To, The Members Arnold Holdings Limited
Your Directors take pleasure in submitting the 43rd Annual
Report of the Business and operations of your Company and the Audited Financial Statements
for the financial year ended 31st March, 2025.
1. FINANCIAL RESULTS & PERFORMANCE
Particulars |
For the year ended |
For the year ended |
|
31-03-2025* |
31-03-2024* |
| Revenue from operations |
19972.57 |
20456.68 |
| Other Income |
227.55 |
140.64 |
Total Revenue |
20200.12 |
20597.32 |
| Profit before tax and Exceptional Items |
616.47 |
1274.25 |
| Exceptional Items |
0.00 |
0.00 |
| Profit before Taxation |
616.47 |
1274.25 |
| -Current Tax |
186.68 |
370.16 |
| -Deferred Tax |
-102.86 |
21.73 |
| -Income tax of earlier years |
0.00 |
0.00 |
Net Profit/ (Loss) For The Year |
532.65 |
882.36 |
* Figures regrouped wherever necessary.
The Company discloses financial results on quarterly yearly basis of
which results are subjected to limited review and publishes audited financial results on
an annual basis. The Financial Statements as stated above are also available on the
Company's website www.arnoldholdings.in.
2. STATE OF COMPANY'S AFFAIR
During the year, your Company recorded total revenue of Rs. 20200.12
Lakhs compared to total revenue of Rs. 20597.68 Lakhs in financial year 2023-24 and Profit
before Tax for the year 2024-25 stood at Rs. 616.47 Lakhs as compared to Profit before tax
of Rs. 1274.25 Lakhs in financial year 2023-24. Profit after Tax for the current year
stood at Rs. 532.65 Lakhs as compared to Profit after Tax of Rs. 882.36 Lakhs in the
previous year. A detailed analysis on the Company's performance is included in the
"Management's Discussion and Analysis" Report, which forms part of this
Report.
3. ROAD AHEAD
Our vision is to expand the existing base and widen scope of work. Our
priorities are as follows:
? Leveraging Digital tools and data intelligence to drive scale, stable
asset quality, cost effectiveness and customer experience. ? Drive a multi-year
transformation agenda which shall enable us to scale profitability.
4. DIVIDEND
Keeping in mind the overall performance and outlook for your Company,
your Board of Directors recommend that this time the company is not declaring dividends as
the company require funds for its business expansion. Your Directors are unable to
recommend any dividend for the year ended 31st March, 2025.
5. UNCLAIMED DIVIDEND
There is no balance lying in unpaid equity dividend account.
6. TRANSFER TO RESERVE
The Company has not transferred any amount from profit to General
Reserve.
7. SHARE CAPITAL
The Authorized Share Capital of the Company as on 31st
March, 2025 was Rs. 50, 00, 00,000 and paid up share capital of the Company as on the same
date was Rs. 23, 77, 50,000.
Apart from this the Company has not issued any shares including shares
with different rights, sweat equity shares or employee stock options. As on March 31,
2025, 100% of the total paid-up capital of the Company stands in the dematerialized form.
8. RBI GUIDELINES
Your Company is registered as a Non-Deposit taking Non- Systemically
Important Non-Banking Finance Company with RBI. Accordingly, during the year, the Company
has not accepted any deposits from the public and therefore, there is no deposits which
become due for repayment or renewal. The Company has complied with the ‘Master
Direction Reserve Bank of India (Non-Banking Financial Company Scale Based Regulation)
Directions, 2023', amended from time to time and all other applicable
Directions/regulations/ circulars of RBI during the Financial Year 2024-25.
9. SUBSIDIARIES, JOINT VENTURE AND ASSOCIATE COMPANIES
The Company does not have any Subsidiary, Holding, Joint Venture or
Associate Company.
10. MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE
COMPANY
No material changes and commitments affecting the financial position of
your Company have occurred between the end of the financial year of the Company to which
financial statements relates and the date of this report.
11. CHANGE IN NATURE OF BUSINESS, IF ANY
During the Financial Year, there has been no change in the business of
the company or in the nature of Business carried by the company during the financial year
under review.
12. STATUTORY INFORMATION
The Company being basically is a Non-Banking Financial Company and
dealing in shares and securities.
13. PUBLIC DEPOSITS
During the year, Company has not accepted any deposits from public
within the meaning of the Section 73 of the Companies Act, 2013, read with Companies
(Acceptance of Deposits) Rules, 2014.
