Dear Shareholders,
The Directors have pleasure in presenting their 8th Annual Report on the
business and operations together with the Audited Statement of Accounts of the Company for
the year ended 31st March, 2025.
1. FINANCIAL RESULTS
The Financial results are briefly indicated below:
(In Lakhs)
Particulars |
Standalone |
Consolidated |
|
2024-25 |
2023-24 |
2024-25 |
2023-24 |
Revenue from operations (net) |
10483.33 |
8717.22 |
11738.36 |
8732.39 |
Other Income |
72.36 |
49.29 |
27.60 |
23.13 |
Profit before Interest, Depreciation and Tax (PBIDT) |
1602.83 |
1192.30 |
1854.28 |
1166.72 |
Interest |
431.03 |
391.23 |
543.10 |
394.56 |
Profit before Depreciation and Tax (PBDT) |
1171.80 |
801.07 |
1311.18 |
772.16 |
Depreciation |
466.43 |
316.60 |
589.48 |
323.31 |
Profit before Tax Expenses |
705.37 |
484.47 |
721.70 |
448.85 |
Tax Expenses |
151.46 |
112.85 |
147.26 |
112.84 |
Profit after Tax |
553.91 |
371.62 |
574.44 |
336.01 |
Other Comprehensive Income |
0.34 |
(4.15) |
0.34 |
(4.15) |
Total Comprehensive Income |
554.25 |
367.47 |
574.78 |
331.86 |
EPS- Basic |
2.10 |
3.03 |
2.18 |
2.74 |
Diluted |
2.10 |
3.03 |
2.18 |
2.74 |
The Standalone Revenue from the operations (net) for the Financial Year 2024-25 was Rs.
10483.33 lac (Previous year Rs. 8717.22 lac). The company earned Net Profit of Rs. 553.91
lac (Previous Year Rs. 371.62 lac). The earning per share was Rs. 2.10.
The Consolidated Revenue from the operations (net) for the Financial Year 2024-25 was
Rs. 11738.36 lac (Previous Year Rs. 8732.39 lac). The company earned Consolidated Net
Profit Rs. 574.44 lac (Previous Year Rs. 336.01 lac). The Consolidated Earnings per share
was Rs. 2.18.
There was no change in the nature of business of the company during the year.
The previous year figures have been restated, rearranged, regrouped and consolidated,
to enable comparability of the current year figures of accounts with the relative previous
year's figures.
2. INDUSTRIAL SCENARIO
Indian Economy Outlook
India's economic performance in FY25 has demonstrated resilience amid global
uncertainties, with real GDP growth estimated between 6.3% and 6.5%. This steady growth
trajectory is underpinned by robust domestic demand, strategic public investments, and a
rebound in key sectors.
Deloitte's May 2025 outlook projects India's GDP growth in the range of 6.3% to 6.5%
for FY25, with expectations of 6.5% to 6.7% for FY26. This optimistic forecast is
attributed to tax incentives boosting consumer spending and strong domestic demand.
However, potential headwinds include global trade uncertainties and the impact of
international tariff regimes.
EY's assessment aligns with this outlook, projecting India's real GDP growth at 6.4%
for FY25 and 6.5% for FY26. The firm emphasizes the importance of well-calibrated fiscal
strategies that support human capital development while maintaining fiscal prudence to
enhance long-term growth prospects.
On the supply side, the agriculture sector is projected to grow by 3.8%, bolstered by
favorable monsoon conditions and enhanced productivity in horticulture, livestock, and
fisheries. The industrial sector is expected to expand by 6.2%, supported by growth in
construction activities and utilities. The services sector continues to be a significant
contributor, maintaining its upward trajectory.
Inflationary pressures have moderated, with retail headline inflation softening to 4.9%
during April-December 2024. The Reserve Bank of India anticipates aligning consumer price
inflation with the target of around 4% in FY26. Fiscal indicators remain robust, evidenced
by an 8.2% growth in capital expenditure between July and November 2024. Additionally,
gross FDI inflows increased by 17.9% year-on-year, reaching USD 55.6 billion in the first
eight months of FY25. Foreign exchange reserves stood at USD 640.3 billion as of December
2024, sufficient to cover 10.9 months of imports and approximately 90% of external debt.
