self-assessment of business risks, operating controls and compliance with Corporate Policies. There is an ongoing process to track the evolution of risks and delivery of mitigating action plans.
MEETING OF BOARD OF DIRECTORS
A calendar of Meetings is prepared and circulated in advance to the Directors. During the year seven (07) Board Meetings held. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
During the year Financial Year from 1st April, 2024 to 31st March, 2025, the board of directors met Eight (8) times
1. 30.05.2024
2. 12.08.2024
3. 30.08.2024
4. 30.11.2024
5. 19.12.2024
6. 08.11.2024
7. 02.01.2025
8. 12.02.2025
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 134 (5) of the Companies Act, 2013, your Directors report as under:
a) That in the preparation of the annual accounts, the applicable accounting standards have been followed.
b) That the Directors have 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 or loss of the company for that period.
c) That the directors have 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) That the Directors have prepared the annual accounts on a going concern basis.
e) That the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively.
f) That the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
DECLARATION BY INDEPENDENT DIRECTOR
There are two (2] Independent Directors i.e., Mr. Rajesh Kumar Vaid, and Mr. Adesh Kumar Agarwal. The company has received necessary declaration from both Directors under section 149 of the companies Act, 2013 and that the Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV to the Companies Act, 2013.
|
INDEPENDENT DIRECTORS |
|||
|
S. No. |
NAME |
DESIGNATION |
|
|
% |
Mr. Rajesh Kumar Vaid |
Non-Executive (Independent Director) |
|
|
2. |
Mr. Adesh Kumar Agarwal |
Non-Executive (Independent Director) |
|
POLICY ON DIRECTOR S APPOINTMENT AND REMUNERATION
The current policy is to have an appropriate mix of executive, non-executive and independent Director to maintain the independence of the Board, and separate its functions of governance and management. As of March, 31 2025, the Board have Five (5) Directors.
The Policy of the company on director''s appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a director and other matters, as required under sub-section (3) of section 178 of Companies Act, 2013 is in place and maintained by company as per law.
EXPLANATIONS OR COMMENTS BY THE BOARD ON QUALIFICATION. RESERVATION AND ADVERSE REMARK
There was qualification remark given by Statutory Auditor in the auditor report.
Qualification: The Company has used accounting software for maintaining its books of accounts for the financial year ended on March 31, 2025 which does not have a feature of recording audit trails [edit log) facility and the same has been operated throughout the year for all relevant transaction recorded in the software.
Management Reply: The Company is in the process of updating its accounting software to include the ability to record audit trails and alter logs. The company has accelerated the process of updating its accounting
software, and soon it will be used to maintain its books of accounts audit trails [edit log] feature There was no qualification, reservation and adverse remark given by Secretarial Auditor.
PARTICULARS OF LOANS. GUARANTEES OR INVESTMENT
The detail of any loan or guarantees or securities and investment made during the year 2024-25 covered under the provisions of section 186 of the Companies Act, 2013 given under note 26 to financial statement.
COMMITTEE OF BOARD
The Companyâs Board has the following mandatory committees:
1] Audit Committee
2] Nomination and Remuneration Committee
3] Stakeholders Relationship Committee
AUDIT COMMITTEE
The Audit committee has three [3] directors as members in the committee from which two third [2/3] of the members were independent directors and all the members of audit committee are financially literate.
The Audit Committee of the Company duly constituted by the following members: -
i] Mr. Rajesh Kumar Vaid
ii] Mrs. Sandeep Kaur
iii] Mr. Adesh Kumar Agarwal
During the year F.Y. 1st April, 2024 to 31st March, 2025, the Audit Committee met Four [4] which are held on, 30.05.2024,12.08.2024, 08.11.2024 and 12.02.2025.
The Minutes of the Meetings of the Audit Committee are discussed and taken note by the board of directors.
The Statutory Auditor, Internal Auditor and Executive Directors/ Chief Financial Officer are invited to the meeting as and when required.
The Composition of the Audit Committee and their Attendance at the Meeting:
No sitting fees have been paid to any director during the year. The remuneration paid to all Key management Personnel was in accordance with remuneration policy adopted by the company. All members have attended the meeting in person.
|
Name of Members |
Category/ Designation |
No. of Meetings |
Attendance Percentage (%} |
|
|
Entilted |
Attended |
|||
|
Mr. Adesh Kumar Agarwal |
Chairperson |
4 |
4 |
100 |
|
Mr. Rajesh Kumar Vaid |
Member |
4 |
4 |
100 |
|
Mrs. Sandeep Kaur |
Member |
4 |
4 |
100 |
NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee of the Company duly constituted by the following members: -
i] Mr. Rajesh Kumar Vaid
ii] Mrs. Sandeep Kaur
iii) Mr. Adesh Kumar Agarwal
The Committee met 3 (Three) times in a year on following dates:
1) 30.08.2024
2) 30.11.2024
3) 19.12.2024
The Composition of the Nomination and Remuneration Committee and Their Attendance at the Meeting:
No sitting fees have been paid to any director during the year. The remuneration paid to all Key management Personnel was in accordance with remuneration policy adopted by the company. All members have attended the meeting in person.
STAKEHOLDERS RELATIONSHIP COMMITTEE
The Stakeholders Relationship Committee of the Company duly constituted by the following members: -
i) Mrs. Sandeep Kaur
ii) Mr. Atul Kumar Agarwal
iii) Mr. Adesh Kumar Agarwal
The Committee met 1 (one) time on 30.06.2024 during the financial year ended March 31, 2025.
The Composition of the Stakeholder Relationship Committee and Their Attendance at the Meeting:
No sitting fees have been paid to any director during the year. The remuneration paid to all Key management Personnel was in accordance with remuneration policy adopted by the company. All members have attended the meeting in person.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual evaluation of its own performance, its committees, as well as the Directors individually.
The outcome of the Board evaluation was discussed by the Nomination & Remuneration Committee and at the Board Meeting held on 14/02/2025 and improvement areas were discussed.
INDEPENDENT DIRECTOR MEETING
During F.Y. 2024-25, one (1) meeting of the Independent Directors was held on 14th February, 2025. The Independent Directors, inter-alia, reviewed the performance of Non-Independent Directors, board as a whole and Chairman of the Company, taking into account the views of executive directors and nonexecutive directors.
REPORTING OF FRAUDS
There have been no instances of fraud reported by the Statutory Auditors under Section 143 of the Act read with relevant Rules framed there under either to the Company or to the Central Government.
RELATED PARTY TRANSACTIONS
During the financial year ended 31st March 2025, all contracts or arrangements or transactions entered into by the Company with related parties were in the ordinary course of business and on an arm''s length
basis and were in compliance with the applicable provisions of the Companies Act, 2013, and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), as applicable. Further, the Company did not enter into any contract or arrangement or transaction with related parties that could be considered material in accordance with the policy of the Company on materiality of related party transactions.
FORM AOC-2 annexed in "Annexure Aâ herewith and forming part of this report.
CORPORATE SOC1AI. RESPONSIBILITY INITIATIVES
The company needs not to comply with the provisions of Section 135 of Companies act, 2013, as the company does not fall in eligibility criteria of Corporate Social Responsibility initiatives.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information required to be furnished under section 134 (3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 relating to Conservation of Energy, Technology absorption and Foreign Exchange earnings and outgo is annexed in "Annexure Bâ herewith and forming part of this report.
BUSINESS RISK MANAGEMENT
The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective, the policy establishes a structured and disciplined approach to Risk Management, in order to guide decisions on risk related issues.
In todayâs challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the growth plans of the Company are imperative. The common risks inter alia are: Regulations, competition, Business risk, Technology obsolescence, Investments, retention of talent and expansion of facilities.
Business risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk. As a matter of policy, these risks are assessed and steps as appropriate are taken to mitigate the same.
INDUSTRIAL RELATIONS
During the year under review, your Company enjoyed cordial relationship with workers and employees at all level.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent manner by adoption of highest standards of professionalism, honesty, integrity and ethical behavior the company has adopted a vigil mechanism policy.
PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Companyâs shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.
All Board Directors and the designated employees have confirmed compliance with the code.
EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31ST MARCH. 2025
As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return is available on the website of the Company https://www.iollvplasticindustriesltd.in/
SECRETARIAL AUDIT REPORTS
Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Company has appointed M/S CS Divya Rani, Practising Company Secretary (COP No. 26426) to undertake the Secretarial Audit of the Company.
The Secretarial Audit Report is annexed herewith as "Annexure C" in the Form MR-3.
AUDITORS REPORTS
GAM S & Associates LLP (FRN ON500094) was the statutory auditor of the company for the FY 2024-2025. The Independent Auditor Report is annexed herewith.
COMPLIANCE WITH SECRETARIAL STANDARD
All the applicable Secretarial Standard was compiled by company during the year 2024-25. Applicable Secretarial Standard-1 and Secretarial Standard-2 took in consideration while meeting of Board of Directors and General meetings are conducted during the year. Secretarial Standard-4 was considered for preparation of Board Report of company during the year 2024-25.
DISCLOSURES IN RELATION TO THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION AND REDRESSAL) ACT. 2013
The Company has less than ten employees and hence, the provisions relating to the constitution of an Internal Complaints Committee under the POSH Act are not applicable to the Company.
However, the Company remains committed to providing a safe and respectful working environment for all employees, and appropriate measures are in place to address any concerns should they arise.
MATERNITY BENEFIT ACT. 1961
The Company is in compliance with the provisions of the Maternity Benefit Act, 1961. During the financial year 2024-25, there were no employees who availed maternity leave under the said Act.
SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
As per the SEBI Circular No. SEBI/LAD-NRO/GN/2015-16/013 dated 2nd September,2015, of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Paid-up equity capital as on the last day of previous financial year i.e., on 31st March 2025 was 6,67,64,000.00/- and Net Worth was 6,87,44,283/-.
