Dear Members,
The Board of Directors of your Company take pleasure to present the 30 th Annual
Report of the Shakti Pumps (India) Limited ("The Company") , on the
business and operations of the Company along with Audited Standalone & Consolidated
Financial Statements and Auditor's Report thereon for the financial year ended March
31, 2025 .
1. FINANCIAL SUMMARY OR HIGHLIGHTS
A brief summary of the Company's standalone and consolidated performance is given
below:-
(' In Crores)
| Particulars |
2024-2025 |
2023-2024 |
2024-2025 |
2023-2024 |
|
Standalone |
Consolidated |
| Total Income |
2505.04 |
1303.23 |
2533.33 |
1374.31 |
| Profit before Finance Cost, Depreciation and Tax |
587.40 |
193.97 |
620.04 |
228.41 |
| Finance Costs |
39.98 |
17.69 |
44.25 |
19.48 |
| Depreciation and Amortization Expenses |
18.03 |
17.58 |
19.99 |
19.03 |
| Profit before Tax |
529.39 |
158.70 |
555.80 |
189.90 |
| Less:-Current Tax |
146.48 |
47.98 |
159.76 |
54.67 |
| Less:-Deferred Tax (Credit) |
(10.72) |
(6.44) |
(12.33) |
(6.50) |
| Profit for the year |
393.63 |
117.16 |
408.37 |
141.73 |
2. FINANCIAL PERFORMANCE
(i) Consolidated Financial Performance
During the year, your Company has registered sales and other income ' 2533.33 Crores as
compared to ' 1374.31 Crores of previous year. Company was able to register a domestic
sale of ' 2079.45 Crores and export sale of ' 436.79 Crores in the current year. Your
Company has profit for the year of ' 408.37 Crores in comparison to ' 141.73 Crores in
previous year.
(ii) Standalone Financial Performance
During the year under review, the company has achieved Standalone total income of '
2,505.04 Crores as compared to ' 1,303.23 Crores of previous year. The company was able to
register a domestic sales ' 2,064.18 Crores and Export sales '414.92 Crores in the current
year. Your Company has profit for the year of ' 393.63 Crores in comparison to '
117.16 Crores in previous year.
3. STATE OF THE COMPANY'S AFFAIR:
The Company is engaged in the business of manufacturing and sale of Pumps; Motors, VFD,
Inverters & their spare parts. The core products of the Company are Engineered Pumps,
Industrial Pumps, and Solar Pumps etc.
There was no change in the nature of the business of the Company during the year under
review.
4. SHARE CAPITAL
As at March 31, 2025, the Authorized share capital of the Company is ' 190
Crore, divided into 17,50,00,000 equity shares of ' 10 each aggregating to ' 175
Crore and
15.00. 000 15% Compulsory Convertible Preference Shares of ' 100 each
aggregating to '15 Crore.
The paid-up Equity Share Capital of the Company as at March 31, 2025 is ' 120.21 Crore
consisting of 12,02,10,600 equity shares of ' 10 each.
During the year, the Board of Directors at their meeting held on October 7, 2024 and
Shareholders through postal ballot dated November 9, 2024, approved the increase in the
Company's Authorized Share Capital from ' 40 Crore, divided into 2,50,00,000 equity shares
of ' 10 each and 15,00,000 15% Compulsory Convertible Preference Shares of ' 100 each to '
190 Crores divided into 17,50,00,000 Equity Shares of '10/- each and
15.00. 000 15% Compulsory Convertible Preference Shares
of '100/- by creation of additional 15,00,00,000 equity shares of ' 10 each.
The Board of Directors, at their meeting held on October 07, 2024, recommended the
issuance of bonus equity shares in ratio of 5:1 (i.e., 5 bonus equity shares for every 1
fully paid-up equity share with a face value of '10/- each held). Accordingly, the
Shareholders granted their approval by postal ballot dated November 09, 2024 for issuance
of bonus equity shares. Subsequently, the Company allotted 10,01,75,500 bonus equity
shares on November 26, 2024, to the Shareholders holding equity shares as of November 25,
2024 which was the record date fixed for this purpose.