14. 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 was no significant material order passed by the regulators or
courts or tribunals impacting the going concern status and company's operation in
nature.
15. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
In accordance with Section 152(6) of the Companies Act, 2013 read with
the Articles of Association of the Company, Mr. Rajpradeep Mahavirprasad Agrawal (DIN:
09142752), Whole Time Director, retire by rotation and is being eligible has offered
himself for re-appointment at the ensuing Annual General Meeting. Company's policy on
directors' appointment and remuneration is available on the website of the company at
https://www.arnoldholdings.in/policies.html.
Based on the confirmations received from Directors, none of the
Directors are disqualified from appointment under Section 164 of the Companies Act, 2013.
The following are the List of Directors and KMP of the Company during
the year:
Name of Directors |
Category & Designation |
Appointment Date |
Change in Designation |
Resignation Date |
| Mr. Santkumar Goyal |
Whole Time Director |
30.07.2020 |
28.09.2020 |
30-05-2024 |
| Mr. Murari Mallawat |
Whole Time Director |
22.08.2020 |
28.09.2020 |
- |
| Mr. Rajpradeep Mahavirprasad Agrawal |
Whole Time Director |
24.04.2021 |
25.09.2021 |
- |
| Mrs. Gazala Mohammed Irfan Kolsawala |
Whole Time Director |
30-08-2024 |
30.09.2024 |
- |
Mr. Sopan Vishwanathrao
Kshirsagar |
Non-Executive Independent
Director |
07.02.2013 |
28.09.2013 |
10-07-2024 |
Ms. Rupali Prakash Sawant |
Non-Executive Independent
Director |
10-07-2024 |
30.09.2024 |
- 20 |
Mr. Sushil Mahendrakumar
Jhunjhunwala |
Non-Executive Independent
Director |
13.02.2020 |
28.09.2020 |
- |
Mrs. Munni Devi Jain |
Non-Executive Independent
Director |
30.07.2020 |
28.09.2020 |
- |
| Mrs. Raji Jaikumar Panicker |
Company Secretary |
10.11.2022 |
- |
- |
Mrs. Gazala Mohammed Irfan
Kolsawala |
CFO |
13-02-2024 |
- |
- |
16. ANNUAL RETURN
The Annual Return for FY 2024-25 is available on Company's website
at https://www.arnoldholdings.in./investor/annual-reports.
17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTY
PARTIES
Your Board endeavors that all contracts/arrangements/transactions
entered by the Company during the financial year with related parties are in the ordinary
course of business and on an arm's length basis only.
During the year under review the Company had not entered into
transaction with related parties which could be considered material in accordance with the
policy of the Company on materiality of related party transactions. The Policy on Related
Party Transactions is uploaded on the website of the company. The web link is
https://www.arnoldholdings.in/policies.html.
Further, all related party transactions entered into by the Company
were in the ordinary course of business and were on an arm's length basis, hence,
disclosure in Form No. AOC-2 is not applicable to the company. The related party
transactions entered into by the company are disclosed in the note 33 in the financial
statements forming part of the Annual Report.
18. NUMBER OF MEETING HELD DURING THE YEAR
The Details of all meeting of Board of Directors and Committee meeting
had taken place during the year and their detailed composition along with their attendance
forms the part of Corporate Governance Report as given in Annexure-1. The
composition of the Board and its committee is also available on the website of the company
at https://www.arnoldholdings.in/.
The following Meetings of the Board of Directors were held during the
Financial Year 2024-25:
| Sr. No. |
Date of Meeting |
Board Strength |
No. of Directors Present |
| 1. |
15-04-2024 |
6 |
6 |
| 2. |
30-05-2024 |
6 |
6 |
| 3. |
10-07-2024 |
5 |
5 |
| 4. |
13-08-2024 |
5 |
5 |
| 5. |
03-09-2024 |
6 |
6 |
| 6. |
12-11-2024 |
6 |
6 |
| 7. |
12-02-2025 |
6 |
6 |
19. COMPOSITION OF BOARD AND ITS COMMITTEE
The detail of the composition of the Board and its committees thereof
and detail of the changes in their composition if any is given in Annexure- 1 in
the Corporate Governance Report. The composition of the Board and its committee is also
available on the website of the company at www.arnoldholdings.in .