Looking ahead, India's economic prospects remain favorable, supported by structural
reforms, infrastructure development, and a focus on self-reliance. The government's
commitment to enhancing the manufacturing sector and fostering innovation positions the
country for sustained growth, with aspirations to ascend to the position of the world's
third- largest economy in the coming years.
Source :
httvs://www2.deloitte.com/us/en/insishts/economv/asia-pacific/india-economic-outlook.html
httvs: / / www. pib. gov. in / PressReleasePase. asvxRs.PRID =2113316
https:llwww.ev.com/en in/services/tax/india-economic-pulse
Indian Auto-Components Industry
The automotive components industry experienced a 11% YoY growth, reaching Rs. 3.32 lakh
crore (US$ 38.4 billion) in the first half of FY25.
India has become the fastest-growing economy in the world in recent years. This fast
growth, coupled with rising incomes, a boost in infrastructure spending and increased
manufacturing incentives, has accelerated the automobile industry. The two-wheeler segment
dominated the automobile industry because of the Indian middle class, with automobile
sales standing at 23.85 million units in FY24.
Significant demand for automobiles also led to the emergence of more original equipment
and auto components manufacturers. As a result, India developed expertise in automobiles
and auto components, which helped boost international demand for Indian automobiles and
auto components. Hence, the Indian automobile industry has a considerable impact on the
auto component industry.
In 2024, India produced 100,000 electric cars and 900,000 electric two-wheelers.
However, Internal Combustion Engine (ICE) vehicles still dominate with 20 million
two-wheelers and 5 million cars produced.
India's auto component industry is an important sector driving macroeconomic growth and
employment. The industry comprises players of all sizes, from large corporations to micro
entities, spread across clusters throughout the country. The auto components industry
accounted for 2.3% of India's GDP and provided direct employment to more than 1.5 million
people.
The industry is a leader in exports and provides jobs to over 3.7 crore people. In
FY24, the export value of auto components/parts was estimated at US$ 21.2 billion.
Source: https: / / www. ibef. ors/industry / autocomponents-india
Indian Agricultural Tractor Market
The Indian agricultural tractor market is a large and growing sector, driven by the
country's predominantly agrarian economy and increasing mechanization of farming
practices. The market is expected to reach a value of USD 15.3 billion by 2034, with a
compound annual growth rate (CAGR) of 7.0%. Key factors contributing to this growth
include government initiatives to boost agricultural productivity, rising rural incomes,
and the increasing use of tractors for nonagricultural purposes like construction and
transport. Government initiatives, including subsidies and support for farm mechanization,
contribute to market growth.
The industry is witnessing a remarkable technological revolution, particularly in the
realm of sustainable and smart farming solutions. In January 2024, Tractors and Farm
Equipment Limited (TAFE) marked a significant milestone by introducing electric tractors
equipped with auto-steer and advanced farm management systems. This innovation reflects
the industry's commitment to environmental sustainability and technological advancement.
Similarly, in February 2024, Sonalika Tractors launched a new range of 10 advanced
heavy-duty tractors under the "Tiger" series, featuring cutting- edge
technologies like CRDS and HDM+ engines, demonstrating the industry's focus on innovation
and efficiency.
The industry is experiencing significant capital investments in manufacturing
infrastructure, reflecting confidence in the market's growth potential. Major
manufacturers are expanding their production facilities to meet the growing demand and
incorporate advanced manufacturing technologies. In March 2024, Sonalika Tractors invested
in two new plants in Hoshiarpur, Punjab, including a tractor assembly facility and a
high-pressure foundry plant. Similarly, Escorts Kubota Ltd announced plans to invest
approximately Rs. 4,500 crore in a new manufacturing plant in Rajasthan, aiming to double
their domestic tractor production capacity to 3.4 lakh units annually. These investments
underscore the industry's commitment to enhancing production capabilities and maintaining
technological leadership in the global market.
Source: https://1www.mordorintellieence.com/industry-reports/india-aericultural-tractor-machinerv-market
Agricultural Tractors Market Outlooks
Industry poised to farm significant growth in CY2025. Having closed CY2024 with a
strong performance in December (99,292 units, up 25.7% YoY), the Indian tractor industry
has entered CY2025 on a bullish note. According to Hemant Sikka, President - Farm
Equipment Sector, Mahindra & Mahindra, “Sentiments have remained positive in
December on account of positive cash flow momentum from the kharif harvest. Additionally,
favorable reservoir levels have resulted in strong sowing for the rabi season, further
bolstering demand for tractors. Looking ahead, the tractor industry is poised for
significant growth, underpinned by positive agricultural sentiments and favorable terms of
trade for farmers.”
