To, The Members,
The Directors takes immense pleasure in presenting the Annual Report of Cargosol
Logistics Limited
(Formerly known as Cargosol Logistics Private Limited) together with the audited
financial statements for the financial year ended 31st March 2024.
1. FINANCIAL HIGHLIGHTS:
The Company's financial performance for the year under review along with previous
year's figure is given hereunder:
| Particulars |
Standalone |
Consolidated |
|
2023-24 |
2022-23 |
2023-24 |
2022-23 |
| Income from Operations & other income |
11,538.01 |
17,173.88 |
11,404.27 |
17,033.29 |
| Total Expense |
12023.16 |
16,686.35 |
12,023.14 |
16,636.31 |
| Profit/(Loss) before Tax |
(485.15) |
487.53 |
(618.88) |
396.98 |
| Current Tax |
- |
162.00 |
- |
162.07 |
| Deferred Tax |
(123.48) |
(28.82) |
(123.47) |
(28.82) |
| Taxation of earlier years |
1.06 |
27.56 |
1.06 |
30.26 |
| Profit/(Loss) after Tax |
(362.74) |
326.79 |
(496.46) |
233.46 |
| Share of Profit/ (Loss) in Associate |
- |
- |
69.64 |
187.14 |
| Net Profit/(Loss) after Tax |
(362.74) |
326.79 |
(426.82) |
420.60 |
2. STATE OF COMPANY'S AFFAIRS:
The Company is engaged in the business to carry on in India and abroad, the business of
Freight Forwarding, Logistics and Shipping Services of any kind relating to the carriage
(performed by single mode or multi-modal transport means), handling, packing or
distribution of goods including all the logistical services with modern information and
communication technology in connection with the carriage handling or storage of the goods
i.e. warehousing.
There has been no change in the business of the Company during the financial year ended
31st March 2024.
The highlights of the Company's performance as compared to the previous F.Y. on
Standalone basis are as under:
Revenue from operations in the current year is Rs. (in lakhs) 11,354.87/- in the
current year as compared to Rs. (in lakhs) 17,012.85/- in the previous year.
Net loss of the company in the current year is Rs. (in lakhs) (362.74) /- as compared
to the profit of Rs. (in lakhs) 326.79 /- in the previous year.
Earnings per share is Rs. (3.56)/- for the current year and Earnings per share is Rs.
3.72/- for the previous Financial year.
The highlights of the Company's performance as compared to the previous FY on
Consolidation basis are as under:
Revenue from operations in the current year is Rs. (in lakhs) 11,354.86/- in the
current year as compared to Rs. (in lakhs) 17,012.85/- in the previous year.
Net loss of the company in the current year is Rs. (in lakhs) (426.83) /- as compared
to the profit of Rs. (in lakhs) 420.60/- in the previous year.
Earnings per share is Rs. (4.18) /- for the current year and Earnings per share is Rs.
4.79/- for the previous Financial year.
3. EXTRACT OF ANNUAL RETURN:
Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Companies
(Management and Administration) Rules, 2014, the Annual Return of the Company in Form
MGT-7 has been placed on the Company's website i.e., www.cargosol.com.
4. DIVIDEND:
In view to strengthen the financial position of the Company the Board of Directors of
your Company does not recommend any Dividend for the FY 2023-24.
5. AMOUNT TRANSFERED TO RESERVES:
During the year under review the company has not transferred any amount to reserves.
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND:
Since there was no unpaid/unclaimed Dividend declared and paid last year, the
provisions of Section 125 of the Companies Act, 2013 do not apply.
7. DETAILS OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES:
The Company has following subsidiaries, joint ventures or associate companies.
| Sr. no. Particulars |
Subsidiary/ Joint Venture /Associate Companies |
| 1 Cargosol Shipping Agency Private Limited |
Subsidiary |
| 2 Cargosol LLC |
Associate |
No company has become or ceased to be the Company's subsidiaries, joint ventures or
associate companies during the year under review.
Further, a statement containing the salient features of the financial statement of
subsidiary in the prescribed format AOC-1 is appended as "Annexure I” to the
Board's report. The statement also provides the details of performance and financial
positions of each of the subsidiaries.