The Board of Directors, at their meeting held on January 07, 2025 and the Special
Resolution passed by the shareholders of the Company on February 12, 2025, the placement
agreement dated July 02 ,2025 and the placement document dated July 04, 2025 and pursuant
to the applications received from eligible qualified institutional buyers (QIB's) in the
Qualified Institutional Placement under Chapter VI of the SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2018 and Section 42 and Section 62 of the Companies
Act 2013, as amended , read with the rules, issued and allotted 31,87,365 Equity Shares of
face value ' 10 each of the Company to the QIB's at a price of ' 918 per
Equity shares amounting to ' 292.60 Crores.
As on the date of Board's report, the paid-up Equity Share Capital of the Company is '
123.40 Crore consisting of 12,33,97,965 equity shares of ' 10 each.
5. DIVIDEND
The Board of Directors, in its meeting held on May 09, 2025, recommended a final
dividend of 10% i.e. ' 1/- per equity share of ' 10/- each for the financial
year ended March 31, 2025 subject to approval of Shareholders in the ensuing Annual
General Meeting of the Company. The Dividend will be paid to all those shareholders whose
names appear in the Register of Members and whose names appear as beneficial owners as per
the beneficiary list furnished for the purpose by National Securities Depository Limited
and Central Depository Services (India) Limited as on the record date fixed for this
purpose. The total dividend payout will amount to approx. ' 12.34 Crores. The
Dividend Distribution Policy of the Company which is available in the "Policies &
Programmes" section in the Investor Relation on the website of the Company and can be
accessed at
6. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND:
(A) Transfer of Unpaid Dividend
Pursuant to the provisions of Section 124(5) of the Companies Act, 2013, your Company
has transferred ' 2,55,578/- during the year to the Investor Education and
Protection Fund. These amounts were lying unclaimed/ unpaid with the Company for a period
of 7 (Seven) consecutive years after declaration of Final Dividend for financial year
ended 2016-17.
(B) Transfer of Shares underlying Unpaid Dividend
During the financial year, the board of Directors of the Company has transfer 11,956
equity shares on account of Unclaimed Dividend for FY 2016-17 into the DEMAT Account of
the IEPF Authority held with NSDL (DPID/ Client ID IN300708/10656671) in terms of the
provisions of Section 124(6) of the Companies Act, 2013 and the IEPF Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016, as amended from time to time.
These Equity Shares were the Shares of such Shareholders whose unclaimed/ unpaid
dividend pertaining to Financial Year 2016-17 had been transferred into the IEPF and who
had not encashed their dividends for 7 (Seven) consecutive years. During the year, the
Company has issued Bonus Shares in the ratio of 5:1 (i.e., five bonus equity shares for
every one fully paid up equity share held by the shareholders). Further, in compliance
with the statutory requirements, the benefits arising out of such Bonus Shares, in respect
of shares already transferred to the Investor Education and Protection Fund (IEPF), have
also been credited to the respective IEPF account.
Individual reminders were sent to concerned Shareholders advising them to encash their
dividend and the complete list of such Shareholders whose Shares were due for transfer to
the IEPF was also placed in the IEPF Shares Section of the Investors Section on the
website of the Company at
Concerned Shareholders may still claim the shares or apply for refund to the IEPF
Authority in Web Form No. IEPF-5 available on . The voting rights on shares transferred to
the IEPF Authority shall remain frozen until the rightful owner claims the shares.
7. TRANSFER OF RESERVE
During the year under review, no amount was transferred to any of the reserves of the
Company.
