Dear Members,
Your Directors have pleasure in presenting their 44rd Annual Report on the
business and operations of the Company, together with the Audited Financial Statements for
the financial year ended March 31, 2024 (the "Report").
1. FINANCIAL PERFORMANCE
The summarized financial results of the Company for the financial year ended March 31,
2024 are presented below:
Rs in lakhs
| Particulars |
Standalone |
|
2023-2024 |
2022-2023 |
| Revenue from Operations |
1.31 |
2.39 |
| Other Income |
0.58 |
13.30 |
| Total Revenue |
1.89 |
15.69 |
| Profit/(Loss) before Interest & depreciation |
(52.55) |
(2.02) |
| Less: Interest |
1.11 |
1.48 |
| Less: Depreciation |
3.28 |
3.11 |
| Profit/(Loss) Before Tax and Exceptional Items |
(56.94) |
(6.61) |
| Add: Exceptional Items_ Sundry Bal W-Back |
- |
- |
| Add: Exceptional Items_ Profit on sale of Fixed Assets |
82.51 |
(561.45) |
| Less: Exceptional Items_ Claims, Settlement and Write Offs |
- |
318.97 |
| Profit/(Loss) Before Tax |
25.57 |
235.87 |
| Add/Less: Current tax |
1.44 |
23.17 |
| Add/Less: Short/(Excess) Provision Of Earlier Year |
3.13 |
3.71 |
| Profit/(Loss) After Tax |
21.00 |
208.99 |
| Other Comprehensive Income |
- |
- |
| Total Comprehensive Income |
21.00 |
208.99 |
Note: The above figures are extracted from the standalone financial statements prepared
in compliance with Indian Accounting Standards (IND AS). The Financial Statements of the
Company complied with all aspects with Indian Accounting Standards (IND AS) notified under
section 133 of the Companies Act, 2013 (the Act) read with the Companies (Indian
Accounting Standards) Rules, 2015, as amended from time to time and other relevant
provisions of the Act.
2. STATE OF COMPANY'S AFFAIRS, BUSINESS OVERVIEW AND FUTURE OUTLOOK
During the year under review, the Company has earned meager revenue from operation of
an amount of Rs.1.31 lakhs against Rs. 2.39 lakhs of the previous year and also earned
other income of Rs.0.58 lakhs against Rs.13.30 lakhs of the previous year
The Company has earned a profit of Rs.21.00 lakhs against the Profit of Rs. 208.99
lakhs of the previous year.
During the year, there were no changes in the nature of business of the Company, the
detailed discussion on Company's overview and future outlook has been given in the section
on 'Management Discussion and Analysis' (MDA).
The Board of Directors in their Board Meeting held on 15th May 2024 have
resolved to change the main line of business of the Company from Gas Industry to Solar
industry.
3. DIVIDEND
The Board of Director do not recommend any dividend for the financial year under
review.
As per Regulation 43A of the SEBI (Listing Obligation and Disclosures Requirements)
Regulations, 2015 (the Listing Regulations), the top 1000 listed Companies shall formulate
a Dividend Distribution Policy. The Company does not come under the category of top 1000
listed Companies based on the market capitalization.
4. TRANSFER TO RESERVES
The Company has not transferred any amount of profit to the reserves during the
financial year under review. Further, the details of movement in Reserve and Surplus is
given in note no. 11 of the Financial Statement.
5. DEPOSITS
During the year, your Company has not accepted any deposits within the meaning of
sections 73 and 76 of the Companies Act, 2013 read with the Companies (Acceptance of
Deposits) Rules, 2014, hence there are no details to disclose as required under Rule 8 (5)
(v) and (vi) of the Companies (Accounts) Rules, 2014.
Further, the Company has not taken loan from its directors as on 31st March,
2024.
6. DETAILS OF SUBSIDIARIES/JOINT VENTURES/ASSOCIATE COMPANIES
During the year under review, no Company has become or ceased to be a Subsidiary/Joint
Venture/ Associate Company of your Company.