8. MATERIAL CHANGES AND COMMITMENTS:
During the financial year under review, there are no other material changes and
commitments, affecting the financial position of the Company, which have occurred during
the period under review.
9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY UNDER SECTION
186:
The particulars of loan given, guarantees/securities provided, and investments made by
the Company during the year under review according to the provisions of Section 186 of the
Companies Act, 2013, are provided as "Annexure II” which forms part of this
Report.
10. PARTICULARS OF CONTRACTS AND ARRANGEMENT ENTERED WITH RELATED PARTIES:
All contracts / arrangements / transactions entered into by the Company during the
financial year with related parties are in the ordinary course of business and on arm's
length basis. As provided under section 134(3)(h) of the Act and Rules made thereunder
disclosure of particulars of material transactions with related parties entered into by
the Company with related parties in the prescribed format annexed to this report as an
"Annexure III".
The Policy on dealing with Related Party Transactions may be accessed on the Company's
website at the link- https://cargosol.com/
11. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:
The Board has adopted the policies and procedures for ensuring the orderly and
efficient conduct of its business, including adherence to Company Policies, safeguarding
of assets, prevention and detection of frauds and errors, the accuracy and completeness of
the accosting records.
The Company maintains appropriate systems of internal control, including monitoring
procedures, to ensure that all assets are safeguarded against loss from unauthorized use
or disposition.
The Company follows all the applicable Accounting Standards for properly maintaining
the books of accounts and reporting financial statements.
12. DETAILS OF CHANGE IN COMPOSITION OF DIRECTORS OR KEY MANAGERIAL PERSONNEL:
The constitution of the Board of Directors is in accordance with Section 149 of the
Companies Act, 2013 and Regulation 17 of the Listing Regulations. Pursuant to the
provisions of Section 152 of the Companies Act, 2013, Mrs. Stalgy Muliyil (DIN: 06417315)
is liable to retire by rotation at the ensuing Annual General Meeting of the Company and
being eligible has offered herself for reappointment. Necessary resolution for her
re-appointment is included in the Notice of AGM seeking approval of Members. The Directors
recommended her re-appointment for your approval. A brief profile relating to her is given
separately as an annexure to the AGM Notice.
After the reporting financial year, Mr. Vishal Wadhwani (09087159), was appointed as
additional Independent Director of the Company, w.e.f. 10th April 2024, to hold the office
till the ensuing Annual General Meeting. Further the Board has recommended the
shareholders for the appointment of Mr. Vishal Wadhwani (09087159), as an Independent
Director.
Following changes were recorded in the composition of Board of the Company, during the
period under review: -
| Name |
Designation |
Appointment/ Resignation |
Date Of Event |
| Mr. Mohammed Saifi |
Independent Director |
Appointment |
13th July, 2023 |
| Mr. Anilkumar Ayodhyaprasad Sharma |
Independent Director |
Resignation |
13th July, 2023 |
| Mr. Pramod Kumar Bajaj |
Independent Director |
Resignation |
12th January, 2024 |
13. SHARE CAPITAL:
The details of Share capital of the Company is as under:
| Particulars |
As on 31st March, 2024 |
As on 31st March, 2023 |
|
Number of Shares |
Amount (In Lakhs.) |
Number of Shares |
Amount (In Lakhs.) |
| Authorized Capital: - |
|
|
|
|
| Equity Shares of Rs. 10/- each |
1,10,00,000 |
1,100.00 |
1,10,00,000 |
1,100.00 |
| Issued Subscribed and Paid- |
|
|
|
|
| Up Equity Share Capital Fully |
|
|
|
|
| Paid-Up: - |
|
|
|
|
| Equity Shares of Rs. 10/- each |
102,00,000 |
1,020.00 |
102,00,000 |
1,020.00 |
14. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES:
I. BOARD OF DIRECTORS:
The composition of the Board as on 31st March 2024 is in conformity with the provisions
of the Companies Act, 2013.
