Dear Members,
The Directors have pleasure in presenting the 59th Annual Report and
Audited Financial Statements for the financial year ended March 31, 2025.
Financial Results-An Overview
(Rs. in crore)
|
Standalone |
Consolidated |
Particulars |
Year Ended March 31, 2025 |
Year Ended March 31, 2024 |
Year Ended March 31, 2025 |
Year Ended March 31, 2024 |
| Net Sales |
2211.85 |
2360.95 |
2270.14 |
2426.77 |
| PBDIT |
311.96 |
358.01 |
306.38 |
331.29 |
| Finance cost |
(16.76) |
(6.62) |
3.48 |
3.79 |
| PBDT |
328.73 |
364.63 |
302.91 |
327.50 |
| Depreciation |
44.39 |
40.35 |
47.15 |
44.24 |
| PBT |
284.34 |
324.28 |
255.75 |
283.26 |
| Provision for current tax |
72.02 |
75.34 |
73.87 |
79.49 |
| Provision for deferred tax |
1.19 |
(1.00) |
1.57 |
-1.64 |
| PAT |
211.13 |
249.94 |
180.32 |
205.41 |
| Other Comprehensive Income |
(0.31) |
(0.61) |
0.01 |
(0.63) |
| Total Comprehensive Income |
210.82 |
249.33 |
180.33 |
204.78 |
| Balance brought forward |
673.38 |
511.77 |
641.14 |
524.07 |
| Payment/ Provision of dividend including tax |
91.73 |
87.71 |
91.73 |
87.71 |
| Retained Earning |
792.48 |
673.38 |
729.75 |
641.14 |
Company's Performance
During the FY 2024-25, the Company achieved consolidated revenue of Rs.
2270 crore, EBITDA of Rs. 306 crore and PBT of Rs. 256 crore as against consolidated
revenue of Rs. 2427 crore, EBITDA of Rs. 331 crore and PBT of Rs. 283 crore in the
previous financial year. The Company's performance toward its Lakshya 50XT was
broadly aligned. Members are requested to refer to the Management Discussion and Analysis
section for detailed information.
Consolidated Financial Statements
The consolidated financial statements of the Company and of all its
subsidiaries are included in this Annual Report. These consolidated statements have been
prepared in accordance with applicable accounting standards and section 129 of the
Companies Act, 2013. The standalone audited financial statements, along with the financial
reports and related documents for each of subsidiary company, are available on the
Company's website at www.jaispring.com.
Change in the Nature of Business
The nature of the business of the Company and its subsidiaries has
remained unchanged during the year under review.
Material Changes and Commitments
Therehavebeennomaterialorsignificantchangesorcommitments that have
affected the financial position of the Company between the close of the FY 2024-25 and the
date of this report.
Transfer to Reserves
During the FY 2024-25, Rs.11.97 Lacs were transferred to general
reserves.
Share Capital and Stock Options
The Company has granted stock options to its permanent employees under
the Employee Stock Option Scheme, 2017 in accordance with Securities and Exchange Board of
India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (SEBI ESOP
Regulations, 2021'). During FY 2024-25, a total of 38,500 equity shares, each of
Rs.1, were allotted to eligible employees who exercised their options under the Scheme.
After the allotment, the Company's share capital increased from 398,941,395 equity
shares of Rs.1 each to 398,979,885 equity shares of Rs.1 each. The Certificate from the
Secretarial Auditors confirming that the Company's Employee Stock Option Scheme,
2017, has been implemented in compliance with the SEBI ESOP Regulations, 2021, will be
presented at the Annual General Meeting.
The disclosures required under the SEBI ESOP Regulations, 2021, and the
Companies (Share Capital and Debentures) Rules, 2014, are provided in Annexure-1 of
this Annual Report. The Company has not issued any sweat equity shares or equity shares
with differential voting rights. Therefore, no information is being provided under the
provisions of Rule 4(4) and Rule 8(13) of the Companies (Share Capital and Debentures)
Rules, 2014.