8. KEY FINANCIAL RATIOS
| Particulars |
2024-25 |
2023-24 |
2022-23 |
| Return on Net Worth (%) |
42.61% |
24.15% |
5.95% |
| Return on Capital Employed (%) |
43.82% |
24.54% |
8.10% |
| Basic EPS (after exceptional items) |
33.97 |
76.91 |
13.13 |
| Debtors turnover |
2.93 |
3.01 |
3.09 |
| Inventory turnover |
7.87 |
5.43 |
4.57 |
| Interest coverage ratio |
12.52 |
11.73 |
5.29 |
| Current ratio |
2.27 |
1.82 |
1.94 |
| Debt equity ratio |
0.14 |
0.11 |
0.18 |
| Operating profit margin (%) |
25.01% |
17.01% |
7.03% |
| Net profit margin (%) |
16.23% |
10.31% |
2.49% |
DETAILED EXPLANATION OF RATIOS
(i) Return on Net Worth
Return on Net worth (RONW) is a measure of profitability of a Company expressed in
percentage. It is calculated by dividing total comprehensive income for the year by
average capital employed during the year.
(ii) Return on Capital Employed
Return on Capital Employed (ROCE) is a financial ratio that measures a Company's
profitability and the efficiency with which its capital is used. In other words, the ratio
measures how well a Company is generating profits from its capital. It is calculated by
dividing profit before exceptional items and tax by average capital employed during the
year.
(iii) Basic EPS
Earnings per Share (EPS) is the portion of a Company's profit allocated to each share.
It serves as an indicator of a Company's profitability. It is calculated by dividing
Profit for the year by Weighted average number of shares outstanding during the year.
(iv) Debtors Turnover
The above ratio is used to quantify a Company's effectiveness in collecting its
receivables or money owed by customers. The ratio shows how well a Company uses and
manages the credit it extends to customers and how quickly that short-term debt is
collected or is paid. It is calculated by dividing turnover by average trade receivables.
(v) Inventory Turnover
Inventory Turnover is the number of times a Company sells and replaces its inventory
during a period. It is calculated by dividing turnover by average inventory.
(vi) Interest Coverage Ratio
The Interest Coverage Ratio measures how many times a Company can cover its current
interest payment with its available earnings. It is calculated by dividing PBIT by finance
cost.
(vii) Current Ratio
The Current Ratio is a liquidity ratio that measures a Company's ability to pay
short-term obligations or those due within one year. It is calculated by dividing the
current assets by current liabilities.
(viii) Debt Equity Ratio
The ratio is used to evaluate a Company's financial leverage. It is a measure of the
degree to which a Company is financing its operations through debt versus wholly owned
funds. It is calculated by dividing a Company's total liabilities by its shareholder's
equity.
(ix) Operating Profit Margin (%)
Operating Profit Margin is profitability or performance ratio used to calculate the
percentage of profit a Company produces from its operations. It is calculated by dividing
the EBIT by turnover.
(x) Net Profit Margin (%)
The net profit margin is equal to how much net income
or profit is generated as a percentage of revenue. It is calculated by dividing the
profit for the year by turnover.
9. DEPOSITS
The Company has not accepted any deposit within the meaning of Sections 73 and 74 of
the Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules,
2014 during the financial year 2024-25.
10. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES COMPANIES
a. As on March 31, 2025, our Company has following Subsidiaries:-
1. Shakti Pumps USA, LLC
2. Shakti Pumps (FZE), UAE
3. Shakti Pumps (Bangladesh) Limited
4. Shakti Energy Solutions Limited (formerly
known as Shakti Energy Solutions Private Limited)
5. Shakti EV Mobility Private Limited
There has been no material change in the nature of the business of the Company and it's
Subsidiary.
b. Material Subsidiaries
As on March 31, 2025, the Company has one Material Subsidiary Shakti Energy Solutions
Limited (formerly known as Shakti Energy Solutions Private Limited). Your Company has
formulated a policy for determining Material Subsidiaries. The policy is available on your
Company's website and link for the same is Pursuant to Section 134 of the Act read with
rules made thereunder, the details of developments at the level of subsidiaries of your
Company are covered in the Management Discussion and Analysis Report, which forms part of
this Annual Report.