FADA too is optimistic about growth this year and states that dealers across vehicle
categories sense resurgence in market confidence, fuelled by improved rural liquidity,
evolving government policies and a wave of new product launches. Despite financing
headwinds and heightened competition, many retailers believe that focused marketing
strategies, robust supply chains and better alignment with customer preferences will
create a foundation for sustained expansion.
Source:https://www.autocarpro.in/analvsis-sales/tvs-ahead-of-baiai-auto-ather-and-ola-in-e2w-sales-in-ianuarv-week-1-124280
3. SHARE CAPITAL
During the year under review, the company raised its Authorized share capital to Rs.
25,00,00,000/- (Rupees Twenty Five Crores only) divided into 2,50,00,000 ( Two Crore Fifty
Lac only) Equity Shares of Rs. 10/- each.
Further, the Company with the approval of shareholders and other requisite authorities
has sub divided each equity share of the face value of Rs. 10/- into two equity shares of
Rs. 5/- each.
Consequently, the authorized capital of the Company has been changed from Rs.
25,00,00,000/- (Rupees Twenty Five Crores only) divided into 2,50,00,000 ( Two Crore Fifty
Lac only) Equity Shares of Rs. 10/- each to Rs. 25,00,00,000/- (Rupees Twenty Five Crores
only) divided into 5,00,00,000 (Five Crore only) equity Shares of Rs. 5/- each. The
issued, subscribed and paid-up Capital of the Company has been changed from 1,31,82,515
equity shares of Rs. 10/- each to 2,63,65,030 equity shares of Rs. 5/- each.
4. LISTING ON NATIONAL STOCK EXCHANGE OF INDIA LTD. (NSE) EMERGE
The equity shares of the company are listed on NSE Emerge. The Stock Code with NSE is:
PRITIKA.
5. DIVIDEND
Considering the financial results and to plough back surplus of the Company, the Board
did not recommend payment of any dividend for the year ended 31st March, 2025.
6. TRANSFER TO RESERVE
During the financial year, there was no amount proposed to be transferred to the
Reserves.
7. AUDITOR & AUDITORS' REPORT
M/s. Sunil Kumar Gupta & Co., Chartered Accountants, New Delhi were appointed as
statutory auditors of the company for a period of five years in the 4th AGM i.e. till the
conclusion of the 9th Annual General Meeting to be held for the FY 2025-26.
The Auditors' Report for the fiscal 2025 does not contain any qualification,
reservation or adverse remark. Further, in terms of section 143 of the Companies Act, 2013
read with Companies (Audit & Auditors) Rules, 2014, as amended, no fraud has been
reported by the Auditors of the Company where they have reasons to believe that an offence
involving fraud is being or has been committed against the company by officers or
employees of the company.
8. DEPOSITS
The Company has not accepted any deposits within the meaning of Section 73 of the
Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. Hence company
need not to give details related to deposits. There is no non-compliance of the provisions
of Chapter V of the Companies Act 2013.
9. PARTICULARS OF EMPLOYEES
Disclosure pertaining to the remuneration and other details as required under the
Companies Act, 2013 read with rule 5 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 and any amendments thereof, is attached as Annexure-A.
10. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION
The Board has adopted a policy for selection and appointment of Directors, Key
Managerial Personnel, Senior Management and their remuneration.
Based on the recommendation of Nomination & Remuneration Committee, the Board of
Directors approved and adopted a Policy for selection, appointment and remuneration of
Directors, Key Managerial Personnel and other employees of the Company as required under
Section 178(3) of the Act.
-The Nomination & Remuneration Committee identifies and ascertains the integrity,
qualification, expertise and experience of the person for appointment as Director and
ensures that the candidate identified possesses adequate qualification, expertise and
experience for the appointment as a Director.
-The Nomination & Remuneration Committee ensures that the candidate proposed for
appointment as Director is compliant with the provisions of the Companies Act, 2013.
-The candidate's appointment as recommended by the Nomination and Remuneration
Committee requires the approval of the Board.
-In case of appointment of Independent Directors, the Nomination and Remuneration
Committee satisfies itself with regard to the independent nature of the Directors vis-
a-vis the Company so as to enable the Board to discharge its function and duties
effectively.
