Implementing Agency (IMA) presents to the members the 30thAnnual
Report of the Company together with the Audited Financial Statements
(Standalone & Consolidated) for the Financial Year ended 31stMarch, 2024,
which includes the report to the shareholders.
Corporate Insolvency Resolution Process (CIRP)
The Company has been undergoing Corporate Insolvency Resolution
Process (CIRP) under the provisions of the Insolvency and Bankruptcy Code,
2016 (Insolvency Code) in terms of order dated May 14, 2018 passed by the
Hon'ble National Company Law Tribunal (NCLT), Mumbai Bench. Pursuant to
initiation of CIRP, vide aforesaid order, the adjudicating authority appointed
Shri Subodh Kumar Agrawal, as an Interim Resolution Professional (IRP) to
carry the functions as mentioned under the Code and later on Committee of
Creditors (CoC) approved the appointment of Shri Subodh Kumar Agrawal,
the IRP as Resolution Professional (RP).
Under the CIRP, the resolution plan filed by Singapore based company
M/s Taguda Pte Ltd was submitted for consideration to the Committee of
Creditors (CoC) in its meeting held on 23rdJune, 2021. The Resolution Plan
was passed by the CoC with majority of voting in favour of the resolution.
Pursuant to the approval of the resolution plan in terms of the order of the
NCLT dated 3rdFebruary, 2022 and the subsequent order dated 11thMarch,
2022 of the NCLAT, Implementing Agency (IMA) was constituted on
15thMarch, 2022, authorizing members to apply for various permissions/
approvals to various authorities/agencies to implement Resolution Plan.
IMA is required and entitled to do all such acts, deeds and things including
as may be desirable and expedient in order to implement and give effect
to this Resolution Plan and supervise the management and operations of
the Company, in a manner consistent with this Resolution Plan. Pursuant
the NCLT approved Resolution Plan the company has applied for SEBI and
RBI approvals for certain corporate actions to be undertaken. The Hon'ble
NCLT Mumbai issued an order on December 8, 2023, granting a two-month
period for the Resolution Applicant to execute the Resolution Plan. As no
payment was received from Resolution Applicant M/s Taguda Pte Ltd, on
February 9, 2024, the secured financial lenders of the company, led by
State Bank of India, invoked the Bid Bond and Performance Security funds
deposited by the Resolution Applicant have been forfeited.
The National Company Law Appellate Tribunal (NCLAT) issued an order on
July 5, 2024, directing the Resolution Applicant to transfer the Resolution
amount to an overseas bank account. The Resolution Applicant is required
to deposit the resolution amount in the specified bank account by August
1, 2024.
Approval of the Financial Statements 2023-24 and the Report to the
Shareholders
As the powers of the Board of Directors have been suspended, the financial
statements have not been approved by the Board of Directors. However,
the same has been reviewed by IMA and signed by the respective Key
Managerial Personnel and taken of record by IMA authorised member.
Financial Results
The Company's financial performance for the year ended 31stMarch, 2024,
is summarized below:
|
Particulars
|
Standalone
|
Consolidated
|
| |
2024
|
2023
|
2024
|
2023
|
|
Total Turnover
|
1,503.28
|
1,418.42
|
1,503.28
|
1,418.42
|
|
Particulars
|
Standalone
|
Consolidated
|
| |
2024
|
2023
|
2024
|
2023
|
|
Other Income
|
168.56
|
143.37
|
168.56
|
143.37
|
|
Profit/
(Loss) before
Finance Cost,
Depreciation &
Amortisation and
Taxation
|
(258.42)
|
(3,917.03)
|
(258.70)
|
(3,917.09)
|
|
Less: 1. Finance
Cost
|
0.09
|
0.07
|
0.09
|
0.07
|
|
2. Depreciation
& Amortisation
|
714.97
|
712.57
|
714.97
|
712.57
|
|
Profit/ (Loss)
Before Taxation
|
(973.48)
|
(4,629.67)
|
(973.77)
|
(4,629.73)
|
|
Less: Provision
for Taxation
|
|
|
|
|
|
Current Tax
|
-
|
-
|
-
|
-
|
|
Deferred Tax
|
-
|
-
|
-
|
-
|
|
Net Profit/(Loss)
for the Year
|
(973.48)
|
(4,629.67)
|
(973.77)
|
(4,629.73)
|
|
Less: Income Tax
paid for earlier
year
|
'
|
|
|
|
|
Profit/(Loss) after
Taxation
|
(973.48)
|
(4,629.67)
|
(973.77)
|
(4,629.73)
|
|
Add: Other
Comprehensive
Income
|
2.73
|
8.82
|
2.73
|
8.82
|
|
Total
Comprehensive
Income
|
(970.75)
|
(4,620.86)
|
(971.03)
|
(4,620.91)
|
Note: Previous year's figures have been reclassified/regrouped wherever
necessary, to correspond with those of the current year.