As per Section 129(3) of the Companies Act, 2013 (Act), a statement containing salient
features of financial statements of Subsidiaries in Form AOC-1 is annexed as Annexure-I
and forms part of Board's Report.
The Consolidated Financial Statement of the Company with its Subsidiaries have also
been included as part of this Annual Report. In accordance with Section 136 of the Act,
the audited
financial statements, including consolidated financial statements and related
information of your Company and audited accounts of each of its subsidiaries, are
available on website of your Company at .
11. DIRECTORS AND KEY MANAGERIAL PERSONNEL
a. Directors:
As on March 31, 2025, the Company has ten Directors comprising of four Executive
Directors, one Non-Executive & Non-Independent Director and five Non-Executive
Independent Directors, including one Independent Woman Director. Detailed composition
about the Board is disclosed in Report on Corporate Governance. All Directors have
submitted relevant declarations/disclosures as required under Act and Listing Regulations.
b. Change in Directorate
?€? At the 29 th AGM of the Company held on
September 30, 2024, the Shareholders approved the appointment of Mr. Ashwin Bhootda
(DIN: 10236282) as a Whole time Director of the Company for a term of 5 (Five) Consecutive
years with effect from July 20, 2024, also approved the appointment of Mr. Hirabhai
Somabhai Patel (DIN: 00541411), Mr. Bhim Singh (DIN: 08189580), and
Mr. Venkata Samrajya Sri Pavan Kumar Hari (V.S.S. Pavan Kumar Hari) (DIN: 10665196) as
an Independent Directors of the Company for a term of 5 (Five) Consecutive years with
effect from July 20, 2024.
?€? During the year, Mr. Navin Sunderlal Patwa (DIN: 01009404) and Nishtha Neema
(DIN: 01743710) have completed their second term as a Non-Executive Independent Director
of the company on the closing of business hours of July 30, 2024 and March 26, 2025
respectively, accordingly ceased to be Independent director of the Company.
?€? The Board of Directors on recommendation of the Nomination and Remuneration
Committee and approval of shareholders through postal ballot, appointed Mr. Ramakrishna
Sataluri (DIN: 08903553) as Non-Executive & NonIndependent Director of the Company,
with effect from October 07, 2024 and
Mrs. Vandana Bhagavatula (DIN: 08352752) as Non-Executive Woman Independent Director
with effect from March 20, 2025 for a term of 5 consecutive years.
c. Director liable to Retire by Rotation:
Mr. Ashwin Bhootda (DIN: 10236282), Whole-Time Director of the Company, retires by
rotation at the ensuing Annual General Meeting pursuant to the provisions of Section 152
of the Companies Act, 2013 read with the Companies (Appointment and Qualification of
Directors), Rules 2014 and the Articles of Association of your Company and being eligible,
has offered himself for re-appointment as the Director.
d. Key Managerial Personnel:
In terms of Section 2(51) and Section 203 of the Companies Act, 2013 read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the key
managerial personnel of the Company are:
a) Mr. Dinesh Patidar:- Chairman and Wholetime director (DIN: 00549552)
b) Mr. Ramesh Patidar:- Managing Director (DIN: 00931437)
c) Mr. Sunil Patidar: - Whole-time director (DIN: -02561763)
d) Mr. Ashwin Bhootda:- Whole-time director (DIN: 10236282)
e) Mr. Dinesh Patel:- Chief Financial Officer
f) Mr. Ravi Patidar:-Company Secretary & Compliance Officer
12. DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS
The Independent Directors have submitted their declaration of independence, stating
that:
They continue to fulfill the criteria of independence provided in Section 149 (6) of
the Act along with Rules framed thereunder and Regulation 16(1)(b) ; and
There has been no change in the circumstances affecting their status as Independent
Directors of the Company.