-The Nomination and Remuneration Committee ensures that the candidate identified for
appointment as a Director is not disqualified for appointment under Section 164 of the
Companies Act, 2013.
-The policy can be viewed at company's website at https://
www.pritikaensineerins.com/nomination-remuneration-policy. pdf
11. CORPORATE GOVERNANCE
The Company is covered under criteria of Regulation 15(2)(b) of SEBI(Listing
Obligations & Disclosure Requirements) Regulations, 2015, and is not required to
provide ‘Report on Corporate Governance'.
12. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES
The Company has one wholly owned subsidiary namely ‘Meeta Castings Limited.'
Except this the company does not have any other Subsidiary, Joint venture or Associate
Company. The Company itself is subsidiary of Pritika Auto Industries Ltd. No company has
become subsidiary, associates and joint ventures during the year under purview.
In accordance with the provisions of section 129 (3) of the Act read with the Companies
(Accounts) Rules, 2014, a report on the performance and financial position of the
subsidiary is attached as ‘Annexure-B' to this report.
13. STATEMENTS OF PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE
Information in accordance with the provisions of Section 134 (3)(m) of the Act read
with the Companies (Accounts) Rules, 2014 regarding Conservation of Energy, Technology
Absorption and Foreign Exchange Earnings and Outgo during the reporting period is attached
herewith and marked as ‘Annexure-C'.
14. RELATED PARTY TRANSACTIONS
Information on transactions with related parties pursuant to Section 134(3)(h) of the
Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2
and forms part of this report as ‘Annexure-D'.
15. ANNUAL RETURN
The copy of Annual Return as at 31st March, 2025, is available on the
company's website at https://www.
vritikaeneineerine.com/annual-return-met-vritika-enee.html
16. SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT
Pursuant to the amended provisions of Regulation 24A of the SEBI Listing Regulations
and Section 204 of the Act, read with Rule 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee and the Board of
Directors have approved the appointment of M/s S. K. Sikka & Associates, Company
Secretaries (Certificate of Practice No. 3582) of Chandigarh as the Secretarial Auditors
of the Company for the first term of five consecutive years, effective from April 1, 2025
till March 31, 2030. The Board has recommended their appointment for approval of the
Members at the ensuing Annual General Meeting (AGM).
A brief profile and other relevant details of M/s S. K. Sikka & Associates is
provided in the Notice convening the ensuing AGM.
M/s S. K. Sikka & Associates, Company Secretaries has consented to act as the
Secretarial Auditors of the Company and confirmed that their appointment, if approved,
would be within the limits prescribed under the Companies Act, 2013 and SEBI LODR
Regulations. They have further confirmed that they are not disqualified to be appointed as
the Secretarial Auditors under the applicable provisions of the Act, rules made
thereunder, and SEBI Listing Regulations.
As required under section 204(1) of the Companies Act, 2013 and Rules made there under,
the Company has appointed Mr. Sushil K Sikka, Prop. S K Sikka & Associates, Company
Secretary as Secretarial Auditor of the Company for the Financial Year 2024-25.
The Copy of Secretarial Audit Report for the Financial Year 2024-25 issued by Mr.
Sushil K Sikka, Company Secretary in Practice has been attached and marked as ‘Annexure-E'.
The Secretarial Auditors' Report for the fiscal 2025 does not contain any qualification,
reservation or adverse remark.
The Secretarial Audit Report of Meeta Castings Ltd., the subsidiary of the company has
been attached and marked as ‘ Annexure-F'.
17. MANAGEMENT DISCUSSION ANALYSIS REPORT
The details forming part of Management Discussion and Analysis Report is annexed
herewith to the Board Report as ‘ Annexure-G'.
18. 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
During the year under review, there is no significant and material order passed by the
Regulators or Courts or Tribunals impacting the going concern status and Company's
operations.
19. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Details of loan, guarantee and investment covered under the provisions of Section 186
of the Act read with the Companies (Meetings of Board and its Powers) Rules, 2014 are
given in the Notes to the financial statements.
20. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The details about the policy developed and implemented by the company and CSR
initiatives taken during the year is enclosed as ‘Annexure-H'. The company has
also developed a policy on CSR which can be viewed at company's website httvs://www.
vritikaeneineerine.com/csr-volicy. vdl
21. MEETINGS OF BOARD OF DIRECTORS
The Board met six times on 21-05-2024, 10-06-2024, 03-08-2024, 07-11-2024, 19-12-2024
and 10-02-2025 during the year. The intervening gap between the meetings was within the
period prescribed under the Companies Act, 2013 and the Listing Regulations.
Attendance of Directors in the Board Meeting:
Sr. No. |
Name of Directors |
No. of Board Meetings |
|
|
Entitled to attend |
Attended |
1. |
Mr. Harpreet Singh Nibber |
6 |
6 |
2. |
Mr. Ajay Kumar |
6 |
6 |
3. |
Mr. Narinder Kumar Tyagi |
4 |
4 |
4. |
Mr. Bishwanath Choudhary |
6 |
6 |
5. |
Mrs. Neha |
6 |
6 |
6. |
Mr. Aman Tandon |
6 |
4 |
22. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE
COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS
RELATE AND THE DATE OF THE REPORT
No material changes and commitment affecting the financial position of the company
occurred between the end of the financial year 2024-25 and the date of this report.
23. CORPORATE ACTIONS DURING THE YEAR 2024-25
During the Financial Year 2024-25, the Company has made the following Corporate
Actions:
Annual General Meeting
The shareholders of the company in their Annual General Meeting held on 06/09/2024:
• Approved to increase the Authorized Share Capital of the Company from Rs.
20,00,00,000/- (Rupees Twenty Crores only) divided into 2,00,00,000 (Two Crores) Equity
Shares of Rs. 10/- each (Rupees Ten only) to Rs. 25,00,00,000/- (Rupees Twenty Five Crores
Only) divided into 2,50,00,000 (Two Crores Fifty Lac) Equity Shares of Rs. 10/- each
(Rupees Ten only).
• Approved Alteration of Capital clause in the Memorandum of Association of the
Company
Extra Ordinary General Meeting
The shareholders of the company in their Extra Ordinary General Meeting held on
17/01/2025:
• Approved the sub division of each equity share of the face value of Rs. 10/-
each into two equity shares of Rs. 5/- each. Consequently, the issued, subscribed and
paid-up Capital of the Company has been changed from 1,31,82,515 equity shares of Rs. 10/-
each to 2,63,65,030 equity shares of Rs. 5/- each.
• Approved Alteration of Capital clause in the Memorandum of Association of the
Company
24. COMPOSITION OF COMMITTEES
The Company has complied with the SEBI (LODR) Regulations along with the Companies Act,
2013 with respect to the Composition of the Committees as required therein, details of
which are as follows:
Audit Committee
The Composition of the Audit Committee as on 31.03.2025 and the number of meetings held
and attended by members during the year is given herein below.
| Member's Name |
Designation |
No. of meetings held |
No. of meetings entitled to attend |
No. of meetings attended |
| Mr. Bishwanath Choudhary |
Chairperson |
4 |
4 |
4 |
| Mr. Harpreet Singh Nibber |
Member |
4 |
4 |
4 |
| Mr. Aman Tandon |
Member |
4 |
4 |
3 |
| Mrs. Neha |
Member |
4 |
4 |
4 |
All the recommendations made by the Audit Committee in the financial year 2024-25 were
approved by the Board.
Nomination and Remuneration Committee
The Composition of the Nomination and Remuneration Committee as on 31.03.2025 and the
number of meetings held and attended by members during the year is given herein below:
| Member's Name |
Designation |
No. of meetings held |
No. of meetings entitled to attend |
No. of meetings attended |
| Mr. Bishwanath Choudhary |
Chairperson |
2 |
2 |
2 |
| Mrs. Neha |
Member |
2 |
2 |
2 |
| Mr. Ajay Kumar |
Member |
2 |
2 |
2 |
| Mr. Aman Tandon |
Member |
2 |
2 |
2 |
Stakeholders Relationship Committee
The Composition of the Stakeholders Relationship Committee as on 31.03.2025 and the
number of meetings held and attended by members during the year is given herein below:
Member's Name |
Designation |
No. of meetings held |
No. of meetings entitled to attend |
No. of meetings attended |
| Mrs. Neha |
Chairperson |
2 |
2 |
2 |
| Mr. Ajay Kumar |
Member |
2 |
2 |
2 |
| Mr. Bishwanath Choudhary |
Member |
2 |
2 |
2 |
Corporate Social Responsibility Committee
The Composition of the Corporate Social Responsibility Committee as on 31.03.2025 and
the number of meetings held and attended by members during the year is given herein below:
Member's Name |
Designation |
No. of meetings held |
No. of meetings entitled to attend |
No. of meetings attended |
| Mr. Harpreet Singh Nibber |
Chairperson |
4 |
4 |
4 |
| Mr. Ajay Kumar |
Member |
4 |
4 |
4 |
| Mrs. Neha |
Member |
4 |
4 |
4 |
25. BOARD EVALUATION
The Board of Directors have carried out an annual evaluation of its own performance,
its committees and individual directors including Chairman of the Board on the basis of
attendance, contribution and various criteria as recommended by the Nomination &
Remuneration Committee of the Company. The evaluation of the working of the Board, its
Committees, experience and expertise, performance of duties and obligations etc. were
carried out.
26. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Composition of the Board and Key Managerial Personnel (KMP) of the Company as
on 31st March, 2025 were as follows:
Sr. No. |
Name of Director |
Designation |
Date of Appointment |
1. |
Mr. Harpreet Singh Nibber |
Chairman & Managing Director |
20/02/2018 |
2. |
Mr. Ajay Kumar |
Non-Executive Director |
05/10/2021 |
3. |
Mr. Aman Tandon |
Independent Director |
25/08/2023 |
4. |
Mr. Bishwanath Choudhary |
Independent Director |
20/07/2022 |
5. |
Mrs. Neha |
Independent Director |
20/07/2022 |
6. |
Mr. Narinder Kumar Tyagi* |
Director and Chief Financial Officer |
20/07/2022 |
7. |
Mr. Chander Bhan Gupta |
Company Secretary and compliance officer |
20/07/2022 |
* Mr. Narinder Kumar Tyagi (DIN : 00483827) was appointed as additional director on 10th
June, 2024 and the members in their Annual General Meeting held on 6th
September, 2024 regularized his appointment as Non-Executive director.
Retirement by Rotation and subsequent re-appointment of Director
Mr. Narinder Kumar Tyagi, Director retires by rotation at the ensuing Annual General
Meeting, and being eligible offers himself for re-appointment.
Independent Directors
Independent Directors on your Company's Board have submitted declarations of
independence to the effect that they meet the criteria of independence as provided in
Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. In the
opinion of the Board our Independent Directors possesses requisite qualification,
experience and hold high standards of integrity for the purpose of Rule 8(5)(iii a) of the
Companies (Accounts) Rules, 2014.
Change in Composition of Board
During the Financial Year 2024-25 there were following changes in the composition of
Board of Directors:
Mr. Narinder Kumar Tyagi (DIN : 00483827) was appointed as additional director on 10th
June, 2024 and the members in their Annual General Meeting held on 6th September, 2024
appointed him as Non-Executive director.
Key Managerial Personnel
There was no change in Key Managerial Personnel during the Financial Year ended 31
March, 2025.
27. DIRECTOR'S RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with
respect to Directors Responsibilities Statement, it is hereby confirmed that:
a. In the preparation of the annual accounts for the financial year ended 31st
March, 2025 the applicable accounting standards had been followed along with proper
explanation relating to material departures, if any.
b. The Directors have selected such accounting policies and applied them consistently
and made judgments and estimates that were reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company at the end of the financial year and of
the profit or loss of the Company for the year under review.
c. The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities.
d. The Directors had prepared the accounts for the financial year ended 31st March,
2025 on a going concern basis.
e. The Directors had laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and were operating
effectively.
f. The Directors had devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating effectively.
28. COST AUDITORS
As per requirement of the Section 148 of the Companies Act, 2013 read with the
Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Board of
Directors on the recommendation of Audit Committee has appointed M/s Verma Khushwinder
& Co., Cost Accountants, (Firm Registration No. 000469) as Cost Auditor to audit the
Cost Accounts of the company for the Financial Year 2025-26.
As required under the Act, a resolution seeking members' approval for remuneration
payable to the Cost Auditor on his appointment, forms part of the notice convening the
Annual General Meeting for their approval.
