To, The Members,
TIRTH PLASTIC LIMITED
Your Directors have pleasure in presenting herewith their 39TH Annual Report
on the business and operation of the Company together with the Audited Statements of
Accounts of the Company for the year ended on 31st March, 2025.
1. FINANCIAL SUMMARY AND HIGHLIGHTS (STANDALONE):
The summarized Audited Standalone Financial Performance of your Company for the
Financial Year 2024-25 and the previous Financial Year 2023-24 is tabled below:
| PARTICULARS |
2024-25 |
2023-24 |
| Revenue from Operations |
0 |
0 |
| Other income |
8.81 |
8.57 |
| Total Income |
8.81 |
8.57 |
| Profit/loss before Depreciation, Finance |
1.34 |
0.48 |
| Costs, Exceptional items and Tax |
|
|
| Expense |
|
|
| Less: Depreciation |
0.02 |
- |
| Profit/loss before Finance Costs, |
1.32 |
0.48 |
| Exceptional items and Tax Expense |
|
|
| Less: Finance Cost |
- |
- |
| Profit/loss before Exceptional items and |
1.32 |
0.48 |
| Tax Expense |
|
|
| Less: Exceptional Items |
- |
- |
| Profit / (Loss) Before Tax |
1.32 |
0.48 |
| Provision for Tax & Deferred Tax |
- |
- |
| Profit / (Loss) After Tax |
1.32 |
0.48 |
| Other Comprehensive income (net of tax effect) |
- |
- |
| Total Comprehensive income |
1.32 |
0.48 |
2. STATE OF AFFAIRS AND PERFORMANCE OF THE COMPANY:
Total Turnover of the Company during the year was nil. However, the company has earned
other income amounting to Rs. 8.81 lakhs during the year. The Company has incurred net
profit of Rs. 1.32 lakhs during the year. The company will try to achieve the performance
in terms of more turnover as well as profit in next year by making more initiative in the
activities of the company.
3. BOARD DIVERSITY
The Company recognizes and embraces the importance of a diverse board in its success.
The Company believes that a truly diverse board will leverage differences in thought,
perspective, knowledge, skill, regional and industry experience, cultural and geographical
background, age, ethnicity, race and gender, which will help the Company to retain its
competitive advantage. The Board has adopted the Board Diversity Policy which sets out the
approach to diversity of the Board of Directors. The policy is available on our website at
http://www.tirthlimited.in/Investor-Relation#policies
4. DIVIDEND:
The Board of Directors did not recommend any dividend for the Financial year 2024-25.
5. THE AMOUNTS, IF ANY, WHICH IT PROPOSES TO CARRY TO ANY RESERVES;
The company has not transferred any amount to reserves during the financial year
2024-25.
6. DIRECTORS AND KEY MANAGERIAL PERSONNEL:
Your Company is having dynamic, qualified, experienced, committed and versatile
professionals in the Management of the Company. The Composition of Board of Director
during the financial year 2024-25 under review is as follows:
| NAME OF KEY MANAGERIAL PERSONNEL |
DESIGNATION |
| Mr. Jigar Shah |
Managing director |
| Mrs. Sandhya |
Non - Independent Woman Director |
| Mr. Ashish Shah |
Independent Director |
| Mr. Aadesh Sunil Gadhave |
Independent Director |
| Mr. Dharmesh Shah |
Independent Director |
| Mr. Abhishek Hagwane |
CFO |
The Board of Directors of your Company are fully committed to steering the organization
for long-term success through setting of strategies, delegating responsibilities and
providing an overall direction to the business, while effectively managing risks and
ensuring high quality of governance by keeping the Company on the path of Sustainable
growth and development.
*In accordance with the provisions of Section 152(6) of the Companies Act, 2013 and in
terms of the Memorandum and Articles of Association of the Company, MS. SHANDHYA (DIN:
08579512), Director of the Company retires by rotation at this ensuing Annual General
Meeting and has offered himself for reappointment.
