AFFLUENCE

CHATHA FOODS PRIVATE

LIMITED

25th ANNUAL REPORT

Financial Year ended on

31st March 2022

 BOARD OF DIRECTORS-Mr. Paramjit Singh Chatha- Managing Director-Appointed On 8th October 1997-(DIN-01154225)Mr. Iqbal Singh Chatha - Director- Appointed On 8th October 1997-(DIN-01472105)Mr. Gurcharan Singh Gosal -  Director- Appointed On 1st October 2001-(DIN-01389179)Mr. Gurpreet Chatha - Director- Appointed On 30th August 2004-(DIN-01389143)Mr. Ravi Mathur - Nominee Director(RVCF)- Appointed On 5th September 2013-(DIN-01777668)

HEAD OF DEPARTMENTS-Mr. Kulbeer Walia - Head Finance & AccountsMr. Anmoldeep Singh- Head Sales and Marketing Mr. Prashant Verma- National Sales Head Mr. Sandeep Bhardwaj- Head ProcurementMs. June Odelia Swer- Head PlantMr. Sohan Singh- Head Human Resource and Administration

 SHAREHOLDING PATTERN-

CIN- U15310PB1997PTC020578

WEBSITE- www.cfpl.net.in               GST- 03AAACC9345FIZY

PAN- AAACC9345F

CORPORATE INFORMATION

             REGISTERED OFFICE

             House No.272,

             Mota Singh Nagar

             Jalandhar-144001

             Punjab           

FACTORY PREMISES ADDRESS

             Village Chaundheri, Post Office Dapper,

             (Chd. - Amb. Road, Near Lalru),

             Tehsil: Dera Bassi, Distt: Mohali

             Punjab-140501

STATUTORY AUDITORS                                                                  

             Walker Chandiok & Co. LLP                                                                        

             Chartered Accountants,

              6th Floor, Plot No. 19A,

              Sector-16 A, Noida-201301                                                                                  

              BANKERS                                                            

             Kotak Mahindra Bank                                            

             SCO-153-154-155,

             Sector 9 C, Madhya Marg,

             Chandigarh-160017                                                                

DIRECTORS' REPORT

TO THE MEMBERS,

Your Directors take immense pleasure in presenting the 25th Annual Report on the business and operations of your Company along with the Audited financial statements for the financial year ended 31st March, 2022.

1.      FINANCIAL HIGHLIGHTS

Your Company's financial performance for the year under review has is summarized below:

2.      REVIEW OF OPERATIONS:

The Company's net income from operations for the financial year ended 31st March 2022 has resulted in a profit of Rs. 67.24. lacs as per Financial Statements for the period ended 31st march 2022 against loss of Rs. 400.39 lacs of last financial year ended 31st March 2021. There has been growth in the revenue by 42.74 % (from FY 2021 Rs. 61.18 Crores to FY 2022 Rs. 87.33 Crores ).

3.      TRANSFER TO RESERVES

The Company has a profit of Rs. 67.24 lacs in this financial year for transfer to reserves.

4.      DIVIDEND:

To strengthen internal resources of the company, the Directors do not recommend any dividend for the financial year 2021-2022.

5.      REVIEW OF BUSINESS OPERATION AND FUTURE PROSPECTS AND CHANGE IN NATURE OF BUSINESS, IF ANY:

The company is making efforts to provide better result than yester years.In view of the increased activities, expansions to grab the emerging opportunities, the company has been looking to focus and explore opportunities in three business lines -Retail, QSR-Quick Service Restaurants and HORECA-Hotels-Restaurants-Caterers in view of the increased activities, expansions to grab the emerging opportunities. There was no change in the nature of the company.

6.      MATERIAL CHANGES AND COMMITMENT IF ANY 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 THE REPORT:

No material change and commitment affecting the financial position of the company occurred between the end of the financial year to which this financial statement relate on the date of this report.

7.      SIGNIFICANT AND MATERIAL ORDER PASSED BY THE REGULATORS OR COURTS OR TRBINUALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE:

During the year under review there has been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future.