7. SHARE CAPITAL
During the year under review, there were no changes in authorized and Paid up Share
Capital of the Company.
The Company has not issued any equity shares with differential rights as to dividend,
voting or otherwise, during the year under review.
The Company has not issued any sweat equity shares to its Directors or employees,
during the period under review.
8. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board, as on March 31, 2024, comprised of 3 (Three) Directors out of which 2 (Two)
are Independent Directors, 1 (one) is Non- Executive Non- Independent Director.
None of the Directors of the Company have been debarred or disqualified from being
appointed or continuing as Director of company by the Securities and Exchange Board of
India (SEBI) and Ministry of Corporate Affairs (MCA) or any such other Statutory
Authority.
a. Appointments and Resignations of Directors and Key Managerial Personnel
During the period under review, following changes have been occurred.
| Name of the Director |
DIN and Designation |
Nature of Change |
Effective Date of change |
| Mr. Rohith Satish Shorewala |
WTD DIN 01650221 |
Cessation |
30.03.2024 |
| Mr. Shyamlal Prasad Shorewala |
Director DIN: 00088077 |
Cessation |
30.03.2024 |
| Mrs. Neelam Satish Shorewala |
Director DIN: 01637681 |
Cessation |
30.03.2024 |
| Mr. Manohar P Shetage |
- |
CFO |
30.03.2024 |
| Ms. Dipanshi Lungariya |
- |
CFO |
15.05.2024 |
| Mr. Akhilesh Ashwini Singhal |
ID DIN: 08479112 |
Cessation |
20.03.2024 |
| Mr. Yash Ratanlal Mardia |
ID DIN: 06735082 |
Cessation |
20.03.2024 |
| Mrs. Yesha Aagam Shah |
ID DIN: 08802522 |
Appointment |
02.03.2024 |
| Mr. Malay Truptesh Desai |
ID DIN: 10082434 |
Appointment |
02.03.2024 |
| Viral Deepak Bhai Ranpura |
NED DIN: 07177208 |
Appointment |
20.01.2024 |
| Padma Tapariya |
Company Secretary |
Appointment |
01.11.2023 |
WTD Whole Time Director, ID Independent Director, NED = Non Executive Director b.
Director Liable to Retire by Rotation:
As all three directors are additional directors of the company, non is yet liable to
retire by rotation. The information as required to be disclosed under Regulation 36 of the
Listing Regulations will be provided in the notice of ensuing Annual General Meeting.
c. Independent Directors:
The Company has received declarations/ confirmations from each Independent Directors
under section 149(7) of the Companies Act, 2013 and regulation 25(8) of the Listing
Regulations confirming that they meet the criteria of independence as laid down in the
Companies Act, 2013 and the Listing Regulations.
The Company has also received requisite declarations from Independent Directors of the
Company as prescribed under rule 6(3) of Companies (Appointment and Qualification of
Directors) Rules, 2014.
All Independent Directors have affirmed compliance to the Code of Conduct for
Independent Directors as prescribed in Schedule IV to the Companies Act, 2013.
In the opinion of the Board, Independent Directors of the Company possess requisite
qualifications, experience and expertise and hold highest standards of integrity.
9. NUMBER OF MEETINGS OF BOARD OF DIRECTORS AND COMMITTEES THEREOF
The Board meets at regular intervals to discuss and decide on Company/business policies
and strategies apart from other Board businesses. The Board/Committee Meetings are
prescheduled and a tentative annual calendar of the Board and Committee Meetings is
circulated to the Directors in advance to facilitate them to plan their schedule and to
ensure meaningful participation in the meetings.
The Board of Directors of your Company met 6 (six) Times during the year to carry the
various matters on following dates:
| Date of the Board Meeting |
Number of Directors eligible to attend |
Number of Directors who attended |
| 30.05.2023 |
5 |
5 |
| 14.08.2023 |
5 |
5 |
| 27.10.2023 |
5 |
5 |
| 20.01.2024 |
5 |
5 |
| 02.03.2024 |
4 |
4 |
| 30.03.2024 |
6 |
6 |
The maximum interval between any two consecutive Board Meetings did not exceed the
period prescribed under the Companies Act, 2013, the Listing Regulation and circular
issued by MCA in this regard.