Further, all the Directors of the Company have confirmed that they are not disqualified
from being appointed as Directors in terms of Section 164 of the Companies Act, 2013.
During the year under review, the non-executive directors of the Company had no
pecuniary relationship or transactions with the Company, other than sitting fees,
commission and reimbursement of expenses incurred by them for the purpose of attending
meetings of the Board/Committee of the Company.
The Company has received declarations from all the Independent Director of the Company
confirming that they meet with the criteria of independence as prescribed under
sub-section 6 of Section 149 of the Companies Act, 2013 and under Regulation 16 (b) of
SEBI (Listing Obligations and Disclosure Requirements) Regulation 2015 and complied with
the Code for Independent Directors prescribed in Schedule IV to the Act.
7. CHANGE IN DIRECTOR DURING THE YEAR:
During the financial year under review, the Company made the following changes in its
Board of Directors and Key Managerial Personnel:
A. Appointment and Regularization of Independent Director Mr. Dharmesh Shah: Mr.
Dharmesh Shah was appointed as an Additional Independent Director of the Company with
effect from April 11, 2024. His appointment was regularized by the shareholders through
postal ballot on May 12, 2024. B. Change in Managing Director: Mr. Varis Doshi, Managing
Director, resigned from his position with effect from May 9, 2024.
The Board appointed Mr. Jigar Shah as the Managing Director of the Company with effect
from May 9, 2024. His appointment was subsequently approved by the shareholders through
postal ballot on August 5, 2024. C. Change in Chief Financial Officer: Ms. Gunjan Doshi,
Chief Financial Officer, resigned with effect from November 11, 2024. The Board appointed
Mr. Abhishek Hagwane as the Chief Financial Officer of the Company with effect from
November 11, 2024. D. Resignation of Company Secretary: Ms. Nisha, Company Secretary,
resigned from her position with effect from November 11, 2024. E. Change in Independent
Director Mr. Aadesh Sunil Gadhave: Mr. Naresh Rana, Independent Director, resigned from
the Board with effect from November 11, 2024. On the same date, the Board appointed Mr.
Aadesh Sunil Gadhave as an Additional Independent Director. His appointment was
regularized at the Extraordinary General Meeting held on December 11, 2024.
The Board places on record its deep appreciation for the contributions made by the
outgoing Directors and Key Managerial Personnel and extends a warm welcome to the newly
appointed members.
8. MEETINGS:
During the year, Seven Board Meetings and the Meetings were duly convened and held. The
following are the dates on which the Board Meetings and Committee Meeting held during the
year under review:
| BOARD MEETING |
AUDIT COMMITTEE MEETING |
NRC |
SRC |
ID |
| (i) 11.04.2024 |
08.05.2024 |
11.04.2024 |
30.06.2024 |
05.03.2025 |
| (ii) 08.05.2024 |
12.08.2024 |
09.05.2024 |
30.09.2024 |
|
| (iii) 09.05.2024 |
11.11.2024 |
11.11.2024 |
31.12.2024 |
|
| (iv) 05.07.2024 |
12.02.2025 |
|
31.03.2025 |
|
| (v) 12.08.2024 |
|
|
|
|
| (vi) 11.11.2024 |
|
|
|
|
| (vii) 12.02.2025 |
|
|
|
|
The intervening gap between the Meetings was within the period prescribed under the
Companies Act, 2013.
9. COMMITTEES:
The company has several committees which have been established as a part of best
corporate governance practices and are in compliance with the requirements of the relevant
provisions of applicable laws and statues.
The Board has constituted following Committees: Audit Committee Nomination and
Remuneration Committee Stakeholder's Relationship Committee
The details with respect to the compositions, powers, roles, terms of reference etc. of
relevant committees are given on the website of the company.
10.EXTRACTS OF ANNUAL RETURN:
The Annual Return of the Company as on March 31, 2025 is available on the Company's
website and can be accessed at (www.tirthlimited.in.)