8.      CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING & OUTGO:

 The information on conservation of energy, technology absorption, foreign exchange earning & outgo stipulated under Section 134(3) (m) of the Companies Act, 2013, read with Rule, 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure B".

9.      STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY

The company does not have any Risk Management policy as the elements of risk threatening the company's existence are very minimal.

10.   DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The company have Corporate Social Responsibility (CSR) committee and Mr. Paramjit SinghChatha & Mr. Gurcharan Singh Gosal are the member of CSR Committee.

11.   PARTICULARS OF LOAN GURANTEE OR INVESTMENT MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There were no loans, guarantees or investments made by the company under section 186 of the company's act 2013 during the year under review and hence the said provision is not applicable.

12.   PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

The details of contract or arrangement made with related parties as defined under section 188 of the Companies Act, 2013 during the year in "Annexure C".

13.   EXPLANATION OR COMMENTS ON QUALIFICATION, RESERVATION OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTISING COMPANY SECRETARY

There are no qualifications, reservation 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.

14.   COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS PROVIDED UNDER SUB SECTION (3) OF SECTION 178;

The Company, being a Private Limited Company was not required to constitute a Nomination and remuneration committee under Section 178(1) of the Companies Act, 2013 and Rule 6 of the Companies (Meeting of Board and its Powers) Rules, 2014 and Stakeholders Relationship Committee under Section 178(5) of the companies act, 2013.

15.   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 furnished in "Annexure A" and is attached to this report

16.   NUMBER OF BOARD MEETINGS CONDUCTED DURING THE FINANCIAL YEAR UNDER REVIEW

The Company has conducted 9 Board Meetings during the financial year 2021-22 details below:12/04/2021                                                      7.    26/02/2022 20/07/2021                                                        8.    16/03/2022                                             10/08/2021                                                      9.     28/03/202221/09/2021                                                                  08/11/2021                                                      30/11/2021

17.   DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134 of the Act, Directors hereby confirm the following:

1)     That in the preparation of the annual accounts, the applicable accounting standards had 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 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 ended 31.03.2022 and of the Profit & Loss of the Company for that period;

3)     That they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4)     That the Directors have prepared the annual accounts on a going concern basis.

5)     The company being unlisted, sub clause (e) of section 134(3) of the companies act, 2013 pertaining to laying down internal financial controls is not applicable to the company; and

6)     The directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

18.   SUBSIDIARIES COMPANY

The company does not have any subsidiary company during the year.

19.   DEPOSITS

The company has neither accepted nor renewed any deposits during the year under review.

20.   DETAILS OF DIRECTORS OR KMP

There was no director who was appointed/ceased/reelected/reappointed during the year under review.

21.   DECLARATION OF INDEPENDENT DIRECTOR

The provision of section 149(4) and Rules 4 of the Companies (Appointment and Qualification of Directors) Rules, 2014 for appointment of independent directors, do not apply to the Company, hence, no declaration has been obtained.

22.   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 was observed.

23.   STATUTORY AUDITORS & AUDIT REPORT:

The Board of directors have recommended the re-appointment of Walker Chandiok & Co. LLP, Chartered Accountants, as statutory Auditor for a period of 5 years in the annual general meeting held on 28/12/2020 from the conclusion of that AGM to till the conclusion of AGM to be held for the financial year ending 31st march 2025, subject to ratification of members at ensuing Annual General Meeting of the company, in accordance with the provision of the Companies act 2013.

24.   DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

The provision of section 177 of the companies act, 2013 read with rules 6 and 7 of the companies (Meetings of the board and its power) Rules, 2013 is not applicable to the company.

25.   SHARES

During the year under review, the company has undertaken following transactions:

26.   PARTICULARS OF EMPLOYEES:

None of the employees has received remuneration exceeding the limit a stated in rule 5(2) of the companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

27.  DISCLOSURE AS REQUIRED UNDER SECTION 22 OF SEXUAL HARRASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The company has in place an anti-Sexual Harassment of women at workplace (Prevention, Prohibition and Redressal) Act, 2013. The internal complaints committee has been set up to redress the complaints received regarding sexual harassment. All employees are covered under the policy.

