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Directors Report of Sanghvi Movers Ltd.
Mar 31, 2025
|
Financial Results |
Standalone |
Consolidated |
|
|
2024-25 |
2023-24 |
2024-25 |
|
|
Total Income |
58,765 |
62,665 |
82,286 |
|
Total Expenditure |
25,536 |
21,857 |
45,176 |
|
Profit before Interest and Depreciation |
33,230 |
40,808 |
37,110 |
|
Interest |
2,588 |
2,495 |
2,588 |
|
Depreciation |
12,848 |
13,184 |
12,851 |
|
Profit Before Tax |
17,794 |
25,129 |
21,672 |
|
Provision for Taxation |
5,032 |
6,418 |
6,020 |
|
Profit after Tax |
12,762 |
18,711 |
15,652 |
|
Surplus brought forward from last year |
54,573 |
38,459 |
- |
|
Profit available for Appropriation |
67,335 |
57,170 |
- |
|
Appropriations: |
|||
|
Transfer to General Reserves |
0 |
0 |
- |
|
Dividend |
1,732 |
2,597 |
- |
|
Tax on Dividend |
0 |
0 |
- |
|
Surplus carried forward to Balance Sheet |
65,603 |
54,573 |
- |
The Board of Directors are pleased to present the Thirty-Sixth
Annual Report on the business and operations of the Company,
along with the Audited Financial Statements for the financial year
ended 31st March 2025.
Sanghvi Movers Limited is the leading crane rental company in
India, Asia and ranks as the Fifth largest globally. The Company
holds a dominant position in the domestic crane rental industry,
with an estimated market share of 40-45% overall and 60-65% in
the high-capacity crane segment exceeding 400 MT. With a strong
footprint in the infrastructure, energy and construction sectors,
the Company provides comprehensive crane rental solutions,
including crawler cranes and other specialized lifting equipments.
Its diversified fleet comprises cranes with lifting capacities
ranging from 40 MT to 1600 MT, catering to varied applications
such as industrial construction, power project installations, wind
turbine erection, and maintenance operations.
Sanghvi Movers has successfully executed several marquee
projects across India, including airports, metro rail projects,
bridges, and power plants. The Company has also provided crane
services for offshore operations, including oil and gas facilities and
wind energy installations. Committed to operational excellence,
the Company maintains a modern, well-serviced fleet in line with
global safety norms, supported by a team of trained operators
Financial Results
Business Review
This is the first year of presenting consolidated financial
statements and hence the financial performance for the year is
not comparable with the previous year. The key highlights of the
consolidated financial performance are as follows:
and technicians. In addition, it continues to expand its value
proposition by offering customized lifting solutions that help
clients optimize project timelines, reduce equipment downtime,
and achieve cost efficiencies. The Board and Management
of the Company remain committed to the maintenance of a
technologically modernized, safety-compliant and operationally
efficient crane fleet. This is supported by a qualified team of
operators, engineers, and technical experts to ensure high service
reliability and adherence to global best practices. Further, as part
of its strategic direction, the Company continues to enhance
its value-added offerings by providing tailored lifting solutions
aimed at optimizing project execution timelines, minimizing
equipment idle time, and reducing total project costs for clients.
Over the last two years, the Company has embarked on a
transformational growth trajectory, marked by the formation
of new wholly owned subsidiary companies and incorporation
of an overseas subsidiary and diversification into new business
verticals. These initiatives have substantially expanded the
Company''s operational scale, geographical presence and strategic
complexity. With the above brief synopsis, your Directors are
pleased to present the financial performance of the Company, for
the year ended 31 March 2025:
Revenue:
The Company recorded total revenue of Rs. 82,286 Lakhs during
the financial year under review, reflecting its continued ability to
maintain market leadership and execute operations efficiently.
EBITDA:
Earnings Before Interest, Tax, Depreciation and Amortisation
(EBITDA) stood at Rs. 37,111 Lakhs
Cash generated from operations:
Net cash generated from operations amounted to Rs. 28,502
Lakhs, underscoring the strength of the Company''s core
operations and effective working capital management.
PAT:
The Profit After Tax for the financial year was Rs. 15,652 Lakhs,
representing the Company''s consistent focus on profitability and
prudent financial management.
Earnings per share:
During the Financial Year 2024-25, the Earnings per share was
Rs. 18.08 calculated in accordance with the applicable Indian
Accounting Standards (Ind AS).
Capital Expenditure:
The Company incurred capital expenditure of Rs.23,500 Lakhs
during the year towards purchase of cranes and other fixed assets.
Capacity Utilisation:
During the Financial Year 2024-25, the average capacity
utilisation stood at 73%, reflecting optimal asset utilisation and
healthy demand.
Dividend
The Board has recommended Dividend Rs. 2/- per Equity Share
i.e. @ 200% on Equity Shares for the year ended 31 March 2025.
The Dividend @ Rs. 2/- per Equity Share will be paid to eligible
Members, after the approval by the Members at the forthcoming
Annual General Meeting. The total cash outflow on account
of dividend payments will be Rs. 1,732 Lakhs. The dividend
recommended is in accordance with the Dividend Distribution
Policy of the Company, which is available on the website of the
Company at https://www.sanehvicranes.com/wp-content/
uploads/2021/09/Dividend-Distrubution-Policy -27-May-2021.
pdf.
Share Capital
The paid-up equity capital as on 31 March 2025 was Rs.
8,65,76,000/- During the period under review, the Company has
not issued shares with differential voting rights nor granted stock
options nor sweat equity.
During the year under review, the equity shares of the Company
were sub-divided from a face value of Rs. 2/- per share to Rs. 1/-
per share, pursuant to the approval of the members at Thirty-
fifth Annual General Meeting held on 03 September 2024 and in
accordance with the applicable provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
The Record Date for the sub-division was fixed as 27 September
2024 and the sub-divided shares were credited to the respective
demat accounts of the shareholders within the prescribed
timelines. Post sub-division, the paid-up share capital of the
Company remains unchanged at Rs. 8,65,76,000/-. The sub¬
division was undertaken with the objective of enhancing liquidity
and broad basing the retail shareholding in the Company.
Finance
During the year under review, the Company secured financial
facilities from Saraswat Bank, HDFC Bank, ICICI Bank, IDFC First
Bank, Kotak Mahindra Bank, and IndusInd Bank. The overall cost
of borrowings was strategically optimised through active treasury
management and continuous engagement with lending partners
to secure competitive financing terms. Total Secured Long Term
Loan outstanding as of 31 March 2025 were Rs. 37,626 Lakhs (as
on 31 March 2024 Rs. 28,695 Lakhs). The Company is regular in its
repayment obligation with its banks.
Credit Rating
During the year, the following credit ratings were assigned to
the Company:
''ICRA A Plus'' as credit rating for long term loans and ''ICRA A1'' as
credit rating for short term loans/borrowings. The outlook on the
long-term rating is stable.
Particulars of Loans, Guarantees or Investments
The Company has not given any loans or guarantees covered
under the provisions of Section 186 of the Companies Act, 2013.
The details of the investments made by Company are given in the
notes to the financial statements.
Deposits
During the year under review, the Company has not accepted
any deposit within the meaning of Sections 73 and 74 of the
Companies Act, 2013 read with the Companies (Acceptance of
Deposits) Rules, 2014 (including any statutory modification(s)
or re-enactment(s) thereof for the time being in force). As of 31
March 2025 there are nil deposits outstanding.
Conservation of Energy and Technology
Absorption
The Company does not own any manufacturing facility and hence
our processes are not energy intensive. Hence particulars relating
to conservation of energy and technology absorption pursuant
to provisions of Section 134 (3) (m) of the Companies Act, 2013
read with Rule 8 of the Companies (Accounts) Rules, 2014 are
not applicable.
Domestic Subsidiaries:
|
Subsidiary Name |
Date of Incorporation |
Key Focus Area |
|
Sangreen Future Renewables |
28 June 2024 |
Sangreen Future Renewables Private Limited is in the business of providing |
|
Sangreen Logistics Private Limited |
03 July 2024 |
Sangreen Logistics Private Limited will provide end to end logistic solutions |
|
Samo Renewables Private Limited |
12 April 2024 |
Samo Renewables Private Limited is in the business of providing full-fledged |
|
Overseas Subsidiary: |
||
|
Subsidiary Name |
Date of Incorporation |
Key Focus Area |
|
Sanghvi Movers Middle |
17 December 2024 |
Sanghvi Movers Middle East Limited will carry on Construction equipment |
Foreign Exchange Earnings and Out-Go
During the year under review, there were no foreign exchange
earnings and the foreign exchange outgo amounted to
Rs. 155.026 Lakhs.
Accounts
The accounts read with the notes thereon are self-explanatory
and hence do not call for any explanatory statement.
Insurance
The assets of the Company including buildings, sheds, machinery,
cranes, etc. are adequately insured.
Particulars of Contracts or Arrangements with
Related Parties
All related party transactions which were entered into during the
financial year were on an arm''s length basis and in the ordinary
course of business. There are no materially significant related
party transactions made by the Company with Promoters,
Directors, Key Managerial Personnel or other designated persons
which may have a potential conflict with the interest of the
Company at large.
The statement that the transactions are at arm''s length and in
the ordinary course of business is supported by a Certificate from
the Managing Director. All Related Party Transactions are placed
before the Audit Committee for their approval and to the Board,
as and when required.
The policy on Related Party Transactions is uploaded on the
Company''s website, i.e. https://www.sanghvicranes.com/wp-
content/uploads/2022/03/Related-Party-Transactions-Policy-
English.pdf.
Material Changes and Commitments Affecting
The Financial Position of The Company Which
Have Occurred Between 31 March 2025 and 20
May 2025 (Date Of The Report)
There were no material changes and commitments affecting the
financial position of the Company between the end of financial
year (31 March 2025) and the date of the Report (20 May 2025).
There have been no material changes and commitments affecting
the financial position of the Company, which have occurred
between the end of the financial year of the Company to which
the financial statements relate and the date of this report.
Internal Control Systems and Their Adequacy
The Company has in place an adequate internal control system
commensurate with the size and nature of its operations. These
controls are designed to ensure efficient and effective utilisation
of resources, safeguard of assets against unauthorised use or
disposition, proper authorisation and recording of transactions,
and the reliability of financial and operational information for
maintaining accountability.
The internal control framework is supported by a comprehensive
programme of internal audits, periodic management reviews and
well-documented policies, procedures, and guidelines. Based on
the review conducted by the management and internal auditors,
the Board is of the opinion that the internal financial controls of
the Company were adequate and operating effectively during
the financial year 2024-25. These controls provided reasonable
assurance regarding the orderly and efficient conduct of
business, adherence to Company policies, safeguarding of assets,
prevention and detection of fraud and errors, accuracy and
completeness of accounting records, and timely preparation of
reliable financial disclosures.
Auditors
Statutory Auditors: Pursuant to provisions of Section 139 of the
Act, the members at the annual general meeting of the Company
held on 13 August 2022 appointed M/s. MSKA & Associates,
Chartered Accountants (Firm Registration No. 105047W) as
statutory auditors of the Company from the conclusion of 32nd
annual general meeting till the conclusion of 37th annual general
meeting, covering one term of five consecutive years. The
statutory auditors have confirmed that they are not disqualified
from continuing as auditors of the Company.