Dividend and Dividend Distribution Policy
For FY 2024-25, the Board of Directors has recommended a final dividend
of Rs. 1.10 per equity share of Rs. 1 each to the members of the Company for declaration
at the ensuing Annual General Meeting. The final dividend, along with the interim dividend
of Rs. 1 per equity share paid during FY 2024-25, will bring the total dividend payout to
Rs. 2.10 per equity share, which is equal to 46.45% of the PAT, in line with our
"Lakshya 50XT" plan.
The dividend declared is in line with the Company's dividend
distribution policy, which is available on its website at www.jaispring.com.
Subsidiaries, Joint Ventures and Associates
The Company has three subsidiary companies. Jai Suspensions Limited and
Jai Automotive Components Limited are wholly owned subsidiaries, while the Company holds a
99.997% shareholding in Jai Suspension Systems Private Limited. The Company's Policy
on Material Subsidiaries is available on the Company's website. The Company does not
have any associate companies or joint ventures. During the FY 202425 and up to the
date of this report, there have been no changes in the Company's subsidiaries or in
the nature of their respective businesses. The report on the Company's subsidiaries,
in the prescribed format of Form AOC-1, is annexed to this report as Annexure-2.
Particulars of Loans, Guarantees or Investments
The particulars of loans given, guarantees provided, and investments
made by the Company, as covered under Section 186 of the Companies Act, 2013, have been
disclosed in notes to the financial statements.
Related-Party Transactions
During the FY 202425, Company's related party transactions
were limited to its three subsidiary companies. Except for the payment of remuneration,
there were no related party transactions with any persons or entities belonging to the
promoter or promoter group. All related party transactions were entered into by the
Company on arm's length basis and in the ordinary course of business in accordance
with Company's policy on related party transactions . The Company's policy on
related party transactions is available on the website of the Company at
www.jaispring.com. These transactions were also periodically reviewed by the Audit
Committee. For transaction of recurring nature approval of the Audit Committee was taken
before start of financial year.
Transactions with Jai Suspension Systems Private Limited, one of the
Company's subsidiaries, qualify as material related party transactions. The Company
will be seeking shareholders' approval for these transactions at the forthcoming 59th
Annual General Meeting. In compliance with Section 134(3)(h) of the Companies Act, 2013,
read with Rule 8(2) of the Companies (Accounts) Rules, 2014, the requisite disclosures are
provided in Form AOC-2, annexed as Annexure-3 to this Report.
Board of Directors and meetings
The composition of the Board of Directors of the Company is in
compliance with the requirements of the Companies Act, 2013 and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015. Detailed information regarding
the composition of the Board, the number of meetings held, attendance of Directors, and
other relevant disclosures are provided in the Corporate Governance Report, which forms an
integral part of this Annual Report. The Board of Directors met six times during the FY
202425, on May 24, 2024; June 20, 2024, September 27, 2024, November 14, 2024,
February 14, 2025 and March 29, 2025. The interval between any two consecutive Board
meetings did not exceed 120 days.
During the FY 2024-25, Mr. P. S. Jauhar (DIN: 00744518) was
re-appointed as the Managing Director & CEO of the Company for a further term of three
years effective August 01, 2024. In accordance with the provisions of the Companies Act,
2013, Mr. P. S. Jauhar (DIN: 00744518) will retire by rotation at the ensuing Annual
General Meeting and being eligible, has offered himself for re-appointment. The Board
recommends his re-appointment, and the resolution seeking shareholders' approval
forms part of the Notice convening the 59th Annual General Meeting.
During the FY 2024-25, Lt Gen Ravin Khosla (Retd.) (DIN: 10824636) was
appointed as an Independent Director on the Board of Directors of the Company for an
initial term of five consecutive years effective November 14, 2024.
Mr. Rakesh Kalra, an Independent Director, retired on February 2, 2025
upon completion of his second term as Independent Director of the Company. The Board
places on record its sincere appreciation for his valuable contributions and guidance
during his tenure as a Director.