Performance of the Company
The audited financial statements of the Company are drawn up, both on
standalone and consolidated basis, for the financial year ended 31stMarch,
2024, in accordance with the requirements of the Companies (Indian
Accounting Standards) Rules, 2015 (Ind-AS) notified under Section 133 of
the Act, read with relevant rules and other accounting principles.
Standalone Financials
During the year under review, the total revenue stood at Rs. 1,671.84
lakh as compared to Rs. 1,561.79 lakh for the previous year representing
an increase of Rs. 110.05 lakh; loss before interest, tax, depreciation and
amortization for the year was Rs. 258.42 lakh as compared to Rs. 3,917.03
lakh in the previous year and loss after tax stood at Rs.973.48 lakh for the
year under review as compared to loss after tax of Rs 4,629.67 lakh for the
previous year.
Consolidated Financials
During the year under review, the total revenue stood at Rs.1,671.84
lakh as compared to Rs.1,561.79 lakh for the previous year representing
an increase of Rs. 110.05 lakh; loss before interest, tax, depreciation and
amortization for the year was Rs. 258.70 lakh as compared to Rs. 3,917.09
lakh in the previous year and loss after tax stood at Rs.973.77 lakh for the
year under review as compared to loss after tax of Rs.4,629.73 lakh for the
previous year.
Business Operations
Metal Trading:
The Company primarily engaged in metals trading with presence in ferrous-
flat and long products, nonferrous- copper, aluminium, zinc, brass, nickel,
etc. and raw materials - coal/coke, iron ore, pellets, sponge iron, scrap, etc.
However, the Company does not have any trading operations during year
under review.
Wind Power Generation:
The Company is having a total capacity of 28.3 MW wind power generation
with 23 wind generators spread across 5 States i.e. Tamil Nadu, Rajasthan,
Karnataka, Gujarat and Maharashtra.
Thp Hptaik nf thp wind nnwor nrniork atp holnw-
|
Sr.
|
Location
|
Date of
|
No. of
|
Installed
|
Investment
|
|
No.
|
|
Installation
|
WEG's
|
Capacity
|
(Rs. in Lakhs)
|
|
1
|
Tamil Nadu 2
|
29.03.2005
|
2
|
1.60 MW
|
807.47
|
|
2
|
Rajasthan
|
29.03.2006
|
3
|
2.40 MW
|
1,178.48
|
|
3
|
Karnataka
|
29.03.2006
|
2
|
1.60 MW
|
785.65
|
|
4
|
Gujarat 1
|
30.03.2007
|
2
|
1.60 MW
|
740.00
|
|
5
|
Gujarat 2
|
10.07.2007
|
4
|
3.20 MW
|
1,480.00
|
|
6
|
Tamil Nadu 3
|
26.09.2009
|
6
|
9.90 MW
|
6,090.00
|
|
7
|
Maharashtra
|
27.1 1.2010
|
4
|
8.00 MW
|
4,900.00
|
|
Total
|
23
|
28.30 MW
|
15,981.60
|
Change in the Nature of Business
During the year the Company has not changed its business.