The statutory audit report for the year 2024-25 does not contain
any qualification, reservation or adverse remark or disclaimer
made by statutory auditor.
Secretarial Audit: Pursuant to the provisions of Section 204 of
the Companies Act, 2013 and the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 and
amendments and modifications thereof, the Board of Directors
of the Company has appointed M/s. Kanj & Co L.L.P., Practising
Company Secretaries, to undertake the Secretarial Audit of the
Company. The Report of the Secretarial Audit forms part of the
Annual Report.
Strategic Expansion Through New Wholly
Owned Subsidiaries
As part of our forward-looking strategy to scale efficiently and
expand with focus, your Company has incorporated new wholly
owned subsidiary Companies during FY 2024-25. These entities
will serve as specialized growth engines, enabling sharper
execution across targeted business domains.
This corporate realignment reflects our ongoing commitment
to segment-led governance, value unlocking and future-ready
business structuring. These subsidiaries are poised to operate
as agile units with deep sectoral focus, complementing our core
strengths while paving the way for new revenue streams and
strategic partnerships. Each subsidiary brings with it the agility
and specialization to address distinct business needs while staying
aligned with the parent company''s overarching vision.
A statement containing the salient features of the financial
statements of these subsidiaries, as required under Section
129(3) of the Companies Act, 2013, in the prescribed Form AOC-
1 part of the Annual Report. In accordance with the Regulation
16 of SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015, Sangreen Future Renewables Private Limited
is a material non listed subsidiary company as on 31 March 2025.
The Company has formulated a policy for determining ''material''
subsidiaries and such policy is hosted on the Company''s website
i.e. www.sanehvicranes.com.
Directors
Changes in Directors
During the Financial Year 2024-25, up to the date of this Report,
the following changes occurred in the composition of the Board
of Directors and Key Managerial Personnel of the Company:
Appointments / Re-appointments:
(As approved by the members through Postal Ballot from time
to time)
⢠Mr. Tushar Mehendale was appointed as an Independent
Director of the Company for a period of five years with effect
from 16 May 2025.
⢠Mrs. Madhu Dubhashi was re-appointed as an Independent
Director for a second term of five years with effect from 07
August 2024.
⢠Mr. Deepak Thombre was appointed as an Independent
Director of the Company a period of five year with effect from
05 December 2024.
⢠Mr. Amitabha Mukhopadhyay was appointed as an
Independent Director of the Company a period of five year
with effect from 05 December 2024.
⢠Mr. Ishwar Chand Mangal was appointed as an Independent
Director of the Company a period of five year with effect from
21 March 2024.
Cessations:
⢠On 31 March 2024, Mr. S. Padmanabhan, Mr. Dara Damania,
Mr. P. R. Rathi and Mr. Dinesh H. Munot - Independent
Directors of the Company, completed their second term as
Independent Directors of the Company.
⢠Mr. Sham D. Kajale resigned from the post of Joint Managing
Director and Director of the Company with effect from 19 April
2024. Mr. Sham D. Kajale continued to work as Chief Financial
Officer of the Company.
⢠Ms. Bhumika Batra Independent Director resigned with effect
from 30 July 2024, due to personal commitments.
⢠Mr. Madhukar Kotwal Independent Director resigned with
effect from 14 November 2024, due to personal reasons.
The Board expresses its sincere appreciation for the valuable
contributions made by them during their tenure with the Company.
Retirement by Rotation:
⢠In accordance with Section 152(6) of the Companies Act, 2013,
Mrs. Maithili R. Sanghvi Non Executive Non Independent
Director, is liable to retire by rotation and being eligible,
offers herself for re-appointment at the ensuing Annual
General Meeting.
Change in Key Managerial Personnel (KMP):
⢠Mr. Gaurang Desai was appointed as CEO with effect from 20
May 2025, in accordance with the provisions of Section 203 of
the Companies Act, 2013.
The details of Director retiring by rotation, as required under
Regulation 36(3) of the SEBI (LODR) Regulations, 2015, are
provided in the Notice of the ensuing Annual General Meeting.
Declaration of Independence
The Company has received declarations from all the Independent
Directors of the Company confirming that they meet with the
criteria of independence as prescribed under sub section (6) of
Section 149 of the Companies Act, 2013 and under Regulation
16 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended from time to time. As per the
requirements of Rule 8(5) (iiia) of Companies (Accounts) Rules,
2014, in the opinion of the Board, all the Independent Directors
of the Company possess the integrity, expertise and experience
including the proficiency required to be Independent Directors to
effectively discharge their roles and responsibilities in directing
and guiding the affairs of the Company.
Number of Meetings of the Board
A calendar of meetings is prepared and circulated in advance
to the Directors. During the year five Board Meetings were
convened and held, the details of which are given in the Corporate
Governance Report. The intervening gap between the meetings
was within the period prescribed under the Companies Act, 2013.
Audit Committee
The details pertaining to the composition, terms of reference and
other details of the Audit Committee of the Board of Directors of
your Company and the meetings thereof held during the financial
year are given in the Report on Corporate Governance section
forming part of this Annual Report. The recommendations of the
Audit Committee were accepted by the Board of Directors of your
Company from time to time during the year under report.
Risk Management Committee
Pursuant to Section 134 (3) (n) of the Companies Act, 2013 and
Regulation 21 of the SEBI (Listing Obligation and Disclosure
Requirements) Regulation 2015, the Company has constituted
a Risk Management Committee. The Company has a Risk
Management framework to identify, evaluate business risks
and opportunities. This framework seeks to minimize adverse
impact on the business objectives and enhance the Company''s
competitive advantage.
The Board of Directors of the Company has framed Risk
Management Policy to identify, evaluate business risks and
opportunities. SEBI, vide notification dated 05 May 2021 has
amended SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015. According to the amended listed regulations,
top 1,000 listed companies based on Market Capitalisation
are required to approve Risk Management Policy. The Risk
Management Policy has been uploaded on the website of the
Company at https://www.sanehvicranes.com/policies.
Nomination & Remuneration Committee
In accordance with the provisions of Section 178 of the Companies
Act, 2013 and Regulation 19 of the SEBI (Listing Obligation and
Disclosure Requirements) Regulations, 2015, the Board has
constituted Nomination & Remuneration Committee.
The Nomination & Remuneration Committee of the Board of
Directors of Sanghvi Movers Limited consists of five members
and all of them are Independent Directors. The Board of Directors
of the Company has framed Remuneration Policy for selection
and appointment of Directors, Senior Management and their
remuneration. The Remuneration Policy has been uploaded on
the website of the Company at https://www.sanghvicranes.com/
policies.
Pursuant to the requirements of Section 178 of the Companies
Act, 2013 and Company Amendment Act 2017, the salient
features of the Remuneration Policy of Sanghvi Movers Limited
are as follows:
a. To formulate criteria for evaluation of Independent Directors
and the Board;
b. To devise a policy on Board diversity;
c. To identifying persons who are qualified to become
Directors and who may be appointed in Senior Management
in accordance with the criteria laid down and recommend to
the Board their appointment and removal;
d. To evaluate the Whole-Time Director''s performance in the
light of established goals and objectives;
e. To review and recommend the compensation for Whole¬
Time Directors to the Board;
f. To review and overseeing Company''s employee
benefit programs;
g. To carry an annual evaluation on its performance, using the
established procedures;
h. To advise management on employee hiring, training,
development, deployment and motivation and internal
communication and culture building.
Familiarisation Programmes for Independent
Directors
According to the provisions of Regulation 25 (7) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company has framed various programmes to familiarize
the Independent Directors with the Company, their roles, rights,
responsibilities in the Company, nature of the industry in which
the Company operates, business model of the Company etc. The
details of such programmes have been disclosed on the Company''s
website at the following link: https://www.sanghvicranes.com/
policies.
Vigil Mechanism & Whistle Blower Policy
In compliance with the provisions of the Companies Act, 2013
and Regulation 22 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company has implemented
a Vigil Mechanism and Whistle Blower Policy. This mechanism
provides a structured channel for Directors, employees and other
stakeholders to report genuine concerns related to unethical
conduct, suspected fraud, or violations of the Company''s Code
of Conduct. The policy ensures that individuals can raise such
concerns without fear of retaliation to the Audit Committee for
reporting serious matters. The Audit Committee periodically
reviews the effectiveness and implementation of the mechanism
to ensure transparency and accountability.
During the financial year under review, no complaints were
received under the Vigil Mechanism.
The Vigil Mechanism and Whistle Blower Policy has been uploaded
on the website of the Company at https://www.sanghvicranes.
com/policies.
Policy on Succession Planning
The Company has a formal Policy on Succession planning, duly
approved by the Board of Directors of the Company. The objective
of this Policy is to ensure the orderly identification and selection
of new Directors or Senior Management in the event of any
vacancy, whether such vacancy exists by reason of an anticipated
retirement, an un-anticipated departure or otherwise.
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 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. All Board Directors
and the designated employees have confirmed compliance with
the Code.
|
No. |
Name of the Policy |
|
26 |
Preferential Procurement Policy https://www.sanghvicranes.com/wp-content/uploads/2023/03/Preferential-Procurement-Policy.pdf |
|
27 |
Prohibition of Child and Forced Labour Policy |
|
28 |
Responsible Advocacy Policy https://www.sanghvicranes.com/wp-content/uploads/2023/03/Responsible-Advocacy-Policy.pdf |
|
29 |
Stakeholders Engagement Policy https://www.sanehvicranes.com/wp-content/uploads/2023/03/Stakeholders-Eneaeement-Policv.pdf |
|
30 |
Sustainability Policy https://www.sanghvicranes.com/wp-content/uploads/2023/03/Sustainability-Policy.pdf |
|
31 |
Sustainable Supply Chain and Responsible Sourcing Policy |
|
32 |
Tax Strategy Policy https://www.sanghvicranes.com/wp-content/uploads/2023/03/Tax-Strategv-Policy.pdf |
|
33 |
Waste Management Policy https://www.sanghvicranes.com/wp-content/uploads/2023/03/Waste-Management-Policy.pdf |
Policies of the Company
The key policies adopted by the Company are as follows:
Quality, Health, Safety and Environment (QHSE)
At Sanghvi Movers Limited, the occupational health and safety
of individuals is a top priority and of paramount importance.
We remain firmly committed to the continual improvement of
Quality, Health, Safety and Environment (QHSE) standards. In line
with the Company''s established QHSE Policy, sustained efforts
were undertaken during the year to strengthen and enhance
related practices and systems.
The Company has achieved certification of ISO 9001:2015,
ISO 14001:2015 and ISO 45001:2018. Your Company provided
regular safety and skill up-gradation trainings to the employees,
wherever necessary.
Business Responsibility and Sustainability
Report
In terms of Regulation 34 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations") read with relevant SEBI Circulars, new reporting
requirements on ESG parameters were prescribed under
"Business Responsibility and Sustainability Report" (''BRSR'').
The BRSR seeks disclosure on the performance of the Company
against nine principles of the "National Guidelines on Responsible
Business Conduct'' (''NGRBCs'').