Thefollowing is the summary of the complaints received and disposed off during the financial year 2021-22

a)      No. of complaints received: Nil

b)      No. of complaints disposed: Nil

28.   MORAL AND ETHICAL POLICY

      The company has adopted a set of Moral and Ethical policy and Code of Conduct, for equitable and fair conduct of business. Ethics is a part of our common values that we strive to develop together with employees, partners, suppliers and other stakeholders.

29.   ACKNOWLEDGMENTS:

The Board of Directors wishes to place on record its appreciation for the commitment, dedication and hard work done by the employees of the Company and the cooperation extended by Banks, Government Authorities, Customers, Shareholders and Employees of the Company and looks forward to a continued mutual support and co-operation.

Place: Lalru                                                                For and on the behalf of the Board of Directors                              

Date:  29/09/2022

                                                      s/d-                                                                 s/d-

                                   (Paramjit Singh Chatha)                                 (Gurcharan Singh Gosal)

                                     Managing Director                                          Director      

ANNEXURE -"A"

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN

As on financial year ended on 31.03.2022

Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.

I.         REGISTRATION & OTHER DETAILS:

II.         PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more of the total turnover of the company shall be stated)

III.   PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES -

Allthebusinessactivitiescontributing10%ormoreofthetotal turnoverofthecompanyshallbestated: -

VI. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

Category-wise Share Holding

B) Shareholding of Promoter-

 C) Change in Promoters' Shareholding (please specify, if there is no change): NIL

  D) Shareholding Pattern of top ten Shareholders:

     (Other than Directors, Promoters and Holders of GDRs and ADRs):

              E) Shareholding of Directors and Key Managerial Personnel:

   V) INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for      payment. -:  

                                                        Amount in Rs. in lacs

    VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL- Amount in Rs. in lacs

A.      Remuneration to Managing Director, Whole-time Directors and/or Manager:

B. Remuneration to other directors: - NIL

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN   MD/MANAGER/WTD: -

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

" ANNEXURE -B"

INFORMATION UNDER SECTION 134(3)(m) OF THE COMPANIES ACT, 2013 READ WITH RULE 8(3) THE COMPANIES (ACCOUNTS) RULES, 2014 AND FORMING PART OF THE REPORT OF THE DIRECTORS

CONSERVATION OF ENERGY, TECHNOLOGYABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO.

A. CONSERVATION OF ENERGY

 I) Energy conservation measures taken:

a) the steps taken or impact on conservation of energy: Installation of technology which helps in reducing energy consumption and utilization of lights and other equipment's only when need arise.

 b)  the step taken by the company for utilizing alternate sources of energy : Auto Shutting Down of systems to reduce UPS power consumption.

 c) the capital investment on energy conservation equipment's: Optimizing Chiller/Split/Package AC set to maintain space temperature @ 26 degree centigrade.

 B. TECHNOLOGYABSORPTION

a) Efforts made towards technology absorption: The Company is using the modern Technology in the manufacturing process.

b) The benefits derived like product improvement, cost reduction, product development or import substitution: Nil

c) in case of imported technology ( imported during the last three years reckoned from the beginning of the financial year)-: Nil

d) The expenditure incurred on Research and Development: Nil

C.  FOREIGN EXCHANGE EARNING AND OUTGO

The Company's main line of business is to carry on the business to manufacture, produce, process, prepare, disinfect, compound, mix, clean, boil, freeze, extract and to act as agent, broker, representatives, stockiest or otherwise to deal in all types, tastes, uses and packs of customer food items, their products, denvatives, liquid, drinks etc.

                                                                                                                                                            (in lakhs)

                                                          ANNEXURE "C"

FORM NO. AOC -2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arm's length transaction under third proviso thereto.

1.    Details of contracts or arrangements or transactions  at Arm's length basis. :-

2.    Details of contracts or arrangements or transactions not at Arm's length basis. :- NIL