Transfer to General Reserves
No amount is proposed to be transferred to the Reserves.
Dividend
In view of the Corporate Insolvency Resolution Process and accumulated
losses, the matter was not considered.
Share Capital
During the year under report, there was no change in the Authorized
and Paid-up Share Capital of the Company. As at 31st March, 2024 the
Authorized Share Capital of the Company stood at Rs.35,00,00,000.The
Paid-up Share Capital of the Company as on 31stMarch, 2024 stood at Rs.
33,84,94,000 divided into 33,84,94,000 Equity Shares of Re.1/- each.
During the year under report, your Company has not issued any shares
under any employee stock option schemes, sweat equity shares or any
equity shares with differential rights, as to dividend, voting or otherwise.
Further, the Company has not bought back its own securities, during the
year under report.
Subsidiary, Associate and Joint Venture Companies
Details of associate Company is provided in AOC-1 - Annexure I.
During the year, there have been no changes in subsidiary, associate and
joint venture companies.
Management Discussion and Analysis Report
The Management Discussion and Analysis Report for the year under review,
as stipulated under Regulation 34(2) of the SEBI (LODR) Regulations, 2015,
is presented in a separate section forming part of the Annual Report -
Annexure II.
Corporate Governance
Reports on Corporate Governance in accordance with SEBI (LODR)
Regulations, 2015 ("Listing Regulations"), along with a certificate from
Auditors regarding compliance of the Corporate Governance are given
separately in this Annual Report. - Annexure III.
Deposits
The Company has not accepted any deposits from public during the year
under review.
Material Changes and Commitments, if any, affecting the financial
position of the Company which have occurred between the end of the
Financial Year of the company to which the Financial Statements relate
and the date of the report
There have been no changes affecting the financial positions of the
Company occurred after the end of Financial Year.
Directors and Key Managerial Personnel (KMP)
Until the implementation of NCLT approved Resolution Plan under CIRP the
Board of Directors continues to remain suspended and no director is liable
to retire by rotation.
During the period under review,
Ms. Sonam Gandhi has resigned from the position of Company Secretary
and Compliance Officer of the Company w.e.f. 17th May, 2023.
Mr. Amrit Suthar has been appointed as Company Secretary and Compliance
Officer of the Company w.e.f. 12th June, 2023.
Mr. Amrit Suthar has resigned from the position of the Company Secretary
and Compliance Officer of the Company w.e.f. 30th April, 2024.
Ms. Alisha Khandelwal has been appointed as Company Secretary and
Compliance Officer of the Company w.e.f. 3rd June, 2024.
Statement on declaration given by independent Directors
As the powers of the Board of Directors have been suspended and there
being no independent directors in the company, declarations confirming
criteria of independence as prescribed under the Companies Act, 2013 and
Regulation 16(1)(b) SEBI (LODR) Regulations, 2015 is not applicable.
Remuneration Policy and Criteria for Selection of candidates for
appointment as Directors, Key Managerial Personnel and Senior
Leadership Positions
The Company has in place a policy for remuneration of Directors, Key
Managerial Personnel and Employees of senior leadership Position as well as
well-defined criteria for the selection of candidates for appointment to the
said positions which has been approved by the Board.
The Policy broadly lays down the guiding principles, philosophy and the
basis for payment of remuneration to the executive and non-executive
Directors (by way of sitting fees and commission), Key Managerial Personnel.