As per the SEBI Circulars, effective from the financial year 2023¬
24, filing of BRSR is mandatory for the top 1000 listed companies
by market capitalisation. The BRSR Report forms an integral part
of the Annual Report.
Key Managerial Personnel
Mr. Rishi C. Sanghvi, Mr. Sham D. Kajale, Mr. Gaurang Desai
and Mr. Rajesh P. Likhite were designated as Key Managerial
Personnel of the Company pursuant to Sections 2 (51) and 203 of
the Companies Act, 2013 read with the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014.
Corporate Social Responsibility Initiatives
In accordance with the provisions of Section 135 of the
Companies Act, 2013 read with the Companies (Corporate Social
Responsibility Policy) Rules, 2014, the Company has constituted a
Corporate Social Responsibility (CSR) Committee and formulated
a CSR Policy outlining its CSR vision, objectives, focus areas,
implementation framework and monitoring mechanism. The
CSR Policy is available on the website of the Company at https://
www.sanehvicranes.com/wp-content/uploads/2023/05/CSR-
Policy 24052023.pdf.
During the financial year 2024-25, we''ve strategically deployed
Rs. 280.33 Lakhs across high-impact social initiatives, cementing
our position as a responsible corporate citizen committed to
sustainable development. Through meticulously cultivated
partnerships with twelve premier Non Government Organisations
and foundations, we''ve catalysed meaningful change in
communities where it matters most.
During our transformative CSR journey, critical focus areas are
Healthcare, Education, Sports excellence, Agricultural innovation
and Environmental Stewardship. The Company''s total CSR
obligation for the year under review was Rs. 280.31 Lakhs and
the same has been fulfilled entirely during the year. The details of
the CSR activities undertaken, amount spent are provided in the
Annual Report on CSR Activities forming part of this Report, in
the prescribed format as specified under Rule 8 of the Companies
(CSR Policy) Rules, 2014.
The Board hereby confirms that the implementation and
monitoring of the CSR Policy is in compliance with the CSR
objectives and the Policy of the Company.
Directors'' Responsibility Statement
In terms of Section 134 (5) of the Companies Act, 2013, the
Directors would like to state that:
a. I n the preparation of the annual accounts, the applicable
accounting standards have been followed.
b. The Directors have selected such accounting policies
and applied them consistently and made judgments and
estimates that were reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company at
the end of the financial year and of the profit or loss of the
Company for the year under review.
c. The Directors 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 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 system to ensure
compliance with the provisions of all applicable laws and
that such system were adequate and operating effectively.
Corporate Governance and Management
Discussion & Analysis Reports
In compliance with Regulation 34 of SEBI (Listing Obligation and
Disclosure Requirements) Regulation 2015 and the provisions of
the Companies Act, 2013, Report on Corporate Governance with
Compliance Certificate from the Practicing Company Secretary
and Management Discussion & Analysis Report are annexed
and form an integral part of Annual Report. Your Company
conducts its business with integrity and high standards of ethical
behavior and in compliance with the requirements of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, as
amended from time to time. Taking into consideration crucial
role of Independent Directors in bringing about good governance,
your Company continued its efforts in utilizing their expertise
and involving them in all critical decision making processes.
Your Company is fully compliant with the Corporate Governance
guidelines, as laid out in SEBI (Listing Obligation and Disclosure
Requirements) Regulation 2015. All the Directors (and also the
members of the Senior Management) have affirmed in writing their
compliance with and adherence to the Code of Conduct adopted
by the Company. The details of the Code of Conduct are furnished
in the Corporate Governance Report attached to this Report. The
Managing Director has given a certificate of compliance with the
Code of Conduct, which forms part of the Corporate Governance
Report, as required under SEBI (Listing Obligation and Disclosure
Requirements) Regulation 2015. The Managing Director & Chief
Financial Officer (CEO/CFO) certification as required under SEBI
(Listing Obligation and Disclosure Requirements) Regulation
2015 is attached to the Corporate Governance Report. Related
Party transactions are provided in note no. 35 of the Notes to the
financial statements.
Particulars of Employees
In terms of Rule 5(2) (iii) of the of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, it is clarified
that during the Financial Year under review, no employee of the
Company was in receipt of remuneration in that year, which in the
aggregate or at a rate which in the aggregate is in excess of that
drawn by the Whole Time Directors and holds himself/ herself
along with their spouse and dependent children not less than 2%
of the equity shares of the Company.
Secretarial Standards
The Company has complied with Secretarial Standards issued
by the Institute of Company Secretaries of India on Board and
General Meetings.
General
The details of application made or any proceeding pending under
the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during
the year along with their status as at the end of the financial
year. : NIL The details of the difference between the amount of
the valuation done at the time of one-time settlement and the
valuation done while taking a loan from the Banks or Financial
Institutions along with the reasons thereof. : NIL
Reporting of Frauds
During the year under review, the Statutory Auditors, Secretarial
Auditors have not reported any instances of frauds committed in
the Company by its Officers or Employees, to the Audit Committee
or Board under Section 143(12) of the Companies Act, 2013.
Disclosure Under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013
The Company has in place an Anti-Sexual Harassment Policy in
line with requirements of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
All employees (permanent, contractual, temporary, trainees)
are covered under this policy. Internal Complaints Committee(s)
(ICC) has been set up across all its location in India to redress
complaints received regarding sexual harassment. During the
year, nil cases were reported to the Committee.
Transfer of Unpaid Dividend to Investor
Education and Protection fund (IEPF)
Pursuant to the applicable provisions of the Act, read with the
IEPF Authority (Accounting, Audit, Transfer and Refund) Rules,
2016 (''the Rules'') as amended, all unpaid or unclaimed dividends
which were required to be transferred by the Company to the
IEPF were transferred to IEPF Authority. The Company has also
transferred shares in respect of which dividend amount remained
unpaid/unclaimed for a consecutive period of Seven years or
more to IEPF Authority within stipulated time.
The details of unpaid/unclaimed dividend and the shares
transferred to IEPF Authority are available on the Company''s
website https://www.sanghvicranes.com/investor/investor-
information.
Annual Return
Pursuant to Section 92(3) read with Section 134(3)(a) of the
Companies Act, 2013, the Annual Return for the financial year
2024-25 will be uploaded at the website of the Company after
filing with the MCA.
Appreciation
The Board extends its heartfelt gratitude to our Members,
Customers, Vendors and all Stakeholders for their unwavering
support during the financial year. We acknowledge the valuable
assistance provided by Stock Exchanges, Banks, Ministry of
Corporate Affairs, State Governments, the Government of India,
and various regulatory authorities.
The Directors wish to express their deep appreciation for our
employees across all organizational levels, whose dedication,
hard work and unwavering commitment have been instrumental
in driving the Company''s success. Their consistent efforts and
contributions remain the cornerstone of our achievements.
For Sanghvi Movers Limited
Rishi C. Sanghvi
Chairperson & Managing Director
(DIN: 08220906)
Place: Pune
Date: 20 May 2025
Registered Office:
Survey No. 92, Tathawade, Taluka Mulshi, Pune 411033
CIN: L29150PN1989PLC054143
Tel No. 91 020 27400700
E-mail: cs@sanehvicranes.com
Website: www.sanghvicranes.com
Mar 31, 2024
Your Directors take pleasure in presenting the Thirty-fifth Annual Report on the business and operations of the Company together with Audited Financial Statements of the Company for the year ended 31 March 2024.
Sanghvi Movers Limited is the largest crane rental company in India, Asia and the fourth largest in the world with market share of over 40-45% in the overall domestic crane rental market and as high as 60-65% in the high-end crane of >400 MT. It has a significant presence in the infrastructure, energy and construction sectors. Sanghvi Movers offers a wide range of crane rental services, including crawler cranes and other specialised lifting equipments. The Company has a diverse fleet of cranes with varying capacities, ranging from 40 MT to 1600 MT. These cranes are used for various applications, such as construction projects, power plant installations, wind turbine erection and maintenance work. Sanghvi Movers has executed several prestigious projects in India.
The Company has a track record of working on major infrastructure projects, including airports, bridges, metro rail systems, and power plants. It has also provided crane services for offshore projects, such as oil and gas installations and wind farms. The Management''s focus on maintaining a modern and well-maintained fleet of cranes, adhering to international safety standards. Sanghvi Movers has a team of experienced operators and technicians, who ensure the efficient and safe operation of the cranes. Further, the Company has taken several strategic initiatives to include more value added services like providing customised solutions to bring down costs, reduce machine downtime and help them in timely completion of projects.
With the above brief synopsis, your Directors are pleased to present the financial performance of the Company, for the year ended 31 March 2024:
Financial Results
(Rs. in Lakhs)
|
Financial Results |
Standalone |
|
|
2023-24 |
2022-23 |
|
|
Total Income |
64,670.32 |
48,555.35 |
|
Total Expenditure |
23,751.20 |
19,894.22 |
|
Profit before Interest and Depreciation |
40,919.12 |
28,661.12 |
|
Interest |
2,494.70 |
1,664.83 |
|
Depreciation |
13,184.18 |
12,106.60 |
|
Profit Before Tax |
25,240.24 |
14,889.70 |
|
Provision for Taxation |
(6,446.07) |
(3,685.63) |
|
Profit after Tax |
18,794.17 |
11,204.07 |
|
Surplus brought forward from last year |
38,458.61 |
28,986.06 |
|
Profit available for Appropriation |
57,275.78 |
40,190.13 |
|
Appropriations: |
||
|
Transfer to General Reserves |
0.00 |
0.00 |
|
Dividend |
2,597.28 |
1,731.52 |
|
Tax on Dividend |
0.00 |
0.00 |
|
Surplus carried forward to Balance Sheet |
54,678.50 |
38,458.61 |
BUSINESS REVIEW
The key highlights of the Financial Performance are as under: Year on Year increase in Revenue:
During the Financial Year 2023-24, your Company generated higher revenue of Rs. 64,670.32 Lakhs (previous year: Rs. 48,555.35 Lakhs).
Year on Year increase in EBITDA:
During the Financial Year 2023-24, the earnings before Interest, Tax and Depreciation (EBITDA) of Rs. 40,919.12 Lakhs (previous year: Rs. 28,661.13 Lakhs) driven primarily by higher revenue
generated, higher capacity utilisation and increase in average blended yield.
Year on Year increase in cash generated from operations:
During the Financial Year 2023-24, Cash generated from operations stood at Rs. 30,449.14 Lakhs (previous year: Rs. 25,734.51 Lakhs) an increase of 18%.
Year on Year increase in PAT:
During the Financial Year 2023-24, the Company earned Net Profit of Rs. 18,794.17 Lakhs (previous year Net Profit of Rs. 11,204.07 Lakhs),
Year on Year increase in Earnings per share:
During the Financial Year 2023-24, the Earnings per share was Rs. 43.42 as against earnings per share of Rs. 25.88 in Financial Year 2022-23.
Capital Expenditure:
During the Financial Year 2023-24, the Company has incurred capital expenditure of Rs. 33,400 Lakhs for purchase of cranes.
Capacity Utilisation:
During the Financial Year 2023-24, the average capacity utilisation stood at 84% as against 82% in previous Financial Year.