None of the Directors of the Company have been debarred or disqualified
from being appointed or continuing as directors of companies in terms of Section 164(2) of
the Companies Act, 2013. All Independent Directors have submitted declarations confirming
that they meet the criteria of independence as prescribed under Section 149(6) of the Act
and the SEBI Listing Regulations. Further, there has been no change in the circumstances
affecting their status as Independent Directors.
Committees of the Board
The Board of Directors of the Company has constituted seven Committees
in line with applicable regulatory requirements and to ensure focused oversight across key
functional areas. These Committees are established in accordance with the provisions of
the Companies Act, 2013 and SEBI Listing Regulations, with clearly defined roles and
responsibilities.
Recognizing the importance of sustainability and responsible corporate
practices, the Board expanded the scope of the Corporate Social Responsibility (CSR)
Committee to include oversight of Environmental, Social, and Governance (ESG) initiatives
and compliance. Accordingly, the Committee has been reconstituted and renamed as the CSR
& ESG Committee, and is now also responsible for guiding and monitoring the
Company's ESG strategies, goals, and related policies.
Details regarding the composition of Board Committees, their mandates,
the frequency of meetings of Committees held during FY 2024-25, and participation of
Directors therein are given in the Corporate Governance Report. The recommendations made
by the Committees to the Board which were mandatorily required have been accepted by the
Board.
Board Evaluation
In accordance with the provisions of the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the annual
evaluation of the performance of the Board, and individual Directors, including the
Chairman, was duly conducted. The evaluation was based on various qualitative and
quantitative factors such as strategic insight, subject matter expertise, decision-making
capabilities, and overall contribution to Board deliberations. As part of this process, a
separate meeting of the Independent Directors was held on January 21, 2025, at the
Company's Chennai Unit. The Independent Directors assessed the performance of the
Board as a whole, and individual Directors. The Independent Directors also undertook a
visit to the Chennai Unit to review the recent expansion activities. They assessed the
effectiveness of the information flow between the Management and the Board. The
Independent Directors expressed their satisfaction with the quality, quantity, and
timeliness of information provided by the Management, which they recognized as critical
for effective and well-informed decision-making.
Nomination and Remuneration Policy
The Company has in place a Nomination and Remuneration Policy in
accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015. The Policy lays down the
criteria for appointment and remuneration of Directors, Key Managerial Personnel (KMP),
and Senior Management.
The objective of the Policy is to ensure that individuals appointed to
leadership roles are selected through a merit-based, fair, and objective process. It also
defines the criteria for determining compensation, aligning it with the responsibilities
and performance expectations associated with each role.
For the purpose of this Policy, employees holding the position of
President (Level "O"), along with the Chief Financial Officer and Company
Secretary, are categorized as Senior Management Personnel. It is further confirmed that
none of the Directors or Senior Management Personnel receive any remuneration or
commission from any of the Company's subsidiaries.
The Nomination and Remuneration Policy is available on the website of
the Company at www.jaispring.com.
Particulars of Remuneration
The information as required in accordance with Section 197(12) of the
Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is given in Annexure-4 forming part of this
report.
As per the provisions of Section 136(1) of the Companies Act, 2013 the
Annual Report and the Accounts are being sent to all the members of the Company, excluding
the information required under Section 197(12) of the Companies Act, 2013 read with Rule
5(2) and 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014. Any member interested in obtaining such information may write to the Company
Secretary at the Registered Office. The said information is also available for inspection
at the Registered Office during working hours up to the date of the ensuing Annual General
Meeting.
Directors' Responsibility Statement
Pursuant to Section 134 (3) (c) of the Companies Act, 2013 the Board of
Directors, to the best of their knowledge and ability, confirm that:
a) In preparation of the annual accounts for the financial year ended
on March 31, 2025, the applicable accounting standards have 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 and loss 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 the Act
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities.
d) The directors had prepared the annual accounts on a going concern
basis.
e) The directors had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and
operating effectively.
f) The directors had devised proper systems to ensure compliance of the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
Statutory Auditors and Reports
M/s Price Waterhouse Chartered Accountants LLP (Firm Registration No.