The criteria for selection of candidates for the above positions cover the
various factors and attributes which are considered by the Nomination
& Remuneration Committee and the Board of Directors while making a
selection of the candidates. The above policy along with the criteria for
selection is available at the website of the Company at https://www.ushdev.
com/pdf/Policy-on-remuneration-of-director.pdf
Familiarization program for the Independent Directors
Though the Company is under CIRP and has no independent directors,
Company has over the years developed a robust familiarization process for
the newly appointed directors with respect to their roles and responsibilities,
way ahead of the prescription of the regulatory provisions. The process
has been aligned with the requirements under the Act and other related
Regulations. This process inter-alia includes providing an overview of the
Company's business model, the risks and opportunities etc. Details of the
Familiarization Programme are also available on the Company's website at
https://www.ushdev.com/pdf/familiarisation-Program.pdf
During the period under review, it was not required to conduct programmes
for familiarization of Independent Directors in view of the CIRP and the
resignations submitted by the Independent Directors.
Board Evaluation
One of the key functions of the Board is to monitor and review the
Board evaluation framework. The Board works with the Nomination
and Remuneration Committee to laydown the evaluation criteria for the
performance of executive/nonexecutive/independent directors through
peer-evaluation excluding the director being evaluated. Each Board
member is requested to evaluate the effectiveness of the Board dynamics
and relationships, information flow, decision-making of the directors,
relationship to stakeholders, company performance, company strategy, and
the effectiveness of the Board, as awhole and its various committees.
The Company has devised a policy for performance evaluation of the
individual Directors, Board and its Committees, which includes criteria
for performance evaluation. However, the Company is under Corporate
Insolvency Resolution Process (CIRP) and the entire Board is suspended,
hence no formal evaluation of the Board has taken place.
Number of Meetings of the Board of Directors
During the year under review there were no Board or Committee meetings
due to CIRP Process. As the powers of Board were vested upon IMA, the
meetings conducted by Implementing Agency (IMA) are given in the
Corporate Governance Report, forming part of this Annual Report.
Details of Remuneration to Directors
The information relating to remuneration of Directors and details of the
ratio of the remuneration of each Director to the median employee's
remuneration and other details as required pursuant to section 197(12)
of the Act read along with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure
IV to the report
Particulars of Loans, Guarantees or Investments
Pursuant to the provisions of Section 186 of the Companies Act,2013,
('the Act') the details of Investments made are provided in the standalone
financial statements under Note No. 8. The Company has complied with
provisions of Section 186 of the Act, to the extent applicable with respect
to Loans, Guarantees or Investments during the year.
Particulars of contracts or arrangements with Related Parties
During the year, the Company had not entered into any contract/
arrangement/ transaction with related parties which could be considered
material in accordance with the policy of the Company on materiality of
related party transactions. Accordingly, the disclosure of Related Party
Transactions as required under Section 134(3)(h) of the Companies Act,
2013 in Form AOC- 2 is not applicable.
None of the Directors and the Key Managerial Personnel has any pecuniary
relationships or transactions vis-a-vis the Company.
Vigil Mechanism / Whistle Blower Policy
The Company has established a Vigil Mechanism, which includes a Whistle
Blower Policy, in terms of the provisions of Act and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 for its Directors
and Employees, to provide a framework to facilitate responsible and secure
reporting of concerns of unethical behaviour, actual or suspected fraud or
violation of the Company's Code of Conduct & Ethics. The Whistle Blower
Policy is posted on the website of the Company and the web-link to the
same is https://www.ushdev.com/pdf/Vigil-mechanism.pdf
Adequacy of Internal Financial Controls
The Company has adequate internal financial controls in place with
reference to financial statements. These are continually reviewed by the
Company to strengthen the same wherever required. The internal control
systems are supplemented by internal audit carried out by an independent
firm of Chartered Accountants and periodical review by the Management
and the same also covered in Management Discussion and Analysis Report.
Risk Management Policy
The Company has a well-defined risk management framework in place,
which provides an integrated approach for identifying, assessing, mitigating,
monitoring and reporting of all risks associated with the business of the
Company. Although the Company is not mandatorily required to constitute
the Risk Management Committee, but to ensure effective risk management
the Board of Directors constituted the Risk Management Committee to
monitor and review risk management, assessment and minimization
procedures and to identify, review and mitigate all elements of risks which
the Company may be exposed to.