DIGITAL BUSINESS TRANSFORMATION -PROJECT SAMAGRA
During the financial year 2023-24 ,the Company has successfully completed implementation of SAP S4 HANA project, SAMAGRA. We are pleased to inform you that the project has been seamlessly rolled out across the entire company, marking a significant achievement for SML. As we celebrate the completion of the SAMAGRA project, SML is now gearing up for Digital Journey 2.0, a strategic initiative aimed at leveraging cutting-edge IT tools to propel our organisation forward in this digital era. This move is toward our commitment to harnessing technology for operational excellence and sustainable business growth.
DIVIDEND
The Board has recommended Dividend Rs. 6.00/- per Equity Share i.e. @ 300% on Equity Shares for the year ended 31 March 2024. The Dividend @ Rs. 6.00/- per Equity Share will be paid to eligible Members, after the approval by the Members at the forthcoming Annual General Meeting. The total cash outflow on account of dividend payments will be Rs. 2,597.28 Lakhs.
SHARE CAPITAL
The paid-up equity capital as on 31 March 2024 was Rs. 8,65,76,000/-. During the period under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity.
The resolution towards increase in authorised share capital and alteration of capital clause of Memorandum of Association was approved by the shareholders in the Thirty-fourth annual general meeting held on 22 August 2023.
The Board of Directors of the Company in their meeting held on 16 May 2024, approved a proposal for Sub-Division/Split of 1 (One) Equity Share of Rs. 2/- (Rs. Two Only) each into 2 (Two) Equity Shares of Rs. 1/- (INR One Only) each and the consequent amendments to the Memorandum and Articles of Association of the Company, subject to the approval of the members of the Company.
The resolutions towards Sub-Division/Split of shares and alteration of ''Clause V regarding Share Capital of Memorandum of Association'' and ''definition of Equity shares in Articles of Association'' is included in the notice of the Thirty-fifth annual general meeting to be held on 03 September 2024.
FINANCE
During the year under review, the Company has availed financial assistance from Saraswat Bank, IDFC First Bank, Kotak Mahindra Bank and IndusInd Bank. The costs of borrowings availed from these banks are constantly been optimised through proactive financial management coupled with negotiations with bankers. Total Secured Long Term Loan outstanding as of 31 March 2024 was Rs. 28,696 Lakhs (as on 31 March 2023 Rs. 16,088 Lakhs). The Company is regular in its repayment obligation with its banks.
CREDIT RATING
During the year, the following credit ratings were assigned to the Company:
''ICRA A Plus'' as credit rating for long term loans and ''ICRA A1'' as credit rating for short term loans/borrowings. The outlook on the long-term rating is stable.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has not given any loans or guarantees covered under the provisions of Section 186 of the Companies Act, 2013. The details of the investments made by Company are given in the notes to the financial statements.
DEPOSITS
During the year under review, the Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force). As of 31 March 2024 there are no fixed deposits outstanding.
CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The Company does not own any manufacturing facility and hence our processes are not energy intensive. Hence particulars relating to conservation of energy and technology absorption pursuant to provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 are not applicable.
FOREIGN EXCHANGE EARNINGS AND OUT-GO
During the year under review, there were no foreign exchange earnings and the foreign exchange outgo amounted to Rs. 7,059.31 Lakhs.
ACCOUNTS
The accounts read with the notes thereon are self-explanatory and hence do not call for any explanatory statement.
INSURANCE
The assets of the Company including buildings, sheds, machinery, cranes, etc. are adequately insured.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions which were entered into during the financial year were on an arm''s length basis and in the ordinary course of business. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.
The statement that the transactions are at arm''s length and in the ordinary course of business is supported by a Certificate from the Managing Director. All Related Party Transactions are placed before the Audit Committee for their approval and to the Board, as and when required. The policy on Related Party Transactions is uploaded on the Company''s website, i.e. https://www.sanghvicranes.com/policies.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN 31 MARCH 2024 AND 16 MAY 2024 (DATE OF THE REPORT)
There were no material changes and commitments affecting the financial position of the Company between the end of financial year (31 March 2024) and the date of the Report (16 May 2024). There have been no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of this report.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an adequate system of internal control commensurate with its size and nature of business, to ensure that the resources of the Company are used efficiently and effectively, all assets are safeguarded and protected against loss from unauthorised use or disposition and the transactions are authorised, recorded and reported correctly, financial and other data are reliable for preparing financial information and other data and for maintaining accountability of assets. The internal
control is supplemented by extensive programme of internal audits, review by management, documented policies, guidelines and procedures.
The Audit Committee and Board is of the opinion that the Company''s internal financial controls were adequate and effective during Financial year 2023-24 for ensuring the orderly and efficient conduct of its business including adherence to the Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of accounting records and timely preparation of reliable Financial disclosures.
AUDITORS
Statutory Auditors:
Pursuant to provisions of Section 139 of the Act, the members at the annual general meeting of the Company held on 13 August 2022 appointed M/s. MSKA & Associates., Chartered Accountants (Firm Registration No. 105047W) as statutory auditors of the Company from the conclusion of 32nd annual general meeting till the conclusion of 37th annual general meeting, covering one term of five consecutive years. The statutory auditors have confirmed that they are not disqualified from continuing as auditors of the Company.
The statutory audit report for the year 2023-24 does not contain any qualification, reservation or adverse remark or disclaimer made by statutory auditor.
Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments and modifications thereof, the Board of Directors of the Company has appointed M/s. Kanj & Co L.L.P., Practising Company Secretaries, to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit is annexed herewith as "Annexure A".
SUBSIDIARY COMPANY
During the financial year 2021-2022 the company has incorporated is wholly owned subsidiary company namely "Sanghvi Movers Vietnam Company Limited" at Vietnam. The Purpose of Incorporating Company in Vietnam was to explore crane rental business opportunities in Vietnam. Post incorporation of WOS in Vietnam, SML have exploited various business opportunities and could not able to deploy any cranes (especially heavy duty cranes) in Vietnam. During the year, SML had applied for voluntary winding up of Sanghvi Movers Vietnam Company Limited, WOS in Vietnam. Sanghvi Movers Vietnam Company Limited was dissolved as per laws of Vietnam on 27 February 2024 and investment and registration certificate is revoked by Hanoi, Department of Planning and Investment
On 23 March 2024, Sangreen Renewables Private Limited wholly owned subsidiary company of SML was incorporated. Sangreen Renewables Private Limited will carry on the business related to provide full-fledged turnkey services to Independent Power Producers (IPP) right from Conceptualisation to Commissioning of wind turbine generator (WTG). The business of the WOS is not outside the main line of business of the Company.
Further, a statement containing the particulars of the Company''s subsidiary is also enclosed herewith. The Company has formulated a policy for determining ''material'' subsidiaries and such policy is hosted on the Company''s website i.e. www.sanehvicranes.com Further, a statement containing salient features of the financial statements of subsidiary in the prescribed format AOC-1 is appended as Annexure - E to this Report.
DIRECTORS
Based on the recommendations of the Nomination & Remuneration Committee and Audit Committee, the Board of Directors of the Company vide circular resolution dated 25 December 2023, appointed Ms. Bhumika Batra and Mr. Indraneel Chitale as an Additional Director/(s) of the Company, w.e.f 25 December 2023. The shareholders of the Company through postal ballot passed the Special Resolution/ (s) with requisite majority, towards appointment of Ms. Bhumika Batra and Mr. Indraneel Chitale as an Independent Director of the Company, for a first term of five consecutive years.
On 31 March 2024, Mr. S. Padmanabhan, Mr. Dara Damania, Mr. P. R. Rathi and Mr. Dinesh H. Munot - Independent Directors of the Company, completed their second term as Independent Directors of the Company. The Board of Directors and Management wishes to place on record its heartiest gratitude and sincere appreciation for their valuable contribution and guidance provided by them during their association as an Independent director/(s) of the Company.
On 19 April 2024, Mr. Sham D. Kajale resigned from the post of Joint Managing Director and Director of the Company. Mr. Sham D. Kajale will continue to work as Chief Financial Officer of the Company. The Board of Directors express their sincere gratitude for the contribution made by Mr. Kajale during his association as Joint Managing Director and Director of the Company.
Based on the recommendations of the Nomination & Remuneration Committee and Audit Committee, the Board of Directors of the Company in their meeting held on 16 May 2024, appointed Mr. Tushar Mehendale as an Additional Director of the Company.
Mr. Rishi C. Sanghvi, who retires by rotation and being eligible, offers himself for re-appointment.
DECLARATION OF INDEPENDENCE
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under sub section (6) of Section 149 of the Companies Act, 2013 and under Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. As per the requirements of Rule 8(5) (iiia) of Companies (Accounts) Rules, 2014, in the opinion of the Board, all the Independent Directors of the Company possess the integrity, expertise and experience including the proficiency required to be Independent Directors to effectively discharge their roles and responsibilities in directing and guiding the affairs of the Company.
NUMBER OF MEETINGS OF THE BOARD
A calendar of meetings is prepared and circulated in advance to the Directors. During the year six Board Meetings were convened and held, the details of which are given in the Corporate Governance Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013.
AUDIT COMMITTEE
The details pertaining to the composition, terms of reference and other details of the Audit Committee of the Board of Directors of your Company and the meetings thereof held during the financial year are given in the Report on Corporate Governance section forming part of this Annual Report. The recommendations of the Audit Committee were accepted by the Board of Directors of your Company from time to time during the year under report.
RISK MANAGEMENT COMMITTEE
Pursuant to Section 134 (3) (n) of the Companies Act, 2013 and Regulation 21 of the SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015, the Company has constituted a Risk Management Committee. The Company has a Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to minimise adverse impact on the business objectives and enhance the Company''s competitive advantage.
The Board of Directors of the Company has framed Risk Management Policy to identify, evaluate business risks and opportunities. SEBI, vide notification dated 05 May 2021 has amended SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. According to the amended listed regulations, top 1,000 listed companies based on Market Capitalisation are required to approve Risk Management Policy.
The Risk Management Policy has been uploaded on the website of the Company at https://www.sanghvicranes.com/policies.
NOMINATION & REMUNERATION COMMITTEE
In accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Board has constituted Nomination & Remuneration Committee.
The Nomination & Remuneration Committee of the Board of Directors of Sanghvi Movers Limited consists of three members and all of them are Independent Directors. The Board of Directors of the Company has framed Remuneration Policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy has been uploaded on the website of the Company at https://www.sanghvicranes.com/policies.
Pursuant to the requirements of Section 178 of the Companies Act, 2013 and Company Amendment Act 2017, the salient features of the Remuneration Policy of Sanghvi Movers Limited are as follows:
a. To formulate criteria for evaluation of Independent Directors and the Board;
b. To devise a policy on Board diversity;
c. To identifying persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down and recommend to the Board their appointment and removal;
d. To evaluate the Whole-Time Director''s performance in the light of established goals and objectives;
e. To review and recommend the compensation for WholeTime Directors to the Board;
f. To review and overseeing Company''s employee benefit programmes;
g. To carry an annual evaluation on its performance, using the established procedures;
h. To advise management on employee hiring, training, development, deployment and motivation and internal communication and culture building;
i. Recommend to the board, all remuneration, in whatever form, payable to senior management.
FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS
According to the provisions of Regulation 25 (7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company has framed various programmes to familiarise the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company etc. The details of such programmes have been disclosed on the Company''s website at the following link: https://www.sanghvicranes.com/policies.
VIGIL MECHANISM & WHISTLE BLOWER POLICY
The Company in accordance with the provisions of the Companies Act, 2013 and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 has established a Vigil Mechanism and Whistle Blower Policy, which provides a formal mechanism for all Directors, employees and other stakeholders of the Company, to report to the management, their genuine concerns or grievances about unethical behaviour, actual or suspected fraud and any violation of the Company''s Code of conduct or ethics policy. The policy also provides a direct access to the Chairman of the Audit Committee to make protective disclosures to the management about grievances or violation of the Company''s Code of Conduct. The functioning of the Vigil Mechanism is reviewed by the Audit Committee from time to time. During the year, nil complaints were received. The Vigil Mechanism and Whistle Blower Policy has been uploaded on the website of the Company at https://www.sanghvicranes. com/policies.
POLICY ON SUCCESSION PLANNING
The Company has a formal Policy on Succession planning, duly approved by the Board of Directors of the Company. The objective of this Policy is to ensure the orderly identification and selection of new Directors or Senior Management in the event of any vacancy, whether such vacancy exists by reason of an anticipated retirement, an un-anticipated departure or otherwise.
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 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. All Board Directors and the designated employees have confirmed compliance with the Code.
POLICIES OF THE COMPANY
The key policies adopted by the Company are as follows:
QUALITY, HEALTH, SAFETY AND ENVIRONMENT (QHSE)
At Sanghvi Movers Limited Occupational Health and Safety of people is of the highest priority and of utmost importance and we are committed to continual improvement in Quality, Health, Safety and Environment and necessary efforts were made in this direction in line with the Quality, Safety, Health and Environment Policy laid down by the Company.
The Company has achieved certification of ISO 9001:2015, ISO 14001:2015 and ISO 45001:2018. Your Company provided regular safety and skill up-gradation trainings to the employees, wherever necessary.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
In terms of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") read with relevant SEBI Circulars, new reporting requirements on ESG parameters were prescribed under "Business Responsibility and Sustainability Report" (''BRSR''). The BRSR seeks disclosure on the performance of the Company against nine principles of the "National Guidelines on Responsible Business Conduct'' (''NGRBCs'').
As per the SEBI Circulars, effective from the financial year 2023-24, filing of BRSR is mandatory for the top 1000 listed companies by market capitalisation. The BRSR Report is annexed herewith and forms an integral part of the Annual Report.
KEY MANAGERIAL PERSONNEL
Mr. Rishi C. Sanghvi, Mr. Sham D. Kajale, and Mr. Rajesh P. Likhite were designated as "Key Managerial Personnel" of the Company pursuant to Sections 2 (51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
The Board of Directors of the Company have constituted the Corporate Social Responsibility Committee (CSR Committee), as per the requirement of the Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The said Committee has formulated the CSR Policy indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities.
During the financial year 2023-24, the Company has incurred expenditure on various CSR activities aggregating to Rs. 85.00 Lakhs. The detailed report on the CSR activities is attached as "Annexure D".
DIRECTORS'' RESPONSIBILITY STATEMENT
In terms of Section 134 (5) of the Companies Act, 2013, the Directors would like to state that:
a. I n the preparation of the annual accounts, the applicable accounting standards have been followed.
b. The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.
c. The Directors 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 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 system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS
In compliance with Regulation 34 of SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 and the provisions of the Companies Act, 2013, Report on Corporate Governance with Compliance Certificate from the Practicing Company Secretary and Management Discussion & Analysis Report are annexed and form an integral part of Annual Report. Your Company conducts its business with integrity and high standards of ethical behaviour and in compliance with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. Taking into consideration crucial role of Independent Directors in bringing about good governance, your Company continued its efforts in utilising their expertise and involving them in all critical decision making processes. Your Company is fully compliant with the Corporate Governance
guidelines, as laid out in SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. All the Directors (and also the members of the Senior Management) have affirmed in writing their compliance with and adherence to the Code of Conduct adopted by the Company. The details of the Code of Conduct are furnished in the Corporate Governance Report attached to this Report. The Managing Director has given a certificate of compliance with the Code of Conduct, which forms part of the Corporate Governance Report, as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. The Managing Director/Joint Managing Director & Chief Financial Officer (CEO/CFO) certification as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 is attached to the Corporate Governance Report. Related Party disclosures/transactions are detailed in note no. _ of the Notes to the financial statements.
COMMENTS ON AUDITORS'' REPORT/ SECRETARIAL AUDIT REPORT
Statutory Auditors: There are no qualifications, reservations, adverse remarks, or disclaimers made by M/s. MSKA & Associates, Statutory Auditors.
Secretarial Auditors: During the year, one instance where an employee of the company traded in the securities of the company. Being first instance, we have issued a warning letter to the said employee. Due to trading & diwali holidays, the company has uploaded the concall transcript within five working days of the conclusion of the call. Inadvertently the specific reference of annual financial statements and performance evaluation was inadvertently missed. The incorporation certificate was issued by Ministry of Corporate Affairs after the end of working hours on 23 March 2024 and the company has submitted the intimation as required under Regulation 30 of SEBI Listing Regulations, 2015 on the next working day, 25 March 2024.
PARTICULARS OF EMPLOYEES
In terms of Rule 5(2) (iii) of the of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, it is clarified that during the Financial Year under review, no employee of the Company was in receipt of remuneration in that year, which in the aggregate or at a rate which in the aggregate is in excess of that drawn by the Whole Time Directors and holds himself/herself along with their spouse and dependent children not less than 2% of the equity shares of the Company.
SECRETARIAL STANDARDS
The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Board and General Meetings.
GENERAL
The details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year.: NIL The details of the difference between the amount of the valuation done at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial Institutions along with the reasons thereof.]: NIL
REPORTING OF FRAUDS
During the year under review, the Statutory Auditors, Secretarial Auditors have not reported any instances of frauds committed in the Company by its Officers or Employees, to the Audit Committee or Board under Section 143(12) of the Companies Act, 2013.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti-Sexual Harassment Policy in line with requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. Internal Complaints Committee(s) (ICC) has been set up across all its location in India to redress complaints received regarding sexual harassment. During the year, nil cases were reported to the Committee.
TRANSFER OF UNPAID DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
Pursuant to the applicable provisions of the Act, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (''the Rules'') as amended, all unpaid or unclaimed dividends which were required to be transferred by the Company to the IEPF were transferred to IEPF Authority. The Company has also transferred shares in respect of which dividend amount remained unpaid/unclaimed for a consecutive period of 7 (Seven) years or more to IEPF Authority within stipulated time. The details of unpaid/unclaimed dividend and the shares transferred to IEPF Authority are available on the Company''s website https://www. sanghvicranes.com/investor/investor-information.
ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return for the financial year 2023-24 will be uploaded at the website of the Company after filing with the MCA.
APPRECIATION
The Board takes this opportunity to thank the Company''s Members, Customers, Vendors and all other Stakeholders for their continued support throughout the financial year. The Directors also thank the Stock Exchanges, Banks, Ministry of Corporate Affairs, State Governments, Government of India, and all other Government agencies and Regulatory authorities for the support extended by them and also look forward to their continued support in future. Your Directors would also like to place on record their sincere thanks and appreciation for the contribution, consistent hard work, dedication and commitment of our employees at all levels for their contribution to the success achieved by the Company.
For Sanghvi Movers Limited Rishi C. Sanghvi
Chairperson & Managing Director
(DIN: 08220906)
Place: Pune Date: 16 May 2024
Registered Office:
Survey No. 92, Tathawade, Taluka Mulshi, Pune 411033 CIN: L29150PN1989PLC054143 Tel No. 91 020 27400700 E-mail: cs@sanehvicranes.com Website: www.sanghvicranes.com
Mar 31, 2023
The Directors take pleasure in presenting the Thirty-fourth Annual Report on the business and operations of the Company together with Audited Financial Statements of the Company for the year ended 31 March 2023.
Sanghvi Movers Limited is the largest crane rental company in India, Asia and the sixth largest in the world with market share of over 40-45% in the overall domestic crane rental market and as high as 60-65% in the high-end crane of >400 MT. It has a significant presence in the infrastructure, energy and construction sectors. Sanghvi Movers offers a wide range of crane rental services, including crawler cranes and other specialized lifting equipments. The Company has a diverse fleet of cranes with varying capacities, ranging from 20 tons to 1,000 tons. These cranes are used for various applications, such as construction projects, power plant installations, wind turbine erection and maintenance work. Sanghvi Movers has executed several prestigious projects in India and internationally. The Company has a track record of working on major infrastructure projects, including airports, bridges, metro rail systems, and power plants. It has also provided crane services for offshore projects, such as oil and gas installations and wind farms. The Managementâs focus on maintaining a modern and well-maintained fleet of cranes, adhering to international safety standards. Sanghvi Movers has a team of experienced operators and technicians, who ensure the efficient and safe operation of the cranes. Further, the Company has taken several strategic initiatives to include more value added services like providing customised solutions to bring down costs, reduce machine downtime and help them in timely completion of projects.
With the above brief synopsis, your Directors are pleased to present the financial performance of the Company, for the year ended 31 March 2023:
FINANCIAL RESULTS
|
(Rs. in Lakhs) |
||||
|
Financial Results |
Standalone |
Consolidated |
||
|
2022-23 |
2021-22 |
2022-23 |
2021-22 |
|
|
Total Income |
48,555.35 |
37,225.15 |
48,555.35 |
37,225.15 |
|
Total Expenditure |
19,894.22 |
19,733.43 |
19,892.23 |
19,735.47 |
|
Profit before Interest and Depreciation |
28,661.13 |
17,491.72 |
28,663.12 |
17,489.68 |
|
Interest |
1,664.83 |
1,730.78 |
1,665.04 |
1,730.91 |
|
Depreciation |
12,106.60 |
11,811.49 |
12,106.60 |
11,811.49 |
|
Profit Before Tax |
14,889.70 |
3,949.45 |
14,891.48 |
3,947.28 |
|
Provision for Taxation |
(3,685.63) |
(1,006.82) |
(3,685.63) |
(1,006.82) |
|
Profit after Tax |
11,204.07 |
2,942.63 |
11,205.85 |
2,940.46 |
|
Surplus brought forward from last year |
28,986.06 |
26,043.43 |
28,983.89 |
26,043.43 |
|
Profit available for Appropriation |
40,190.13 |
28,986.06 |
40,189.74 |
28,983.89 |
|
Appropriations: |
||||
|
Transfer to General Reserves |
0.00 |
0.00 |
0.00 |
0.00 |
|
Dividend |
1731.52 |
432.88 |
1731.52 |
432.88 |
|
Tax on Dividend |
0.00 |
0.00 |
0.00 |
0.00 |
|
Surplus carried forward to Balance Sheet |
38,458.61 |
29,418.94 |
38,458.22 |
28,551.01 |
BUSINESS REVIEW
The key highlights of the Financial Performance are as under:
Year on Year increase in Revenue:
During the Financial Year 2022-23, your Company generated higher revenue of Rs. 48,555.35 Lakhs (previous year: Rs. 37,225.15 Lakhs).