The Independent Directors have also confirmed that they have complied with the
Company's Code of Conduct. In terms of Section 150 of the Act and Rules framed thereunder,
the Independent Directors have also confirmed their registration (including renewal of
applicable tenure) and compliance of the online
proficiency self- assessment test (unless exempted) with the Indian Institute of
Corporate Affairs (IICA).
The Board opined and confirm, in terms of Rule 8 of the Companies (Accounts) Rules,
2014 that the Independent Directors are persons of high repute, integrity and possess the
relevant expertise and experience in their respective fields
13. NUMBER OF MEETINGS OF THE BOARD
Nine meetings of the Board of Directors were held during the year. For details of the
meetings held and the attendance of the Directors please refer to the Report on Corporate
Governance which forms part of this annual report.
14. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION AND OTHER DETAILS
The Company's policy is designed to attract, motivate and retain manpower in a
competitive and international market. The policy reflects the Company's objectives for
good corporate governance as well as sustained longterm value creation for shareholders.
The Remuneration Policy applies to the Company's senior management, including its Key
Managerial Person and Board of Directors. The Nomination and Remuneration Policy for the
members of Board and Executive Management is available on the Company's website: -
15. FORMAL ANNUAL EVALUATION
The annual evaluation process of the Board of Directors, individual Directors and
Committees was conducted in accordance with the provisions of the Act and the Listing
Regulations. In accordance with the provisions of Schedule IV of the Companies Act 2013, a
Separate Meeting of the Independent Directors was held on January 24, 2025, , without the
attendance of NonIndependent Directors and Members of the Management. The Committee has
reviewed the performance and effectiveness of the Board in this meeting as a whole for the
financial year 2024-25.
16. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Act, the Board, to the best of their knowledge and
based on the information and explanations received from the management of the Company,
confirm that:
a) In the preparation of the Annual Accounts, the applicable Accounting Standards 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 and of the profits of the Company for that period;
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 have prepared the Annual Accounts on a 'going concern' basis;
e) The Directors have laid down internal financial controls for the Company and such
internal financial controls are adequate and are operating effectively; and
f) The Directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems are adequate and operating effectively.
17. DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND
PARTICULARS OF EMPLOYEES
The information required under Section 197 of the Companies Act, 2013 read with Rules
5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
relating to percentage increase in remuneration, ratio of remuneration of each Director
and Key Managerial Personnel to the median of employees' remuneration are provided in Annexure-II
.
18. FAMILIARISATION PROGRAM FOR INDEPENDENT DIRECTORS
The Independent Directors are regularly informed during meetings of the Board and
Committees on the business strategy, business activities, manufacturing operations,
updates on the drone industry, and regulatory updates. The Directors when they are
appointed are given a detailed orientation on the Company, industry, strategy, policies
and Code of Conduct, regulatory matters, business, financial matters, human resource
matters, and Corporate Social Responsibility initiatives of the Company. The details of
familiarization programs provided to the Directors of the Company is available on the
website of the Company at
19. ANNUAL RETURN
The Annual Return in form MGT-7 for the financial year ended March 31, 2025 as
prescribed under Section 92(3) read with Section 134(3)(a) of the Act along with Rule 12
of Companies (Management and Administration) Rules, 2014, as amended, is disclosed on the
website of the Company. The web link for the same is available on the Company's website at
/a
20. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis, as required in terms of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 (Listing Regulations), is annexed to this Report.
21. CORPORATE GOVERNANCE
Your Company always places a major emphasis on managing its affairs with diligence,
transparency, responsibility and accountability. The Company continues to focus on
building trust with shareholders, employees, customers, suppliers and other stakeholders
based on the principles of good corporate governance viz. integrity, equity, transparency,
fairness, sound disclosure practices, accountability and commitment to values.
A separate section on Corporate Governance, which is a part of the Board's Report, and
the certificate from the Company's Secretarial Auditor confirming compliance with
Corporate Governance norms as stipulated in the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended, are included in the Annual Report. The
Company has taken adequate steps for strict compliance with Corporate Governance
guidelines as amended from time to time.
22. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Your Company is committed to pursuing its business objectives ethically, transparently
and with accountability to all its stakeholders. It believes in demonstrating responsible
behaviour while adding value to the society and the community, as well as ensuring
environmental well-being from a long-term perspective.
A Business Responsibility and Sustainability Report as
per Regulation 34(2) of the SEBI Listing Regulations, detailing the various initiatives
taken by the Company on the environmental, social and governance front is annexed as Annexure-
VI and forms an integral part of this Annual Report. The Report which forms a part of
the Annual Report, can along with all the related policies, be also viewed on the
Company's Website:
23. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITIONS OF THE COMPANY
No material changes or commitments affecting the financial position of the Company have
occurred between the end of the financial year to which the Company's financial statements
relate and the date of the report.
24. LISTING INFORMATION
The Company's Shares are listed as follows:-
| Name of Stock Exchanges |
Stock Code/Symbol |
| BSE Limited (BSE) P.J. Towers, Dalal Street, Mumbai-400001 |
531431 |
| National Stock Exchange of India Limited (NSE) "Exchange
Plaza", Bandra Kurla Complex, Bandra (E), Mumbai - 400 051. |
SHAKTIPUMP |
The Company has made all the compliances of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015
25. LISTING FEES
The Company confirms that it has paid the annual listing fees for the financial year
2025-26 to the both National Stock Exchange of India Limited and BSE Limited.
26. CORPORATE SOCIAL RESPONSIBILTY
Pursuant to the provisions of the Section 135 of Companies Act, 2013, the Company has
framed its Corporate Social Responsibility (CSR) policy for the development of programs
and projects for the benefit of weaker sections of the Society and the same has been
approved by CSR Committee and the Board of Directors of the Company.
CSR policy has been uploaded on the Company's website at s
Pursuant to requirements under section 135 and rules
made there under a Report on CSR activities and initiatives taken during the year in
prescribed format is annexed as Annexure- III which is annexed hereto and forms
part of Board's Report.
27. RISK MANAGEMENT FRAMEWORK
The Company has a consistent, structured and defined continuous process for
identifying, assessing, deciding on responses to and reporting on critical 'risks that
matter'. The Risk Management framework of the Company essentially comprises of two
elements i.e. the process to identify, prioritise and manage risks adopting the
value-based driver tree approach and risk mitigation action plan. The Risk Management
framework applies to all business units, functions, geographies and departments within the
Company. The Company recognises that the emerging and identified risks need to be managed
and mitigated to-
?€? protect its shareholders and other stakeholder's interest,
?€? achieve its business objective and
?€? enable sustainable growth.
It compliments and does not replace other existing programs, such as those relating to
emission, quality and compliance matters. Composition, frequency and quorum of meetings of
the Risk Management Committee constituted by the Board are in compliance with Regulation
21 of the Listing Regulations. Roles, responsibilities and functions of the Committee have
been defined by the Board. Terms of reference of the Committee, details of meetings held
and attendance thereat are mentioned in the Corporate Governance Report, which forms part
of this Report. The Risk Management policy is available on the company's website i.e.
28. INTERNAL FINANCIAL CONTROL
The Company has a robust Internal Financial Control framework which is according to
Section 134(5)(e) of the Companies Act, 2013. The Company's internal control systems are
commensurate with the nature of its business, the size and complexity of its operations
and such IFCs with reference to the Financial Statements are adequate. The Company has
implemented robust processes to ensure that all IFCs are effectively working.
29. INTERNAL AUDIT
At the beginning of each financial year, an audit plan is rolled out with approval of
the Company's Audit
Committee. The plan is aimed at evaluation of the efficacy and adequacy of internal
control systems and compliance thereof, robustness of internal processes, policies and
accounting procedures and compliance with laws and regulations. Based on the reports of
internal audit, process owners undertake corrective action in their respective areas.