The Composition of the Committees of the Board and attendance records are as under:
| Name of the Member |
Audit Committee |
Nomination Remuneration Committee |
Stakeholder Relationship Committee |
|
Chairman/Member |
Number of Meetings attended |
Chairman/Member |
Number of Meetings attended |
Chairman/Member |
Number of Meetings attended |
| Y.R.D |
Chairman (up to 02.03.24) |
4/4 |
Member (up to 02.03.24) |
4/4 |
Member (up to 02.03.24) |
2/2 |
| R.S.S. |
Member (up to 30.03.24) |
4/4 |
Member (up to 30.03.24) |
4/4 |
Chairman (up to 02.03.24) |
2/2 |
| A.S |
Member (up to 20.03.24) |
4/4 |
Chairman (up to 02.03.24) |
4/4 |
Member (up to 20.03.24) |
2/2 |
| V.D.R |
Member (w.e.f. 02.03.24) |
0/0 |
Member (w.e.f. 02.03.24) |
0/0 |
Chairman (w. e. f. 02.03.24) |
0/0 |
| Y.A.S |
Chairman (w.e.f. 02.03.24) |
0/0 |
Member (w.e.f. 02.03.24) |
0/0 |
Member (w.e.f. 02.03.24) |
0/0 |
| M.T.D |
Member (w.e.f. 02.03.24) |
0/0 |
Chairman (w.e.f. 02.03.24) |
0/0 |
Member (w.e.f. 02.03.24) |
0/0 |
Further, during the year, there are no such cases where the recommendation of any
Committee of Board, have not been accepted by the Board.
10. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134 (3) (c) of the Companies Act, 2013, the
Directors hereby confirm and state that:
(a) in the preparation of the annual accounts for the financial year ended March
31, 2024, the applicable accounting standards have been followed and that no material
departures have been made from the same;
(b) the Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company at the end of the
financial year and of the profit of the Company for that period;
(c) the Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of this Act for safeguarding
the assets of the Company and for preventing and detecting fraud and other irregularities;
(d) the Directors have prepared the annual accounts on a going concern basis;
(e) the Directors have laid down internal financial controls to be followed by
the Company and that such internal financial controls are adequate and were operating
effectively; and
(f) the Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
11. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION
The Nomination and Remuneration Committee ('NRC') works with the Board to determine the
appropriate characteristics, skills and experience for the Board as a whole as well as for
its individual members with the objective of having a Board with diverse backgrounds and
experience in business, government, education and public service. Characteristics expected
of all Directors include independence, integrity, high personal and professional ethics,
sound business judgement, ability to participate constructively in deliberations and
willingness to exercise authority in a collective manner. The Company has in place a
Policy on appointment & removal of Directors ('Policy').
The salient features of the Policy are:
It acts as a guideline for matters relating to appointment and re-appointment of
Directors.
It contains guidelines for determining qualifications, positive attributes for
Directors and independence of a Director.
It lays down the criteria for Board Membership
It sets out the approach of the Company on board diversity
It lays down the criteria for determining independence of a Director, in case of
appointment of an Independent Director.
The Nomination and Remuneration Policy is posted on website of the Company and may be
viewed at https://www.abcgas.co.in/company-policies/
12. PERFORMANCE EVALUATION OF THE BOARD
The Board evaluation framework has been designed in compliance with the requirements
under the Companies Act, 2013 and the Listing Regulations, and in accordance with the
Guidance Note on Board Evaluation issued by SEBI on January 05, 2017. The Board evaluation
was conducted through questionnaire designed with qualitative parameters and feedback
based on ratings.
The Nomination and Remuneration Committee of the Company has laid down the criteria for
performance evaluation of the Board, its Committees and individual directors including
Independent Directors covering various aspects of the Board's functioning such as adequacy
of the composition of the Board and its Committees, Board culture, execution and
performance of specific duties, obligations and governance.
Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 of the Listing
Regulations, based on the predetermined templates designed as a tool to facilitate
evaluation process, the Board has carried out the annual performance evaluation of its own
performance, the Individual Directors including Independent Directors and its Committees
on parameters such as level of engagement and contribution, independence of judgment,
safeguarding the interest of the Company and its minority shareholders etc.
13. CORPORATE SOCIAL RESPONSIBILITY(CSR)
Your company does not fall in the ambit of limit as specified in Section 135 of the
Companies Act, 2013 read with Rule framed there under in respect of Corporate Social
Responsibility. However, the directors of the Company, in their personnel capacity, are
engaged in philanthropy activities and participating for cause of upliftment of the
society.
14. MANAGEMENT DISCUSSION & ANALYSIS REPORT
The Management Discussion and Analysis Report for the year under review as stipulated
under Regulation 34(2)(e) of the Listing Regulations is presented in a separate section
and forming part of this Report.
15. CORPORATE GOVERNANCE
As your Company's Paid-up Equity Share Capital and Net Worth does not exceed Rs.10
Crores and Rs.25 Crores respectively, Corporate Governance provision as specified in
regulations 17, 17A,18, 19, 20, 21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) and
(t)of sub-regulation (2) of regulation 46 and para-C, D and E of Schedule V shall not
apply to the Company.
16. VIGIL MECHANISM/ WHISTLE BLOWER POLICY
Your Company has in place Whistle Blower Policy ("the Policy"), to provide a
formal mechanism to its directors and employees for communicating instances of breach of
any statute, actual or suspected fraud on the accounting policies and procedures adopted
for any area or item, acts resulting in financial loss or loss of reputation, leakage of
information in the nature of Unpublished Price Sensitive Information (UPSI), misuse of
office, suspected/actual fraud and criminal offences. The Policy provides for a mechanism
to report such concerns to the Chairman of the Audit Committee through specified channels.
The frame work of the Policy strives to foster responsible and secure whistle blowing. In
terms of the Policy of the Company, no employee including directors of the Company has
been denied access to the chairman of Audit Committee of the Board. During the year under
review, no concern from any whistle blower has been received by the Company. The whistle
blower policy is available at the link https://www.abcgas.co.in/company-policies/
17. STATEMENT ON RISK MANAGEMENT POLICY
Risk assessment and management are critical to ensure long-term sustainability of the
business. The Company, has in place, a strong risk management framework with regular
appraisal by the top management. The Board of Directors reviews the Company's business
risks and formulates strategies to mitigate those risks. The Senior Management team, led
by the Whole Time Director, is responsible to proactively manage risks with appropriate
mitigation measures and implementation thereof.
18. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Pursuant to provision of Section 186 of the Companies Act, 2013, the Company has not
made investment or given any loan to any person or body corporate or not given any
guarantees or provided security in connection with a loan to any other body corporate or
person.
19. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
The particulars of contract or arrangements or transactions entered into by the Company
with related parties, which falls under the provisions of sub-section' (1) of section 188
of the Companies Act, 2013, though that transactions are on arm s length basis, forms part
of this report in Form No. AOC-2 is annexed as an Annexure-1 to this report.
During the year, the Company had not entered into any contract/arrangement/transaction
with related parties which could be considered material in accordance with provision of
listing regulations and the policy of the Company on materiality of related party
transactions.
The statement showing the disclosure of transactions with related parties in compliance
with applicable provision of IND AS, the details of the same are provided in note no. 27
of the Standalone Financial Statement. All related party transactions were placed before
the Audit Committee and the Board for approval.
The Policy on materiality of related party transactions and dealing with related party
transactions as approved by the Board is available at the link:
https://www.abcgas.co.in/company-policies/
20. INTERNAL FINANCIAL CONTROL SYSTEM
The Company has in place adequate standards, processes and structures to implement
internal financial controls with reference to financial statements. Internal control
systems comprising of policies and procedures are designed to ensure sound management of
your Company's operations, safekeeping of its assets, optimal utilizations of resources,
reliability of its financial information and compliance.