The Company recognizes that risk is an integral and unavoidable component
of its business. Hence, the Company has adopted a Risk Assessment and
Management policy ("Policy") to formalize risk based decision-making
together with management processes. Risks are managed through a formal
risk process as set forth in the Policy.
This policy articulates the requirements for processes which include
identifying, assessing, measuring, and monitoring risk activities across the
organization and establishes governance roles for risk management.
Auditors
Statutory Auditors
The Company at its 29thAnnual General Meeting held in the year 2023, has
appointed of M/s. SGN & Co., Chartered Accountants, (Firm Registration
No. 134565W as the Statutory Auditors of the Company for a term of
5 years i.e. from the conclusion of 29thAnnual General Meeting till the
conclusion of ensuing 34th Annual General Meeting of the Company.
The Auditors' Report furnished by SGN & Co., Chartered Accountants on the
financial statements for the financial year ended 31st March, 2024 contains
the following remarks:
1. During the year, the Company has incurred a Net loss of Rs. 970.75
lakhs resulting into negative net worth of Rs. 3,19,097.59 lakhs as at
March 31, 2024. The net current liabilities stand at Rs. 3,25,948.39
lakhs as at the year end. Further we refer to Note 1, 2, 3 and 4 to
the financial results regarding a Corporate Insolvency Resolution
Process (CIRP) initiated against the Company vide an order of the
Mumbai Bench of National Company Law Tribunal (NCLT) dated May
14, 2018 under the provisions of Insolvency and Bankruptcy Code,
2016 (“Code"). Under the CIRP Committee of Creditors (COC) in
their meeting on June 24, 2021 voted in favour of Resolution Plan.
NCLT vide its order dated February 3, 2022 approved the resolution
plan, which was subsequently approved by National Company Law
Appellate Tribunal (NCLAT) vide its order dated March 11, 2022.
As required under paragraph 1 of Schedule V read with paragraph
14 of Schedule I of the Resolution plan, the Company has applied for
various approvals from regulatory authorities viz. SEBI and RBI, which
are part of the condition's precedent to the implementation of the
resolution plan. The approval from the RBI is yet to be received by
the Company Further, The Hon'ble NCLT Mumbai issued an order on
December 8, 2023, granting a two-month period for the Resolution
Applicant to execute the Resolution Plan. As no payment was received
from Resolution Applicant M/s Taguda Pte Ltd, on February 9, 2024,
the secured financial lenders of the company, led by State Bank of
India, invoked the Bid Bond and Performance Security funds deposited
by the Resolution Applicant totaling Rs. 1813.46 lakh (including
Rs.160.74 lakh in interest earned on the Bid Bond and Performance
Security funds held as a Fixed Deposit), which has been forfeited.
Further the secured financial lenders have filed an application seeking
liquidation of the company as the Successful Resolution Applicant
has failed to implement the resolution plan, the said application is
currently pending adjudication before the NCLT Mumbai bench.
The Company has prepared the financial results on a going concern
basis. However, in view of the negative net worth and negative
net current liabilities as at the year end and pending liquidation
proceedings as stated above, we are unable to comment on the ability
of the Company to continue as a going concern for the foreseeable
future
Management views: On 24th of June, 2021 the Revised Resolution Plan
was approved by the Committee of Creditors (CoC) and subsequently
by NCLT, Mumbai vide an order dated 3rd February 2022 to be read
with NCLAT order dated 11th March, 2022. Pursuant to the order, IMA
was formed on 15th March, 2022 to implement the Resolution Plan.
As part of the implementation of resolution process and conditions
precedent thereto, Company has applied for various approvals to
various authorities mainly, Bombay Stock Exchange (BSE) and Reserve
Bank of India (RBI). The Resolution Plan is yet to be implemented
accordingly; the financial statements have been prepared on going
concern basis.
