To
The Members,
AJC JEWEL MANUFACTURERSPRIVATE LIMITED
Your Directors have pleasure in presenting the 5th Boards' Report of the Company
together with audited Statement of Accounts and the Auditors' Report of your company for
the financial year ended 31st March, 2023.
1. FINANCIAL SUMMARY
(In Lakhs)
| Particulars |
31/03/2023 |
31/03/2022 |
| Sale |
19418.14 |
12,739.10 |
| Other Income |
6.64 |
0.57 |
| Total Income |
19424.78 |
12,739.67 |
| Cost of materials consumed |
18,494.45 |
12,257.06 |
| Employee benefit expenses |
378.08 |
175.71 |
| Financial Cost |
41.24 |
30.66 |
| Other expenses |
194.70 |
89.14 |
| Total Operating Expenses |
19108.47 |
1,2,552.57 |
| Cash profit |
316.31 |
187.10 |
| Depreciation and Amortization expense |
23.63 |
6.60 |
| Profit/ (loss) before tax |
292.68 |
180.50 |
| Tax for the period including deferred tax |
87.02 |
53.88 |
| Profit/ (loss) for the period |
205.66 |
126.62 |
2. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS:
There has been no change in the business of the Company during the financial year ended
31st March, 2023.
3. STATE OF AFFAIRS
• The turnover of the company for the current year is Rs. 19418.14 Lakhs as
against the turnover of Rs. 12,739.10 of the previous year, thus registering an increase
by 52.43%.
• The cash profit for the current year is Rs. 316.31 Lakhs as against the
cash profit of Rs. 187.10 Lakhs, thus registering a growth of 69.06%.
• The net profit for the current year is Rs. 205.66 Lakhs as against the
net profit of Rs. 126.62 Lakhs of the previous year, resulting in an increase by
62.43%.
4. DIVIDEND
No dividend is recommended for the current financial year as your directors propose to
plough back the profit for continued investment in the business.
5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND
There are no unclaimed dividend to be transferred to investor education and protection
fund.
6. MATERIAL CHANGES & COMMITMENTS
No material changes and commitments affecting the financial position of the Company
occurred between the end of the financial year to which this financial statements relate
and the date of this report.
7. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as required under the provisions of Section 134 (3) (m) of the
Companies Act, 2013 in respect of conservation of energy and technology absorption have
not been furnished considering the nature of activities undertaken by the company during
the year under review.
8. DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY
The Company does not have any Risk Management Policy as the elements of risk
threatening the Company's existence are very minimal.
9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE
COMPANIES ACT, 2013
The Company has not made any investment, nor has given any guarantee or securities
during the year under review. Therefore, it is not required to comply with provisions of
Section 186 of Companies Act, 2013.
10. PARTICULARS OF RELATED PARTY TRANSACTIONS
The company has not entered into any transaction with related parties falling under the
purview of Section 188 of the Companies Act. However it has paid managerial remuneration
and also accepted unsecured loan from directors in accordance with the provisions of the
Companies Act.
11. DETAILS OF COMPANY'S CORPORATE SOCIAL RESPONSIBILITY
The Company has not developed and implemented any Corporate Social Responsibility
initiatives as the said provisions are not applicable.
12. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR
DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS
There are no qualifications, reservations or adverse remarks made by the Auditors in
their report. The provisions relating to submission of Secretarial Audit Report is not
applicable to the Company. The provisions relating to submission of Secretarial Audit
Report is not applicable to the Company.
13. STATUTORY AUDITORS
M/s Kumar & Biju Associates Chartered Accountants (FRN:006113S), CHARTERED
ACCOUNTANTS, Calicut were appointed as the Statutory Auditors of the Company for five
financial years ending on 31st March 2024, in the Annual General Meeting held in the year
2019.
14. DETAILS OF FRAUD REPORT BY AUDITOR
No fraud u/s 143 (12) is reported by the auditors.
15. BOARD'S COMMENT ON THE AUDITORS' REPORT
The observations of the Statutory Auditors, when read together with the relevant notes
to the accounts and accounting policies are self-explanatory and do not require any
further comment.
16. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND
DISCHARGE OF THEIR DUTIES
The provisions of Section 178(1) relating to constitution of Nomination and
Remuneration Committee are not applicable to the Company
17. EXTRACT OF ANNUAL RETURN
The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule
12 of the Companies (Management and Administration) Rules, 2014 is attached to this
Report.
18. MEETINGS DURING THE FINANCIAL YEAR BOARD MEETINGS
During the financial year 2022-2023, the Board of Directors of the Company duly meet - 06
(Six) times i.e. on 15/05/2022, 31/08/2022, 15/10/2022, 22/12/2022, 23/12/2022 and
28/03/2023. The intervening gap between the two meetings was within the period as
prescribed under the Companies Act, 2013.
