Your Directors are pleased to present the 29th Annual Report on the business and operations of
Dhatre Udyog Limited (Formerly known as Narayani Steels Limited) (“the Company/your
Company”) together with the Audited Financial Statements (Standalone and Consolidated) for the
year ended 31 March 2024.
1. FINANCIAL HIGHLIGHTS (Amount f?) in Lakhs)
| |
Conso
|
idated
|
Standalone
|
|
Particulars
|
2023-24
|
2022-23
|
2023-24
|
2022-23
|
|
Total Income
|
21,936.42
|
11,005.51
|
21,936.42
|
11,005.51
|
|
Total Expenses
|
20,379.63
|
10,079.33
|
20,379.63
|
10,079.33
|
|
Exceptional Item
|
-
|
-
|
-
|
-
|
|
Profit/(Loss) before tax
|
1556.80
|
926.18
|
1556.80
|
926.18
|
|
Tax Expenses
|
439.23
|
257.89
|
439.23
|
257.89
|
|
Profit/(Loss) after tax
|
1,117.57
|
668.29
|
1,117.57
|
668.29
|
|
Earnings Per Equity Share
Basic (Rs.)
|
1.03
|
11.54
|
1.03
|
11.54
|
|
Diluted (Rs.)
|
1.03
|
6.13
|
1.03
|
6.13
|
2. OVERVIEW OF COMPANY'S FINANCIAL PERFORMANCE
On consolidated basis, the revenue from operations for FY 2024 was 720,775.99 Lakhs, higher
by 93.99 % over the previous year's revenue of? 10,709.75 Lakhs. The profit after tax (PAT)
attributable to shareholders for FY 2024 and FY 2023 was 7 1,117.57 Lakhs and 7 668.29 Lakhs
respectively.
On a standalone basis, the revenue from operations for FY 2024 was 720,775.99 Lakhs, higher
by 93.99 % over the previous year’s revenue of 7 10,709.75 Lakhs. The profit after tax (PAT)
attributable to shareholders for FY 2024 and FY 2023 was 7 1,117.57 Lakhs and 7 668.29 Lakhs
respectively.
3. CHANGE IN THE NATURE OF BUSINESS
There was no change in nature of business of the Company.
4. SIGNIFICANT AND MATERIAL ORDERS
There were no significant or material orders passed by regulators, courts or tribunals impacting
the Company’s operations in future.
5. DEPOSITS
During the year under review, your Company has not accepted any deposits from the public.
Further, no amount of deposit remained unpaid or unclaimed at the end of the year i.c. as on 31st
March, 2024. Subsequently, no default has been made in repayment of deposits or payment of
interest thereon during the year.
6. TRANSFER TO RESERVES
Rs.893.92 Lakhs was transferred to reserves for Financial Year 2023-24.
7. MATERIAL CHANGES AND COMMITMENTS 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 were no material changes and commitments 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.
8. DIVIDEND
Keeping in view the future expansion plans, your Board of Directors do not recommend any
dividend for Financial Year 2023-24.
9. SHARE CAPITAL
During the year under review there was change in the authorised share capital of the Company.
The Authorised share Capital of the Company as on 31 March 2024 is Rs. 14,00,00,000 divided
into 14,00,00,000 Equity Shares of Rs. 1 each fully paid up. The Paid-up Share Capital of the
Company as on 31 March 2024 is Rs. 10,89,54,500 divided into 10,89,54,500 Equity Shares of
Rs. 1 each fully paid up.
During the year 2023-24, Equity Shares of the Company was sub-divided into l(onc) equity share
having face value of ? 10/- each into 10 (Ten) equity shares having face value of ? 1/- each.
10. LISTING OF EQUITY SHARES
The Equity Shares of the Company are listed on the main Board of Bombay Stock Exchange
Limited. The Annual Listing fees for the year 2024-25 have been paid.
11. CORPORATE OFFICE OF THE COMPANY
During the year under review, to carry commercial operation in the state of Andhra Pradesh, the
Company decided to maintain a corporate office at Sy No. 202/30-34 and 38/Part, Modavalasa
Village, Dcnkada Mandal, Vizianagaram-535006 AP with effect from 30th May, 2023.
12. SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES
The Company has an associate Company namely, Hari Equipments Private Limited as on 31
March 2024. *
13. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
There was no amount liable or due to be transferred to Investor Education and Protection Fund
(IEPF) during the financial year ended March 31, 2024.