Year on Year increase in EBITDA:
During the Financial Year 2022-23, the earnings before Interest, Tax and Depreciation (EBITDA) of Rs.28,661.13 Lakhs (previous year: Rs. 17,491.72 Lakhs) driven primarily by higher revenue generated, higher capacity utilisation and increase in average blended yield.
Year on Year increase in cash generated from operations:
During the Financial Year 2022-23, Cash generated from operations stood at Rs. 23,311.00 Lakhs (previous year: Rs. 14,751.00 Lakhs) an increase of 60%.
Year on Year increase in PAT:
The year was marked with your Company reporting its highest ever Profit after tax of Rs. 11,204.07 Lakhs (previous year Net Profit of Rs. 2,942.63 Lakhs), an increase of 381%.
Year on Year increase in Earnings per share:
During the Financial Year 2022-23, the Earnings per share was Rs. 25.88 as against earnings per share of Rs. 6.80 in Financial Year 2021-22.
Capital Expenditure:
During the Financial Year 2022-23, the Company has incurred capital expenditure of Rs. 16,200 Lakhs for purchase of cranes & other fixed assets.
Year on Year Average Capacity Utilisation:
During the Financial Year 2022-23, the average capacity utilisation stood at 82% as against 76% in previous Financial Year.
DIGITAL BUSINESS TRANSFORMATION - PROJECT SAMAGRA
Digital technology is rapidly transforming the global business landscape and enabling companies to gain a competitive edge in managing their operations and engaging with customers. Sanghvi Movers Limited recognises the importance of staying ahead of the curve and has embarked on a digital business transformation journey in 202223. A comprehensive roadmap has been developed to achieve this goal, with the implementation of SAP S4 HANA expected to go live in 2023-24. Additionally, the Company intends to implement other SAP modules to enhance its digital capabilities in next phase of this journey.
To support this transformation, we have created a team of Digital Transformation Ambassadors who regularly conduct sensitisation and training programmes for employees to enhance their digital capabilities. This team is dedicated to achieving our digital goals, recognising the critical role that timely implementation will play in decision-making and competitiveness.
With the implementation of SAP S4 HANA, we anticipate improved operational efficiency, increased customer satisfaction, and reduced costs. This centralised platform will allow us to manage all aspects of the crane rental business, including scheduling, maintenance, customer billing, and financial reporting. By streamlining our operations and reducing errors, we aim to improve overall profitability and maintain our position as a leader in the crane rental industry.
We remain committed to building a strong digital culture within the Company and leveraging technology to enhance our business operations and customer experience.
DIVIDEND
The Board has recommended Dividend Rs.4.00/- per Equity Share i.e. @ 200% on Equity Shares for the year ended 31 March 2023. The Dividend @ Rs. 4.00/- per Equity Share will be paid to eligible Members, after the approval by the Members at the forthcoming Annual General Meeting. The total cash outflow on account of dividend payments will be Rs. 1,731.52 Lakhs.
SHARE CAPITAL
The paid-up equity capital as on 31 March 2023 was Rs. 8,65,76,000/-. During the period under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity.
FINANCE
During the year under review, the Company has availed financial assistance from Saraswat Bank, HDFC Bank, IDFC First Bank, IndusInd Bank, Kotak Mahindra Bank, & Yes Bank. The costs of borrowings availed from these banks are constantly been optimised through proactive financial management coupled with negotiations with bankers. Total Secured Long Term Loan outstanding as of 31 March 2023 was Rs. 16,088.00 Lakhs (as on 31 March 2022 Rs. 16,700 Lakhs). During the year under review, your Company has reduced its borrowings by Rs. 12,200 Lakhs. The Company is regular in its repayment obligation with its banks.
CREDIT RATING
During the year, the following credit ratings were assigned to the Company:
''ICRA Aâ as credit rating for long term loans and ''ICRA A1â as credit rating for short term loans/borrowings. The outlook on the long-term rating is stable.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has not given any loans or guarantees covered under the provisions of Section 186 of the Companies Act, 2013. The details of the investments made by Company are given in the notes to the financial statements.
DEPOSITS
During the year under review, the Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force). As of 31 March 2023 there are no fixed deposits outstanding.
CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The Company does not own any manufacturing facility and hence our processes are not energy intensive. Hence particulars relating to conservation of energy and technology absorption pursuant to provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 are not applicable.
FOREIGN EXCHANGE EARNINGS AND OUT-GO
During the year under review, there were nil foreign exchange earnings and the foreign exchange outgo amounted to Rs. 6,371.36 Lakhs.
ACCOUNTS
The accounts read with the notes thereon are self-explanatory and hence do not call for any explanatory statement.
INSURANCE
The assets of the Company including buildings, sheds, machinery, cranes, etc. are adequately insured.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions which were entered into during the financial year were on an armâs length basis and in the ordinary course of business. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.
The statement that the transactions are at armâs length and in the ordinary course of business is supported by a Certificate from the Managing Director. All Related Party Transactions are placed before the Audit Committee for their approval and to the Board, as and when required. The policy on Related Party Transactions is uploaded on the Companyâs website, i.e. https://www.sanghvicranes.com/policies.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN 31 MARCH 2023 AND 24 MAY 2023 (DATE OF THE REPORT)
There were no material changes and commitments affecting the financial position of the Company between the end of financial year (31 March 2023) and the date of the Report (24 May 2023). There have been no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of this report.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an adequate system of internal control commensurate with its size and nature of business, to ensure that the resources of the Company are used efficiently and effectively, all assets are safeguarded and protected against loss from unauthorised use or disposition and the transactions are authorised, recorded and reported correctly, financial and other data are reliable for preparing financial information and other data and for maintaining accountability of assets. The internal control is supplemented by extensive programme of internal audits, review by management, documented policies, guidelines and procedures.
The Audit Committee and Board is of the opinion that the Companyâs internal financial controls were adequate and effective during Financial year 2022-23 for ensuring the orderly and efficient conduct of its business including adherence to the Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of accounting records and timely preparation of reliable Financial disclosures.
AUDITORS Statutory Auditors:
Pursuant to provisions of Section 139 of the Act, the members at the annual general meeting of the Company held on 13 August 2021 appointed M/s. MSKA & Associates., Chartered Accountants (Firm Registration No. 105047W) as statutory auditors of the Company from the conclusion of 32nd annual general meeting till the conclusion of 37th annual general meeting, covering one term of five consecutive years. The statutory auditors have confirmed that they are not disqualified from continuing as auditors of the Company. The statutory audit report for the year 2022-23 does not contain any qualification, reservation or adverse remark or disclaimer made by statutory auditor.
Secretarial Audit: Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments and modifications thereof, the Board of Directors of the Company has appointed M/s. Kanj & Co L.L.P, Practising Company Secretaries, to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit is annexed herewith as ''Annexure Aâ.
SUBSIDIARY COMPANY
During the financial year 2021-22 the Company has incorporated is wholly owned subsidiary company namely âSanghvi Movers Vietnam Company Limitedâ at Vietnam. The said subsidiary is engaged in business of crane hiring and allied services. The purpose of Incorporating Company in Vietnam was to explore crane rental business opportunities in Vietnam. However, by the time we complete the Company formation procedure, we have lost the targeted business opportunities from our customers like GE & Vestas in Vietnam. Post incorporation of WOS in Vietnam, the Management has exploited various business opportunities but could not able to deploy any cranes (especially heavy duty cranes) in Vietnam, as the fleet capacity utilisation exceeded 90% here in India and we did not have any surplus cranes to deploy in Vietnam. In December 2021, the Management has applied for suspension of business operation of its WOS in Vietnam on account of covid reasons and restrictions on movement of manpower on account of covid. The Vietnamese Government has granted us the permission to suspend our business operations up to December 2023.
Consolidated Financial Statements of the Company, which include the results of the said Subsidiary Company is included in this Annual Report. Further, a statement containing the particulars of the Companyâs subsidiary is also enclosed herewith. The Company has formulated a policy for determining ''materialâ subsidiaries and such policy is hosted on the Companyâs website i.e. www.sanghvicranes.com Further, a statement containing salient features of the financial statements of subsidiary in the prescribed format AOC-1 is appended as Annexure - E to this Report.
DIRECTORS
DIRECTORS RETIRING BY ROTATION
Mr. Sham D. Kajale, who retires by rotation and being eligible, offers himself for re-appointment.
DECLARATION OF INDEPENDENCE
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under sub section (6) of Section 149 of the Companies Act, 2013 and under Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. As per the requirements of Rule 8(5) (iiia) of Companies (Accounts) Rules, 2014, in the opinion of the Board, all the Independent Directors of the Company possess the integrity, expertise and experience including the proficiency required to be Independent Directors to effectively discharge their roles and responsibilities in directing and guiding the affairs of the Company.
NUMBER OF MEETINGS OF THE BOARD
A calendar of meetings is prepared and circulated in advance to the Directors. During the year five Board Meetings were convened and held, the details of which are given in the Corporate Governance Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013.
AUDIT COMMITTEE
The details pertaining to the composition, terms of reference and other details of the Audit Committee of the Board of Directors of your Company and the meetings thereof held during the financial year are given in the Report on Corporate Governance section forming part of this Annual Report. The recommendations of the Audit Committee were accepted by the Board of Directors of your Company from time to time during the year under report.
RISK MANAGEMENT COMMITTEE
Pursuant to Section 134 (3) (n) of the Companies Act, 2013 and Regulation 21 of the SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015, the Company has constituted a Risk Management Committee. The Company has a Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to minimise adverse impact on the business objectives and enhance the Companyâs competitive advantage.
The Board of Directors of the Company has framed Risk Management Policy to identify, evaluate business risks and opportunities. SEBI, vide notification dated 05 May 2021 has amended SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. According to the amended listed regulations, top 1,000 listed companies based on Market Capitalisation are required to approve Risk Management Policy. The Risk Management Policy has been uploaded on the website of the Company at https://www.sanghvicranes.com/policies.
NOMINATION & REMUNERATION COMMITTEE
In accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Board has constituted Nomination & Remuneration Committee. The Nomination & Remuneration Committee of the Board of Directors of Sanghvi Movers Limited consists of three members and all of them are Independent Directors. Mr. Pradeep R. Rathi - Chairman, Mr. S. Padmanabhan and Mr. Dara Damania as members of the Committee. The Board of Directors of the Company has framed Remuneration Policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy has been uploaded on the website of the Company at https://www.sanghvicranes.com/policies.
Pursuant to the requirements of Section 178 of the Companies Act, 2013 and Company Amendment Act 2017, the salient features of the Remuneration Policy of Sanghvi Movers Limited are as follows:
a. To formulate criteria for evaluation of Independent Directors and the Board;
b. To devise a policy on Board diversity;
c. To identifying persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down and recommend to the Board their appointment and removal;
d. To evaluate the Whole-Time Directorâs performance in the light of established goals and objectives;
e. To review and recommend the compensation for Whole-Time Directors to the Board;
f. To review and overseeing Companyâs employee benefit programmes;
g. To carry an annual evaluation on its performance, using the established procedures;
h. To advise management on employee hiring, training, development, deployment and motivation and internal communication and culture building;
i. Recommend to the board, all remuneration, in whatever form, payable to senior management. FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS
According to the provisions of Regulation 25 (7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has framed various programmes to familiarise the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company etc. The details of such programmes have been disclosed on the Companyâs website at the following link: https://www.sanghvicranes.com/policies.