11.STATUTORY AUDITORS & AUDIT REPORT:
M/s. SHAMBHU GUPTA & CO., Chartered Accountants, (firm Registration No. 007234C)
had been re-appointed as statutory auditors of the company at the Annual General Meeting
held on 28th September, 2023 to hold office for 5 (five) consecutive years upto the end of
financial year 2027-28.
M/s. SHAMBHU GUPTA & CO., Chartered Accountants, (firm Registration No. 007234C)
has resigned as statutory auditor of the company on 14.08.2025 and the company has
appointed M/s. S S R V & Associates, Chartered Accountants, (Firm Registration No.
135901W) as Statutory Auditors of the Company to fill-in causal vacancy in office of
Statutory Auditors till the Annual General Meeting.
The Company has proposed to appoint M/S. S S R V & Associates, Chartered
Accountants, (Firm Registration No. 135901W) as a statutory auditor of the company for the
consecutive period of five years up to the Financial Year 2029-30 in the forthcoming
Annual General Meeting.
The Auditors comments on your company's accounts for year ended March 31, 2025 are
self-explanatory in nature and do not require any explanation as per provisions of Section
134(3) (f) of the Companies Act, 2013.
The Statutory auditor has given following disclaimer in its report:
there is a legal proceeding initiated by the company for recovery of Loans and
Advances of Rs. 5,00,000/
- from M B Parikh & Co. and Rs. 25,01,500/- from M B Parikh Fin Stocks Ltd for
which, legal proceedings are pending before Honorable Court. As informed to us by
management that they are sure about its recovery. Our opinion is not modified in respect
of this matter.
However, the company has already created provision in the books of Account for the said
outstanding amount.
there is amount recoverable from "Shrimm Construction Private Limited" for
cancellation of agreement for purchase of property. As informed to us by the management
that the said agreement is cancelled and the seller is in process of refunding the amount.
The total amount recoverable as on 31-03-2025 is Rs. 1,19,61,088.18/-. Our conclusion is
not modified in respect of this matter..
Note No-5 of the financial statements, in which an amount of Rs. 128.58 Lakhs is
shown as Inventory which is non-movable in nature. As informed to us by the management,
the inventory is having the realizable value more than its cost price. Our opinion is not
modified in respect of this matter.
The Board of Directors of the Company has considered the same and commented that the
said Loans & advances are recoverable and therefore it has been shown as Loans &
Advances- Considered Good. Also the provision has been created in books of Accounts.
12. DISCLOSURE OF REPORTING OF FRAUD BY AUDITORS UNDER SECTION 143(12):
During the financial year 2024-25, the Statutory Auditor has not reported to the audit
committee any instance of fraud committed against the Company by its employees or officers
under section 143(12), the details of which need to be reported in Board's Report.
13. INTERNAL FINANCIAL CONTROLS:
During the year, the Company continued to implement their suggestions and
recommendations to improve the control environment. Their scope of work includes review of
processes for safeguarding the assets of the Company, review of operational efficiency,
effectiveness of systems and processes, and assessing the internal control strengths in
all areas.
14.COST RECORDS:
Pursuant to Section-148 (1) of the Companies Act, 2013 read with Rule 3 of Companies
(Cost Records and Audit) Rules, 2014, Company does not fall under the criteria for
maintaining cost record for the financial year 2024-25.
15.SECRETARIAL AUDIT:
Pursuant to Section 204 of the Companies Act, 2013, your company had appointed M/S.
A. SHAH & ASSOCIATES, Practicing Company Secretaries, Ahmedabad, as its
Secretarial Auditors to conduct the Secretarial Audit of the company for F.Y. 2024-25. The
Report of the Secretarial Auditor for the F.Y. 2024-25 is annexed to this report as Annexure:
I' to the Directors' Report.