The Board of Directors met five times during the financial year under review 29th May
2023, 13th July 2023, 14th August 2023, 07th November 2023 and 06th February 2024. The
intervening gap between the meetings was as prescribed under the Companies Act, 2013.
II. COMPOSITION OF THE BOARD:
The Company has a very balanced and diverse composition of Board of Directors, which
primarily takes care of the business needs and stakeholders' interest. The Non-executive
Directors including Independent Directors on the Board are experienced and highly
competent persons in their respective fields of expertise. They take active part at the
Board and Committee Meetings by providing valuable guidance to the Management on various
aspects of business, policy direction, governance, compliance etc. and play pivotal role
on strategic issues, which enhances the transparency and add value in the decision-making
process of the Board of Directors.
| Sr. No. |
DIN |
Name of Directors |
Category |
Designation |
| 1. |
01608551 |
Mr. Roshan Rohira |
Executive Director |
Managing Director |
| 2. |
01608626 |
Mr. Samuel Muliyil |
Executive Director |
Director |
| 3. |
06417315 |
Mrs. Stalgy Muliyil |
Non-Executive Director |
Women Director |
| 4. |
07722850 |
*Mr. Mohammed Saifi |
Non-Executive Director |
Independent Director |
| 5. |
09087159 |
*Mr. Vishal Wadhwani |
Non-Executive Director |
Additional Independent Director |
| 5. |
09565146 |
*Mr. Anilkumar Sharma |
Non-Executive Director |
Independent Director |
| 6. |
01438374 |
*Mr. Pramod Kumar Bajaj |
Non-Executive Director |
Independent Director |
*Mr. Anilkumar Sharma (DIN: 09565146) tendered his resignation from the post of
Independent Director with effect from 13th July 2023.
*Mr. Mohammed Saifi was appointed as Independent Director of the Company, for his first
term of 5 year with effect from 13 th July 2023.
*Mr. Pramod Kumar Bajaj (01438374) tendered his resignation from the post of
Independent
Director with effect from 12th January 2024.
*Mr. Vishal Wadhwani (DIN:09087159) appointed as additional Independent Director of the
Company, w.e.f. 10th April 2024 to hold the office till the ensuing Annual General
Meeting. Further, the Board has recommended the shareholders for the appointment of Mr.
Vishal Wadhwani (09087159), as an Independent Director, for the term of Five Years upto
10th April 2029.
Except, Mr. Samuel Janathan Muliyil and Mrs. Stalgy Samuel Muliyil who are husband and
wife, no other Director is related directly or indirectly to any other Directors of the
Company.
III. ATTENDANCE OF DIRECTORS AT BOARD MEETINGS HELD DURING THE FY 2023-24
| Sr. No. Name of the Directors |
Attendance at Board Meetings held during FY 2023-2024 |
| 1. Mr. Roshan Rohira |
5 |
| 2. Mr. Samuel Muliyil |
5 |
| 3. Mrs. Stalgy Samuel Muliyil |
5 |
| 4. Mr. Mohammed Saifi |
3 |
| 5. Mr. Anilkumar Ayodhyaprasad Sharma |
1 |
| 6. Mr. Pramod Kumar Bajaj |
4 |
IV. COMMITTEES OF THE BOARD:
The Committees of the Board play a vital role in the governance structure of the
Company and help the Board of Directors i discharging their duties and responsibilities.
The Committees have been constituted to deal with specific areas / activities, which
concern the Company.
The Committees are set with clearly defined roles and goals, which are crucial for the
smooth functioning of the Company. The Board is responsible for the action of the
Committees.
The Chairman of the respective Committees inform the Board about the summary of the
discussions held in the Committee Meetings. The minutes of the meetings of all the
Committees are placed before the Board for review.
There are currently three Committees of the Board, as follows:
a. Audit Committee b. Nomination and Remuneration Committee c. Stakeholders
Relationship Committee the year: k. AUDIT COMMITTEE:
Pursuant to Provisions of Section 177 of the Companies Act, 2013 during the financial
year under review the Audit Committee met two times on 29th May 2023 and 07th November,
2023.