012754N/N500016), were appointed as the Statutory Auditors of the Company by the members
for a term of five consecutive years, to hold office until the conclusion of the 62nd
Annual General Meeting of the Company.
M/s. Price Waterhouse Chartered Accountants LLP (Firm Registration No.
012754N/N500016) also serve as the Statutory Auditors for all three subsidiaries of the
Company, thereby ensuring a uniform and integrated audit approach across the Group.
Secretarial Audit and Reports
M/s RSM & Co., Company Secretaries, were appointed as Secretarial
Auditors to conduct the Secretarial Audit of the Company in accordance with the provisions
of Section 204 of the Companies Act, 2013. The Secretarial Audit of the Company for the
FY202425 was duly carried out by M/s RSM & Co., Practicing Company Secretaries.
The Secretarial Audit Report of the Company forms part of this report and is annexed as Annexure5.
On recommendation of the Audit Committee, the Board of Directors has
re-appointed M/s RSM & Co., Company Secretaries, as the Secretarial Auditors for a
term of five years. Their re-appointment is recommended for approval of the shareholders
at the ensuing 59th Annual General Meeting.
Cost Auditor and Reports
M/s Jangira & Associates, Cost Accountants, were appointed as the
Cost Auditors of the Company to carry out the Cost Audit for the FY 202425, in
accordance with the provisions of Section 148 of the Companies Act, 2013. The Company has
duly maintained cost records as prescribed under Section 148(1) of the Act. The Cost Audit
Report for FY 202425 will be filed with the Central Government within the stipulated
timeline.
On recommendation of the Audit Committee, the Board of Directors has
re-appointed M/s Jangira & Associates, Cost Accountants, as the Cost Auditors of the
Company for the FY 202526. The remuneration payable to the Cost Auditors is
recommended for approval of the shareholders at the ensuing 59th Annual General Meeting.
Internal Financial Control
The Company recognizes the importance of a strong internal control
system for good governance, ensuring regulatory compliance, fostering transparency,
safeguarding assets and improving the accuracy of financial reporting. To support these
goals, the Company has implemented internal control system across all levels of the
organization, aligning with our commitment to effective governance and enterprise risk
management.
We have implemented additional controls within our RAMCO ERP system to
improve the accuracy and efficiency of internal control systems. This is an ongoing
initiative, and we will continue to implement additional controls in ERP as necessary to
adapt to evolving business needs.
We have also created internal audit department with objectives of
implementation of the Two-Eye Principle, encouraging accountability among users,
improvement of internal processes essential for Company's future development and
effective conduct of internal audit. Internal audits are conducted by M/s. Protiviti
Global Business Consulting, who independently evaluate the effectiveness of internal
controls and risk management processes. Their audit findings are regularly reviewed, and
action plans for identified issues are developed and monitored. A consolidated summary of
audit observations and follow-up measures is submitted to the Audit Committee for their
assessment and direction.
Last year, our company encountered a ransomware incident that
temporarily disrupted our IT systems, including specific accounting software platforms. We
are pleased to report that we have fully recovered from the incident, and no
price-sensitive information or critical data was deleted or compromised as a result. In
order to enhance our cybersecurity framework, we have appointed PKF Algosmic as our Cyber
Controls Implementation Partner. They are now working with us to elevate our IT defenses
and ensure our systems remain robust and secure.
Credit Rating
Two credit rating agencies, ICRA Limited and CARE Ratings Limited, have
assigned credit ratings to the Company as follows:
ICRA Limited |
|
Instruments |
Rating |
| Long term Fund based- Term Loan |
[ICRA]AA-(Positive)/[ICRA]A1+; Reaffirmed and
Outlook revised to positive from Stable |
| Long term/Short term- |
[ICRA]AA-(Positive); |
| Fund based/Non fund based working capital |
Reaffirmed and Outlook revised to positive
from Stable |
| Commercial Paper |
[ICRA]A1+; |
|
Reaffirmed |
CARE Ratings Limited
| Facilities |
Amount (Rs in Crore) |
Rating |
| Long Term Bank Facilities |
90.00 |
CARE AA-; Stable |
The credit ratings reaffirm the Company's strong credit profile
and reflect its adequate financial liquidity to meet its business requirements.