20. LOANS, GUARANTEES AND INVESTMENT
The Company, being an NBFC registered with the RBI and engaged in the
business of giving loans as well as acquisition of securities in the ordinary course of
its business, is exempt from complying with the provisions of Section 186 of the Act.
21. DECLARATION BY INDEPENDENT DIRECTORS
Company has received declaration from all the independent directors
duly signed by them stating that they meet the criteria of independence as provided in
section 149(6) of the Companies Act, 2013. There has been no Change in the circumstances
affecting their status as Independent Directors of the Company so as to qualify themselves
to be appointed as Independent Directors under the provisions of the Companies Act, 2013
and the relevant regulations. All the independent directors have cleared Online
Self-Assessment Test with the Indian Institute of Corporate Affairs at Manesar.
22. SEPARATE MEETING OF INDEPENDENT DIRECTORS
In terms of requirement of Schedule IV of the Companies Act, 2013, the
Independent Directors of the company have complied with the code of Independent Director.
Independent Directors met separately on 24th March, 2025 to inter alia review
the performance of Non-Independent Directors (Including the Chairman), the entire Board
and the quality, quantity and timeliness of the flow of the information between the
Management and the Board.
23. VIGIL MECHANISM & WHISTLE BLOWER POLICY
The Company has adopted a Whistle Blower Policy to provide a formal
mechanism to the Directors and employees to report their concerns about unethical
behaviour, actual or suspected fraud or violation of the Company's Code of Conduct or
Ethics Policy. The Policy provides for adequate safeguards against victimization of
employees who avail of the mechanism and also provides for direct access to the Chairman
of the Audit Committee. It is affirmed that no personnel of the Company have been denied
access to the Audit Committee. The Whistle Blower Policy has been posted on the website of
the Company at https://www.arnoldholdings.in/policies.html.
24. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 134(3) (c) and Section 134(5) of
the Companies Act, 2013, your directors hereby confirm:
A. That in preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation relating to material
departments;
B. 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 if the Company at the end of
the financial year and of the profit and loss of the Company for that period;
C. That the directors had 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 for preventing and detecting fraud and other
irregulations;
D. That the directors had prepared the annual accounts on a going
concern basis; and
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.
25. ANNUAL EVALUATION BY BOARD
During the year, the Board has carried out the annual evaluation of its
own performance as well as the evaluation of the working of its committees and individual
Directors, including Chairman of the Board. This exercise was carried out through a
structured questionnaire prepared separately for Board, Committee and individual
Directors.
The performance of the board was evaluated by the board after seeking
inputs from all the directors on the basis of the criteria such as the board composition
and structure, effectiveness of board processes, information and functioning, etc.
The performance of the committees was evaluated by the board after
seeking inputs from the committee members on the basis of the criteria such as the
composition of committees, effectiveness of committee meetings, etc. The board and the
nomination and remuneration committee reviewed the performance of the individual directors
on the basis of the criteria such as the contribution of the individual director to the
board and committee meetings like preparedness on the issues to be discussed, meaningful
and constructive contribution and inputs in meetings, etc. In addition, the chairman was
also evaluated on the key aspects of his role. The Board acknowledged certain key
improvement areas emerging through this exercise and action plans to address these are in
progress. The performance evaluation of the Non-Independent Directors, performance of
Board as a whole including Chairman was carried out by the Independent Directors at a
separate meeting of the Independent Directors on 24th March, 2025.
Performance evaluation of independent directors was done by the entire
board, excluding the independent director being evaluated.
26. INTERNAL FINANCIAL CONTROL SYSTEM
The Company has a well-placed, proper and adequate internal financial
control system which ensures that all the assets are safeguarded and protected and that
the transactions are authorized recorded and reported correctly. The internal 22 audit
covers a wide variety of operational matters and ensures compliance with specific standard
with regards to availability and suitability of policies and procedures. During the year
no reportable material weakness in the design or operation were observed.
27. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS
The Companies Act, 2013 re-emphasizes the need for an effective
internal financial control system in the company. Rule 8(5) (viii) of Companies (Accounts)
Rules, 2014 requires the information regarding adequacy of internal financial controls
with reference to the financial statements to be disclosed in the board' report. The
detailed report forms part of Independent Auditors Report.
28. CORPORATE GOVERNANCE
Your Company has incorporated the appropriate standards for corporate
governance. Pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company is filing Corporate Governance Report to
stock exchange quarterly. However, as per Regulation 34(3) read with Schedule V of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 company is giving
report on corporate governance report in annual report of the company. Corporate
Governance Report is as per Annexure - 1.