I. Terms of Reference/ Policy:
Apart from all the matters provided under Section 177 of the Companies Act, 2013, the
Audit Committee reviews report of the internal auditor, financial performance and meets
statutory auditors as and when required and discusses their findings, suggestions,
observations and other related matters. It also reviews major accounting policies follow^'
by the Company.
II. Composition of the Audit Committee:
Composition of Audit Committee is as follows:
| Sr. No Name of the Director |
Category |
Nature of Directorship |
| 1. *Mr. Anilkumar Sharma |
Chairman |
Independent Director |
| 2. *Mr. Mohammed Saifi |
Chairman |
Independent Director |
| 3. *Mr. Pramod Kumar Bajaj |
Member |
Independent Director |
| 4. *Mr. Vishal Wadhwani |
Member |
Independent Director |
| 5. Mr. Roshan Rohira |
Member |
Managing Director |
*Mr. Anilkumar Sharma, resigned from the Company w.e.f. 13th July 2023.
*Mr. Mohammed Saifi was appointed as Chairman of the Committee w.e.f. 13th July 2023.
*Mr. Pramod Kumar Bajaj, resigned from the Company w.e.f. 12th January 2024.
*Mr. Vishal Wadhwani was appointed as Member of the Committee w.e.f. 10th April 2024.
The Members of the Audit Committee are financially literate and have requisite
accounting and financial management expertise. The Audit Committee Policy of the Company
is hosted on the Company's Website at https://cargosol.com/
III. NOMINATION AND REMUNERATION COMMITTEE:
Pursuant to provisions of section 178 of the Companies Act, 2013 during the financial
year under review, the Nomination and Remuneration Committee met Three Times on 13th July
2023, 14th August 2023, and 06th February 2024.
I. Terms of Reference/Policy:
On recommendation of the Nomination and Remuneration Committee the Company has framed a
policy as per Section 178 of the Companies Act, 2013 for selection and appointment of
Directors, Senior Management and their remuneration.
II. Composition of the Nomination and Remuneration Committee:
Composition of Nomination and Remuneration Committee is as follows:
| Sr. No Name of the Director |
Category |
Nature of Directorship |
| 1. *Mr. Anilkumar Sharma |
Chairman |
Independent Director |
| 2. *Mr. Mohammed Saifi |
Chairman |
Independent Director |
| 3. *Mr. Pramod Kumar Bajaj |
Member |
Independent Director |
| 4. *Mr. Vishal Wadhwani |
Member |
Independent Director |
| 5. Mrs. Stalgy Samuel Muliyil |
Member |
Non-Executive Director |
*Mr. Anilkumar Sharma, resigned from the Company w.e.f. 13th July 2023.
*Mr. Mohammed Saifi was appointed as Chairman of the Committee w.e.f. 13th July 2023.
*Mr. Pramod Kumar Bajaj, resigned from the Company w.e.f. 12th January 2024.
*Mr. Vishal Wadhwani was appointed as Member of the Committee w.e.f. 10th April 2024.
The Company has Nomination and Remuneration policy, which provides the criteria for
determining qualifications, positive attributes, independence of a Director and policy
relating to remuneration for Directors, Key Managerial Personnel and other employees in
accordance with the provisions of Section 178 of the Companies Act, 2013. The Nomination
and Remuneration Policy of the Company is hosted on the Company's Website at:
https://cargosol.com/
Pursuant to provisions of section 178 of the Companies Act, 2013 during the financial
year under review, the Stakeholders Relationship Committee met two (2) times on 29th May,
2023 and 07th November, 2023.
I. Terms of Reference/Policy:
Apart from all the matters provided under section 178 of the Companies Act, 2013. The
Stakeholders Relationship Committee reviews the complaints received from the stakeholders
of the company as and when required and discusses their findings, suggestions,
observations and other related matters.
II. Composition of the Stakeholders Relationship Committee:
Composition of Stakeholders Relationship Committee is as follows:
| Sr. No. Name of the Director |
Category |
Nature of Directorship |
| 1. Mr. Samuel Muliyil |
Chairman |
Executive Director |
| 2. Mr. Roshan Rohira |
Member |
Managing Director |
| 3. *Mr. Pramod Kumar Bajaj |
Member |
Independent Director |
| 4. *Mr. Vishal Wadhwani |
Member |
Independent Director |
*Mr. Pramod Kumar Bajaj, resigned from the Company w.e.f. 12th January 2024.