Business Responsibility and Sustainability Report
The Company is committed to sustainability and responsible corporate
practices. In alignment with its commitment, the CSR Committee has been reconstituted and
renamed as the CSR
& ESG Committee, with an expanded mandate to oversee and guide the
Company's Environmental, Social, and Governance (ESG) strategies, objectives, and
related policies. The CSR & ESG Committee has finalized the ESG policies,
organizational structure, and ESG- KPIs. The Company has engaged the ACMA Mobility
Foundation (ACMA) for guiding in effective implementation of ESG initiatives. The
Company's ESG policies are available on its website at www.jaispring.com.
Business Responsibility and Sustainability Report in terms of the
provisions of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 forms an integral part of this report and annexed as Annexure-6.
Management Discussion & Analysis
The Management Discussion and Analysis Report for the financial year
ended March 31, 2025 as required under Regulation 34 of the SEBI Listing Regulations, is
provided in a separate section and forms an integral part of this Annual Report.
Corporate Governance
The Company is committed to maintaining the highest standards of
corporate governance and has implemented policies, procedures, and practices that ensure
transparency, accountability, and integrity in all its operations.
The Board of Directors provides strategic guidance and monitors the
performance of the Company, while upholding the core principles of corporate governance.
The Board has constituted Audit Committee, Nomination and Remuneration Committee, Risk
Management Committee, CSR & ESG Committee and Stakeholders Relationship Committee, in
terms of regulatory requirements of Companies Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
The Company has adopted a Code of Conduct and Ethics, a Code for
Insider Trading and Fair Disclosure, a Policy on Related Party Transactions, and a
Nomination and Remuneration Policy for its Board members and senior management personnel,
in line with the regulatory requirements of the Companies Act, 2013 and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, along with other applicable
policies.
During the year under review, the Company has complied with all the
mandatory requirements of corporate governance as prescribed under applicable laws.
Corporate Governance Report forms part of this report and annexed asAnnexure-7. The
Auditor's certificate on Corporate Governance Report of the Company does not contain
any qualification or remark.
Annual Return
In accordance with Section 134(3)(a) and Section 92(3) of the Companies
Act, 2013 the Annual Return of the Company is available on the website of the Company at
https://www.jaispring. com/annual-return.aspx.
Transfer to Investor Education and Protection Fund (IEPF)
Pursuant to the provisions of Section 124 of the Companies Act, 2013
read with the Investor Education and Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016, the Company has transferred the unclaimed dividend
amounts and corresponding equity shares to the Investor Education and Protection Fund
(IEPF) during the year under review as following:
| Financial Year |
Dividend Declaration Date |
Amount Transferred to IEPF |
Number of Equity Shares Transferred to
IEPF |
| FY 2016-17 (Final) |
1 August, 2017 |
Rs. 30,48,192.00 |
2,13,220 shares |
| FY 2017-18 (Interim) |
11 November, 2017 |
Rs. 25,19,130.60 |
176,871 shares |
Member can claim the said dividend or equity shares by filing the
necessary forms with the IEPF Authority.
Corporate Social Responsibility (CSR)
In accordance with the provisions of Section 135 of the Companies Act,
2013, the Board has constituted a CSR & ESG Committee to oversee, guide, and monitor
the CSR initiatives and Environmental, Social, and Governance (ESG) efforts of the
Company. The Committee ensures that the CSR activities are implemented in a strategic,
impactful, and compliant manner. The Company's Corporate Social Responsibility Policy
is available on its website at www.jaispring.com.
Report on CSR activities undertaken by the Company during the FY
202425, including the details of projects implemented, the amount allocated and
spent on such projects, a brief overview of the Company's CSR Policy, and the
composition of the CSR Committee, is provided in Annexure-8. It also underscores
Company's commitment to fostering sustainable and inclusive growth through its CSR
initiatives and forms an integral part of the Board's Report.