Systems and procedures are periodically reviewed to keep pace with the growing size and
complexity of your company's operation.
21. LISTING REGULATIONS, 2015
The Equity Shares of the Company are listed on BSE Limited (BSE). The Company has paid
its Annual Listing Fees to the stock exchanges for the Financial Year 2023-24.
The Company has formulated following Policies as required under the Listing
Regulations, the details of which are as under:
1. "Documents Preservation & Archival Policy" as per Regulation 9
and Regulation 30 which may be viewed at https://www.abcgas.co.in/company-policies/
2. "Policy for determining Materiality of events/information" as per
Regulation 30 which may be viewed at https://www.abcgas.co.in/company-policies/
22. AUDITORS
(a) Statutory Auditor
M/s. Jhunjhunwala Jain & Associates LLP, Chartered Accountants, were appointed as
Statutory Auditors of the Company for a period of 5 years from the conclusion of 40th
Annual General Meeting till the conclusion of the 45th Annual General Meeting
of the Company. Your Company has received necessary confirmation from them stating that
they satisfy the criteria provided under section 141 of the Companies Act, 2013.
The report of the Statutory Auditor forms part of the Annual Report. The said report
does not contain any qualification, reservation, adverse remark or disclaimer except
mentioned below:
a) The company is holding inventory of Products made of metals since long having
carrying amount of Rs.27.38 Lakhs as on balance sheet date and no major movement in
inventory were there during the year under consideration. We are unable to verify the
market value of the said inventory. However, as per the management these products
are marketable and the market value of the same is higher than the carrying amount as
on the balance sheet date.
Comment by the Board:
The management has tried its best efforts to sell these items at market value during
the year 2023 24. After closure of the financial year 2023 24, the same have been sold out
at the best possible reliazable value.
b) The company had sold immovable Property amounting to Rs.98.26 Lakhs which was
held as investments to one of the directors without obtaining prior approval of
shareholders, audit committee etc. as required under section 188 of the Companies act,
2013 and SEBI (LODR) Regulation 23.
Comment by the Board:
The Management of the Company assures the good compliance. The subject assets were held
as Investment in the books of accounts of the Company. Pursuant to provisions of Companies
Act 2013, Sale of Investments does not require any approval of members of the Company. The
Board has obtained approval from the Board of Directors in their Board Meeting and have
also obtained prior approval in the audit committee of the Board.
c) The Company have not appointed Internal Auditor as required under Section 138 of
the Companies Act, 2013.
Comment by the Board:
The company has appointed M/s. A H Mandaliya & Associates, Chartered Accountants
(FRN- 1467205W) as an Internal Auditors w. e. f. 20th January, 2024. The
outcome of Board Meeting was given to BSE Limited on the same date.
d) The company had not appointed managing director or Chief Executive Officer or
manager or a whole-time director from March 30, 2024 onwards as required under section 203
of the Companies act, 2013.
Comment by the Board:
Since the Whole Time Director of the Company resigned on 30.03.2024, the Board of
Directors were looking to appoint proper candidate for the post of Whole Time Director.
After the closure of the year, the Board of Directors have appointed. Mr. Nikhil Savaliya
as the Professional Executive Director of the Company w. e. f. 02nd September
2024. e) The company had not appointed Company Secretary from April 1, 2023 to
October 31, 2023 as required under section 203 of the Companies act, 2013.
Comment by the Board:
During the said period company was finding the suitable candidate which matches the
work portfolio of the company. The Board appointed Ms. Padma Tapariya as the Company
Secretary and Compliance officer of the Company w. e. f. 01.11.2023.
f) The company had not appointed Chief Financial Officer from March 30, 2024 onwards
as required under section 203 of the Companies Act, 2013
Comment by the Board:
The former Financial officer of the Company Mr. Manohar resigned as Chief Financial
officer of the Company w. e. f. 30.03.2024. The Board of Directors appointed Ms. Dipanshi
Lunagariya, Chartered Accountant as the Chief Financial Officer of the Company w. e. f
15.05.2024
g) The company have not published its notices/advertisements in newspaper as
required by SEBI (LODR) Regulation 47.