*Mr. Vishal Wadhwani, was appointed as Member of the Committee w.e.f. 10th April, 2024.
The Stakeholders Relationship Committee Policy of the Company is hosted on the
Company's Website at: https://cargosol.com/
15. DIRECTOR'S RESPONSIBILITY STATEMENT:
To the best of their knowledge and belief and according to the information and
explanation obtained by them, your Directors make the following statements in terms of
Section 134(5) of the Companies Act, 2013:
i) That in the preparation of the annual accounts, the applicable accounting standards
have been followed and there are no material departures;
That such accounting policies selected and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and of the profit of the
Company for that period.
iii) That 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.
iv) That they have prepared the annual accounts on a going concern basis.
v) That proper systems to ensure compliance with the provisions of all applicable laws
and that such systems were adequate and operating effectively.
vi) That proper internal financial controls are followed by the company and that such
internal financial controls are adequate and operate effectively.
16. DECLARATION BY INDEPENDENT DIRECTORS:
The Company has received necessary declaration from each Independent Director of the
Company stating that:
(i) they meet the criteria of independence as provided in Section 149(6) of the Act and
Regulation 16(1)(b) of the Listing Regulations; and (ii) as required vide Rule 6 (1) &
(2) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 they have
registered their names in the Independent Directors' Databank maintained by the Indian
Institute of Corporate Affairs.
Based on the declarations received from the Directors, the Board confirms, that the
Independent Directors fulfil the conditions as specified under Schedule V of the Listing
Regulations and are independent of the management.
Statement regarding opinion of the Board with regard to integrity, expertise and
experience (including the proficiency) of the Independent Directors appointed during the
year:
With regard to integrity, expertise and experience (including the proficiency) of the
Independent Directors, the Board of Directors have taken on record the declarations and
confirmations submitted by the Independent Directors and is of the opinion that the
Independent Director is a person of integrity and possesses relevant expertise and
experience and his continued association as Director will be of immense benefit and in the
best interest of the Company. Regarding proficiency of the Independent Directors,
ascertained from the online proficiency self-assessment test conducted by the institute,
as notified under sub-section (1) of section 150 of the Act, the Board of Directors have
taken on record the information submitted by Independent Director that he/she has complied
with the applicable laws.
17. DETAILS WITH RESPECT TO THE PROGRAMME FOR FAMILIARISATION OF INDEPENDENT
DIRECTORS:
The familiarization programme aims to provide Independent Directors with the industry
scenario, the socio-economic environment in which the Company operates, the business
model, the operational and financial performance of the Company, significant developments
so as to enable them to take well informed decisions in a timely manner. The
familiarization program also seeks to update the Directors on the roles, responsibilities,
rights and duties under the Act and other statutes.
18. SEPARATE MEETING OF INDEPENDENT DIRECTORS:
During the year under review, pursuant to Schedule IV of the Companies Act, 2013 and
the Rules made thereunder all the Independent Directors of the Company met once without
the attendance of Non-Independent Directors and Members of the Management.
The Non-Executive Independent Directors of the Company met on 07th November 2023.
During the said meeting, the following points were discussed:
The performance of Non-Independent Directors and the Board as a whole.
The performance of the Chairman of the Company taking into account the views of
Executive Director and Non-Executive Directors.
The quality, quantity and timeliness of flow of information between the Company
management and the Board is necessary for the Board to effectively and reasonably perform
its duties.
All the Non-Executive Independent Directors were present throughout the meeting. They
expressed their satisfaction on the governance process followed by the Company as well as
the information provided to them on a timely basis.
19. PERFORMANCE EVALUATION:
Nomination and Remuneration Committee of the Board has formulated a Performance
Evaluation Framework under which evaluation of the performance of Board as a whole, its
committees and the individual directors was carried out. The Board subsequently evaluated
performance of the Board, the Committees and Independent Directors, without participation
of the concerned Director. The Nomination and Remuneration Committee has approved the
Policy relating to evaluation of every director's performance. Accordingly, evaluation of
all directors was carried out.