The Board of Directors of the Company has discussed the remarks as mentioned in
Secretarial Audit Report at arm's length. The qualification raised by the Secretarial
Auditor in its report and the justification of Board of Directors on the same are as
follows:
| Compliance Requirement (Regulations/ circulars/ guidelines including
specific clause) |
Deviations |
Observations/ Remarks of the Practicing Company Secretary |
| 1. Regulation 31(2) of The Securities and Exchange Board of India (Listing
Obligation and Disclosure Requirement) Regulation, 2015 |
The company has not maintained 100% (hundred percent) of shareholding of promoter(s)
and promoter group in dematerialized form. |
There are only three shareholders from the promoter group whose shares are in demat
form and the rest of the shareholders are still holding shares in physical form. |
| 2. Regulation 31 of The Securities and Exchange Board of India (Listing
Obligation and Disclosure Requirement) Regulation, 2015 |
The company has made one day delay in uploading of shareholding pattern for the
quarter ended 30th June,2024 |
The company has made one day delay in uploading of shareholding pattern for the
quarter ended 30th June,2024 |
| 3. Section 136 and Section 101 of the Companies Act, Regulation 36 of The
Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement)
Regulation, 2015. |
Not Provided Proof of dispatch of sending the annual report of 2023-24 to the
shareholders of the company. |
The Company has uploaded the annual report of the company on BSE but is yet to provide
proof of dispatch of Annual Report to the Shareholders for the Financial Year 2023-24. |
| 4. Regulation 47 of SEBI (LODR) Regulations, 2015 |
Not complied with Publication of newspaper advertisement with respect to intimation of
Board meeting, publication of quarterly financial Results except September,2024 |
The Company had not provided newspaper advertisement with respect to intimation of
Board meeting, publication of quarterly financial Results. |
| 5. e d Section 138 of the Companies Act, 2013 |
Non-appointment of Internal Auditor |
The company is yet to appoint Internal Auditor to conduct the internal audit of the
functions and activities of the company. |
| 6. Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014 |
Mr. Dharmesh Shah & Ashish Shah independent Directors of the Company are not
registered under ID databank till date |
The Independent directors of the company are yet to be registered under the ID
Databank. |
| 7. Section 203 for appointment of company secretary |
The company has not filled casual vacancy of the company secretary within time line. |
The company has filled causal vacancy of the company secretary on 16th
May,2025, the vacancy arose from 11th November,2024. |
| 8. Form SH-7, DIR-12 & MGT- 14 submitted within 30 days from the date of
resolution |
The company is not submitting the SH-7, DIR-12 & MGT-14 form to the ROC. |
The company is in the process of filing form to the ROC. |
| 9. Regulation 44 of The Securities and Exchange Board of India (Listing Obligation and
Disclosure Requirement) Regulation, 2015 |
The company has not filed voting result XBRL within the time line. |
The BSE has levied fine 11,800/- fine for delay filing of the form. |
| 10. Regulation 6 of The Securities and Exchange Board of India (Listing Obligation and
Disclosure Requirement) Regulation, 2015 |
The company has not appointed Company Secretary within time line |
The BSE has levied fine of Rs. 53100/- for the non- appointment of company secretary
for the quarter ended on 31st March,2025. |
| 11. In principal Approval for the preferential issue of the equity and securities. |
The company has required to take in principal approval of for the issue of equity
shares on preferential basis |
The BSE has rejected the in principal application of the company due to non-
submission of the documents. |
The Board has also undertaken to take care of such qualification and to comply with the
same in future.
16.NOMINATION AND REMUNERATION POLICY:
The Board has on the recommendation of Nomination and Remuneration /Compensation
Committee framed a policy on directors' appointment and remuneration of Directors
including criteria for determining qualification, positive attributes, independence of
directors and remuneration for Directors, Key Managerial Personnel and other employees.
The policy is annexed to this report as Annexure: II'.
17.BOARD EVALUATION:
The Board of Directors has carried out an annual evaluation of its own performance,
Board committees and individual directors pursuant to the provisions of the Companies Act,
2013.
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.
The Board and the Nomination and Remuneration Committee ("NRC") reviewed the
performance of the individual directors on the basis of the criteria such as the
contribution of the individual director to the Board and committee meetings like
preparedness on the issues to be discussed, meaningful and constructive contribution and
inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects
of his role.
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.