Further, the status of attendance of Board Meeting by each of Director is as follow:
| Date of Board Meetings |
Mr.ASHRAF PERINKADAKKAD |
Mr. KUNHIMOHAMED PERINKADAKKAT |
Mr.KUNHIMOIDU ANNENKOTTIL |
| 15/05/2022 |
Attended |
Attended |
Attended |
| 31/08/2022 |
Attended |
Attended |
Attended |
| 15/10/2022 |
Attended |
Attended |
Attended |
| 22/12/2022 |
Attended |
Attended |
Attended |
| 23/12/2022 |
Attended |
Attended |
Attended |
| 28/03/2023 |
Attended |
Attended |
Attended |
19. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134 (5) of the Companies Act, 2013, the Directors, to the best of
their knowledge and belief, confirm that:
(a) In the preparation of the annual accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures;
(b) The Directors had selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the company at the end of the financial year and of
the profit of the company for that period;
(c) The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;
(d) The Directors had prepared the annual accounts on a going concern basis; and
(e) Clause (e) of section 134(5) is not applicable as the Company is not a listed
Company
(f) 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.
20. DETAILS OF SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES
The Company does not have any Subsidiary, Joint Venture or Associate Company.
21. DEPOSITS
The Board states that no disclosure or reporting was required in respect of the details
relating to deposits covered under Chapter V of the Act as there were no deposits during
the financial year. The Company has not accepted any deposits during the year under
review.
22. DIRECTORS AND KEY MANAGERIAL PERSONNEL
There is no change in the Board of Directors of the Company during the Financial Year
2022-2023. Further, the provisions related to KMP were not applicable for the Financial
Year 2022-2023.
In terms of Section 203 of the Companies Act, 2013, the Company is not mandatorily
required to appoint any whole time KMPs.
23. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
As per the requirement of The Sexual Harassment of Women at Workplace (Prevention,
Prohibition & Redressal) Act, 2013 (‘Act') and rules made there under, your
Company has adopted a Sexual Harassment Policy for women to ensure healthy working
environment without fear of prejudice, gender bias and sexual harassment.
The company has also formed a under The Sexual Harassment of Women at Workplace
(Prevention, Prohibition & Redressal) Act, 2013 (‘Act') and rules made there
under and the committee met during the year under report.
The Board states that there were no cases or complaints filed pursuant to the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
24. AMOUNT WHICH IT PROPOSES TO CARRY TO RESERVES
The after tax profit earned by the Company for the financial year was Rs. 205,65,000/-
and the same was transferred to surplus account under reserves and surplus account.
25. COST RECORD
The provision of Cost audit as per section 148 is not applicable for the Company.
26. DECLARATION OF INDEPENDENT DIRECTORS
The provisions of Section 149 for appointment of Independent Directors do not apply to
the company.
27. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIAL STATEMENTS
The Company has in place adequate internal financial controls with reference to
financial statements. During the year under review, such controls were tested and no
reportable material weakness in the design or operation were observed.
28. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE
The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 of the
Companies (Meetings of the Board and its Powers) Rules, 2013 are not applicable to the
Company.
29. VIGIL MECHANISM
Your Directors would like to inform that till now provisions of establishment of Vigil
Mechanism do not apply to the Company.
30. SHARES
There has been no change in the share capital of the company during the year under
review.
31. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS, COURTS AND TRIBUNALS
No significant and material order has been passed by the Regulators, Courts, Tribunals
impacting the going concern status and Company's operations in future.
32. THE DETAILS OF DEPOSITS WHICH ARE NOT IN COMPLIANCE WITH THE REQUIREMENTS OF
CHAPTER V OF THE COMPANIES ACT 2013;
The Company has neither accepted nor renewed any deposits which are not in compliance
with the requirements of Chapter V of the Companies Act 2013 during the year under review.
33. COMPLIANCE WITH SECRETARIAL STANDARDS
The Directors have devised proper system to ensure compliance with the provisions of
all applicable Secretarial Standards and that systems are adequate and operating
effectively.
34. PARTICULARS OF EMPLOYEES
None of the employees who have worked throughout the year or a part of the financial
year was getting remuneration in excess of the threshold mentioned under Section 197(12)
of the Act read with rule 5(2) of Companies (Appointment and Remuneration) Rules, 2014.
ACKNOWLEDGEMENT
Your Directors place on record their sincere thanks to banks, employees, business
associates, consultants, and various Government Authorities for their continued support
extended to your Companies activities during the year under review. Your Directors also
acknowledge gratefully the shareholders for their support and confidence reposed on their
Company.
| FOR AND ON BEHALF OF THE BOARD OF DIRECTORS |
|
| ASHRAF PERINKADAKKAD |
KUNH1MOHAMED PERINKADAKKAT |
| DIN:08094239 |
DIN:08094240 |
| Managing Director |
Director |
| Date: 19/10/2023 |
|
| Place: Calicut |
|
|