Therefore, in terms of the said circular the compliance with the corporate governance provisions as specified in Regulations 17, 18, 19, 20, 21,22, 23, 24, 25, 26, 27 and clauses (b) to (i) of subregulation (2) of regulation 46 and para-C, D and E of Schedule V shall not apply in our Company.
CODE OF CONDUCT COMPLIANCE
The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day-to-day business operations of the Company.
LISTING WITH STOCK EXCHANGES
The Company has not paid the Annual Listing Fees for the year 2024-25 so far to BSE where the Companyâs Shares are listed.
ACKNOWLEDGEMENT
Your directors place on records their sincere appreciation of the services rendered by the employees of the Company. They are grateful to shareholders, bankers, depositors, customers and vendors of the company for their continued valued support The Directors look forward to a bright future with confidence.
CAUTIONARY STATEMENT
The statements contained in the Boardâs Report contain certain statements relating to the future and therefore are forward looking within the meaning of applicable securities, laws and regulations various factors such as economic conditions, changes in government regulations, tax regime, other statues, market forces and other associated and incidental factors may however lead to variation in actual result.
Mar 31, 2024
Your directors have pleasure in presenting the 43rd Annual Report of the Company together with the Audited
Accounts for the financial year ended March 31, 2024.
FINANCIAL SUMMARY OR HIGHLIGHTS
(Amount in Rs)
|
PARTICULARS |
F.Y. 2023-24 |
F.Y. 2022-23 |
|
Sales/ Income from operations |
3662207 |
3853669 |
|
Total Expenses |
(3565207) |
(3678934) |
|
Profit/ (loss) before exceptional item and tax |
97000 |
174735 |
|
Less: Exceptional Items |
0 |
0 |
|
Profit/ (loss) before tax for the year |
97000 |
174735 |
|
Less: Income tax and deferred tax expenses |
(24413) |
(45431) |
|
Profit after tax for the year |
72587 |
129304 |
|
Other Comprehensive Income/ Loss |
0 |
0 |
|
Net Profit/ Loss for the Year |
72587 |
129304 |
CHANGE IN NATURE OF BUSINESS
During the year there was no change in nature of business of the company.
COMPANYâS PERFORMANCE
Company has been indulged in the enhancement of shareholder value through sound business decisions,
prudent to financial management and high standard of ethics throughout the organization.
RESERVE
During the year company has not transferred any amount to general reserves.
DIVIDEND
The Board has not recommended any dividend for the year 2023-24.
MATERIAL CHANGES AND COMMITMENT THAT AFFECT THE COMPANYâS FINANCIAL POSITION
There was no material change during the year 2023-24 that affect the financial position of company and
therefore no requirement was raised to disclose remedial measures.
GENERAL INFORMATION OF COMPANY
Management has overviewed the industry in respect of our company and observed that there was no
important change in industry during the last year 2023-24 which had impacts on company''s
performance.
ROTATION OF DIRECTOR
Mrs. Sandeep Kaur (DIN- 09625723) is liable to retire by rotation at the ensuing Annual General Meeting
and being eligible offer himself for reappointment.
DIRECTORS
Composition of Board of Directors: -
|
S.NO. |
NAME |
DESIGNATION |
|
1. |
Mr. Atul Kumar Agarwal |
Non-Executive Director |
|
2. |
Mr. Braj Mohan Singh |
Managing Director cum Chief Financial Officer |
|
3. |
Mrs. Sandeep Kaur |
Non-Executive Director/Women Director |
|
4. |
Mr. Rajesh Kumar Vaid |
Non-Executive Director Independent Director |
|
5. |
Mr. Adesh Kumar Agarwal |
Non-Executive Director Independent Director |
DETAILS OF DIRECTORS /KMP WHO HAVE APPOINTED OR RESIGNED DURING THE YEAR:
During the Financial Year 2023-24, there was no case of appointment or resignation of the board of
Directors/KMP.
SUBSIDIARY COMPANIES, JOINT VENTURES & ASSOCIATE COMPANIES
As on 31st March 2024, the Company has no Subsidiary, Joint- Venture or Associate Company.
CONSOLIDATED FINANCIAL STATEMENT
As company has no Subsidiary, Joint- Venture or Associate Company, the provision for preparation of
consolidated Financial Results is not applicable to company.
DEPOSITS
During the year under review the Company has not accepted any deposit falling within the meaning of
section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYâS OPERATIONS IN FUTURE
During the year Securities Appellate Tribunal Mumbai, passed the order in the matter of Appeal No.752
of 2022. Company filed appeal before SAT against the Order of SEBI bearing number
Order/SM/AD/2022-23/18233-18246.
Hon''ble SAT passed the order in favor of Company.
The content of order has been reproduced below for the stakeholders:
"In view of the aforesaid, we are of the opinion that in view of the inordinate delay in the issuance of show
cause notice the impugned order cannot be sustained and 8 is quashed. The appeal is allowed. All the misc.
applications are accordingly disposed of."
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The details in respect of internal financial control and their adequacy are included in the Management
Discussion and Analysis, which is a part of this report.
CAPITAL AND DEBT STRECTURE
The Authorized Capital of the company is '' 120000000.00/- and paid-up Equity Share Capital as on 31st
March, 2024 was 66764000.00/- each @ 1/- per share. There was no change in the capital structure of
company and company has not issued any new share or convertible securities during the year 2023-24.
The Company not issued shares with differential voting rights nor granted stock options nor sweat
equity. Instead of above that the company was not issued any debentures, bonds, warrants or any non¬
convertible securities during the year 2023-24.
The company has not held any shares in trust for the benefit of employees where the voting rights are
not exercised directly by the employees.
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size, scale and complexity of its
operations. The internal Audit functions reports to the Chairman of the Audit Committee and to
Chairman and Managing Director of the Company.
The Internal Audit monitors and evaluates the efficiency and adequacy of internal control systems in the
company. It''s compliances with operating systems, accounting procedure and policies at all locations of
the Company.
M/ Sandeep Kumar Singh & Co Chartered Accountants, (FRN No: 035528N) acts as an Internal Auditor of
the Company.
Business Risk Assessment procedures have been set in place for self-assessment of business risks,
operating controls and compliance with Corporate Policies. There is an ongoing process to track the
evolution of risks and delivery of mitigating action plans.
MEETING OF BOARD OF DIRECTORS
A calendar of Meetings is prepared and circulated in advance to the Directors. During the year seven
(07) Board Meetings held. The intervening gap between the Meetings was within the period prescribed
under the Companies Act, 2013.
During the year Financial Year from 1st April, 2023 to 31st March, 2024, the board of directors met seven
(7) times
1. 29.04.2023
2. 29.05.2023
3. 14.08.2023
4. 06.09.2023
5. 03.10.2023
6. 09.11.2023
7. 14.02.2024
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 134 (5) of the Companies Act, 2013, your Directors report as under:
a) That in the preparation of the annual accounts, the applicable accounting standards have been
followed.
b) That the Directors have 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 or loss of the
company for that period.
c) That the directors have 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) That the Directors have prepared the annual accounts on a going concern basis.
e) That the Directors had laid down internal financial controls to be followed by the Company and
that such internal financial controls are adequate and operating effectively.
f) That the directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
DECLARATION BY INDEPENDENT DIRECTOR
There are two (2) Independent Directors i.e., Mr. Rajesh Kumar Vaid, and Mr. Adesh Kumar Agarwal. The
company has received necessary declaration from both Directors under section 149 of the companies
Act, 2013 and that the Independent Directors have complied with the Code for Independent Directors
prescribed in Schedule IV to the Companies Act, 2013.
INDEPENDENT DIRECTORS
|
S. No. |
NAME |
DESIGNATION |
|
1. |
Mr. Rajesh Kumar Vaid |
Non-Executive (Independent Director) |
|
2. |
Mr. Adesh Kumar Agarwal |
Non-Executive (Independent Director) |
POLICY ON DIRECTORâS APPOINTMENT AND REMUNERATION
The current policy is to have an appropriate mix of executive, non-executive and independent Director
to maintain the independence of the Board, and separate its functions of governance and management.
As of March, 31 2024, the Board have Five (5) Directors.
The Policy of the company on director''s appointment and remuneration, including the criteria for
determining qualifications, positive attributes, independence of a director and other matters, as
required under sub-section (3) of section 178 of Companies Act, 2013 is in place and maintained by
company as per law.
EXPLANATIONS OR COMMENTS BY THE BOARD ON QUALIFICATION. RESERVATION AND
ADVERSE REMARK
There was qualification remark given by Statutory Auditor in the auditor report.
Qualification: The Company has used accounting software for maintaining its books of accounts for the
financial year ended on March 31, 2024 which does not have a feature of recording audit trails (edit log)
facility and the same has been operated throughout the year for all relevant transaction recorded in the
software.
Management Reply: The Company is in the process of updating its accounting software to include the
ability to record audit trails and alter logs. The company has accelerated the process of updating its
accounting software, and soon it will be used to maintain its books of accounts audit trails (edit log) feature
There was no qualification, reservation and adverse remark given by Secretarial Auditor.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT
The detail of any loan or guarantees or securities and investment made during the year 2023-24
covered under the provisions of section 186 of the Companies Act, 2013 given under note 26 to financial
statement.
COMMITTEE OF BOARD
The Company''s Board has the following mandatory committees:
1) Audit Committee
2) Nomination and Remuneration Committee
3) Stakeholders Relationship Committee
AUDIT COMMITTEE
The Audit committee has three (3) directors as members in the committee from which two third (2/3) of
the members were independent directors and all the members of audit committee are financially
literate.
The Audit Committee of the Company duly constituted by the following members: -
i) Mr. Rajesh Kumar Vaid
ii) Mrs. Sandeep Kaur
iii) Mr. Adesh Kumar Agarwal
During the year F.Y. 1st April, 2023 to 31st March, 2024, the Audit Committee met Six (6) which are held
on 29.05.2023, 14.08.2023, 06.09.2023, 03/10/2023, 09.11.2023 and 14.02.2024.