Comment by the Board:-
The Board always ensures to publish the advertisement of notices and financial results
from time to time. It was inadvertently missed out to publish the advertisement couple of
times. The Board assure to remain compliant from now onwards in this regard.
(b) Secretarial Auditor
Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had
appointed Ms. Bhumika Ranpura, Practicing Company Secretaries, as the Secretarial Auditors
of the Company to undertake Secretarial Audit for the financial year ended March 31, 2024.
The Secretarial Audit Report for the financial year ended March 31, 2024 is annexed
herewith and marked as 'Annexure-2' to this Report.
SECRETARIAL AUDITOR'S OBSERVATIONS & COMMENTS FROM BOARD:
(a) The Company has not appointed Internal Auditor as required
under section 138 of the Companies Act, 2013
Comment by the Board:
The company has appointed M/s. A H Mandaliya & Associates, Chartered Accountants
(FRN- 1467205W) as an Internal Auditors w. e. f. 20th January, 2024. The
outcome of Board Meeting was given to BSE Limited on the same date.
23. REPORTING OF FRAUDS BY AUDITORS
During the year under review, the Auditors of the Company have not reported to the
Audit Committee, under section 143(12) of the Companies Act, 2013, any instances of fraud
committed against the Company by its Officers or Employees, the details of which would
need to be mentioned in the Board's Report.
24. MATERIAL CHANGES AND COMMITMENTS
There were no material changes and commitments, affecting the financial position of the
Company, which has occurred between the end of the financial year of the Company, i.e.
March 31, 2024 till the date of this Directors' Report. However, the Board of Directors of
the Company have approved and proposed the following for approval of the members in this
Annual General Meeting
- Change main line of business of the Company
- Change in Name of the Company
- Change of Registered office of the Company from the state of Maharashtra to
the State of Gujarat.
25. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
There were no other significant and material orders passed by the regulators/ courts/
tribunals, which may impact the going concern status and the Company's operations in
future.
26. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
(a) The ratio of the remuneration of each Director to the median employee's
remuneration and other details in terms of sub-section 12 of Section 197 of the
Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, are as under:
1. the Ratio of the Remuneration of each Director to the median employee's
remuneration, the percentage increase in remuneration of each director, Chief Financial
Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial
year.
During the year 2023-24, the Company has not paid remuneration in excess of the
prescribed limits under the provisions of Companies Act 2013 and rules framed thereunder.
2. The percentage increase in the median remuneration of employees in the
financial year and number of permanent employees on the rolls of the Company
| Median remuneration of all the employees of the Company for the Financial Year
2023-24 |
2.15 Lakhs |
| Percentage increase in the median remuneration of the employees in the Financial
year 2023-24 |
Nil |
| Number of permanent employees on the rolls of the Company as on 31st
March 2024 |
4 |
3. Average percentile increase made in the salaries of employees other than the
managerial personnel in the last financial year and its comparison with the percentile
increase in the managerial remuneration and justification thereof:
The Company has not paid any managerial remuneration and only paid salary to Company
Secretary of the Company, therefore average percentile increase could not be provided.
4. Affirmation that the remuneration is as per the remuneration policy of the
Company: The Remuneration is paid as per the remuneration policy of the Company.
(b) In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and
5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
a statement showing the names and other particulars of the employees drawing remuneration
in excess of the limits set out in the said rules is provided in a separate annexure
forming part of this Report. Having regard to the provisions of the first proviso to
Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being
sent to the Members of the Company. In terms of Section 136, the said annexure is open for
inspection by the members through electronic mode. Any member interested in obtaining such
information may address their email to cs@abcgas.co.in.
27. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The disclosures to be made under Section 134 (3) (m) of the Companies Act, 2013 read
with Rule 8 (3) of the Companies (Accounts) Rules, 2014 by the Company are as under:
(A) Conservation of Energy
(i) The steps taken or impact on conservation of energy:
Though business operation of the Company is not energy-intensive, the Company, being a
responsible corporate citizen, makes conscious efforts to reduce its energy consumption.