VIGIL MECHANISM & WHISTLE BLOWER POLICY
The Company in accordance with the provisions of the Companies Act, 2013 and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 has established a Vigil Mechanism and Whistle Blower Policy, which provides a formal mechanism for all Directors, employees and other stakeholders of the Company, to report to the management, their genuine concerns or grievances about unethical behaviour, actual or suspected fraud and any violation of the Companyâs Code of conduct or ethics policy. The policy also provides a direct access to the Chairman of the Audit Committee to make protective disclosures to the management about grievances or violation of the Companyâs Code of Conduct. The functioning of the Vigil Mechanism is reviewed by the Audit Committee from time to time. During the year, nil complaints were received. The Board of Directors in their meeting held on 11 August 2022 approved the amendment in Vigil Mechanism and Whistle Blower Policy and the amended Policy has been uploaded on the website of the Company at https://www.sanghvicranes.com/policies.
POLICY ON SUCCESSION PLANNING
The Company has a formal Policy on Succession planning, duly approved by the Board of Directors of the Company. The objective of this Policy is to ensure the orderly identification and selection of new Directors or Senior Management in the event of any vacancy, whether such vacancy exists by reason of an anticipated retirement, an un-anticipated departure or otherwise.
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 Companyâs 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. All Board Directors and the designated employees have confirmed compliance with the Code.
|
POLICIES OF THE COMPANY The key policies adopted by the Company are as follows: |
|
|
Sr. No. |
Name of the Policy |
|
1 |
Policy for determining of materiality of events, information |
|
2 |
Code of Fair Disclosure |
|
3 |
Archival Policy |
|
4 |
Code of conduct for Board of Directors and Senior Management |
|
5 |
Related Party Transactions Policy |
|
6 |
Code of Insider Trading |
|
7 |
Terms of reference for Audit Committee |
|
8 |
Terms of reference for Stakeholders Relationship Committee |
|
9 |
Remuneration Policy |
|
10 |
Corporate Social Responsibility Policy |
|
11 |
Vigil Mechanism and Whistle Blower Policy |
|
12 |
Familirisation Programme |
|
13 |
Terms of appointment of Independent Directors remuneration |
|
14 |
Non-Executive Non Independent Directors remuneration |
|
15 |
Anti-Sexual Harassment Policy |
|
16 |
Dividend Distribution Policy |
|
17 |
Risk Management Policy |
|
18 |
Policy For Determination Of Material Subsidiaries |
|
19 |
Mission Vision Policy |
|
20 |
Anti-Bribery and Anti-Corruption Policy |
|
21 |
Conflict of Interest Policy |
|
22 |
Cyber Security and Data Privacy Policy |
|
23 |
Environment Policy |
|
24 |
Equal Opportunity Policy |
|
25 |
IT E-Waste Policy |
|
26 |
Preferential Procurement Policy |
|
27 |
Prohibition of Child and Forced Labour Policy |
|
28 |
Responsible Advocacy Policy |
|
29 |
Stakeholders Engagement Policy |
|
30 |
Sustainability Policy |
|
31 |
Sustainable Supply Chain and Responsible Sourcing Policy |
|
32 |
Tax Strategy Policy |
|
33 |
Waste Management Policy |
|
The policies are available on the website of the Company https://www.sanghvicranes.com/policies. |
|
QUALITY, HEALTH, SAFETY AND ENVIRONMENT (QHSE)
At Sanghvi Movers Limited Occupational Health and Safety of people is of the highest priority and of utmost importance and we are committed to continual improvement in Quality, Health, Safety and Environment and necessary efforts were made in this direction in line with the Quality, Safety, Health and Environment Policy laid down by the Company.
The Company has achieved certification of ISO 9001:2015, ISO 14001:2015 and ISO 45001:2018. Your Company provided regular safety and skill up-gradation trainings to the employees, wherever necessary.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
In terms of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (âListing Regulations") read with relevant SEBI Circulars, new reporting requirements on ESG parameters were prescribed under âBusiness Responsibility and Sustainability Report" (''BRSRâ). The BRSR seeks disclosure on the performance of the Company against nine principles of the âNational Guidelines on Responsible Business Conductâ (''NGRBCsâ).
As per the SEBI Circulars, effective from the financial year 2022-23, filing of BRSR is mandatory for the top 1000 listed companies by market capitalisation. The BRSR Report is annexed herewith and forms an integral part of the Annual Report.
KEY MANAGERIAL PERSONNEL
Mr. Rishi C. Sanghvi, Mr. Sham D. Kajale, and Mr. Rajesh P Likhite were designated as âKey Managerial Personnel" of the Company pursuant to Sections 2 (51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
The Board of Directors of the Company have constituted the Corporate Social Responsibility Committee (CSR Committee), comprising of, Mr. Dara Damania Chairman, Mr. S Padmanabhan and Mrs. Maithili R. Sanghvi as Members of the Committee as per the requirement of the Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The said Committee has formulated the CSR Policy indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities.
In the financial year 2022-23, the Company has a negative average net profit and hence negative CSR contribution at 2% of average net profit in the financial year 2022-23. As there are no average net profits for the Company during the previous three financial years, no funds were set aside and spent by the Company towards Corporate Social Responsibility during the year under review. Your Company wishes to inform all stakeholders that it is well aware of its responsibility towards fulfilling its Corporate Social Responsibility (CSR).
DIRECTORSâ RESPONSIBILITY STATEMENT
In terms of Section 134 (5) of the Companies Act, 2013, the Directors would like to state that:
a. In the preparation of the annual accounts, the applicable accounting standards have been followed.
b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.
c. The Directors 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 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 system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS
In compliance with Regulation 34 of SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 and the provisions of the Companies Act, 2013, Report on Corporate Governance with Compliance Certificate from the Practicing Company Secretary and Management Discussion & Analysis Report are annexed and form an integral part of Annual Report. Your Company conducts its business with integrity and high standards of ethical behavior and in compliance with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. Taking into consideration crucial role of Independent Directors in bringing about good governance, your Company continued its efforts in utilising their expertise and involving them in all critical decision making processes. Your Company is fully compliant with the Corporate Governance guidelines, as laid out in SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. All the Directors (and also the members of the Senior Management) have affirmed in writing their compliance with and adherence to the Code of Conduct adopted by the Company. The details of the Code of Conduct are furnished in the Corporate Governance Report attached to this Report. The Managing Director has given a certificate of compliance with the Code of Conduct, which forms part of the Corporate Governance Report, as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. The Managing Director / Joint Managing Director & Chief Financial Officer (CEO/CFO) certification as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 is attached to the Corporate Governance Report. Related Party disclosures/transactions are detailed in note no. 35 of the Notes to the financial statements.
COMMENTS ON AUDITORSâ REPORT/SECRETARIAL AUDIT REPORT
Statutory Auditors: There are no qualifications, reservations, adverse remarks, or disclaimers made by M/s. MSKA and Associates, Chartered Accountants, Statutory Auditors.
Secretarial Auditor: The management inadvertently missed placing the compliance report on quarterly basis. Due to unavoidable health reasons the chairperson could not attend the annual general meeting. The chairperson of the Nomination and Remuneration Committee did not attend the annual general due to pre occupation. The management was of the opinion that not more than 180 days have lapsed between two consecutive risk management committee meetings held in a financial year. This was a clerical mistake in the quarterly reports and the same were corrected in subsequent filings. The WOS is not operating and hence the management was of the view that there is no such compliance requirement to place the financials of the WOS before the audit committee. Accordingly the management has made adequate disclosures and ensured necessary compliances. The Company had filed certain e-forms with the Registrar of Companies, Pune with a delay. There was typo error in the Newspaper advertisement.
PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (''Rulesâ) are enclosed as Annexure B forming part of this Report. The statement containing particulars of employees as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Rules also forms part of this Report. Further, the Report and the Accounts are being sent to the Members excluding the aforesaid statement. In terms of Section 136 of the Act, the said statement will be open for inspection upon request by the Members. Any Member interested in obtaining such particulars may write to the Company Secretary.
SECRETARIAL STANDARDS
The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Board and General Meetings.
GENERAL:
The details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year. : NIL The details of the difference between the amount of the valuation done at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial Institutions along with the reasons thereof.] : NIL
REPORTING OF FRAUDS
During the year under review, the Statutory Auditors, Secretarial Auditors have not reported any instances of frauds committed in the Company by its Officers or Employees, to the Audit Committee or Board under Section 143(12) of the Companies Act, 2013.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti-Sexual Harassment Policy in line with requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. Internal Complaints Committee(s) (ICC) has been set up across all its location in India to redress complaints received regarding sexual harassment. During the year, nil cases were reported to the Committee.
TRANSFER OF UNPAID DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
Pursuant to the applicable provisions of the Act, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (''the Rulesâ) as amended, all unpaid or unclaimed dividends which were required to be transferred by the Company to the IEPF were transferred to IEPF Authority. The Company has also transferred shares in respect of which dividend amount remained unpaid/unclaimed for a consecutive period of 7 (Seven) years or more to IEPF Authority within stipulated time. The details of unpaid/unclaimed dividend and the shares transferred to IEPF Authority are available on the Companyâs website https://www.sanghvicranes.com/investor/investor-information.
ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return for the financial year 2022-2023 will be uploaded at the website of the Company after filing with the MCA.
APPRECIATION
The Board takes this opportunity to thank the Companyâs Members, Customers, Vendors and all other Stakeholders for their continued support throughout the financial year. The Directors also thank the Stock Exchanges, Banks, Ministry of Corporate Affairs, State Governments, Government of India, and all other Government agencies and Regulatory authorities for the support extended by them and also look forward to their continued support in future.
Your Directors would also like to place on record their sincere thanks and appreciation for the contribution, consistent hard work, dedication and commitment of our employees at all levels for their contribution to the success achieved by the Company.
Mar 31, 2018
The Directors take pleasure in presenting the Twenty-ninth Annual Report on the business and operations of the Company together with Audited Financial Statements of the Company for the year ended 31st March 2018.