The Minutes of the Meetings of the Audit Committee are discussed and taken note by the board of
directors.
The Statutory Auditor, Internal Auditor and Executive Directors/ Chief Financial Officer are invited to
the meeting as and when required.
The Composition of the Audit Committee and their Attendance at the Meeting:
No sitting fees have been paid to any director during the year. The remuneration paid to all Key
management Personnel was in accordance with remuneration policy adopted by the company. All
members have attended the meeting in person.
|
Name Of Members |
Category / |
No. of Meetings |
Attendance |
|
|
Entilted |
Attended |
|||
|
Mr. Adesh Kumar Agarwal |
Chairperson |
5 |
5 |
100 |
|
Mr. Rajesh Kumar Vaid |
Member |
5 |
5 |
100 |
|
Mrs. Sandeep Kaur |
Member |
5 |
5 |
100 |
NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee of the Company duly constituted by the following
members: -
i) Mr. Rajesh Kumar Vaid
ii) Mrs. Sandeep Kaur
iii) Mr. Adesh Kumar Agarwal
The Committee met 5 (Five) times in a year on following dates:
1) 29.05.2023
2) 28.04.2023
3) 06.09.2023
4) 03.10.2023
5) 14.02.2024
The Composition of the Nomination and Remuneration Committee and Their Attendance at the
Meeting:
No sitting fees have been paid to any director during the year. The remuneration paid to all Key
management Personnel was in accordance with remuneration policy adopted by the company. All
members have attended the meeting in person.
STAKEHOLDERS RELATIONSHIP COMMITTEE
The Stakeholders Relationship Committee of the Company duly constituted by the following members: -
i) Mrs. Sandeep Kaur
ii) Mr. Atul Kumar Agarwal
iii) Mr. Adesh Kumar Agarwal
The Committee met 4 (four) times on 11/04/2023, 18/07/2023, 09/10/2023 and 12/01/2024 during
the financial year ended March 31, 2024.
The Composition of the Stakeholder Relationship Committee and Their Attendance at the
Meeting:
No sitting fees have been paid to any director during the year. The remuneration paid to all Key
management Personnel was in accordance with remuneration policy adopted by the company. All
members have attended the meeting in person.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has carried out an annual evaluation of its own
performance, its committees, as well as the Directors individually.
The outcome of the Board evaluation was discussed by the Nomination & Remuneration Committee and
at the Board Meeting held on 14/02/2024 and improvement areas were discussed.
INDEPENDENT DIRECTOR MEETING
During F.Y. 2023-24, one (1) meeting of the Independent Directors was held on 14th February, 2024. The
Independent Directors, inter-alia, reviewed the performance of Non-Independent Directors, board as a
whole and Chairman of the Company, taking into account the views of executive directors and non¬
executive directors.
REPORTING OF FRAUDS
There have been no instances of fraud reported by the Statutory Auditors under Section 143 of the Act
read with relevant Rules framed there under either to the Company or to the Central Government.
RELATED PARTY TRANSACTIONS
During the financial year ended 31st March 2024, all contracts or arrangements or transactions entered
into by the Company with related parties were in the ordinary course of business and on an arm''s length
basis and were in compliance with the applicable provisions of the Companies Act, 2013, and the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 (SEBI Listing Regulations), as applicable. Further, the Company did not enter into any contract or
arrangement or transaction with related parties that could be considered material in accordance with
the policy of the Company on materiality of related party transactions.
FORM AOC-2 annexed in âAnnexure Aâ herewith and forming part of this report.
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
The company needs not to comply with the provisions of Section 135 of Companies act, 2013, as the
company does not fall in eligibility criteria of Corporate Social Responsibility initiatives.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS
AND OUTGO
The information required to be furnished under section 134 (3)(m) of the Companies Act, 2013 read
with the Companies (Accounts) Rules, 2014 relating to Conservation of Energy, Technology absorption
and Foreign Exchange earnings and outgo is annexed in "Annexure B" herewith and forming part of this
report.
BUSINESS RISK MANAGEMENT
The main objective of this policy is to ensure sustainable business growth with stability and to promote
a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order
to achieve the key objective, the policy establishes a structured and disciplined approach to Risk
Management, in order to guide decisions on risk related issues.
In today''s challenging and competitive environment, strategies for mitigating inherent risks in
accomplishing the growth plans of the Company are imperative. The common risks inter alia are:
Regulations, competition, Business risk, Technology obsolescence, Investments, retention of talent and
expansion of facilities.
Business risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk. As a matter
of policy, these risks are assessed and steps as appropriate are taken to mitigate the same.
INDUSTRIAL RELATIONS
During the year under review, your Company enjoyed cordial relationship with workers and employees
at all level.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
In order to ensure that the activities of the Company and its employees are conducted in a fair and
transparent manner by adoption of highest standards of professionalism, honesty, integrity and ethical
behavior the company has adopted a vigil mechanism policy.
PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate in
securities by the Directors and designated employees of the Company. The Code requires pre-clearance
for dealing in the Company''s shares and prohibits the purchase or sale of Company shares by the
Directors and the designated employees while in possession of unpublished price sensitive information
in relation to the Company and during the period when the Trading Window is closed. The Board is
responsible for implementation of the Code.
All Board Directors and the designated employees have confirmed compliance with the code.
EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31ST MARCH. 2021
As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014, the Annual Return is available on the website of the
Company https://www.jollyplasticindustriesltd.in/
SECRETARIAL AUDIT REPORTS
Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 the Company has appointed M/S CS Divya Rani,
Practising Company Secretary (COP No. 26426) to undertake the Secretarial Audit of the Company.
The Secretarial Audit Report is annexed herewith as âAnnexure C" in the Form MR-3.
AUDITORS REPORTS
G A M S & Associates LLP (FRN ON500094) was the statutory auditor of the company for the FY 2023¬
2024.
The Independent Auditor Report is annexed herewith.
COMPLIANCE WITH SECRETARIAL STANDARD
All the applicable Secretarial Standard was compiled by company during the year 2023-24. Applicable
Secretarial Standard-1 and Secretarial Standard-2 took in consideration while meeting of Board of
Directors and General meetings are conducted during the year. Secretarial Standard-4 was considered
for preparation of Board Report of company during the year 2023-24.
DISCLOSURES IN RELATION TO THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION. PROHIBITION AND REDRESSAL) ACT. 2013
The company has complied with the provision relating to the constitution of Internal Complaints
Committee under the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and also SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, as follows:
a. Number of complaints filed during the financial year: Nil
b. Number of complaints disposed of during the financial year: Nil
c. Number of complaints pending as on end of the financial year: Nil
SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS ANDDISCLOSURE
REQUIREMENTS) REGULATIONS. 2015
As per the SEBI Circular No. SEBI/LAD-NRO/GN/2015-16/013 dated 2nd September,2015, of Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Paid-up equity capital as on the last day of previous financial year i.e., on 31st March 2024 was
6,67,64,000.00/- and Net Worth was 6,85,67,327/-.
Therefore, in terms of the said circular the compliance with the corporate governance provisions as
specified in Regulations 17, 18, 19, 20, 21,22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub¬
regulation (2) of regulation 46 and para-C, D and E of Schedule V shall not apply in our Company.
CODE OF CONDUCT COMPLIANCE
The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board
and all employees in the course of day-to-day business operations of the Company.
LISTING WITH STOCK EXCHANGES
The Company has not paid the Annual Listing Fees for the year 2023-24 so far to BSE where the
Company''s Shares are listed.
ACKNOWLEDGEMENT
Your directors place on records their sincere appreciation of the services rendered by the employees of
the Company. They are grateful to shareholders, bankers, depositors, customers and vendors of the
company for their continued valued support. The Directors look forward to a bright future with
confidence.
CAUTIONARY STATEMENT
The statements contained in the Board''s Report contain certain statements relating to the future and
therefore are forward looking within the meaning of applicable securities, laws and regulations various
factors such as economic conditions, changes in government regulations, tax regime, other statues,
market forces and other associated and incidental factors may however lead to variation in actual result.
For and on behalf of the Board
JOLLY PLASTIC INDS LIMITED
Sd/- Sd/-
ATUL KUMAR AGARWAL BRAJ MOHAN SINGH
DIN: 00022779 DIN:05229527
Place: Delhi
Date: 05/09/2024
Mar 31, 2015
The Directors have pleasure in presenting the 33rd Annual Report
together with the Audited Statement of accounts of the Company for the
financial year ended March 31, 2015.
FINANCIAL HIGHLIGHTS
(Amount in Rs.)
Financial year Financial year
ended March 31, ended March 31,
2015 2014
Total Revenue 6284260 57625346
Profit Before tax and
before prior period 20473 147944
items
Less: Prior Period Items 6173 0
-Profit/(Loss) after
prior period items 14300 147944
Less: Tax Expenses (710347) 27370
Profit /(Loss) after Tax 724647 120574
Reserve and surplus 1292722 568075
ECONOMIC SCENARIO
After liberalization of the economy in 1992, the Government of India
has been quite supportive of industry in general, taking many steps
over the years for the conducive growth of business. These measures
favoring economic growth, are being continuously taken by the Indian
Government, irrespective of the change in power. The Government of
India is endeavoring to achieve GDP growth of more than 7% in the next
10 years. It is quite possible that plastics could grow at 14%, based
on historical performance.
After a rapid change in the Indian Market during the financial year
2014-15, there was introduction of Newly elected government at the
centre and due to change spreading the positive sentiments in the
market regarding the new era and related to the various industries. The
new government has ushered a new hope and development and vision to
create a robust economy for India.