18. DEPOSITS:
Your Company has not accepted any fixed deposits from the public within the provisions
of Section 73 to 76 of the Companies Act, 2013. Hence, the disclosures required as per
Rule 8(5)(v) & (vi) of the Companies (Accounts) Rules, 2014, read with Section 73 to
76 of the Companies Act, 2013 are not applicable to your Company.
19. FOREIGN EXCHANGE EARNINGS / OUTGO:
As the Company has not carried out any activities relating to the export and import
during the financial year. There is no foreign exchange expenses and foreign income during
the financial year.
20.VIGIL MECHANISM:
In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013,
and Regulation 22 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations,
2015, a Vigil Mechanism for directors and employees to report genuine concerns has been
established. The Vigil Mechanism Policy has been uploaded on the website of the Company
atunder Investors / Policy Documents / Vigil Mechanism Policy link.
21. CONSERVATION ENERGY & TECHNOLOGY ABSORPTION:
(a)Conservation of energy:
| (i) the steps taken or impact on conservation of energy |
N.A. |
| (ii) the steps taken by the company for utilizing alternate sources of energy |
N.A. |
(iii) the capital investment on energy conservation equipment's N.A.
(b) Technology absorption:
| (i) the efforts made towards technology absorption |
N.A. |
| (ii) the benefits derived like product improvement, cost reduction, product
development or import substitution |
N.A. |
| (iii) in case of imported technology (imported during the last three years reckoned
from the beginning of the financial year) |
N.A. |
| (a) the details of technology imported |
N.A. |
| (b) the year of import; |
N.A. |
| (c) whether the technology been fully absorbed |
N.A. |
| (d) if not fully absorbed, areas where absorption has not taken place, and the reasons
thereof |
N.A. |
| (iv) the expenditure incurred on Research and Development |
N.A. |
The efforts are being made for energy conservation to new and innovative means.
Further, the Company did not have any imported technology during the financial year.
22.PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
During the financial year 2024-25 there were no contract and arrangement done with the
related parties. The policy on materiality of Related Party Transactions and also on
dealing with Related Party Transactions as approved by the Audit Committee and the Board
of Directors has been uploaded on the website of the Company at www.tirthlimited.in under
investors/policy documents/Related Party Transaction Policy. However, the disclosure
pursuant to Section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts)
Rules, 2014 regarding related party transaction as per subsection (1) of section 188 of
the Companies Act, 2013, are disclosed in Form No. AOC-2 in the Annexure: III'.
23.PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186:
In terms of provisions of Section 134(3)(g) of the Companies Act 2013, the Particulars
of Loans, Guarantees or Investments under Section 186, is annexed hereto as Annexure:
IV' and forms part of this Report.
24.HUMAN RESOURCES DEVELOPMENT:
Your Company treats its "Human Resources" as one of its most significant
assets. The Company continues its focus on retention through employee engagement
initiatives and provides a holistic environment where employees get opportunities to
realize their potential. A number of programs that provide focused people attention are
currently underway. Your Company thrust is on the promotion of talent internally through
job rotation and job enlargement. The Company's Health and Safety Policy commits to
provide a healthy and safe work environment to all employees.
