| Disclosure in board of directors report explanatory DIRECTOR’S REPORT
To,
THE MEMBERS,
RAJESH POWER SERVICES PRIVATE LIMITED
Your Directors are happy to present the THIRTEENTH ANNUAL REPORT together with Audited statement of Accounts of the company for the year ended on 31st March, 2022.
FINANCIAL RESULTS:
The Company’s financial performance for the year ended March 31, 2022 is summarized below:
(Rupees In Crores) PARTICULAR | 2021-22
| 2020-21
| Gross Revenue from Operation | 146.81 | 111.60 | Profit Before Taxation (PBT) | 4.40 | 5.39 | Less: Provision for Taxation | (0.89) | (0.89) | Earlier year Tax | 0.00 | (0.17) | Deferred Tax | (0.01) | 0.04 | Profit After Taxation | 3.50 | 4.37 |
OPERATIONS:
Your Company’s Gross Revenue from operations during the year under review is Rs. 146.81 Crores which is 31.55% higher than previous year’s Gross Revenue from operations which was Rs. 111.60 Crores.
Your Directors are happy to inform you that, performance of the Company has improved in spite of adverse circumstances due to timely and qualitative Supply and Services.
CHANGE IN NATURE OF BUSINESS:
There has been no significant change in the business carried on by the company and it continued to be in business of Engineering, Procurement and Construction (EPC) Contracts, Supply of Cables and Electrical Accessories and generation and supply of Solar Power.
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DIVIDEND:
Your Directors are happy to propose dividend @ Rs.0.25 per share for the financial year 2021-22. Subject to deduction of tax at source.
TRANSFER TO RESERVE:
The Company has transferred the whole amount of Profit to Reserve and surplus account as per auditedBalance sheet for the year ended on March 31, 2022.
EXTRACT OF ANNUAL RETURNS:
The details forming part of the extract of the Annual Return in Form No. MGT-9 as required under Section 92 of Companies Act, 2013 is included in “Annexure-A” and forms an integral part of this report.
MEETING OF BOARD OF DIRECTORS:
The Board of Directors held their meetings for nine times during the financial year as follows;
SN | Date of Meeting | Board Strength | No. of Directors Present | 1 | 06.04.2021 | 9 | 9 | 2 | 07.04.2021 | 9 | 9 | 3 | 10.04.2021 | 9 | 9 | 4 | 20.05.2021 | 9 | 9 | 5 | 21.06.2021 | 9 | 9 | 6 | 25.08.2021 | 9 | 9 | 7 | 01.11.2021 | 9 | 9 | 8 | 24.11.2021 | 9 | 9 | 9 | 03.02.2022 | 9 | 9 |
DIRECTORS’ RESPONSIBILITY STATEMENT:
Pursuant to the requirement Clause (c) of Sub Section (3) of Section 134 of the Companies Act, 2013 with respect to Director’s Responsibility Statement, it is hereby confirmed that-
In the preparation of the annual accounts for the year ended on 31st March, 2022 the applicable accounting standards had been followed along with proper explanation relating to material departures;
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 as on 31st March, 2022 and of the profit of the company for that year.
The directors 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;
The directors had prepared the accounts for the year ended on 31st March, 2022 on a “going concern” basis.
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.
STATUTORY AUDITOR:
Board of Directors recommended , the re-appointment of M/s. NAIMISH N. SHAH & CO., Chartered Accountants (Firm Registration No. 106829W) the ratify Auditors of the Company from the conclusion of this Thirteenth Annual General Meeting to hold such office for a period of five years till the conclusion of the Eighteenth Annual General Meeting. Appropriate resolution seeking your approval to the appointment and remuneration of M/s. NAIMISH N. SHAH & CO as the Statutory Auditors is appearing in the Notice convening the 13th AGM of the Company.
STATEMENT ON DECLARATION BY INDEPENDENT DIRECTORS:
The provisions of sub-section (4) of section 149 of the Companies Act, 2013 relating to Independent Directors are not applicable to your company.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY COMPANY:
Your Company has complie with theprovisions of section 185 and 186 of the Companies Act, 2013 to the extent applicable.
Your Company has also provided corporate guarantee on term and conditions which are not prejudicial to the interest of the company.
Your Company has invested by way of capital contribution in an Limited Liability Partnership for business development.
COST AUDITORS:
Provisions for Cost Auditor are not applicable to your company.
DISCLOSURE OF INFORMATION REGARDING RELATED PARTY TRANSACTION UNDER SECTION 188 OF COMPANIES ACT, 2013:
All Contracts/arrangements/transactions entered by the Company during the financial year with related parties were in its ordinary course of business and on an arm’s length basis.
During the year the company entered into Contract/Arrangement/Transaction with Related parties which could be considered as material and which are required to be reported in Form AOC-2 in terms of section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules,2014 has been attached as “Annexure-B.”
MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY:
In the opinion of board of directors there are no material changes have occurred after balance sheet datetill the date of the report affecting the financial position of the company.
CONSERVATION OF ENERGY, ABSORPTION OF TECHNOLOGY AND FOREIGN EXCHANGE :
Pursuant to provisions of Section 134(3) (m) & Rule 8(3) (A) of Companies (Accounts) Rules, 2014 the details of energy conservation, technology absorption and foreign exchange earnings and outgo has been given in “Annexure-C” to this report.
RISK MANAGEMENT:
In the opinion of the Board of Directors of the Company, there is a continuous development and implementation of risk management policy including identification therein of elements of risk which in the opinion of the Board may threaten the existence of the Company.
CORPORATE SOCIAL RESPONSIBILITY:
The provisions of sub-section (1) of section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility are applicable to your company. The composition of the CSR Committee is given in “Annexure-D”
ACCEPTANCE OF DEPOSIT:
The Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.
SIGNIFICANT AND MATERIAL ORDERS AS PASSED BY THE REGULATORS OR COURTS:
There are no significant and material order passed by the regulators/court that would impact the going concern status of the company and its future operations.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
Your Company has an effective internal control and risk mitigation system which are constantly assessed and strengthened with new/revised standard operating procedure.
AUDITOR’S REPORT:
Auditor’s Report to the members of the Company does not contain any qualification.
DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVANCY AND BANKRUPTCY CODE 2016:
During the year under review, there were no application made or proceeding pending in the name of the company under the Insolvency Bankruptcy Code, 2016.
APPRECIATION:
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Your Directors wish to extend their sincere thanks to the Government as well as the Government agencies,banks, customers, shareholders,vendors and other related organizations who have helped in yourCompany's progress, as partners, through their continued support andco-operation.Your Directors also wish to place on record their sincere appreciation for the dedicated efforts andconsistent contribution made by the employees at all levels, to ensure that the Company continues to growand excel.
BY ORDER OF THE BOARD,
RAJESH POWER SERVICES PRIVATE LIMITED
Kurang R. Panchal Rajendra B. Patel
PLACE: AHMEDABAD Director Director
DATE : 05/09/2022 (DIN:00773528) (DIN:00137280)
ANNEXURE-D
REPORT OF CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES FOR THE FY 2021-2022
CSR POLICY:
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