FUTURE OUTLOOK
The outlook of the economic growth across the globe with positive
vibrations will fuel a growth and demand recovery. At the present
moment there is a lull in the market and the management is looking
forward for changing situation in the global market. While optimism
rears for new vigour and thrust like emphasis on color ways and new
designs, it is expected these changes will bring in positive response
from the overseas buyers and will trigger growth and profitability in
due course of time.
DIVIDENDS
The management believes that the profits earned during the financial
year must be retained and redeployed for the operations of the Company.
As the Company needs further funds to enhance its business operations,
upgrade the efficiency and to meet out the deficiencies in working
capital, the Directors do not recommend any dividend on Equity Shares
for the financial year 2014-15.
OPERATIONS
The Revenue from operation during the year under review was Rs.
6,284,260 /- as against Rs. 57,625,346/- in the previous year. The
Profit after tax was Rs. 724247 during the year under review as against
the Rs. 120574 in the previous financial year. The decline in the
profit after tax has been due to exceptional loses during the current
financial year
SHARE CAPITAL
The paid up Equity Share Capital as on March 31, 2015 was Rs. 6.67
crores. During the year under review the company has not issued any
shares or any convertible instruments.
RESERVES
The Company has not transferred any sum to Reserve for the financial
year ended on 31st March, 2015.
MATERIAL CHANGES AND COMMITMENTS
There was no change in the nature of the business of the Company and
there were no material changes and commitment affecting the financial
position of the Company occurring between March 31, 2015 and the date
of this report.
CONSOLIDATED ACCOUNTS
The consolidated financial statements of the Company are prepared in
accordance with provisions of the Companies Act 2013, and relevant
Accounting Standards issued by the Institute of Chartered Accountants
of India and form part of this annual report.
MAJOR IMPLICATIONS UNDER COMPANIES ACT, 2013
As required by the Companies Act, 2013, your Company has constituted
following committees and their policies, namely:
S Nomination and Remuneration Committee & Policy y Reconstitute
Stakeholder Relationship Committee
- Insider Trading Policy.
S Risk Management/Performance Evaluation Committee And other committees
are required to constitute under Listing agreement and Companies Act,
2013 and other act applicable to the company.
Company is adopting new set of Articles of Association in line with new
Company law and rules framed there under.
All other changes as required by the Act have been in place and we
re-affirm our commitment to the highest level of Corporate Governance.
DEPOSITS
During the year under review the Company has not accepted any deposit
falling within the meaning of section 73 of the Companies Act, 2013 and
the Companies (Acceptance of Deposits) Rules, 2014.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT
The Company has not given any loan or guarantees covered under the
provisions of section 186 of the Companies Act, 2013.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information required to be furnished under section 134 (3)(m) of
the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014
relating to Conservation of Energy, Technology absorption and Foreign
Exchange earnings and outgo is annexed in " Annexure A" herewith and
forming part of this report.
INDUSTRIAL RELATIONS
During the year under review, your Company enjoyed cordial relationship
with workers and employees at all level.
CONTRACT OR ARRANGEMENT WITH RELATED PARTIES
All contracts/ arrangement/ transactions entered by the company during
the financial year with related parties were in the ordinary course of
business and on arm length basis. During the year, the company has not
entered into any contracts / arrangements/ transactions with related
parties which could be considered material in accordance with the
policy of the Company on materiality of related party transactions. The
prescribed form AOC-2 is enclosed as Annexure-B and forms part of the
report.
DIRECTORS
Your board has a Non- Executive Chairman and the number of Independent
Directors is one third of the total strength of Directors. The
composition of the board is in conformity of Clause 49 of the Listing
Agreement.
Your board of directors consist of the following Three directors:
1. Mr. Braj Mohan (Chairman, Independent Director);
2. Mr. Kishore Saxena ( Non Executive Independent) and;
3. Mr. Shyam Mohan Mittal ( Managing Director)
4. Ms. Ayushi Agarwal ( Non Executive Director)
At the Annual General Meeting of the company held on 30th September
2015, In accordance with the provisions of Companies Act, 2013.
Ms. Ayushi Agarwal was appointed as an Additional Director with effect
from 25th march 2015. She holds office up to the date of the
forthcoming Annual General Meeting. The Company has received from her
the requisite notice in writing signifying her candidature for the
Independent Director and appointed as an independent director by the
Shareholders at the 33rd Annual General Meeting held on 30th September
2015.
Mr. Shyam Mittal Mohan Managing director is the Key Managerial
Personnel of the Company as per the provisions of Sections 2(51) and
203 of the Companies Act 2013 read with the Companies (Appointment and
Remuneration of managerial Personnel)Rules, 2014.
There were no resignations by the Directors or Key managerial Personnel
During the Year.
Statement on Declaration given by the Independent Director
As required under Sections 149(7) of the Companies Act 2013, all the
Independent Directors have given their respective declarations that
they meet the criteria of Independence as specified in section 149(6)
of the companies Act 2013.
The details of training and familiarization programme and Annual Board
Evaluation process for Directors have been part of this report. The
policy on Director's appointment and remuneration including criteria
for determining qualifications, positive attributes, independence of
Director, and also remuneration for Key Managerial Personnel and other
employees also forms part of this Annual Report.
DIRECTORS RESPONSIBILITY STATEMENT
In terms of Section 134(5) of the Companies Act 2013 the director state
that to the best of their knowledge and belief and according to the
information and explanations obtained by them:
a) That in the preparation of the annual financial statements for the
year ended March 31, 2015, the applicable accounting standards have
been followed along with proper explanation relating to material
departures, if any;.
b) That such accounting policies as mentioned in Notes to the Financial
Statements have been selected and applied consistently and judgment and
estimates have been made that are reasonable and prudent so as to give
a true and fair view of the state of affairs of the Company as at March
31, 2015 and of the profit of the Company for the year ended on that
date;
c) That the directors have 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) That the Directors have been prepared the annual financial statement
on a going concern basis.
e) That the Directors had laid down internal financial controls to be
followed by the Company and that such internal financial controls are
adequate and operating effectively.
f) That the directors had devised proper systems to ensure compliance
with the provisions of all applicable laws and that such systems were
adequate and operating effectively.
POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS
The Company has constituted a Nomination and Remuneration Committee and
formulated the criteria for determining the qualification, positive
attributes and independence of a Director . The Nomination and
Remuneration Committee has recommended to the board a policy relating
to the remuneration for Directors, Key managerial Personnel and other
employees as required under Section 178(1) of the Companies Act 2013.
The Criteria inter alia includes a person to be appointed on the board
of the Company should possession in addition to the fundamental
attributes of Character and integrity, appropriate qualifications,
skill experience and knowledge in one or more fields of engineering,
banking management finance marketing and legal, proven track record,
etc.
As required under the provisions of Sections 197(14) of the Companies
Act 2013, the Executive Director of the Company confirm that they do
not receive any remuneration or commission from any subsidiary of the
Company.
BOARD EVALUATION
Pursuant to the provisions of companies Act, 2013, the Board has
carried out annual performance evaluation of its own performance, the
directors individually as well the evaluation of the working of its
Audit, Nomination & Remuneration and Stakeholder committee.
The performance of the Board was evaluated by the Board after seeking
inputs from all the directors on the basis of the criteria such as the
Board composition and structure, effectiveness of board processes,
information and functioning, etc
The performance of the committees was evaluated by the board after
seeking inputs from the committee members on the basis of the criteria
such as the composition of committees, effectiveness of committee
meetings, etc.
In a separate meeting of independent Directors, performance of
non-independent directors, performance of the board as a whole and
performance of the Chairman was evaluated, taking into account the
views of executive directors and non-executive directors. The same was
discussed in the board meeting that followed the meeting of the
independent Directors, at which the performance of the Board, its
committees and individual directors was also discussed.
MEETING OF BOARD OF DIRECTORS
A calendar of Meetings is prepared and circulated in advance to the
Directors. During the year 6 (Six) Board Meetings and 4 (Four) Audit
Committee Meetings were convened and held. The intervening gap between
the Meetings was within the period prescribed under the Companies Act,
2013.
COMPOSTION OF AUDIT COMMITTEE
The company is having an audit committee comprising of the following
directors:
Name Designation
Kishore Saxena Chairman
Braj Mohan Singh Member
Shyam Mittal Mohan Member
NOMINATION AND REMUNERATION COMMITTEE
The company is having a Nomination and Remuneration Committee
comprising of the following directors:
Name Designation
Kishore Saxena Chairman
Braj Mohan Singh Member
Shyam Mittal Mohan Member
SUBSIDIARY COMPANIES, JOINT VENTURES & ASSOCIATE COMPANIES
As on 31st March 2015, the Company has three Wholly Owned Subsidiary
namely:-
- Tanu Medico Limited incorporated on 05th December 2013
Tanu Medico Limited a wholly owned subsidiary of the company engaged in
import and export in all kinds of Pharmaceuticals, medicine and drugs,
it is the initial period of operation and it reported total revenue of
Rs. 8560 and profit after tax of Rs. (49,911) for the year under
review. During the year the company increase its Authorized share
capital of Rs. 10,00,000 to Rs. 50,00,000 and its paid up Equity share
capital is Rs. 50,00,000.
- Elopace Infrastructure Limited incorporated on 13th December 2013
Elopace Infrastructure Limited, a wholly owned step down subsidiary of
the company and is engaged as the constructer , contractor in real
estate business .For the year under review Elopace Infrastructure
limited recorded revenue of Rs. 10,200. During the year the company
increase its Authorized share capital of Rs. 10,00,000 to Rs. 20,00,000
and its paid up Equity share capital is Rs. 20,00,000.
- Yasmak Trade Infra Limited incorporated on 06th December 2013
Yasmak Trade Infra Limited a wholly owned step down subsidiary of the
company and the company did not undertake any business during the year
under review. A Marginal profit representing interest income was earned
during the year Consolidated Accounts of its subsidiaries for the year
under review has also been drawn in accordance with applicable
accounting Standards.