14. PERFORMANCE AND CONTRIBUTION OF EACH OF THE SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES
It has suffered substantial losses in the previous financial year as w'cll as the current financial year
ending 31 March 2024. The management of the associate company is exploring the options to
raise additional finance to revive the operations.
As per the provisions of Section 129 of the Companies Act, 2013 read with Rule 5 of the
Companies (Accounts) Rules, 2014, a separate statement containing the salient features of the
Financial Statements of the Associate Company in Form AOC-1 is annexed to this Board's Report
as Annexure -1.
15. CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements are prepared in accordance with Indian Accounting
Standards (Ind AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified
under Section 133 of the Companies Act, 2013 and other relevant provisions of the Companies
Act, 2013, Annual Report 2023-24. The Consolidated Financial Statements for the Financial Year
ended 31 March 2024 forms part of the Annual Report.
16. KEY MANAGERIAL PERSONNEL & DIRECTORS
The appointment and remuneration of Directors are governed by the Policy devised by the
Nomination, Remuneration and Compensation Committee of your Company.
Key Managerial Personnel (KMP)
During the year under review, there was change in the Key Managerial Personnel of the Company.
Followine are the KMPs of the Corrmnnv in terms of Sec 203 of the Act
|
Sumit Kumar Agarwal
|
: Managing Director
|
|
Ankita Dutta
|
: Company Secretary & Compliance Officer
|
|
Ankit Gupta
|
: Chief Financial Officer
|
Directors
Mr. Ravi Kumar, Director is liable to retire by rotation and being eligible for re-appointment.
During the year under review, there was change in Composition of the Board of the Company.
Comnosition of the Roarrl
|
Sumit Kumar Agarwal
|
: Managing Director
|
|
Amit Ranjan Sinha1
|
: Executive Director
|
|
Ravi Kumar2
|
: Executive Director
|
|
Asil Baran Bhattacharjee
|
: Independent Director
|
|
Ajit Kumar Nath
|
: Independent Director
|
|
Varsha Kedia
|
: Independent Director
|
|
Ankit Gupta3
|
: Additional Executive Director
|
'Amit Ranjan Sinha was appointed as Executive Director on the Board subject to approval by
members at the Annual General Meeting of the Company held on 30th September, 2022 and
resigned with effect from 30th June, 2023.
:Ravi Kumar was appointed as Additional Director on the Board with effect from 4th September,
2023 subject to approval by members at the Annual General Meeting of the Company held on
29th September, 2023.
! Ankit Gupta was appointed as Additional Director on tire Board with effect from 16th. J uly, 2024
subject to approval by members at the Annual General Meeting of the Company held on 30th
September, 2024.
None of the directors of the company lire disqualified under the provisions of the Companies Act
2013.
17. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
During the year, the Board met 11 (Eleven) times i.e., on 26lh April, 2023, 30Ih May, 2023, 10th
June,2023, 30th June,2023, 14,h August, 2023, 4th September, 2023, 6lh October, 2023, 14,h
November, 2023, 15th January, 2024, 8lh February, 2024 and 12th March, 2024.
Details of the attendance of the Directors at the Board meetings held during the year ended 31st
March 2024 are as follows:
|
Name of the Director
|
Number of Board Meetings
|
| |
Held
|
Attended
|
|
Sumit Kumar Agarwal
|
11
|
11
|
|
Asit Baran Bhattacharjee
|
11
|
11
|
|
Ajit Kumar Nath
|
11
|
S
|
|
Amit Ranjan Sinha
|
11
|
2
|
|
Varsha Kedia
|
11
|
7
|
|
Ravi Kumar
|
11
|
2
|
18. DIRECTORS' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 134 OF THE
COMPANIES ACT, 2013
Pursuant to the requirement under Section 134 of the Companies Act, 2013, with respect to the
Directors' Responsibility Statement, the Board of Directors of the Company hereby confirms:
a) that in the preparation of the Annual Accounts, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
bj 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 as on 31 March 2024 and Profit and Loss Account of the Company
for that period;
c) that the Directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the assets of
the Company and for preventing and detecting fraud and other irregularities;
d) that the Directors have prepared the Annual Accounts for the Financial Year ended 31 March
2024 on a going concern basis;
e) that the Directors have laid down internal financial controls to be followed by the Company and
that such internal financial controls are adequate and were operating effectively; and
f) that the Directors have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
19. COMPOSITION OFTHE COMMITTEES AND ITS MEETINGS
Audit Committee
The Audit Committee comprises of following Directors:
|
Name of the Director
|
Position
|
Designation on Board
|
|
Asit Baran Bhattacharjee
|
Chairman
|
Independent Director
|
|
Ajit Kumar Nath
|
Member
|
Independent Director
|
|
Varsha Kedia
|
Member
|
Independent Director
|
During the period, the Audit Committee met 5 (Five) times on 30 May 2023, 14 August 2023, 4
September 2023, 14 November 2023 and IS January 2024.