2. We refer to Note 6 to the financial results of the Company regarding
balances in respect of trade receivables, advance for purchase of
steel given, trade payables, borrowings, loans & advances, advance
from customers, book overdraft, bank balances and fixed deposits
with banks, other deposits, taxes recoverable and other balances
being subject to adequate documentation, confirmations and /
or reconciliations and in the absence of alternative corroborative
evidences, we are unable to comment on such balances.
Management views: The management believes that no
materialadjustments would be required in books ofaccounts upon
receipt of these confirmations. The claims received all the parties are
validated/verified by the RP.
3. We refer to Note 10 to the financial results of the Company regarding
no revaluation of trade receivables and advances to trade payables
denominated in foreign currency as required under Ind AS 21 'Effects
of changes in Foreign Exchange rates', consequent impact on Expected
Credit Loss as required under Ind AS 109'Financial Instruments' and
taxation, if any, thereon.
Management views: Considering the probability of recovery of
tradereceivables and advances and based on expertopinion report,
the company has provided 100%provision as "Expected Credit Loss
"against these trade receivables and advances in earlierfinancial
years. The management believes thatno restatement for foreign
exchangefluctuations are now required.
Non revaluation of these trade receivables andadvances is having nil
impact in profit and lossaccount for the quarter and year ended March
31, 2024.
Secretarial Auditor
Pursuant to the provisions of Section 204 of the Act and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
IMA has appointed M/s. AJP&ASSOCIATES., Practicing Company Secretary (
CP No. 23812) to undertake the Secretarial Audit of the Company.
A Secretarial Audit Report in Form MR-3 given by M/s. AJP&ASSOCIATES,
Practicing Company Secretary for the financial year 2023-24 is annexed with
the report as Annexure V and forms an integral part of this Report.
The remarks given by the Company on the observations of the Secretarial
Audit Report of the Company as given in the Secretarial Report is self¬
explanatory.
Particulars of Employees
In terms of the provisions of Section 197(12) of the Act read with Rule 5(2)
and 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, as amended, a statement showing the names and
other particulars of the employees drawing remuneration in excess of the
limits set out in the said Rules are provided in the Annexure, which forms
part of this Report.
Disclosures relating to the remuneration and other details as required
under Section 197(12) of the Act read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, as
amended, are also forms part of this Report.
Having regard to the provisions of first proviso to Section 136(1) of the Act,
the Annual Report excluding the aforesaid information is being sent to all the
members of the Company and others entitled thereto. The said information
is available for inspection at the registered office of the Company on all
working days, during business hours. Any member interested in obtaining
the same may write to the Company and the same will be furnished on
request.
Listing with Stock Exchanges
At present the equity shares of the Company are listed on BSE Limited with
effect from 12thApril, 1995.
The securities of the Company have been suspended from trading &
freezing of the entire shareholding of the promoter. The Shares of the
Company are allowed on Trade for Trade basis in Z group only on the first
trading day of every week for six months from November 20, 2023 due
to on-compliance with Regulation 18(1) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 for two consecutive quarters
i.e., March 2023 & June 2023.
Clarification given by the Company: The Company is in the process of
implementing NCLT approved Resolution Plan and as per the Resolution Plan
only after successful implementation of it the Company will be complying
with the aforesaid regulation , the same is being intimated to the exchange.
Transfer of amounts to Investor Education and Protection Fund (IEPF)
Your Company is under Resolution Plan implementing process and so
any funds lying unpaid or unclaimed for a period of seven years that are
required to be transferred to Investor Education and Protection Fund (IEPF).
The company has initiated process of transferring any funds lying unpaid or
unclaimed for a period of seven years that are required to be transferred to
Investor Education and Protection Fund (IEPF).
Insider Trading Regulations
Based on the requirements under SEBI (Prohibition of Insider Trading)
Regulations, 1992 read with SEBI (Prohibition of Insider Trading)
Regulations, 2015, as amended from time to time, the code of conduct
for prevention of insider trading and the Code for Corporate Disclosures
("Code"), as approved by the Board from time to time, are in force by the
Company.