29. ENERGY CONSERVATION MEASURES, TECHNOLOGY ABSORPTION AND R & D
EFFORTS AND FOREIGN
EXCHANGE EARNINGS AND OUTGO
The particulars required to be included in terms of Section 134(3) (m)
of the Companies Act, 2013 with regard to Conservation of energy, Technology absorption,
Foreign exchange earnings and outgo are given below:
A. CONSERVATION OF ENERGY
(i) The steps taken or impact on conservation of energy: Nil
(ii) The steps taken by the Company for utilizing alternate sources of
energy: NA (iii) The capital investment on energy conservation equipment: NA
B. TECHNOLOGY ABSORPTION
(i) The efforts made towards technology absorption: NA
(ii) The benefits derived like product improvement, cost reduction,
product development or import substitution: NA (iii) In case of imported technology
(imported during last three years reckoned from the beginning of the financial year): NA
(iv) The expenditure incurred on research & development during the year: NA
C. FOREIGN EXCHANGE EARNING AND OUTGO
The foreign exchange earnings and expenditure of your Company: Nil
30. CORPORATE SOCIAL RESPONSIBILITY (CSR)
Pursuant to the provisions of section 135 of the Companies Act, 2013
read with Companies (Corporate Social Responsibility) Rules 2014; the Board has undertaken
the CSR activities as per Rule 4 of Companies (Corporate Social Responsibility Policy)
Rules, 2014. The details of CSR activities for the financial year 2024-25 forms part of
this Board report in Annexure 2.
31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
As per Regulation 34 of SEBI (Listing Obligations and Disclosure
Requirements), Regulation 2015, the Management Discussion and Analysis Report of the
financial condition and results of consolidated operations of the Company under review, is
annexed and forms an integral part of director's report is given in Annexure - 3.
32. AUDITORS
STATUTORY AUDITORS:
M/s Amit Ray & Co., Chartered Accountant are Statutory Auditors of
the Company, who were re-appointed in 39th Annual General Meeting held until the
conclusion of the 44th Annual General Meeting. Thus, no further action is required in this
regard.
INTERNAL AUDITORS:
M/s. KPJ & Associates, Chartered Accountants was appointed as an
internal Auditor of the Company for the Financial Year 2023-24 to 2027-28. Internal
Auditors are appointed by the Board of Directors of the Company, based on the
recommendation of the Audit Committee. The Internal Auditor reports their findings on the
internal Audit of the Company to the Audit Committee on a half yearly basis. The Scope of
Internal audit is approved by the Audit Committee.
SECETARIAL AUDITOR:
Your board has appointed Mr. Ranjit Binod Kejriwal, Practicing Company
Secretary, as Secretarial Auditor of the company for the financial year 2024-25.
Your board, based on the recommendation of Audit Committee, proposed
for the approval of members in this Annual General Meeting, appointment Mr. Ranjit Binod
Kejriwal, Company Secretary in practice, (FCS: 5985, COP: 6116) and a Peer Reviewed
Company Secretary, as the Secretarial Auditor of the company, for performing Secretarial
Audit of the company for a period of five consecutive years commencing from April 01, 2025
till March 31, 2030 in accordance with the amendment notified in Regulation 24A by way of
SEBI (LODR) (Third Amendment) Regulations, 2024, with effect from April 01, 2025.
The secretarial report for the financial year 2024-25 is attached as Annexure-4.
The Secretarial auditors' observation(s) in secretarial audit report and
directors' explanation thereto
? Outcome of board meeting held on 30-05-2024 was revised as the
company failed to attach resignation letter of Mr. Santkumar Goyal, Whole Time Director of
the company. Thereafter, company filed revised outcome of board meeting held on 30-05-2024
with a delay 35 minutes approximately. ? The company filed audited financial
results for the quarter and year ended 31-03-2024 with delay of 14 minutes approximately.
? Mr. Himanshu Pawan Mallawat (relative of promoter) has purchased
company's shares on 08-10-2024 and 25-10-2024 when the trading window was closed. ?
Mr. Sushil Jhunjhunwala was re-appointed for a second term as Independent Director of
the company in the Annual General Meeting held on 30-09-2024. The second term was
effective from 13-02-2025 and the date was not mentioned in the Integrated Governance
report filed for quarter 4 March 2025. ? Due to non-availability of filing portal
at CSE, Company is not filing any documents with CSE, which has marked it as suspended. ?