CONSOLIDATED FINANCIAL STATEMENT
As required under the Listing Agreements with the Stock Exchanges
Consolidated Financial Statements of the Company are attached. The
consolidated Financial statements have been prepared in accordance with
Accounting standard 21, Accounting standard 23 and Accounting standard
27 issued by The Institute of Chartered Accountants of India and the
provisions of the Listing Agreement with the stock Exchanges, forms
part of this Annual Report and showing the financial resources, assets,
liabilities, income, profits and other details of the Company and its
subsidiaries as a single entity, after elimination of minority
interest. The Auditor's Report on the consolidated financial statement
is also attached. The same is unqualified.
COMPLIANCE WITH THE CODE OF CONDUCT
A declaration signed by the managing Director affirming the compliance
with the Companies Code of Conduct by the Director's and senior
Management for the Financial Year 2014-15, as required under Clause 49
of the listing agreement form part of this Annual Report. The Board of
Directors has approved a Code of Conduct which is applicable to the
Members of the Board and all employees in the course of day to day
business operations of the Company.
PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Conduct for Prevention of Insider
Trading with a view to regulate in securities by the Directors and
designated employees of the Company. The Code requires pre-clearance
for dealing in the Company's shares and prohibits the purchase or sale
of Company shares by the Directors and the designated employees while
in possession of unpublished price sensitive information in relation to
the Company and during the period when the Trading Window is closed.
The Board is responsible for implementation of the Code.
All Board Directors and the designated employees have confirmed
compliance with the code.
INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY
M/S Ritu Ashish Agarwal & Associates , Chartered Accountants performs
the duties of internal auditors of the company and their report is
reviewed by the audit committee from time to time. The Company has
adequate system of internal control to safeguard and protect from loss,
unauthorized use or disposition of its assets.
All the transactions are properly authorized, recorded and reported to
the Management. The Company is following all the applicable Accounting
Standards for properly maintaining the books of accounts and reporting
financial statements. The internal auditor of the company checks and
verifies the internal control and monitors them in accordance with
policy adopted by the company. In each period whether productive or
non-productive, the Company continues to ensure proper and adequate
systems and procedures commensurate with its size and nature of its
business.
All internal Audit findings and control systems are periodically
reviewed by the Audit Committee of the Board of Director which provides
strategic guidance on Internal Control.
VIGIL MECHANISM POLICY / WHISTLE BLOWER POLICY
In order to ensure that the activities of the Company and its employees
are conducted in a fair and transparent manner by adoption of highest
standards of professionalism, honesty, integrity and ethical behavior
the company has adopted a vigil mechanism policy. This policy is
explained in corporate governance report and also posted on the website
of company.
AUDITORS REPORTS/ SECRETARIAL AUDIT REPORTS:
M/S D KHURANA & COMPANY., CHARTERED ACCOUNTANTS (FRN 022696N), who have
been the appointed as a Statutory Auditors of the Company at the last
AGM but subject to the ratification by members at every consequent
Annual General Meeting. Therefore, ratification of appointment of
Statutory Auditors is being sought from the members of the Company at
the ensuing AGM.
SECRETARIAL AUDITORS
Pursuant to provisions of Section 204 of the Companies Act, 2013 and
the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 the Company has appointed M/S NARESH GUPTA & ASSOCIATES,
COMPANY SECRETARY IN WHOLE TIME PRACTICE to undertake the Secretarial
Audit of the Company.
The Secretarial Audit Report is annexed herewith as "Annexure C".
EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31ST MARCH,
2015
As required pursuant to section 92(3) of the Companies Act, 2013 and
rule 12(1) of the Companies (Management and Administration) Rules,
2014, an extract of annual return in MGT 9 as a part of this Annual
Report as "ANNEXURE D".
HUMAN RESOURCES
Your Company's Human Resource agenda remained focused on reinforcing
the key thrust areas; being the employer of choice on campus, building
an inclusive culture and a strong talent pipeline, institutionalizing
mission critical capabilities in the organization, driving greater
employee engagement and continuing to focus on progressive employee
relation policies.. The management has always carried out systematic
appraisal of performance and imparted training at periodic intervals.
The company has always recognized talent and has judiciously followed
the principle of rewarding performance.
BUSINESS RISK MANAGEMENT
The main objective of this policy is to ensure sustainable business
growth with stability and to promote a pro-active approach in
reporting, evaluating and resolving risks associated with the business.
In order to achieve the key objective, the policy establishes a
structured and disciplined approach to Risk Management, in order to
guide decisions on risk related issues.
In today's challenging and competitive environment, strategies for
mitigating inherent risks in accomplishing the growth plans of the
Company are imperative. The common risks inter alia are: Regulations,
competition, Business risk, Technology obsolescence, Investments,
retention of talent and expansion of facilities.
Business risk, inter-alia, further includes financial risk, political
risk, fidelity risk, legal risk.
As a matter of policy, these risks are assessed and steps as
appropriate are taken to mitigate the same.
PARTICULARS OF EMPLOYEES
The information required pursuant to Section 197 read with Rule, 5 of
The Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 in respect of employees of the Company is as follows:
The company has one Executive Director and due to financial constraints
being faced by the company he has forgone remuneration.
Further, no sitting fees has been paid to any director during the year.
However as per the provisions of section 136 of the Companies Act,
2013, the report and accounts are being sent to all shareholders of the
Company excluding the aforesaid information. Any shareholder interested
in obtaining a copy of the particulars may write to the Company's
Registered Office.
LISTING WITH STOCK EXCHANGES
The Company confirms that it has paid the Annual Listing Fees for the
year 2015-2016 to BSE where the Company's Shares are listed.
Other Disclosure
The Directors confirm that during the financial year under review:- -
No significant and material order has been passed against the company
by any Regulator of court or Tribunal Which will impact the going
concern status of the Company's operations; - There was no issue of
Equity Shares with differential rights as to dividend, voting or
otherwise; there was no issue of shares (including Sweat Equity Shares)
to the employees of the Company under any scheme.
ACKNOWLEDGEMENT
Your Directors place on record their sincere appreciation of the
services rendered by the employees of the Company. They are grateful to
shareholders, bankers, depositors, customers and vendors of the company
for their continued valued support. The Directors look forward to a
bright future with confidence.
CAUTIONARY STATEMENT
The statements contained in the Board's Report and Management
Discussion and Analysis contain certain statements relating to the
future and therefore are forward looking within the meaning of
applicable securities, laws and regulations.
Various factors such as economic conditions, changes in government
regulations, tax regime, other statues, market forces and other
associated and incidental factors may however lead to variation in
actual results.
Date: 01.09.2015 for and on behalf of the
Board
Place: Delhi Jolly Plastic Industries Limited
Sd- Sd-
Shyam Mittal Mohan Kishore Saxena
(Managing director) (Director)
Mar 31, 2014
Dear members,
The Directors have pleasure in presenting the 32nd Annual Report on
the business, operations and financial performance of the company
during the financial year ended 31st March 2014. The profit after tax
of the company is Rs. 1.21/- lacs during current financial year.
FINANCIAL RESULTS (Rs. In lacs)
Particulars For The Year Ended
31st March, 2014 31st March, 2013
Sales/Operating Income 573.94 675.88
Other Income 2.32 1.62
Expenses:-
Purchase of Stock in trade 568.11 434.48
Changes in Inventory of Stock-in-Trade - 233.45
Employee Benefit Expenses 2.35 1.97
Depreciation and Amortisation Expenses 0.03 0.08
Administrative & Other expenses 4.29 7.24
Profit Before Tax 1.48 0.28
Tax Expense:-
Current Tax 0.27 0.05
Deferred Tax 0.00 0.00
Profit/(Loss) After Tax 1.21 0.23
BUSINESS REVIEW
The turnover of the company during the year 2013-14 is Rs. 573.94 lacs
as compared to Rs. 675.88 lacs during the immediately preceding
financial year. However, profit before tax is Rs. 1.48/- lacs during
the current financial year as compared to Rs. 0.28/- lacs during the
immediately preceding financial year.
FUTURE OUTLOOK
The outlook of the economic growth across the globe with positive
vibrations will fuel a growth and demand recovery. At the present
moment there is a lull in the market and the management is looking
forward for changing situation in the global market. While optimism
rears for new vigour and thrust like emphasis on colour ways and new
designs, it is expected these changes will bring in positive response
from the overseas buyers and will trigger growth and profitability in
due course of time.
DIVIDEND
In order to augment reserves and to cater to the working capital
requirements, no dividend is being recommended.
PUBLIC DEPOSIT SCHEME
During the year, your Company has not accepted any deposits. There are
no outstanding deposits as on date.
CORPORATE GOVERNANCE
Your Company is committed to maintain the highest standards of
Corporate Governance. Your Director adhere to the stipulations set out
in the Listing Agreement with the Stock Exchanges and have implemented
all the prescribed requirements.
A separate report on Corporate Governance as stipulated, under Clause
49 of the listing Agreement, with the Stock Exchanges and have
implemented all the prescribed requirements.
A certificate from the auditors of the company M/s D. KHURANA &
COMPANY, Chartered Accountants confirming compliance of conditions of
Corporate Governance as stipulated in Clause 49 is annexed to this
report.
BOARD OF DIRECTORS
Your board has a Executive Chairman and the number of Independent
Directors is one half of the total strength of Directors. The
composition of the board is in conformity of Clause 49 of the Listing
Agreement.
Your board of directors consist of the following four directors:
1. Mr. Shyam Mohan Mittal (Chairman, Managing Director)
2. Mr. Kishore Saxena (Non Executive Independent) and;
3. Mr. Braj Mohan Singh (Non Executive Independent)
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to section 217 (2AA) of the companies ACT, 1956, it is hereby
confirmed:
1. That in the preparation of the accounts for the financial year ended
31st March, 2014 the applicable accounting standards have been followed
along with proper explanation relating to material departures.