Some of the measures undertaken by the Company on a continuous basis, including during the
year, are listed below:
a) Use of LED Lights at office spaces.
b) Rationalization of usage of electricity and electrical equipment air conditioning
system, office illumination, beverage dispensers, desktops.
c) Regular monitoring of temperature inside the buildings and controlling the air?
conditioning system.
d) Planned Preventive Maintenance schedule put in place for electromechanical
equipment.
e) Usage of energy efficient illumination fixtures.
(ii) Steps taken by the Company for utilizing alternate source of energy.
The business operations of the Company are not energy-intensive, hence apart from steps
mentioned above no other steps taken.
(iii) The capital investment on energy conservation equipment:
There is no capital investment on energy conservation equipment during the year under
review.
(B) Technology Absorption
The IT team of the Company evaluate technology developments on a continuous basis and
keep the organization updated. The Company has been benefited immensely by usage of
Indigenous Technology for business operation of the Company. The Company has not imported
any technology during last three years from the beginning of the financial year. The
Company has not incurred any expenditure on Research and Development during the year under
review.
(C) Foreign Exchange Earnings and Outgo
The foreign exchange earnings and outgo, during the year, is as under:
Foreign Exchange Earnings
(Rs. in Lakhs)
| Particulars |
2023-24 |
2022-23 |
| 1. N.A. |
- |
- |
Foreign Exchange Outgo
(Rs. In Lakhs)
| Particulars |
2023-24 |
2022-23 |
| 1. N.A. |
- |
- |
28. ANNUAL RETURN
Pursuant to sub-section 3(a) of Section 134 and sub-section (3) of Section 92 of the
Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration)
Rules, 2014, the copy of Annual Return of the Company as on March 31, 2024 is available on
the Company's website and can be accessed at https://www.abcgas.co.in/
29. SECRETARIAL STANDARD OF ICSI
The Company has complied with the Secretarial Standards on Meeting of the Board of
Directors (SS-1) and General Meetings (SS-2) specified by the Institute of Company
Secretaries of India (ICSI).
30. MAINTENANCE OF COST RECORDS
Maintenance of cost records as prescribed by the Central Government under sub-section
(1) of Section 148 of the Companies Act 2013 is not applicable to the Company.
31. PREVENTION OF SEXUAL HARASSMENT
Your Company is fully committed to uphold and maintain the dignity of women working in
the Company and has zero tolerance towards any actions which may fall under the ambit of
sexual harassment at workplace. Since, the Company has less than Ten Employees
constitution of Internal Complaints Committee under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 is not applicable. Further,
during the year the Company has not received any case related to sexual harassment.
The policy framed pursuant to the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 read with Rules framed thereunder may be viewed at
https://www.abcgas.co.in/company-policies/
32. GENERAL DISCLOSURES
Your Directors state that no disclosure or reporting is required in respect of the
following matters as there were no transactions on these matters during the year under
review:
? Neither the Managing Director nor the Whole-time Directors of the Company
receive any remuneration or commission from any of its subsidiaries.
? Issue of debentures/bonds/warrants/any other convertible securities.
? Issue of shares under ESOP scheme
? Scheme of provision of money for the purchase of its own shares by employees
or by trustees for the benefit of employees.
? Instance of one-time settlement with any Bank or Financial Institution.
? Application or proceedings under the Insolvency and Bankruptcy Code, 2016
33. ACKNOWLEDGEMENTS
Your Directors take the opportunity to express our deep sense of gratitude to all
users, vendors, government and non-governmental agencies and bankers for their continued
support in Company's growth and look forward to their continued support in the future.
Your Directors would also like to express their gratitude to the shareholders for
reposing unstinted trust and confidence in the management of the Company.
| By order of the Board of Directors |
Date: 03.09.2024 |
| For, ABC Gas (International) Limited |
Place: Mumbai |
| Sd/- |
|
| Viral Ranpura |
|
| Director |
|
| DIN: 07177208 |
|
|