Details of the attendance of the Audit Committee held during tire year ended 31 March 2024 are
as follows:
|
Name of the Director
|
Number of Audit Committee Meetings
|
| |
Held
|
Attended
|
|
Asit Baran Bhattacharjee
|
5
|
5
|
|
Ajit Kumar Nath
|
5
|
2
|
|
Varsha Kedia
|
5
|
3
|
Nomination, Remuneration and Compensation Committee
The Nomination, Remuneration and Compensation Committee comprises of the following
Directors:
|
Name of the Director
|
Position
|
Designation on Board
|
|
Asit Baran Bhattacharjee
|
Chairman
|
Independent Director
|
|
Ajit Kumar Nath
|
Member
|
Indqjendcnt Director
|
|
Varsha Kedia
|
Member
|
Indqjendcnt Director
|
During the period the Nomination, Remuneration and Compensation Committee met 2 (Two)
times on 30 May 2023 and 4 September 2023.
Details of the attendance of the Nomination and Remuneration Committee held during
the vear ended 31 March 2024 are as follows:
|
Name of the Director
|
Number of Nomination and Remuneration Committee Meetings
|
| |
Held
|
Attended
|
|
Asit Baran Bhattacharjee
|
2
|
2
|
|
Ajit Kumar Nath
|
2
|
1
|
|
Varsha Kedia
|
2
|
1
|
Stakeholders Relationship Committee
The Stakeholders Relationship Committee comprises of following Directors
|
Name of the Director
|
Position
|
Designation on Board
|
|
Asit Baran Bhattacharjee
|
Chairman
|
Independent Director
|
|
Ajit Kumar Nath
|
Member
|
Independent Director
|
|
Varsha Kedia
|
Member
|
Independent Director
|
During the period the Stakeholders Relationship Committee met 1 (One) time on 8 February 2024
Details of the attendance of the Stakeholders Relationship Committee held during the year ended
31 March 2024 are as follows:
|
Name of the Director
|
Number of Stakeholders Relationship Committee Meetings
|
| |
Held
|
Attended
|
|
Asit Baran Bhattacharjee
|
1
|
1
|
|
Ajit Kumar Nath
|
1
|
1
|
|
Varsha Kedia
|
1
|
-
|
The Brief description of the terms of reference of Audit Committee, Nomination and
Remuneration Committee and Stakeholder's relationship committee is part of corporate
governance report forming part of this report.
20. DECLARATION FROM INDEPENDENT DIRECTORS
The Company has received necessary declaration from each independent Director under Section
149(7) of the Companies Act, 2013, that he/she meets the criteria of independence laid down in
Section 149(6) of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
21. MEETING OF INDEPENDENT DIRECTORS
A separate meeting of the Independent Directors was held on 13 March 2024, inter-alia, to discuss
evaluation of the performance of Non-Independent Directors, the Board as a whole, evaluation of
the performance of the Chairman, taking into account the views of the Executive and Non¬
Executive Directors and the evaluation of the quality, content and timeliness of flow of
information between the management and the Board that is necessary for the Board to effectively
and reasonably perform its duties. The Independent Directors expressed satisfaction with the
overall performance of the Directors and the Board as a whole.