Significant audit observations and corrective actions are periodically presented to the
Audit Committee of the Board.
30. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND SECURITIES
PROVIDED.
The Details of loans, guarantees or investments covered under the provision of Section
186 of the Companies Act, 2013 are given in the Note No. 5 to the Financial Statement.
31. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All related party transactions which were entered during the financial year were in the
ordinary course of business and on an arm's length basis. There were no materially
significant related party transactions entered by the Company with the Promoters,
Directors, Key Managerial Personnel or other persons which may have a potential conflict
with the interests of the Company.
A statement of all related party transactions is presented before the Audit Committee
on quarterly basis, specifying the nature and value of transactions. Since all the related
party transactions entered during the financial year were on an arm's length basis and in
the ordinary course of business, no details are required to be provided in Form AOC-2 as
prescribed under Section 134(3) (h) of the Act and Rule 8(2) of the Companies (Accounts)
Rules, 2014.
In line with the requirements of the Companies Act, 2013 and SEBI Listing Regulation
2015, the Board has approved a Policy on Related Party Transactions which is also
available on Company's website at
32. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place a Policy on Prevention of Sexual Harassment in line with the
requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition
& Redressal) Act, 2013 and has constituted the Internal Complaints Committee to
redress complaints received regarding sexual
harassment. During the year, no complaint was received by the Company.
The policy formulated by the Company for prevention of sexual harassment is available
on the website of the Company at
33. AUDITORS
?€? Statutory Auditors and their reports
In accordance with the provisions of Section 139 of the Companies, Act, 2013 and the
Rules made there under, Price Waterhouse Chartered Accountants LLP (Firm Registration No.
012754N/N500016), was appointed as the Statutory Auditors of the Company at the 29 th
Annual General Meeting held on 30 th September, 2024 for the term of five consecutive
years commencing from the conclusion of the 29 th AGM till the conclusion of 34 th AGM.
Price Waterhouse Chartered Accountants LLP have audited the Standalone and Consolidated
financial statement of the company for the financial year ended March 31, 2025. The
Statutory Auditor's report provided by the Price Waterhouse Chartered Accountants LLP does
not contain any qualifications, reservations, adverse remarks or disclaimers, which would
be required to be dealt with in the Board's Report.
?€? Secretarial Auditor and their reports
The Board had appointed M/s M. Maheshwari & Associates , Practicing Company
Secretaries (Firm U.C.N. I2001MP213000), as Secretarial Auditor for 5 consecutive years
from April 1, 2025, to March 31, 2030 subject to shareholder approval in the ensuing
Annual General Meeting.
The Secretarial Audit Report is annexed herewith Annexure- IV to this Report.
This report is unqualified and self-explanatory and does not call for any further
comments/explanations. The Secretarial Audit Report of material unlisted subsidiary
company i.e. Shakti Energy Solutions Limited (formerly known as Shakti Energy Solutions
Private Limited) of the company is also annexed along with Annexure- IV .
?€? Cost Auditor and their reports
As per the requirement of Central Government
and pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the
Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company
is required to appoint Cost Auditor for the audit of Cost Records of the Company.
The Board of Directors, on the recommendation of Audit Committee, approved the
appointment and remuneration payable to M/s. M. P. Turakhia & Associates, Cost
Accountant, as the Cost Auditors of the Company to audit the cost records for the
financial year 2025-26. As per the statutory requirement, the requisite resolution for
seeking members' approval for the remuneration payable to the Cost Auditor forms part of
the Notice of the ensuing Annual General Meeting.
34. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO
The information on conservation of energy, technology absorption and foreign exchange
earnings and outgo as required under Section 134(3)(m) of the Companies Act, 2013 read
with Rule 8(3) of the Companies (Accounts) Rules, 2014 is set out herewith as Annexure-
V to this Report.