20. VIGIL MECHANISM:
The Board of Directors of the Company has pursuant to the provisions of Section 177(9)
of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its
Powers) Rules, 2014 established Vigil Mechanism Policy-Whistle Blower Policy for Directors
and employees of the Company to provide a mechanism which ensures adequate safeguards to
employees and Directors from any victimization on raising of concerns of any violations of
legal or regulatory requirements, incorrect or misrepresentation of any financial
statements and/or reports, etc.
The employees of the Company have the right to report their concern or grievance to the
Chairman of the Audit Committee. The Company is committed to adhere to the highest
standards of ethical, moral and legal conduct of business operations. The Whistle Blower
Policy is hosted on the Company's website at https://cargosol.com/
21. RISK MANAGEMENT POLICY:
Risks are events, situations or circumstances which may lead to negative consequences
on the Company's businesses. Risk management is a structured approach to manage
uncertainty. The Board has adopted a Risk Management Policy for all its business divisions
and corporate functions and the same have embraced in the decision making to ease the risk
involved. Key business risks and their mitigation are considered in day-to-day working of
the Company and also in the annual/strategic business plans and management reviews.
22. REMUNERATION OF DIRECTORS AND EMPLOYEES:
Disclosure comprising particulars with respect to the remuneration of directors and
employees, as required to be disclosed in terms of the provisions of Section 197(12) of
the Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is annexed as Annexure - IV to this Report.
The statement containing names of top ten employees in terms of remuneration drawn and
the particulars of employees as required under Section 197(12) of the Act read with Rule
5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, is annexed as Annexure - IV to this Report.
23. AUDITORS & AUDITORS REPORT:
The matters related to Auditors and their Reports are as under:
i. STATUTORY AUDITORS:
C A S & Co. Chartered Accountants (Firm Reg. No. 111075W) were appointed as
statutory auditors of the Company for 5 years [i.e., from the conclusion of this Annual
General Meeting 'AGM' till the conclusion of the Annual General Meeting to be held in the
FY 2025-26.
The observation of the Statutory Auditors, when read together with the relevant notes
to the accounts and the accounting policies are self-explanatory and does not call for any
further comment.
ii. OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED 31st MARCH
2024:
The auditor's report for the financial year ended 31st March 2024 does not contain any
qualification, reservation or adverse remark and therefore, do not call for any further
explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.
iii. FRAUD REPORTING:
During the year under review, there were no instances of fraud falling within the
purview of Section 143 (12) of the Companies Act, 2013 and rules made thereunder, by
officers or employees reported by the Statutory Auditors of the Company during the course
of the audit conducted.
24. SECRETARIAL AUDITOR:
The Secretarial Auditor, M/s. Jajodia & Associates, Practicing Company Secretary in
practice, (COP No. 19900), has issued Secretarial Audit Report for the Financial Year
2023-24 pursuant to provisions of Section 204 of the Companies Act, 2013, read with
Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, which is annexed as “Annexure
V” and forms part of this Report.
The Secretarial Audit Report does not contain any qualification, reservation, adverse
remarks and disclaimer.
The Company is in compliance with the Secretarial Standards specified by the Institute
of Company Secretaries of India.
25. INTERNAL AUDITORS:
During the financial year under review, M/s. Daya & Associates, Internal Auditors
of the Company, has carried out the Internal Audit and submitted their Report thereon as
per the provisions of Section 138 of Companies Act, 2013.
26. MAINTENANCE OF COST RECORDS:
The provisions pertaining to maintenance of Cost Records as specified by the Central
Government under subsection (1) of section 148 of the Companies Act, 2013, are not
applicable to the Company.
27. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Management Discussi on and Analysis Report for the year under review as required
pursuant to the provisions of Schedule V of the SEBI Regulations forms part of this Annual
Report.
28. ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION:
The particulars as required under the provisions of Section 134(3) (m) of the Companies
Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2015 in respect of
conservation of energy, technology absorption, etc. are as mentioned below: a)
Conservation of Energy:
| Steps taken or impact on conservation of energy Steps taken by the company for
utilizing alternate sources of energy Capital investment on energy conservation
equipment's |
The Company lays great emphasis on saving consumption of energy. Achieving
reductions in energy consumption is an ongoing exercise in the Company. Effective measures
have been taken to minimize the loss of energy, wherever possible. |
b) Technology Absorption:
| Efforts made towards technology absorption Benefits derived like product
improvement, cost reduction, product development or import substitution |
Nil |
| In case of imported technology (imported during the last three years reckoned from
the beginning of the financial year): |
|
| Details of technology imported |
Nil |
| Year of import |
Not Applicable |
| Whether the technology has been fully absorbed |
Not Applicable |
| If not fully absorbed, areas where absorption has not taken place, and the reasons
thereof |
Not Applicable |
| Expenditure incurred on Research and Development |
Nil |
29. DEPOSITS:
The following details of deposits, covered under Chapter V of the act:
(a) Deposits accepted during the year; - Nil
(b) Remained unpaid or unclaimed as at the end of the year; - Nil
(c) Whether there has been any default in repayment of deposits or payment of interest
thereon during the year and if so, number of such cases and the amount involved-
i. At the beginning of the year; - Nil
ii. Maximum during the year; - Nil
iii. At the end of the year; - Nil
(d) The details of deposits which are not in compliance with the requirements of
Chapter. - Nil
30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:
During the year under review there has been no such significant and material orders
passed by the regulators or courts or tribunals impacting the going concern status and
company's operations in future.
31. PREVENTION OF INSIDER TRADING:
The Company has adopted a code of conduct for prevention of insider trading 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 nd 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. All Directors and the designated employees have confirmed
compliance with the Code.
32. CORPORATE SOCIAL RESPONSIBILITY:
During this financial year the provisions of Section 135 of the Companies Act, 2013,
relating to Corporate Social Responsibility (CSR), were not applicable to our company. As
the company did not meet the prescribed thresholds of net worth, turnover, or net profit
as specified under the Act. Consequently, there ' as no requirement to incur any CSR
expenditure during the year.
33. EMPLOYEE REMUNERATION:
During the period under review, the details of employees in receipt of remuneration
pursuant to section 197 read with Rule, 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, are not applicable to the Company as no employee has
drawn any remuneration above the limits specified therein.
34. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:
The Company is committed to provide a safe and conducive work environment to its
employees. During the year under review.
Your Directors further state that during the year under review, there were no cases
filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.
35. GENERAL:
Your Directors state that no disclosure or reporting is required in r^'pect of the
following items as there were no transactions on these items during the year under review:
I. Issue of equity shares with differential rights as to dividend, voting or otherwise.
II. There is no change in the nature of the business of the company.
III. Issue of shares (including sweat equity shares) to employees of the Company under
any scheme.
IV. Neither the Managing Director nor the Whole -time Directors of the Company receive
any remuneration or commission from any of its subsidiaries.
36. GREEN INITIATIVE:
Electronic copies of tl Annual Report 2023-24 and the Notice of the AGM are sent to all
members whose email addresses are registered with the Company / Depositary Participant(s).
37. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016 (31 OF 2016):
During the period under review there are no such application made or no such proceeding
pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).
38. ACKNOWLEDGEMENT:
Your Directors take this opportunity to express their grateful appreciation for the
excellent assistance and co-operation received from all our Clients, Financial
Institutions, Bankers, Business Associates and the Government and other regulatory
authorities and thanks all stakeholders for their valuable sustained support and
encouragement towards the conduct of the proficient operation of the Company. Your
Directors would like to place on record their gratitude to all the employees who have
continued their support during the year.
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FOR CARGOSOL LOGISTICS LIMITED |
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Sd/- |
Sd/- |
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Roshan Rohira |
Samuel Muliyil |
| Date: |
04th September, 2024 |
Managing Director |
Director |
| Place: |
Mumbai |
DIN:01608551 |
DIN:01608626 |
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