2. 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 of the company for the year under review.
3. That the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities.
4. That the Directors have prepared the accounts for the financial year
ended 31st March, 2014 on a going concern basis.
SECRETARIAL COMPLIANCE CERTIFICATE
As per the requirements of Section 383A of the Companies Act, 1956, the
Compliance Certificate regarding compliance of various requirements of
the Companies Act, 1956 and the rules made there under has been
obtained from M/s Naresh Gupta & Associates, Company Secretaries, for
the financial year ended on 31st March, 2014.
AUDITORS
M/s D. khurana & Co., Chartered Accountants, holds office of the
Statutory Auditors of the Company until the conclusion of the ensuing
Annual General Meeting is eligible for re-appointment.
The Company has received certificate from them to the effect that their
reappointment, if made, would be within the prescribed limits under
Section 224 (IB) of the Companies Act, 1956 and they are not
disqualified for such reappointment within the meaning of Section 226
of the said Act.
SUBSIDIARIES
As on 31st March 2014, the Company has three Wholly Owned Subsidiary
namely Tanu Medico Limited, Elopace Infrastructure limited, Yasmak
Trade Infra Limited respectively.
Consolidated Accounts of its subsidiaries for the year under review has
also been drawn in accordance with applicable accounting Standards.
CONSOLITED FINANCIAL STATEMENT
As required under the Listing Agreements with the Stock Exchanges
Consolidated Financial Statements of the Company are attached. The
consolidated Financial statements have been prepared in accordance with
Accounting standard 21, Accounting standard 23 and Accounting standard
27 issued by The Institute of Chartered Accountants of India and
showing the financial resources, assets, liabilities, income, profits
and other details of the Company and its subsidiaries as a single
entity, after elimination of minority interest.
THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES, 1988
a. AUDIT COMMITTEE
As per the provisions of the Listing Agreement and pursuant to Section
292A of the Companies Act, 1956, the Audit Committee has been set up to
review the internal audit reports and financial statements at periodic
intervals.
The Audit Committee comprises following three members having strong
background in financial management:-
Mr. Shyam Mohan Mittal Chairman
Mr. Kishore Saxena Member
Mr. Braj Mohan Singh Member
b. INVESTORS/SHAREHOLDERS'' GRIEVANCE COMMITTEE
In pursuance of the provisions of the Listing Agreement, the company
has also set up a Shareholders/ Investor''s Grievance Committee to
ensure maximum security to the concern of the shareholders. The
committee consists of an Executive Chairman and other two members as
mentioned below:
Mr. Shyam Mohan Mittal Chairman
Mr. Kishore Saxena Member
Mr. Braj Mohan Singh Member
PARTICULARS OF EMPLOYEES
As required by the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (particulars of employees) Rules, 1975, as
amended, no employee was in receipt of remuneration exceeding Rs.
60,00,000/- per annum or Rs. 5,00,000/- per month for any part thereof.
PUBLIC DEPOSITS
The company has not accepted any deposit from public within the meaning
of section 58-A of the companies ACT, 1956 read with the companies
(Acceptance of Deposits) rules, 1975.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUT GO
Particulars with respect to conservation of energy, Technology
absorption, Foreign Exchange Earnings & outgo as required under section
217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of
Particulars in the Report of Board of Directors) Rules, 1988 is given
in the Annexure forming part of this report.
APPRECIATION
The Company places on record its deep appreciation of the devoted
services of executives and other staff of the company who have
contributed in the performance and the Company''s inherent strength.
Grateful thanks are also due to the investors, the bankers, business
associates & all other stakeholders for their continued support to the
company from time to time.
By the Order of the Board
For JOLLY PLASTIC INDUSTRIES LIMITED
Sd/- Sd/-
Place : Rajkot Shyam Mittal Mohan Kishore Saxena
Date : 14/08/2014 (Managing Director) (Director)
DIN: 00458670 DIN: 00049728
Mar 31, 2012
To , The Members of JOLLY PLASTIC INDUSTRIES LIMITED
The Directors have pleasure in presenting the 30th Annual Report on
the business, operations and financial performance of the company
during the financial year ended 31st March 2012.
FINANCIAL RESULTS (Rs. In lacs)
Particulars For The Year Ended
31st March 2012 31st March, 2011
Sales/Operating Income 59.76 80.40
Other Income - 18.70
Expenses:- Purchase of Stock in trade 288.21 77.22
Changes in Inventories of Stock
In Trade (233.45) -
Employee Benefit Expenses 0.46 1.50
Depreciation and Amortisation Expenses 0.19 0.48
Administrative & Other expenses 3.94 1.14
Gross Profit/ (Loss) after interest
but before 0.41 18.76
depreciation & taxation
Less: Previous Year Tax Adjustment (2.90) -
Less: Current Year Tax 0.08 2.90
Profit/(Loss) after tax 3.23 15.86
Yours Director would like to state that as per notes to account Point
No. 12 regarding share application money pending for preferencial
allotment has now been allotted to applicant on 02/05/2012 and the same
has been intimated to Stock Exchange and other Government Authorities.
BUSINESS REVIEW
The year has ended with a Net Profit after Tax of Rs. 3,23,453/- as
against Net Profit after Tax of Rs. 15,85,891/- of last year. The Company
is trying its best to keep its expenses in check in spite of
inflationary trends and to expand the business of the Company. Baring
unforeseen circumstances- we expect better performance in the current
year by trading and investing cautiously.
DIVIDEND
In view of accumulated losses, no dividend is being recommended.
CORPORATE GOVERNANCE
Your Company is committed to maintain the highest standards of
Corporate Governance. Your Director adhere to the stipulations set out
in the Listing Agreement with the Stock Exchanges and have implemented
all the prescribed requirements.
A separate report on Corporate Governance as stipulated, under Clause
49 of the Listing Agreement, with the Stock Exchanges are made part of
the Report.
A Certificate from the Auditors of the Company M/S D. KHURANA & CO.
confirming compliance of conditions of Corporate Governance as
stipulated in Clause 49 is annexed to this report.
Listing Status:
Your Company is listed on Bombay Stock Exchange and Ahmedabad Stock
Exchange.
BOARD OF DIRECTORS
Following director has been appointed as Additional Director. Being
eligible he offer himself for his re-appointment as director. As he is
having vast experience & knowledge of Stock Market, the board also
recommends his re-appointment:-
Mr. Kishore Saxena
Your board has a Non-Executive Chairman and the number of Independent
Directors is half of the total strength of Directors. The composition
of the board is in conformity of Clause 49 of the Listing Agreement.
Your board of directors consist of the following four directors:-
1. Mr. Braj Mohan Sigh : (Chairman & Non Executive Independent)
2. Mr. Kishore Saxena : (Non Executive Independent)
3. Mr. Dharmesh Bhai Patel : (Non Executive and Non Independent)
4. Mr. Shyam Mohan Mittal : (Managing Director and Executive)
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, it is hereby
confirmed:
1. That in the preparation of the accounts for the financial year
ended 31st March, 2012 the applicable Accounting Standards have been
followed along with proper explanation relating to material departures.
2. 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 of the company for the year under review.
3. That the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities.
4. That the Directors have prepared the accounts for the financial
year ended 31st March, 2012 on a going concern basis.
AUDITORS
M/s D. Khurana & Co; Chartered Accountants holds office of the
Statutory Auditors of the Company until the conclusion of the ensuing
Annual General Meeting is eligible for re-appointment.
The Company has received certificate from them to the effect that their
reappointment, if made, would be within the prescribed limits under
Section 224 (IB) of the Companies Act, 1956 and they are not
disqualified for such reappointment within the meaning of Section 226
of the said Act.
Board recommends the re-appointment of the Statutory Auditors.
THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES, 1988
In terms of the above rules, your directors are pleased to give the
particulars as prescribed therein in the annexure, which form part of
the Directors' Report.
a. AUDIT COMMITTEE
As per the provisions of the Listing Agreement and pursuant to Section
292A of the Companies Act, 1956, the Audit Committee has been set up to
review the internal audit reports and financial statements at periodic
intervals. The Audit Committee comprises following three members
having strong background in financial management:-
S.
No. Name of Directors Category
1. Sh. Shyam Mohan Mittal Chairman (Non-executive Independent)
2. Sh. Nitin Agarwal Member (Non Executive Independent)
3. Sh Arvindbhai Patel Member (MD and Executive)
b. INVESTORS/SHAREHOLDERS' GRIEVANCE COMMITTEE
In pursuance of the provisions of the Listing Agreement, the company
has also set up a Shareholders/ Investor's Grievance Committee to
ensure maximum security to the concern of the shareholders. The
committee consists of a Non Executive Chairman and other two members of
the names as follows:
S.
No. Name of Directors Category
1. Sh Arvind Bhai Patel Chairman
2. Sh.Shyam Mohan Mittal Member
3. Sh. Nitin Agarwal Member
PARTICULARS OF EMPLOYEES
As required by the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (particulars of employees) Rules, 1975, as
amended, no employee was in receipt of remuneration exceeding Rs.
60,00,000/- per annum or Rs. 5,00,000/- per month for any part thereof.
PUBLIC DEPOSITS
The company has not accepted any deposit from public within the meaning
of section 58-A of the companies ACT, 1956 read with the companies
(Acceptance of Deposits) rules, 1975.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUT GO
Particulars with respect to conservation of energy, Technology
absorption, Foreign Exchange Earnings & outgo as required under section
217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of
Particulars in the Report of Board of Directors) Rules, 1988 is given
in the Annexure forming part of this report.
APPRECIATION
The Company places on record its deep appreciation of the devoted
services of executives and other staff of the company who have
contributed in the performance and the Company's inherent strength.