25. SHAREHOLDING PATTERN:
The shareholding pattern as on 31st March, 2025 is as follows:
|
No. of Shares held on :31/03/2024 |
No. of Shares held on :31/03/2025 |
|
| Category of Shareholder |
Demat |
Physical |
Total Shares |
Total % |
Demat |
Physical |
Total Shares |
Total % |
% Chan ge |
(A) (Shareholding of Promoter and Promoter Group |
| Indian |
|
|
|
|
|
|
|
|
|
| 1. INDIVIDUAL / HUF |
796779 |
587990 |
1384769 |
31.11 |
466670 |
580490 |
1047160 |
23.53 |
-7.58 |
| Total Shareholding |
796779 |
587990 |
1384769 |
31.11 |
|
|
|
|
|
(B) Public shareholding |
| 2. BODIES |
5307 |
54300 |
59607 |
1.34 |
15668 |
54300 |
69968 |
1.57 |
0.23 |
| CORPORATE |
|
|
|
|
|
|
|
|
|
| 3. INDIVIDUAL |
- |
- |
- |
- |
- |
- |
- |
- |
|
| 4. (CAPITAL UPTO TO Rs. 2 Lakh) |
476529 |
2300000 |
2776529 |
62.38 |
689217 |
2189900 |
2879117 |
64.69 |
2.31 |
| 5. (CAPITAL GREATER THAN Rs. 2 Lakh) |
- |
2,19,900 |
2,19,900 |
4.94 |
225368 |
219900 |
445268 |
10 |
5.06 |
| 6. ANY OTHERS (Specify) |
|
|
|
|
|
|
|
|
|
| 7. HINDU UNDIVIDED FAMILY |
6879 |
|
6879 |
0.15 |
4926 |
0 |
4926 |
0.11 |
-0.04 |
| 8. CLEARING MEMBER |
2196 |
- |
2196 |
0.05 |
0 |
0 |
0 |
0 |
-0.05 |
| 9. NON- RESIDENT INDIANS (NRI) |
800 |
- |
800 |
0.02 |
4241 |
0 |
4241 |
0.10 |
0.08 |
| 10 NON- RESIDENT INDIANS (REPAT) |
- |
- |
- |
- |
- |
- |
- |
- |
|
| NON- RESIDENT INDIANS (NON REPAT) |
- |
- |
- |
- |
- |
- |
- |
- |
|
| 11 IEPF |
- |
- |
- |
- |
|
|
|
|
|
| Total Public |
491511 |
2574400 |
3065911 |
68.89 |
939420 |
2464100 |
3403520 |
76.47 |
|
| Shareholding |
|
|
|
|
|
|
|
|
|
| GRAND TOTAL |
1288490 |
3162190 |
4450680 |
100 |
1406090 |
3044590 |
4450680 |
100 |
|
26. DETAILS OF SUBSIDIARY JOINT VENTURE AND ASSOCIATES COMPANY
The company does not have any subsidiary, joint venture or associate companies. Hence,
this section is not applicable to the company.
27.PARTICULARS OF EMPLOYEES REMUNERATION:
A. The ratio of the remuneration of each director to the median employee's remuneration
and other details in terms of sub-section 12 of Section 197, of the Companies Act, 2013
read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are forming part of this report as Annexure: V' to
the Directors' Report.
B. The statement containing particulars of employees as required under Section 197(12)
of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is not provided as no employees is paid
remuneration of Rs. 8.5 Lac Per month if employed for part of the year and Rs. 1.02 CR.
Per Annum if employed for the whole year.
28. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The company does not fall under the purview of the section 135 of the Companies Act,
2013 which requires formulating a Corporate Social Responsibility Committee and adopting
any activities as specified in Schedule VII.
29. CORPORATE GOVERNANCE:
This is to inform you that the paid-up equity Share capital of the Company and net
worth of the Company as on 31st March, 2025 does not exceed the stipulated criteria of
rupees ten crore and rupees twenty-five crore respectively. Hence, Regulation - 17 to 27
and Regulation - 46 (2) (b) to (i) and para C, D and E of Schedule V shall not apply to
the Company and the Company is exempt from filing Regulation 27(2) Corporate Governance
Report to BSE under SEBI (Listing Obligation & Disclosure Requirements) Regulations,
2015.
30.SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013:
Disclosure under Section 22 of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013:
Pursuant to Section 22 of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 every company having women employees engaged in the
company during the financial year is required to set up an Internal Complaints Committee
to look into complaints relating to sexual harassment at workplace received from any women
employee. Disclosure of complaints during the year: (a) Number complaints of sexual
harassment received in the year: Nil (b) Number of complaints disposed off during the
year: Nil (c) Number of cases pending for more than ninety days: Nil
There was one employee working in the Organization during the financial year 2024-25.
Hence, there is no need to constitute committee and formulate policy in accordance with
the section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.