The Company has not filed certain RBI returns, namely DNBS-02, DNBS-10, DNBS-4A, and
DNBS-4B, within the prescribed timelines during the period under review, resulting in
non-compliance with applicable RBI regulations.
The management hereby assures that they will be more vigilant and aware
that such type of errors does not happen.
33. COMMENTS ON AUDITOR'S REPORT
The notes referred to in the Auditor Report are self-explanatory and
they do not call for any further explanation as required under section 134 of the
Companies Act, 2013.The Statutory Auditors have not reported any incident of fraud to the
Audit Committee of the Company in the year under review.
34. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
There was no employee drawing remuneration in excess of limits
prescribed under section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The
Disclosures pertaining to remuneration as required under section 197(12) of the companies
act' 2013 read with rules 5 of the companies (appointment and remuneration of
managerial personnel) Rules, 2014 are annexed in Annexure 5 to this report and form
part of this Report.
The detailed remuneration policy of the Company is available on the
below link: https://www.arnoldholdings.in/policies.html
35. STATEMENT ON RISK MANAGEMENT
During the financial year under review a statement on risk management
including identification therein of elements of risk, if any, which in the opinion of the
Board may threaten the existence of the company as per the provisions of Section 134(3)
(n) of Companies Act, 2013; has been annexed in Annexure-6.
36. CEO/ CFO CERTIFICATION
Pursuant to Regulation 17(8) of Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015, Certificate from Mrs.
Gazala Mohammed Irfan Kolsawala, Chief Financial Officer of the Company, for the year
ended 31st March, 2024 is attached herewith as Annexure-7.
37. LISTING AT STOCK EXCHANGE
The Annual Listing Fee for the current year has been paid to the BSE
Limited.
38. CODE OF CONDUCT
Being a listed Company provided to the Company from formulating of Code
of Conduct for Board of Directors and Senior Management Personnel. However, Board of
Directors has formulated and adopted Code of Conduct for Board of Directors and Senior
Management Personnel. During the year, Board of Directors and Senior Management Personnel
has complied with general duties, rules, acts and regulations. In this regard certificate
from Whole Time Director as required under Schedule V of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 has been received by the Board and the same is
attached herewith as per Annexure 8.
Code of Conduct form Board of Directors and Senior Management Personnel
is available on below link: https://www.arnoldholdings.in/code-of-conduct.html
39. COMPLIANCE CERTIFICATE FROM THE AUDITORS REGARDING COMPLIANCE OF
CONDITIONS OF
CORPORATE GOVERNANCE
Corporate Governance is a set of process, practice and system which
ensure that the Company is managed in a best interest of stakeholders. The key fundamental
principles of corporate governance are transparency and accountability. Our Company's
core business objective is to achieve growth with transparency, accountability and with
independency. The Company has adopted various corporate governance standards and has been
doing business in ethical way by which Company has enhanced stakeholders trust,
shareholders wealth creation by improving shares valuation, market capitalization, etc.
A certificate received from M/s Amit Ray & Co., Statutory Auditors
of the Company regarding compliance of the conditions of Corporate Governance, as required
under Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 is attached herewith as per Annexure 9.
40. CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE
Mr. Ranjit Binod Kejriwal, Practicing Company Secretary has issued a
certificate required under the listing regulations, confirming that none of the Directors
on the Board of the company has been debarred or disqualified from being appointed or
continuing as director of the company by SEBI/Ministry of Corporate Affairs or any such
statutory authority. The certificate is enclosed as Annexure 10.
41. SEXUAL HARASSMENT OF WOMEN
The Company has always believed in providing a conducive work
environment devoid of discrimination and harassment including sexual harassment. The
Company has a well formulated Policy on Prevention and Redressal of Sexual Harassment. The
objective of the Policy is to prohibit, prevent and address issues of sexual harassment at
the workplace. This Policy has striven to prescribe a code of conduct for the employees
and all employees have access to the Policy document and are required to strictly abide by
it. The Policy covers all employees, irrespective of their nature of employment and is
also applicable in respect of all allegations of sexual harassment made by an outsider
against an employee.