Grateful thanks are also due to the investors, the bankers, business
associates & all other stakeholders for their continued support to the
company from time to time.
By the Order of the Board
For JOLLY PLASTIC INDUSTRIES LIMITED
Place :New Delhi Sd/- Sd/-
Dated :1st September, 2012 (Managing Director) (Director)
Mar 31, 2011
To The Members of JOLLY PLASTIC INDUSTRIES LIMITED
The Directors have pleasure in presenting the 29th Annual Report on
the business, operations and financial performance of the company
during the financial year ended 31st March 2011.
FINANCIAL RESULTS Rs. (In lacs)
Particulars For The Year Ended
31s,March2011 31st March, 2010
Sales/Operating Income 99.11 Ã
Gross Profit/ (Loss) after interest but 19.24 (0.23)
before depreciation & taxation
Less: Depreciation 0.48 Ã
Less: Income Tax/FBT 2.90 Ã
less: Decrease in Deferred tax assets
during the year à Ã
Profit/(Loss) after tax 1.59 (0.23)
Transfer to General Reserve/ P & L Ã Ã
BUSINESS REVIEW
The year has ended with a net profit of Rs. 1585890.82 as against Net
Loss of Rs. 23300.00 of last year. The Company is exploring alternative
avenues for business opportunities and entered into capital markets in
current year. The Company is trying its best to keep its expenses in
check in spite of inflationary trends and to expand the business of the
Company. Baring unforeseen circumstances- we expect better performance
in the current year by trading and investing cautiously.
DIVIDEND
In view of accumulated losses, no dividend is being recommended.
CORPORATE GOVERNANCE
Your Company is committed to maintain the highest standards of
Corporate Governance. Your Director adhere to the stipulations set out
in the Listing Agreement with the Stock Exchanges and have implemented
all the prescribed requirements.
A separate report on Corporate Governance as stipulated, under Clause
49 of the Listing Agreement, with the Stock Exchanges and have
implemented all the prescribed requirements.
A Certificate from the Auditors of the Company M/S D, KHURANA & CO.
confirming compliance of conditions of Corporate Governance as
stipulated in Clause 49 is annexed to this report.
Listing Status: Your Company is listed on Bombay Stock Exchange and
Ahmadabad Stock Exchange.
BOARD OF DIRECTORS
Following directors have been appointed as Additional Independent
Directors. Being eligible they offer themselves for their
re-appointment as director. As they are having vast experience &
knowledge of Stock Market, the board also recommends their
re-appointment- Mr. Nitin Agarwal Mr. Shyam Mohan Mittal
Your board has a Non-Executive Chairman and the number of Independent
Directors is half of the total strength of Directors. The composition
of the board is in conformity of Clause 49 of the Listing Agreement.
Your board of directors consist of the following five directors:-
1. Mr. Arvind Bhai Patel M.D.
2. Mr. Dharmesh Bhai Patel Director
3. Mr. Suresh Nanjibhai Vekaria Director
4. Mr. Nitin Agarwal Director
5. Mr. Shyam Mohan Mittal : Director
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956, it is hereby
confirmed:
1. That in the preparation of the accounts for the financial year
ended 31st March, 2011 the applicable Accounting Standards have been
followed along with proper explanation relating to material departures.
2. 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 of the company for the year under review.
3. That the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities.
4. That the Directors have prepared the accounts for the financial
year ended 31st March, 2011 on a going concern basis.
AUDITORS
M/s D. Khurana & Co; Chartered Accountants holds office of the
Statutory Auditors of the Company until the conclusion of the ensuing
Annual General Meeting is eligible for re-appointment.
The Company has received certificate from them to the effect that their
reappointment, if made, would be within the prescribed limits under
Section 224 (IB) of the Companies Act, 1956 and they are not
disqualified for such reappointment within the meaning of Section 226
of the said Act.
THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF
DIRECTORS) RULES, 1988
In terms of the above rules, your directors are pleased to give the
particulars as prescribed therein in the annexure, which form part of
the Directors' Report.
a. AUDIT COMMITTEE
As per the provisions of the Listing Agreement and pursuant to Section
292A of the Companies Act, 1956, the Audit Committee has been set up to
review the internal audit reports and financial statements at periodic
intervals.
:e Audit Committee comprises following three members having strong
background in financial management:-
S. No. Name of Directors Category
1. Sh.Dharmesh Patel Chairman (Non-executive Independent)
2. Sh. Nitin AgarwaJ Member (Non Executive Independent)
3. Sh Arvind Bhai Patel Member(CMD)
b. INVESTORS/SHAREHOLDERS' GRIEVANCE COMMITTEE
In pursuance of the provisions of the Listing Agreement, the company
has also set up a Shareholders/ Investor's
Grievance Committee to ensure maximum security to the concern of the
shareholders. The committee consists of a Non Executive Chairman and
other two members of the names as follows:
S. No. Name of Directors Category
1. Sh Arvind Bhai Patel Chairman
2. Sh.Shyam Mohan Mittal Member
3. Sh. Nitin Agarwal Member
PARTICULARS OF EMPLOYEES
As required by the provisions of section 217(2A) of the Companies Act,
1956 read with the Companies (particulars of employees) Rules, 1975, as
amended, no employee was in receipt of remuneration exceeding Rs.
24,00,000/ - per annum or Rs. 2,00,000/- per month for any part
thereof.
PUBLIC DEPOSITS
The company has not accepted any deposit from public within the meaning
of section 58-A of the companies ACT, 1956 read with the companies
(Acceptance of Deposits) rules, 1975.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Particulars with respect to conservation of energy, Technology
absorption, Foreign Exchange Earnings & outgo as required under section
217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of
Particulars in the Report of Board of Directors) Rules, 1988 is given
in the Annexure forming part of this report.
APPRECIATION
The Company places on record its deep appreciation of the devoted
services of executives and other staff of the company who have
contributed in the performance and the Company's inherent strength.
Grateful thanks are also due to the investors, the bankers, business
associates & all other stakeholders for their continued support to the
company from time to time.
By the Order of the Board For
JOLLY PLASTIC INDUSTRIES LIMITED
Place : Rajkot-360003 Sd/- Sd/-
Dated : 25.08.2011 (Director) (Managing Director)
Mar 31, 2009
To The Member(s) of Jolly Plastic Industries Limited
The Director's hereby present Twenty Seventh Annual Report on the
business operations of the company and the Audited Statement of
Accounts accompanied by Auditor's Report for the year ending 31st March
2009
Financial Highlights:
(Rs In Lacks)
2008-09 2007-08
Total Income 0.00 6.47
Profit/Loss before Depreciation & Tax (.23) (0.66)
Less: Depreciation 0.00 0.00
Net Loss before Tax (.23) (0.66)
Add: Balance Brought Forward (86.59) (85.92)
From Previous Year
Add: transfer From General Reserve 0.00 0.00
Loss Available for Appropriation (86.81) (86.59)
Operations
The performance of the company has not remained satisfactory as on
account of un- avoided circumstances the company was forced to shutdown
the project. During the year aforesaid other incomes of the company as
Rs. 0.00 lacks with a net losses of Rs 0.23 lacks your directors are
making all their efforts and confident of better performance for the
following financial year 2008-2009
Deposits
In terms of Companies (Acceptance of Deposits) Rules 1975, the Company
has not accepted any deposit during the year under report within the
meaning of provisions of Section 58A of the Companies Act, 1956.
Dividend
After reviewing the profits for the year and the financial position of
the company, your directors not recommended any dividend due to lower
profitability.
Directors' Responsibility Statements
Pursuant to the requirement u/s 217(2AA) of the Companies Act, 1956
with respect to Directors' Responsibility Statements, your directors
state that:
(i) In the preparation of the Annual accounts for the financial year
ended 31st March,2009, the applicable accounting standards have been
followed along with proper explanation relating to material departures ;
(ii) The directors has selected such accounting policies and applied
them consistently and made judgements and estimates that are reasonable
and prudent so as to give true and fair view of the state of the
affairs of the Company at the end of the financial year and of the
profit or loss of the company for the year under review ;
(iii) The directors has taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities ; and
(iv) The directors has prepared the annual accounts for the financial
year ended 31st March, 2009 on a 'going concern' basis .
Auditors
M/s. Bakul V Gantra & Company, Chartered Accountants, the retiring
auditor of the Company retire and eligible "for reappointment and they
to the effect that their appointment shall be in accordance with the
limits specified under sub section (l-B) of Section 224 of the
Companies Act, 1956.
Personnel
The company had no employee of category specified in Sub Section (2A)
of Section 217 of the Companies Act, 1956.
Insurance
The company has adequately insured the company s property
Acknowledgement
Your directors place on record their appreciation of the assistance and
support extended by company's bankers, consultants, shareholders and
customers of the company. Your directors also wish to thank management
and staff of the company for continuous guidance and support received
from them.
For and on behalf of the Board
Date : 18/08/2009 (Director) (Director)
Place : DHORAJI
Mar 31, 2008
To The Member(s) of Jolly Plastic Industries Limited
The Director's hereby present Twenty Sixth Annual Report on the
business operations of the company and the Audited Statement of
Accounts accompanied by Auditor's Report for the year ending 31st March
2008
Financial Highlights:
(Rs In Lacks)
2007-08 2006-07
Total Income 6.47 39.67
Profit/Loss before Depreciation & Tax (.66) (0.59)
Less: Depreciation 0.00 0.00
Net Loss before Tax (.66) (0.59)
Add: Balance Brought Forward (85.92) (85.33)
From Previous Year
Add: transfer From General Reserve 0.00 0.00
Loss Available for Appropriation (86.59) (85.92)
Operations
The performance of the company has not remained satisfactory as on
account of un- avoided circumstances the company was forced to shutdown
the project. During the year aforesaid other incomes of the company as
Rs. 6.47 lacks with a net losses of Rs 0.66 lacks your directors are
making all their efforts and confident of better performance for the
following financial year 2007-2008
Deposits
In terms of Companies (Acceptance of Deposits) Rules 1975, the Company
has not accepted any deposit during the year under report within the
meaning of provisions of Section 58A of the Companies Act, 1956.