31.MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT 1961:
The Company declares that it has duly complied with the provisions of the Maternity
Benefit Act, 1961. All eligible women employees have been extended the statutory benefits
prescribed under the Act, including paid maternity leave, continuity of salary and service
during the leave period, and post-maternity support such as nursing breaks and flexible
return-to-work options, as applicable. The Company remains committed to fostering an
inclusive and supportive work environment that upholds the rights and welfare of its women
employees in accordance with applicable laws.
32.CHANGE IN NATURE OF THE BUSINESS:
There has been no change in the nature of business of the company during the year under
review.
33.MANAGEMENT DISCUSSION AND ANALYSIS:
As per the corporate governance norms, a separate section on Management Discussion and
Analysis outlining the business of the Company is set out in Annexure forming part of this
Report.
34.SIGNIFICANT OR MATERIAL ORDERS AGAINST COMPANY:
There has no significant and material order passed against the company during the year.
35.SIGNIFICANT OR MATERIAL EVENTS OCCURRED AFTER BALANCE SHEET DATE:
The company filled the casual vacancy for the position of Company Secretary by
appointing Ms. Supriya Chakraborty on 16th May 2025. The company has shifted
the registered office from "602, ONE WORLD WEST, S.NO. 396, F.P.119, VILLAGE
VEJALPUR, Jivraj Park,Ahmedabad, Ahmadabad City, Gujarat, India, 380051" to A-407
SYNERGY,OPP COMMERCE HOUSE, NR. VODA PHONE, CORPORATE RD, Manekbag, Ahmedabad, Ahmadabad
City, Gujarat, India, 380015" The company is changed the RTA form Purva Sharegistry
(India) Pvt. Ltd to
Satellite Corporate Services Pvt. Ltd.
36.SIGNIFICANT OR MATERIAL EVENTS OCCURRED DURING THE YEAR:
The company has increased authorized capital from 6 cr to 21 cr during the year and the
company is yet to file form SH-7 with the Registrar of Company. The company had issued
preferential shares and subsequently applied for in-principle approval from the stock
exchange. However, due to non-submission of the requisite documents, the stock exchange
rejected the application.
37. RISK MANAGEMENT:
Your Company has developed and implemented a Risk Management Policy which includes
identification of elements of risk, if any, which in the opinion of the Board, may
threaten the existence of the Company. Your Company has a risk identification and
management framework appropriate to the size of your Company and the environment under
which it operates. The process involves identifying both external and internal risks and
the readiness to respond to extreme risks like calamities and disasters. Risks are being
continuously identified in relation to business strategy, business continuity/contingency
plans, operations and transactions, statutory / legal compliance, financial reporting,
information technology system, cyber security and overall internal control framework.
38. STATEMENT OF DIRECTORS' RESPONSIBILITY:
Pursuant to requirement under 134(3) (c) and Section 134 (5) of the Companies Act, 2013
(Act), Directors, confirm that:
(a) in the preparation of the annual accounts for the year ended on 31st
March, 2025, the applicable accounting standards read with requirement set out under
Schedule III to the Act, have been followed and there are no material departures from the
same;
(b) 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 as at March 31, 2025 and of the profit of
the company for the year ended on that date;
(c) the Directors have 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 are operating
effectively and;
(f) The Directors had devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems are adequate and operating effectively.
39. ACKNOWLEDGEMENT:
Your Directors wish to place on record their gratitude and sincere appreciation for the
assistance and co-operation received from the financial institutions, banks, Government
authorities, customers, vendors and members during the year under review.
Your Directors would like to express a profound sense of appreciation for the
commitment shown by the employees in supporting the Company in its continued robust
performance on all fronts.
| PLACE: AHMEDABAD |
BY THE ORDER OF THE BOARD OF DIRECTORS, |
| DATE: 14/08/2025 |
FOR, TIRTH PLASTIC LIMITED |
|
Sd/- |
|
MR. JIGAR SHAH |
|
MANAGING DIRECTOR |
|
(DIN:06605922) |
|