Number of complaints received during the financial year: Nil Number of
complaints disposed of during the financial year: Nil Number of cases pending for more
than ninety days: Nil
Internal Complaints Committee (ICC): The Company has instituted an
Internal Complaints Committee (ICC) for redressal and timely management of sexual
harassment complaints. The Committee is chaired by Company Secretary of the Company. The
Committee also has an external senior representative member who is a subject matter
expert. The Board is periodically updated on matters arising out of the policy/ framework,
as well as on certain incidents, if any.
Policy on Prevention of Sexual Harassment at Workplace (POSH) and
Awareness:
The Company has zero tolerance towards sexual harassment and is
committed to provide a safe environment for all.
The Company's policy is inclusive irrespective of gender or sexual
orientation of an individual. It also includes situations around work from home scenarios.
To create awareness on this sensitive and important topic, training/awareness programs are
conducted throughout the year to create sensitivity towards ensuring respectable
workplace.
42. SECRETARIAL STANDARDS ISSUED BY THE INSTITUTE OF COMPANY
SECRETARIES OF INDIA (ICSI)
The Company complies with all applicable mandatory Secretarial
Standards issued by the Institute of Company Secretaries of India (ICSI).
43. FRAUD REPORTING
During the year under review, no fraud has been reported by Auditors
under Section 143(12) of the Companies Act, 2013.
44. MAINTENANCE OF COST RECORDS
The company is not required to maintain Cost Records as specified by
Central Government under section 148(1) of the Companies Act, 2013, and accordingly such
accounts and records are not made and maintained.
45. PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Practices and Procedures for Fair
Disclosure of Unpublished Price Sensitive information with a view to regulate trading in
securities by the Directors and designated employees of the Company.
The Code requires pre-clearance for dealing in the Company's
shares and prohibits the purchase or sale of Company shares by the Directors and the
designated employees while in possession of unpublished price sensitive information in
relation to the Company and during the period when the Trading Window is closed. The Board
is responsible for implementation of the Code.
The Company has a Prohibition of Insider Trading Policy and the same
has been posted on the website of the Company at
https://www.arnoldholdings.in/policies.html
46. RESEARCH & DEVELOPMENT
The Company believes that technological obsolescence is a reality. Only
progressive research and development will help us to measure up to future challenges and
opportunities. We invest in and encourage continuous innovation. During the year under
review, expenditure on research and development is not significant in relation to the
nature size of operations of your Company.
47. OPINION OF BOARD
Financial Year 2024-25, one Independent Director was appointed in the
company. The Board of directors consists of independent Director having integrity,
relevant expertise and experience.
48. DISCLOSURE PERTAINING TO INSOLVENCY & BANKRUPTCY CODE
("IBC")
No application for Bankruptcy under the Insolvency & Bankruptcy
Code, 2016 ("IBC") was made against the Company during the financial year under
review.
49. DISCLOSURE OF ONE TIME SETTLEMENT
The Company did not avail any such onetime settlement during the
Financial Year. Therefore, disclosure of 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 thereof is not applicable
to the Company.
50. DISCLOSURE OF CERTAIN TYPES OF AGREEMENTS BINDING LISTED ENTITIES
The Company has entered into the agreement which are in ordinary course
of business with the directors and Promoters, except this company has not entered into any
other agreements with promoters, directors or promoter group.
51. COMPLIANCE WITH THE PROVISIONS RELATING TO THE MATERNITY BENEFITS
ACT, 1961
The Company has complied with the provisions relating to the Maternity
Benefits Act, 1961.
52. CREDIT RATING:
There is no credit rating obtained by the Company during the Financial
Year 2024-25.
53. APPRECIATION
Your Directors place on record their deep appreciation to employees at
all levels for their hard work, dedication and commitment and express their sincere thanks
and appreciation to all the employees for their continued contribution, support and
co-operation to the operations and performance of the company.
54. ACKNOWLEDGEMENT:
Your Directors would like to express their sincere appreciation of the
co-operation and assistance received from Shareholders, Bankers, regulatory bodies and
other business constituents during the year under review.
26
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers and staff, resulting
in successful performance of the Company during the year.
| Place: Mumbai |
|
For the Board of Directors |
| Date: 12.08.2025 |
|
Arnold Holdings Limited |
|
Sd/- |
Sd/- |
|
Murari Mallawat |
Munni Devi Jain |
|
Whole Time Director |
Chairperson |
|
DIN: 08809840 |
DIN: 08194500 |
|