22. FAMILIARIZATION PROGRAM FORTHE INDEPENDENT DIRECTORS
The Company has in place a process for familiarization of newly appointed directors with respect
to their respective duties and departments. The highlights of the Familiarization Programme are
explained in the Corporate Governance Report forming part of this Annual Report and are also
available on the Company's website at: https://dhatre.com/familization-nrogramme/
23. FORMAL ANNUAL EVALUATION
The Board of Directors is committed to get carried out an annual evaluation of its own
performance, board committees and individual Directors pursuant to applicable provisions of the
Companies Act, 2013 and SEBI (Listing Obligations and Disclosures Requirements) Regulations,
2015. Performance evaluation of Independent Directors was carried out by the entire board,
excluding the Independent Director being evaluated. Based on the criteria the exercise of
evaluation was carried out through the structured process covering various aspects of the Board
functioning such as composition of the Board and committees, experience & expertise,
performance of specific duties & obligations, attendance, contribution at meetings, etc. The
performance evaluation of the Chairman and the Non- Independent Directors was carried out by
the Independent Director.
24. RISK MANAGEMENT POLICY OF THE COMPANY
In terms of the provisions of Regulation 17 of the Listing Regulations, the Company has in place
a proper system for Risk Management, assessment and minimization of risk. Risk Management
is the identification and identification and assessment of risk. Major risks identified by the
business and functions are systematically addressed through mitigating actions on a continuing
basis.
The Board members are informed about risk assessment and minimization procedures after which
the Board formally adopted steps for framing, implementing and monitoring the risk management
plan for the Company
25. PARTICULARS OF LOANS, GUARANTEES, SECURITIES OR INVESTMENTS UNDER SECTION 186
Details of loans, guarantee and investments are given in Note no. 5 to the Financial Statements
attached.
26. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All the related party transactions that were entered into during the financial year were on an arm’s
length basis and were in the ordinary course of business. There arc no materially significant
related party transactions made by the Company with Promoters, Directors, Key Managerial
Personnel, or other designated persons which may have a potential conflict with the interest of
the Company at large. All the related party transactions are approved by the Audit Committee and
Board of Directors.
The Company has adopted a Policy on Related Party Transactions for the purpose of identification
and monitoring of such transactions. The particulars of contracts or arrangements with related
parties referred to in sub section (1) of Section 188 entered by the Company during the Financial
Year ended 31 March 2024 in prescribed Form AOC-2 is appended to this Report as Annexure
-II.
The policy on Related Party Transactions as approved by the Board is uploaded on the website of
the Company and the web link is https://dhatre.com/wp-content/uploads/2023/08/Policv-on-
Related-Partv-Transactions-2.pdf
27. STATEMENT OF PARTICULARS OF APPOINTMENT AND REMUNERATION OF MANAGERIAL
PERSONNEL
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the
Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 are annexed to this Board’s Report as Annexure - III.
28. ANNUAL RETURN
In terms of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies
(Management and Administration) Rules, 2014, the Annual Return of the Company is available
on the website of the Company at the web-link:https://dhatre.com/annual-retum-under-section-
92-of-companies-act-2013/
29. CORPORATE SOCIAL RESPONSIBILITY
As per the requirement of Section 135 of the Companies Act, 2013, the companies specified
therein are required to spend at least two percent of the average net profits made during the three
immediately preceding financial years towards CSR activities.
Your Company has incurred losses during the immediately preceding three financial years; hence,
the said requirement of spending at least two percent of the average net profits made during the
three immediately preceding financial years towards CSR activities was not applicable to your
Company for the financial year 2023-2024.
30. THE CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO PURSUANT TO THE PROVISIONS OF SECTION 134(3) (M) OF THE
COMPANIES ACT, 2013 (ACT) READ WITH THE COMPANIES (ACCOUNTS) RULES, 2014
Disclosures regarding activities undertaken by the company in accordance with the provisions of
section 134 of the Companies Act, 2013 read with Companies (Accounts) rules, 2014 are provided
here under:
A. Conservation of energy:
(i) The Steps taken or impact on Conservation of energy:
The Company has adopted strict control system to monitor day to day power consumption. The
Company ensures optimal use of energy with minimum extend of wastage as far as possible. The
day-to-day consumption is monitored and efforts are made to save energy.
(ii) Steps taken by company for utilizing alternate source of energy:
The Company is not utilizing any alternate source of energy.
(iii) The Capital Investment on energy conservation equipment:
The Company has not made any Capital Investment on energy conservation equipment.
B. Technology absorption:
The Company does not undertake any activities relating to technology absorption.
C. Foreign Exchange earnings and outgo:
(i) Foreign Exchange Earnings: NIE
(ii) Foreign Exchange Outgo: NIE
(iii) Advance to Supplier: NIL
31. MAINTENANCE OF COST RECORDS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SECTION
148 OF THE COMPANIES ACT, 2013
Maintenance of cost records as specified by the central government under sub-section (1) of
section 148 of the companies act, 2013, is required by the company and accordingly such accounts
and records are made and maintain.