Energy Conservation, Technology Absorption & Foreign Exchange
The details of conservation of energy, technology absorption, and
foreign exchange earnings and outgo, required under Section 134(3)(m) of the Companies
Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are provided in Annexure
9 and form part of this report.
Risk Management Policy
The Company's overall strategy is to ensure sustainable growth and
stability in a changing business environment. In line with this approach, the primary
objective of Company's long-term strategic vision is to minimize the business's
exposure to various types of risks, including market, operational, and emerging risks.
The Company has adopted a comprehensive Risk Management Policy that
outlines a structured approach to identifying, assessing, and mitigating internal and
external risks that may affect Company's business operations. The policy is available
on the Company's website at www.jaispring.com. The implementation of the Risk
Management Policy is monitored by the Risk Management Committee, which also addresses
risks associated with Company's operations. The Committee evaluates the
Company's risk exposure and provides timely recommendations to reduce the impact of
such risks on its operations.
Vigil Mechanism / Whistle Blower
The Company has Whistleblower mechanism which provides an avenue to
both internal & external stakeholders to report genuine concerns. These may include
unethical behavior, suspected or actual fraud, leakage of unpublished price-sensitive
information, legal non-compliance, or violations of the Company's Code of Conduct
& Ethics and policies. All complaints are handled with the highest level of
confidentiality. The Company is committed to ensuring that whistleblowers do not face any
form of unfair treatment, retaliation, or victimization as a result of reporting concerns
in good faith. The identity of the whistleblower is protected to the fullest extent
possible.
Whistle-Blower Mechanism is available on the website of the Company at
www.jaispring.com. During the FY2024-25, the Company received two complaints under vigil
mechanism.
IPR
The Company is the owner of two patents i.e. Air Suspension Systems and
Air Suspension Systems for Trailers and hold copyrights in more than 140 designs of its
Products. During the year under review Company got registration of its Trademark
JAI' in Thailand and now Company's Trademark is registered in 16 countries
globally. Company's application for getting Well Known status of its Trademark is
pending at approval stage.
Disclosure under Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013
The Company is committed to providing a safe, secure, and respectful
work environment for all its employees. In line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, the Company has constituted
Sexual Harassment Complaints Committee and has in place a policy for the prevention of
sexual harassment at the workplace. This policy is available on the Company's website
at www.jaispring.com.
During the year under review, no complaints of sexual harassment were
received by the Complaints Committee.
Other Statutory Disclosures a) The Company has complied with all
applicable Secretarial Standards issued by the Institute of Company Secretaries of India.
b) There were no changes in the Key Managerial Personnel of the Company
during the year under review.
c) As on the date of this report, there are no applications pending
against the Company under the Insolvency and Bankruptcy Code, 2016. Further, the Company
has not filed any application under the Insolvency and Bankruptcy Code.
d) No significant or material orders have been passed by any
Regulators, Courts, or Tribunals which may impact the going concern status of the Company
or its future operations.
e) The Company has not accepted any public deposits within the meaning
of the Companies (Acceptance of Deposits) Rules, 2014. Accordingly, no amount relating to
principal or interest on public deposits was outstanding as on the date of the Balance
Sheet.
f) The disclosure requirement pertaining to the difference in valuation
at the time of one-time settlement and the valuation while availing loans from banks or
financial institutions is not applicable to the Company.
Appreciation
The Board of Directors extends its heartfelt thanks and deep
appreciation to all employees for their hard work, unity, cooperation, and unwavering
dedication throughout the past year. The Board also expresses its sincere gratitude to
customers, shareholders, suppliers, bankers, business partners, regulators, and government
agencies for their continued trust and support.
|
For and on behalf of the Board of
Directors |
| Place: New Delhi |
Randeep Singh Jauhar |
| Date: 30 May, 2025 |
Chairman and Executive Director |
|