Compliance with the provisions of Sexual Harassment of Women at the
Workplace (Prevention, Prohibition & Redressal) Act, 2013
The Company is an equal opportunity provider and continuously strives
to build a work culture which promotes the respect and dignity of all
employees across the Organization. In order to provide women employees
a safe working environment at workplace and also in compliance with the
provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and Rules framed thereunder, the
Company has formulated a well-defined policy on prevention, prohibition
and redressal of complaints relating to sexual harassment of women at
the workplace. All women who are associated with the Company-either
as permanent employees or temporary employees or contractual persons
including service providers at Company sites are covered under the above
policy. The said policy has been uploaded on the internal portal of the
Company for information of all employees.
No complaints pertaining to sexual harassment of women employees from
any of the Company's locations were received during the year ended 31st
March, 2024.
Corporate Social Responsibility
The Section 135 of the Companies Act, 2013 regarding Corporate Social
Responsibility is not applicable to the Company.
Significant and Material Orders passed by the Regulators or courts
or tribunals impacting the Going Concern status and company's
operations in future
There are no significant and material orders passed by the Regulators or
Courts or Tribunals which would impact the going concern status and the
Company's future operations.
Particulars of Energy Conservation, Technology Absorption and Foreign
Exchange Earnings and Outgo
Particulars of Conservation of Energy, Technology Absorption and Foreign
Exchange Earnings and Outgo as per section 1 34(3)(2) of the Companies
Act, 2013, read with the Companies (Accounts) Rules, 2014 for the year
ended 31stMarch, 2024 are provided under Annexure VI to this report.
Details of one time settlement:
During the year under review, there were no instances of on time settlement
with any Banks or Financial Institutions.
Annual Return
The Annual Return of the Company has been placed on the website of
the Company and can be accessed at www.ushdev.com Pursuant to the
provisions of Section 92(1) of the Companies Act, 2013 as amended by the
Companies Amendment Act, 2017.
Compliance with Secretarial Standards
The Company was under CIRP since May 14, 2018. NCLT approved Resolution
Plan is not yet implemented by the Successful Resolution Applicant hence
no meeting of the Boardof Directors was held during the year under report
as it was not applicable. Therefore the Secretarial Standards i.e. SS-1 and
SS-2 relating to meeting of the Board of Directors and General Meetings
respectively have been followed by the company to the extent possible.
Director's Responsibility Statement
To the best of their knowledge and belief and according to the information
and explanations obtained by them, your Directors (whose power have
since been suspended) make the following statement in terms of Section
134 of the Act:
a) that in the preparation of the annual financial statements for the year
ended 31st March, 2024, the applicable accounting standards have
been followed along with proper explanation relating to material
departures, if any;
b) that such accounting policies as mentioned in Note 1 of the Notes
to the Accounts have been selected and applied consistently and
judgment and estimates have been made 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, 2024, and of the profit of the Company
for the year ended on that date;
c) that proper and sufficient care has been taken 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) that the annual accounts have been prepared on a going concern
basis;
e) that proper internal financial controls laid down by the Directors were
followed by the Company and such internal financial controls are
adequate and were operating effectively; and
f) that proper systems to ensure compliance with the provisions of all
applicable laws have been devised and such systems were adequate
and were operating effectively.
Acknowledgments
IMA would like to thank all the Stakeholders including Financial Institutions,
Banks, Government Authorities, Power Utilities, Regulators, Customers,
Vendors and Members for their continued support to the Company. IMA
also wishes to place on record its deep sense of appreciation for the
committed services by the Company's employees at all levels and all other
associated with the company.
For and on behalf of the Board of Directors
(Suspended post initiation of CIRP)
Radha M. Rawat
Member - IMA Authorised Signatory
Registered Office:
6th Floor, New Harileela House, Mint Road, Fort, Mumbai- 400 001.
Place : Mumbai
Date : July 31, 2024
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