32. AUDITORS, AUDIT QUALIFICATIONS AND BOARD'S EXPLANATIONS
Statutory Auditors
As per Section 139 of the Companies Act, 2013, read with your Companies (Audit and Auditors)
Rules, 2014, the members of the Company in 27 Annual General Meeting of the Company (‘27
AGM’) approved the appointment of M/s. P.D. Rungta & Co., Chartered Accountants (ICAI Firm
Registration No. 001150C) as the Statutory Auditors of the Company for a term of five
consecutive years i.e. from the conclusion of 27 AGM till the conclusion of 32 AGM.
The Report given by M/s. P.D. Rungta & Co., on the Financial Statements of your Company for
the financial year 2024 is part of the Annual Report. The Auditor’s Report contains qualified
report. The basis for qualification are as follows:
a. Balances under Trade receivables and Trade Payables are subject to confirmations and
adjustments, if any. In the absence of such pending confirmations and reconciliations,
consequential impact of the same on financial statements of the company could not be
ascertained.
b. Physical verification / valuation rq?ort for assets held for sale of Rs.84.16 Lakhs is not available
and in absence of verification / valuation report, we are unable to ascertain the fair / realizable
values of such items and its impact on the financials of the company for the year under report.
Secretarial Auditors Report
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of
SEBI Listing Regulations, M/s. Ankita Dey & Associates, Practising Company Secretaries had
been appointed as Secretarial Auditor, to undertake Secretarial Audit of the Company for the FY
2023-24. The report of the SccreUirial Auditor in the prescribed Form MR-3 is annexed to this
report as Annexure- IV.
Cost Auditor
M/s. Sampath Babu & Co., Cost Accountants, Visakhapatnam, was appointed as Cost Auditors
of the Company to conduct the audit of Cost Accounts maintained by the Company.
33. REPORTING OF FRAUDS BY AUDITORS
During the year under review, the Statutory Auditors, Cost Auditor and Secretarial Auditor have
not reported any instances of frauds committed in the Company by its Directors or Officers or
Employees to the Audit Committee under section 143(12) of the Companies Act, 2013, details of
which needs to be mentioned in this Report.
34. IGILMECHANISM (WHISTLE BLOWER POLICY)
The Vigil Mechanism as envisaged in the Companies Act, 2013, the Rules prescribed thereunder
and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is
implemented through the Company’s Whistle Blower Policy.
The Company has adopted a Whistle Blower Policy establishing a formal vigil mechanism for the
Directors and employees to report concerns about unethical behaviour, actual or suspected fraud
or violation of Code of Conduct and Ethics. It also provides for adequate safeguards against the
victimization of employees who avail of the mechanism and provides direct access to the
Chairperson of the Audit Committee in exceptional cases. The policy of vigil mechanism is
available on the Company’s website.
The brief detail about this mechanism may be accessed on the Company’s website at the weblink:
https://dliatre.com/wp-content/uploads/2023/08/Vigil-lVlechanism-Whistle-Blower-Policv-l.pdf
35. PREVENTION OF SEXUAL HARASSMENT
Your Company has framed a Policy of prevention, prohibition and redressal of sexual harassment
at workplace in line with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
The Company has zero tolerance for sexual harassment for women at workplace and has adopted
a policy against sexual harassment in line with Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. All women
who arc 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. During the financial year 2023-24, the Company has not received any complaints on
sexual harassment and hence no compliant remains pending as on 31st March, 2024. The policy
on prevention of sexual harassment as approved by the Board is uploaded on the website of the
Company and the web link is https://dhatre.com/wp-conlcnt/iiploads/2023/Q8/ScMial-
Harrasment.pdf
36. NOMINATION AND REMUNERATION POLICY
The Company has in place a policy for remuneration of Directors, Key Managerial Personnel and
Employees of senior management employees. The details of the same are given on the website of
the Company i.e., www.dhatre.com The detailed features of Remuneration Policy are stated in
the Report on Corporate Governance forming part of this Annual Report.