35. COMPLIANCE WITH SECRETARIAL STANDARD
Pursuant to Section 205 of the Act, the Company complies with the applicable
Secretarial Standards as mandated by the Institute of Company Secretaries of India
('ICSI') to ensure compliance with all the applicable provisions read together with the
relevant circulars issued by MCA during pandemic.
36. SIGNIFICANT AND MATERIAL ORDERS PASSED BY COURTS/ REGULATORS/ TRIBUNALS
The detail of significant order passed by the Securities Exchange Board of India is
mentioned in the Report on Corporate Governance. There is no corporate insolvency
resolution process initiated under the Insolvency and Bankruptcy Code, 2016.
37. VIGIL MECHANISM
Pursuant to the provisions of Section 177(9) & (10) of the Companies Act, 2013 and
Regulation 22 of the SEBI Listing Regulations, 2015, the company has instituted a Vigil
Mechanism/Whistle Blower Policy for dealing with unethical behaviour actual or suspected
fraud or violation of the Companies Code of Conducts or ethics policy. The same is
uploaded on the website of the Company i.e. a
38. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961
The Company has complied with the provisions of the Maternity Benefit Act, 1961,
including all applicable amendments and rules framed thereunder. The Company is committed
to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible
women employees are provided with maternity benefits as prescribed under the Maternity
Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from
dismissal during maternity leave.
The Company also ensures that no discrimination is made in recruitment or service
conditions on the grounds of maternity. Necessary internal systems and HR policies are in
place to uphold the spirit and letter of the legislation.
39. GENDER-WISE COMPOSITION OF EMPLOYEES
In alignment with the principles of diversity, equity, and inclusion (DEI), the Company
discloses below the gender composition of its workforce as on the March 31, 2025.
?€? Male Employees: 634
?€? Female Employees: 44
?€? Transgender Employees: 0
This disclosure reinforces the Company's efforts to promote an inclusive workplace
culture and equal opportunity for all individuals, regardless of gender.
40. DETAILS OF DIFFERENCE BETWEEN THE 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
No such incident took place during the reporting year.
41. REPORTING OF FRAUDS
During the year under review, there have been no frauds reported by the Statutory
Auditors of the Company under sub-section (12) of Section 143 of the Act.
42. DETAILS OF EMPLOYEE STOCK OPTIONS
The Company has implemented Shakti Pumps (India) Limited Employees Stock Option Plan
2024, ("Shakti Pumps ESOP 2024") for the eligible employees of the Company vide
Special Resolution passed by the
Members at the Annual General Meeting held on 30 th September, 2024. The primary
objective of the plan is to reward employees for their association, performance and
contribution to the goals of the Company and to attract, retain and motivate key talent by
rewarding good performance and motivating them to contribute to the overall corporate
growth and profitability of the Company. The Nomination and Remuneration Committee ('NRC')
administers and monitors the ESOP schemes.
Disclosures pursuant to SEBI (Share Based Employee Benefits) Regulations, 2014, in
respect of Shakti Pumps (India) Limited Employees Stock Option Plan 2024 as at 31 st
March, 2025 are available on the website of the Company at
43. APPRECIATION AND ACKNOWLEDGMENTS
The Board of Directors extends its sincere gratitude to the Securities and Exchange
Board of India, BSE Limited, National Stock Exchange of India Limited, and the Ministry of
Corporate Affairs, along with other government and regulatory authorities, for their
continued support throughout the year. We also deeply appreciate the trust and confidence
placed in us by our clients and stakeholders, which is essential to our success.
Further, the Board acknowledges with great appreciation the efforts and dedication of
all our employees across the Company and its subsidiaries. Their commitment has been
crucial in driving profitable growth during the fiscal year under review.
We look forward to your continued support and cooperation as we advance towards our
future objectives.
|
For and on behalf of the Board of Directors |
|
Shakti Pumps (India) Limited |
|
Dinesh Patidar |
| Place: - Indore |
Chairman |
| Date:-August 01, 2025 |
DIN:-00549552 |
|