29. INTERNAL AUDITORS
Pursuant to section 138 of the Companies Act, 2013 read with rule 13 of the Companies
(Accounts) Rules, 2014, and other applicable provisions of the Act, the Board of Directors
has re-appointed M/s. A.K. Sood & Associates, Chartered Accountants, Chandigarh as
Internal Auditors of the Company for financial year 2025-26. The Internal Auditor conducts
the internal audit and reports to the Audit Committee and Board from time to time.
30. COST RECORDS
The Company is maintaining Cost Records as specified by the Central Government under
Sub section (1) of Section 148 of the Companies Act 2013.
31. INTERNAL FINANCIAL CONTROLS & RISK MANAGEMENT
Pursuant to the provisions of Section 177(4) & Section 134(3)(n) of the Companies
Act, 2013, the Board has developed Internal Finance Control Policy to identify and
mitigate risks. The provisions of Regulation 21 of SEBI Listing Regulations 2015
pertaining to Risk Management Committee are not applicable to the company.
32. WHISTLE BLOWER POLICY AND VIGIL MECHANISM
To create enduring value for all stakeholders and ensure the highest level of honesty,
integrity and ethical behavior in all its operations, the Company has formulated Whistle
Blower Policy. This policy aspires to encourage all employees to report suspected or
actual occurrence of illegal, unethical or inappropriate events (behaviors or practices)
that affect Company's interest/image.
This Policy can be viewed at company's website at https://'www.vritikaeneineerine.com/whistle-blower-volicv.vd1
33. DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
The company has complied with the provisions relating to the constitution of Internal
Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. The Company did not receive any complaint during the
year and the details required pertaining to complaints are mentioned below:
(a) Number of complaints of sexual harassment received in the year |
Nil |
(b) Number of complaints disposed off during the year |
Nil |
(c) Number of cases pending for more than ninety days |
Nil |
34. During the year under review no application was made and no proceeding was pending
against the company under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).
35. During the year under review there was no One Time settlement with any bank or
Financial Institution.
36. During the year under review, the company has complied with the provisions
relating to the Maternity Benefit Act, 1961.
37. COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has complied with all the applicable Secretarial Standards in the Financial
Year 2024-25.
38. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS
The Company is well equipped with adequate internal financial controls. The Company has
a continuous monitoring mechanism which enables the organization to maintain the same
standards of the control systems and help them in managing defaults, if any, on timely
basis because of strong reporting mechanisms followed by the Company.
39. CODE OF CONDUCT
The Board has laid down a Code of Conduct (“Code”) for Board Members,
Managerial Personnel and for Senior Management Employees of the Company. This Code has
been posted on the Company's website at https://www.
pritikaensineerins.com/code-conduct-directors. pdf. All the Board Members and Senior
Management Personnel have affirmed compliance with this code. The Board has also laid down
a Code of Conduct for Independent Directors pursuant to Section 149(8) and Schedule IV to
the Companies Act, 2013 via terms and conditions for appointment of Independent Directors,
which is a guide to professional conduct for Independent Directors and has been uploaded
on the website of the Company.
40. NON-DISQUALIFICATION OF DIRECTORS
None of the Directors of the Company has been debarred or disqualified from being
appointed or continuing as director of Companies.
41. POLICY FOR PRESERVATION OF DOCUMENTS
Pursuant to the Regulation 9 of SEBI (LODR), 2015 the Company has maintained the policy
of preservation of documents to keep the documents preserve as per Regulation 9(a) &
9(b) of SEBI (LODR), 2015 and the same has been uploaded on the website of the Company on https://www.pritikaensineerins.com/archival-policy.
pdf.
42. REGISTRAR AND SHARE TRANSFER AGENT INFORMATION MUFG INTIME INDIA PRIVATE LIMITED
(Formerly Link Intime India Private Limited)
Regd. Office: C-101, Embassy 247, 1st Floor, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083 Maharashtra, India Tel : +91 22 4918 6000 Fax : +91
22 4918 6060
Email Id: mumbai@ in. mpms. mufs. com Website: https://in.
mpms.mufs.com/
43. ACKNOWLEDGEMENTS
Your Directors wish to express their sincere appreciation to all the Employees for
their contribution and thanks to our valued clients, Bankers and shareholders for their
continued support.
For and on behalf of the Board of Directors |
Sd/- |
Date: 11.08.2025 |
Harpreet Singh Nibber |
Place: Mohali |
Chairman & Managing Director |
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DIN: 00239042 |
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