37. DIRECTORS' QUALIFICATION CERTIFICATE
In terms of SEBI (LODR) Regulation 2015, a Certificate from M/s. Ankita Dey & Associates,
Company Secretary stating that none of the directors on the board of the Company have been
debarred or disqualified from being appointed or continuing as director of Companies by the
Board/Ministry of Corporate Affairs or any such statutory authority, forms part of the Annual
Report as Annexure VII.
38. COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has complied with Secretarial Standards issued by the Institute of Company
Secretaries of India.
39. POLICY OF CODE OF CONDUCT FOR DIRECTOR AND SENIOR MANAGEMENT
Your Company has adopted the policy of code of Conduct to maintain standard of business
conduct and ensure compliance with legal requirements. Details of the same are given in the
website of the Company i.e. https://dhatre.com/wp-content/up1oads/2023/Q8/Code-of-
Conduct-Board-Senior-Management-2.pdf
40. PREVENTION OF INSIDER TRADING
As per SEBI (Prohibition of Insider Trading) Regulation, 2015, the Company has adopted a Code
of Conduct for Prevention of Insider Trading. During the year under review, there has been due
compliance with the said code.
41. MANAGEMENT DISCUSSION AND ANALYSIS
In terms of the provisions of SEBI (Listing Obligations & Disclosure Requirements) Regulations,
2015 as amended from time to time, the Management’s Discussion and Analysis as Annexure -
V
42. CORPORATE GOVERNANCE
A Report on Corporate Governance along with a Certificate from the Secretarial Auditors of the
Company regarding compliance with the conditions of Corporate Governance as stipulated under
Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
forms part of the Annual Report as Annexure - VI.
43. THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S
OPERATIONS IN FUTURE
There have been no significant material orders passed by the Regulators or Courts or Tribunals
which would impact the going concern status of the Company and its future operations. During
the year under review', no application was made or any proceedings pending against the Company
under the Insolvency and Bankruptcy Code, 2016.
44. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has adequate systems of internal control meant to ensure proper accounting
controls, monitoring cost cutting measures, efficiency of operation and protecting assets from
their unauthorized use. The Company also ensures that internal controls are operating effectively.
The Company has also in place adequate internal financial controls with reference to financial
statement. Such controls lire tested from time to time to have an internal control system in place.
Based on their view of these reported evaluations, the directors confirm that, for the preparation
of financial statements for the financial year ended 31 March 2024, the applicable Accounting
Standards have been followed and the internal financial controls are generally found to be
adequate and were operating effectively & that no significant deficiencies w'ere noticed.
45. INSURANCE
All the assets of the Company wherever necessary and to the extent required have been adequately
insured.
46. ENVIRONMENT, HEALTH AND SAFETY
The Company is committed to provide a safe and healthy work environment for the well-being of
all our Stakeholders. The operations of the Company are conducted in such a manner that it
ensures safety of all concerned and a pleasant working environment. The Company strives to
maintain and use efficiently limited natural resources as well as focus on maintaining the health
and well-being of every person.
47. HUMAN RESOURCES AND INDUSTRIAL RELATIONS
Your Company lays emphasis on commitment towards its human capital and recognizing its
pivotal role for organization growth. During the year, the Company maintained a record of
peaceful employee relations.
Your Directors wish to place on record their appreciation for the commitment shown by the
employees throughout the year.
48. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS ATTHE END
OF THE FINANCIAL YEAR
The details of application made or any proceeding pending under the Insolvency and
Bankruptcy Code, 2016 are not applicable to the Company
49. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE
TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
The details of difference between amount of the valuation done at the time of one-time settlement
and the valuation done while taking loan from the banks or financial institutions along with the
reasons are not applicable to the Company.
50. ACKNOWLEDGEMENT
Your Directors wishes to express its gratitude and places on record its sincere appreciation for the
commitment and efforts put in by all the employees. And also record their sincere thanks to
bankers, business associates, consultants, and various Government Authorities for their continued
support extended to your Companies activities during the year under review.
Your Directors also acknowledges gratefully the shareholders for their support and confidence
reposed on your Company. We place on record our appreciation of the contribution made by our
employees at all levels. Our consistent growth was made possible by their hard work, solidarity,
cooperation and support.
Place: Kolkata Oil behalf of the Board of Directors
Date: 5,h September,2U24 For DHATRE UDYOG LIMITED
(Formerly known as Narayani Steels Limited)
SD/- SD/-
Sumit Kumar Agarwal Asit Baran Bhattachar jee
Managing Director Director
DIN:02184000 DIN: 02559634
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