Dividend
After reviewing the profits for the year and the financial position of
the company, your directors not recommended any dividend due to lower
profitability.
Directors' Responsibility Statements
Pursuant to the requirement u/s 217(2AA) of the Companies Act, 1956
with respect to Directors' Responsibility Statements, your directors
state that:
(i) In the preparation of the Annual accounts for the financial year
ended 31st March,2008, the applicable accounting standards have been
followed along with proper explanation relating to material departures ;
(ii) The directors has selected such accounting policies and applied
them consistently and made judgements and estimates that are reasonable
and prudent so as to give true and fair view of the state of the
affairs of the Company at the end of the financial year and of the
profit or loss of the company for the year under review ;
(ii) The directors has taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities ; and
(iv) The directors has prepared the annual accounts for the financial
year ended 31st March, 2008 on a 'going concern' basis .
Auditors
M/s. Bakul V.Gantra & Company, Chartered Accountants, the retiring
auditor of the Company retire and eligible for reappointment and they
have furnished a Certificate to the effect that their appointment shall
be in accordance with the limits specified under sub section (l-B) of
Section 224 of the Companies Act, 1956.
Personnel
The Company had no employee of category specified in Sub Section (2A)
of Section 217 of the Companies Act, 1956.
Insurance
The company has adequately insured the company's property
Acknowledgement
Your directors place on record their appreciation of the assistance and
support extended by company's bankers, consultants, shareholders and
customers of the company. Your directors also wish to thank management
and staff of the company for continuous guidance and support received
from them.
For and on behalf of the Board
Date : 14/08/2008 (Director) (Director)
Place : DHORAJI
Mar 31, 2007
To The Member(s) of Jolly Plastic Industries Limited
The Director's hereby present Twenty Fifth Annual Report on the
business operations of the company and the Audited Statement of
Accounts accompanied by Auditor's Report for the year ending 31st March
2007
Financial Highlights:
(Rs In Lacks)
2006-07 2005-06
Total Income 39.67 0.00
Profit/Loss before Depreciation & Tax (.59) (.36)
Less: Depreciation 0.00 0.00
Net Loss before Tax (.59) (.36)
Add: Balance Brought Forward (85.33) (84.97)
From Previous Year
Add: transfer From General Reserve 0.00 0.00
Loss Available for Appropriation (85.92) (85.33)
Operations
The performance of the company has not remained satisfactory as on
account of un- avoided circumstances the company was forced to shutdown
the project. During the year aforesaid other incomes of the company as
Rs. 39.67 lacks with a net losses of Rs 0.59 lacks your directors are
making all their efforts and confident of better performance for the
following financial year 2006-2007
Deposits
In terms of Companies (Acceptance of Deposits) Rules 1975, the Company
has not accepted any deposit during the year under report within the
meaning of provisions of Section 58A of the Companies Act, 1956.
Dividend
After reviewing the profits for the year and the financial position of
the company, your directors not recommended any dividend due to lower
profitability.
Directors' Responsibility Statements
Pursuant to the requirement u/s 217(2AA) of the Companies Act, 1956
with respect to Directors' Responsibility Statements, your directors
state that:
(i) In the preparation of the Annual accounts for the financial year
ended 31st March,2007, the applicable accounting standards have been
followed along with proper explanation relating to material departures ;
(ii) The directors has selected such accounting policies and applied
them consistently and made judgements and estimates that are reasonable
and prudent so as to give true and fair view of the state of the
affairs of the Company at the end of the financial year and of the
profit or loss of the company for the year under review ;
(iii) The directors has taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities ; and
(iv) The directors has prepared the annual accounts for the financial
year ended 31st March, 2007 on a 'going concern' basis Auditors M/s.
Bakul V.Gantra & Company, Chartered Accountants, the retiring auditor
of the Company retire and eligible for reappointment and they have
furnished a Certificate to the effect that their appointment shall be
in accordance with the limits specified under sub section (l-B) of
Section 224 of the Companies Act, 1956. Personnel The Company had no
employee of category specified in Sub Section (2A) of Section 217 of
the Companies Act, 1956. Insurance The company has adequately insured
the company's property
Acknowledgement
Your directors place on record their appreciation of the assistance and
support extended by company's bankers, consultants, shareholders and
customers of the company. Your directors also wish to thank management
and staff of the company for continuous guidance and support received
from them.
For and on behalf of the Board
Date : 19/08/2007 (Director) (Director)
Place : DHORAJI
Mar 31, 2006
To The Member(s) of Jolly Plastic Industries Limited
The Director's hereby present Twenty Fourth Annual Report on the
business operations of the company and the Audited Statement of
Accounts accompanied by Auditor's Report for the year ending 31st March
2006
Financial Highlights:
(Rs In Lacks)
2005-06 2004-05
Total Income 0.00 0.00
Profit/Loss before Depreciation & Tax (.36) (0.44)
Less: Depreciation 0.00 0.00
Net Loss before Tax (.36) (0.44)
Add: Balance Brought Forward (84.97) (84.53)
From Previous Year
Add: transfer From General Reserve 0.00 0.00
Loss Available for Appropriation (85.33) (84.97)
Operations
The performance of the company has not remained satisfactory as on
account of un- avoided circumstances the company was forced to shutdown
the project . During the year aforesaid other incomes of the company as
Rs. 0.00 lacks with a net losses of Rs 36 lacks. Your directors are
making all their efforts and confident of better performance for the
following financial year 2005-2006
Deposits
In terms of Companies (Acceptance of Deposits) Rules 1975, the Company
has not accepted any deposit during the year under report within the
meaning of provisions of Section 58A of the Companies Act, 1956.
Dividend
After reviewing the profits for the year and the financial position of
the company, your directors not recommended any dividend due to lower
profitability.
Directors' Responsibility Statements
Pursuant to the requirement u/s 217(2AA) of the Companies Act, 1956
with respect to Directors' Responsibility Statements, your directors
state that:
(i) In the preparation of the Annual accounts for the financial year
ended 31st March,2006, the applicable accounting standards have been
followed along with proper explanation relating to material departures ;
(ii) The directors has selected such accounting policies and applied
them consistently and made judgements and estimates that are reasonable
and prudent so as to give true and fair view of the state of the
affairs of the Company at the end of the financial year and of the
profit or loss of the company for the year under review ;
(iii) The directors has taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities ; and
(iv) The directors has prepared the annual accounts for the financial
year ended 31st March, 2006 on a 'going concern' basis .
Auditors
M/s. Bakul V.Gantra & Company, Chartered Accountants, the retiring
auditor of the Company retire and eligible for reappointment and they
have furnished a Certificate to the effect that their appointment shall
be in accordance with the limits specified under sub section (l-B) of
Section 224 of the Companies Act, 1956.
Personnel
The Company had no employee of category specified in Sub Section (2A)
of Section 217 of the Companies Act, 1956.
Insurance
The company has adequately insured the company's property
Acknowledgement
Your directors place on record their appreciation of the assistance and
support extended by company's bankers, consultants, shareholders and
customers of the company. Your directors also wish to thank management
and staff of the company for continuous guidance and support received
from them.
For and on behalf of the Board
Date : 23/08/2006 (Director) (Director)
Place : DHORAJI
Mar 31, 2003
TO The Members of JOLLY PLASTIC INDUSTRIES LIMITED
The Directors have pleasure in submitting the 21st Annual Report with
Audited Accounts of the company for the financial year ended 31st March
2003.
FINANCIAL RESULTS Rs. (In lacs)
Particulars For The Year For The Year
Ended Ended
31s,March 2011 31st March, 2010
Gross Profit/ (Loss) before
interest and depreciation 41571 (1475369)
Add/Less: Interest 250077 412624
Depreciation -- --
Profit/(Loss) after Depreciation (208506) (2567996)
Add. Balance B/F from last year (8237512) (5669516)
BALANCE AS PER BALANCE SHEET (8446018) (8237512)
OPERATING RESULTS:-
The company has incurred loss during the year under review which
amounts to Rs. 208506/- (previous year Rs. 2567996/-), which your
Directors recommend to carry forward to Balance-sheet,
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO:-
The requirement for disclosures of particulars with respect to
conservation of energy is not applicable to the company. A statement
giving details of Technology Absorption, Foreign Exchange earnings and
outgo in accordance with the companies (Disclosure of particulars in
the report of Board of Directors) Rules, 1988 is annexed hereto and
forms part of this report.
PARTICULARS OF THE EMPLOYEES :-
No Employee was covered u/s 217 (2-A), of the companies Act, 1956, read
with the companies (Particulars of Employees) Rules, 1975.
DIRECTORS' RESPONSIBILITY STATEMENT
In terms of sec, (2AA) of the Companies Act, 1956, the Directors
would like to state that :
1. In the preparation of the annual accounts, the applicable Accounting
Standards have been followed.
2. 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 of
the company for the year under review.
3. the directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities.
4. the Directors have prepared the accounts on a going concern basis.
AUDITORS
M/s Dhirubhai Dand & Co; Chartered Accountants Auditors of the Company
retires at the conclusion of ensuing General Meeting, you are requested
to re-appoint the Auditors of the company.
INDUSTRIAL RELATIONS:-
The Industrial Relations between the Management and Employees of the
company at all levels continued to be extremely cordial during the
entire year under review.
APPRECIATION
The Director are grateful for the support and co-operation given by the
share holders, Banks, Financial Institutions and Government Authorities.
By the Order of the Board For
Place : DHORAJI. (A.M.PATEL)
Dated : 24.08.2003 CHAIRMAN & MG.DIRECTOR
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