FINANCIAL RESULTS
(Rs. in Lakhs)
|
Financial Results |
2017-2018 |
2016-2017 |
|
Total Income |
24,845.22 |
56,288.21 |
|
Total Expenditure |
14,483.64 |
18,665.94 |
|
Profit before Interest and Depreciation |
10,361.57 |
37,622.27 |
|
Interest |
5,474.94 |
6,474.00 |
|
Depreciation |
13,673.44 |
14,998.45 |
|
Profit Before Tax |
(8,786.81) |
16,149.82 |
|
Provision for Taxation |
(3,038.83) |
5,231.99 |
|
Profit after Tax |
(5,747.98) |
10,917.83 |
|
Surplus brought forward from last year |
40,369.96 |
31,536.17 |
|
Profit available for Appropriation |
34,621.98 |
42,454.01 |
|
Appropriations: |
||
|
Transfer to General Reserves |
0 |
0 |
|
Dividend |
0 |
1,731.52 |
|
Tax on Dividend |
0 |
352.53 |
|
Surplus carried forward to Balance Sheet |
34,621.98 |
40,369.96 |
BUSINESS REVIEW/COMPANYâS PERFORMANCE
During the year under report, your Company generated revenue of Rs. 24,845.22 Lakhs (previous year: Rs. 56,288.21 Lakhs) and the Net Loss to the tune of Rs. 5,747.98 Lakhs, as compared to the previous yearâs Net profit ofRs. 10,917.84 Lakhs. Post March, 2017, the Company has witnessed huge turbulence in terms of its order book which was primarily dominated by Wind Mill Sector. Due to sudden and unexpected change in the business scenario and more particularly in the wind mill sector (which has contributed more than 70% of our revenue during last financial year), the companyâs financial performance has severely affected in the financial year 2017-18.
In FY 2016-17 nearly 82% of our business has come from Wind Mill & Power Sector. During FY 2017-18, both these sectors were having its own set of problems. Wind Mill Sector has played a dominant role in the revenue contribution of the Company since last 7/8 years which has witnessed major setback in FY 2017-18 and that has badly affected our business volume. Lack of business opportunities coupled with cut-throat competition had put additional stress on the pricing power of the company. All these factors have taken a huge toll on the Companyâs financial performance and the Company has posted net loss of Rs. 5,747.98 Lakhs for the financial year ended 31st March 2018.
POWER GENERATION
Your Company has been earning regular income from the business of power generation from windmills commissioned in Jaisalmer, Rajasthan and Chitradurga, Karnataka. Total Income earned out of Wind Power Generation was Rs. 148.80 Lakhs.
DIVIDEND
In view of the loss, the Board of Directors expresses its inability to recommend any dividend on equity shares for the year under review.
SHARE CAPITAL
The paid up equity capital as on 31st March 2018 was Rs. 8,65,76,000/-. During the period under review, the company has not issued shares with differential voting rights nor granted stock options nor sweat equity.
FINANCE
During the year under review, the Company has availed financial assistance from Axis Bank, The Saraswat Co-operative Bank, ICICI Bank, IDBI Bank, Bank of Baroda and State Bank of India. The costs of credit facilities (including interest rate) availed from these banks are constantly been reduced through proactive financial management coupled with negotiations with bankers. Other cost effective financing techniques such as commercial paper, working capital demand loans, bill discounting facility, etc. are also being used to bring down the cost of funds. The Company has also taken long-term loans at very competitive interest rates. The Company is enjoying working capital facilities from State Bank of India. Total Secured Loan outstanding as of 31st March 2018 was Rs. 54,232 Lakhs. The Company is regular in its repayment obligation with its banks.
During the year, the following credit ratings were assigned to the Company:
ICRA A1 as credit rating for long term loans, which indicates adequate degree of safety in respect of bank loan profile of the Company and âICRA A1â as credit rating for short term loans.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has not given any loans or guarantees covered under the provisions of Section 186 of the Companies Act, 2013. The details of the investments made by Company are given in the notes to the financial statements.
DEPOSITS
During the year under review, the Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force). As of 31st March 2018 there are no fixed deposits outstanding.
FOREIGN EXCHANGE EARNINGS AND OUT-GO
During the year under review, there were no foreign exchange earnings and the foreign exchange outgo amounted to Rs. 9,703.90 Lakhs.
ACCOUNTS
The accounts read with the notes thereon are self-explanatory and hence do not call for any explanatory statement.
INSURANCE
The assets of the Company including buildings, sheds, machinery, cranes, etc. are adequately insured.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions which were entered into during the financial year were on an armâs length basis and in the ordinary course of business. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated personswhich may have a potential conflictwith the interest of the Company at large. Form No. AOC-2 is annexed herewith as âAnnexure Câ.
All Related Party T ransactions are placed before the Audit Committee for their approval and to the Board, as and when required. The policy on Related Party Transactions as approved by the Board is uploaded on the Companyâs website, i.e. http://www.sanghvicranes.com/media/SML RPT.pdf.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN 31st MARCH 2018 AND 25th MAY 2018 (DATE OF THE REPORT)
There were no material changes and commitments affecting the financial position of the Company between the end of financial year (31st March 2018) and the date of the Report (25th May 2018). There have been no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of this report.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an adequate system of internal control commensurate with its size and nature of business, to ensure that the resources of the Company are used efficiently and effectively, all assets are safeguarded and protected against loss from unauthorized use or disposition and the transactions are authorised, recorded and reported correctly, financial and other data are reliable for preparing financial information and other data and for maintaining accountability of assets. The internal control is supplemented by extensive programme of internal audits, review by management, documented policies, guidelines and procedures.
The Audit Committee and Board is of the opinion that the Companyâs internal financial controls were adequate and effective during Financial year 2017-18 for ensuring the orderly and efficient conduct of its business including adherence to the Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of accounting records and timely preparation of reliable Financial disclosures.
PARTICULARS REGARDING CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The Company does not own any manufacturing facility and hence our processes are not energy intensive. Hence particulars relating to conservation of energy and technology absorption stipulated in the Companies (Accounts) Rules, 2014 are not applicable.
AUDITORS
a. Statutory Auditors
B S R & Co. LLP, Chartered Accountants, Pune, (Firm Registration Number 101248W allotted by the Institute of Chartered Accountants of India), who are the Statutory Auditors of the Company, hold office until the conclusion of the thirtieth Annual General Meeting of the Company, to be held in the year 2019. Pursuant to the amendments in the Companies Act, 2013, effective from 07th May 2018, now there is no statutory requirement for yearly ratification of appointment of Statutory Auditors and their appointments made earlier would be valid till thirtieth Annual General Meeting of the Company.
b. Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments and modifications thereof, the Company has appointed M/s. Kanj & Co. LLP, Practising Company Secretaries, to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit is annexed herewith as âAnnexure Aâ.
SUBSIDIARY COMPANIES, ASSOCIATE COMPANIES & JOINT VENTURE
The Company does not have any subsidiary, associate and joint venture.
DIRECTORS RETIRING BY ROTATION
Mr. Sham D. Kajale has done his Masterâs in Commerce and is the Associate Member of the Institute of Cost Accountants of India. Mr. Sham D. Kajale is working with the company since last 23 years and has been looking after Corporate Finance, Accounts, Legal, Taxation, Human Resource Management and other administrative functions. Considering his contribution and experience in overall Business Management, the Board of Directors has decided to elevate him as Joint Managing Director to shoulder additional responsibilities in the Organization. He will continue to hold his position as CFO of the Company.
DECLARATION OF INDEPENDENCE
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under sub section (6) of Section 149 of the Companies Act, 2013 and under Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.
NUMBER OF MEETINGS OF THE BOARD
A calendar of meetings is prepared and circulated in advance to the Directors. During the year four Board Meetings were convened and held, the details of which are given in the Corporate Governance Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013.
PERFORMANCE EVALUATION
Pursuant to the provisions of the Companies Act, 2013, SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 and SEBI circular no. SEBI/HO/CEFD/CIR/P/2017/004 dated January 05th, 2017, the members of the Board carried out a formal review for evaluating the performance and effectiveness of the Board, Committees of the Board and of the individual Directors including the Chairman of the Board.
The performance of the Board was evaluated on the basis of criteria such as the Board composition and structure, effectiveness of Board processes, participation in assessment of annual operating plan, risks etc. Using appropriate criteria the performance of the various Committees was separately evaluated by the Board.
AUDIT COMMITTEE
The details pertaining to the composition, terms of reference and other details of the Audit Committee of the Board of Directors of your Company and the meetings thereof held during the financial year are given in the Report on Corporate Governance section forming part of this Annual Report. The recommendations of the Audit Committee were accepted by the Board of Directors of your Company from time to time during the year under report.
RISK MANAGEMENT COMMITTEE
Pursuant to Section 134 (3) (n) of the Companies Act, 2013 and Regulation 21 of the SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015, the Company has constituted a Risk Management Committee. The Company has a Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to minimize adverse impact on the business objectives and enhance the Companyâs competitive advantage. The risk framework defines the risk management approach across the enterprise at various levels. To strengthen the risk management framework, company has formed segment level risk committees to identify, analyze and mitigate the potential risks.
NOMINATION & REMUNERATION COMMITTEE
In accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Board has constituted Nomination & Remuneration Committee.
The Nomination & Remuneration Committee of the Board of Directors of Sanghvi Movers Limited consists of four members and all of them are Independent Directors. Mr. Vijay B. Mainkar - Chairman, Mr. S. Padmanabhan, Mr. Dara Damania and Mr. Pradeep R. Rathi as members of the Committee.
The Board of Directors of the Company has framed Remuneration Policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy has been uploaded on the website of the Company at http://www.sanghvicranes.com/media/REMUNERATION POLICY.pdf.
Pursuant to the requirements of Section 178 of the Companies Act, 2013, the salient features of the Remuneration Policy of Sanghvi Movers Limited are as follows:
a. To formulate criteria for evaluation of Independent Directors and the Board;
b. To devise a policy on Board diversity;
c. To identifying persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down and recommend to the Board their appointment and removal;
d. To evaluate the Whole-Time Directorâs performance in the light of established goals and objectives;
e. To review and recommend the compensation for Whole-Time Directors to the Board;
f. To review and overseeing Companyâs employee benefit programs;
g. To carry an annual evaluation on its performance, using the established procedures;
h. To advise management on employee hiring, training, development, deployment and motivation and internal communication and culture building.
FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS
According to the provisions of Regulation 25 (7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has framed various programmes to familiarize the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company etc. The details of such programmes have been disclosed on the Companyâs website at the following link: http://www.sanghvicranes.com/media/SML FPFID.pdf.
VIGIL MECHANISM & WHISTLE BLOWER POLICY
The Company in accordance with the provisions of the Companies Act, 2013 and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 has established a Vigil Mechanism and Whistle Blower Policy, which provides a formal mechanism for all Directors, employees and other stakeholders of the Company, to report to the management, their genuine concerns or grievances about unethical behaviour, actual or suspected fraud and any violation of the Companyâs Code of conduct or ethics policy. The policy also provides a direct access to the Chairman of the Audit Committee to make protective disclosures to the management about grievances or violation of the Companyâs Code of Conduct.
The functioning of the Vigil Mechanism is reviewed by the Audit Committee from time to time. During the year, nil complaints were received. The policy is disclosed on the Companyâs website in the following link: http://www.sanghvicranes.com/media/SML vigil mechanism.pdf
POLICY ON SUCCESSION PLANNING
The company has Policy on Sucession planning duly approved by the Board of Directors of the Company. The objective of this Policy is to ensure the orderly identification and selection of new Directors or Senior Management in the event of any vacancy, whether such vacancy exists by reason of an anticipated retirement, an un-anticipated departure, the expansion of the size of the Company, or otherwise.
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 Companyâs 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. All Board Directors and the designated employees have confirmed compliance with the Code.
DETAILS OF FRAUD REPORTED BY THE AUDITORS UNDER SUB SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO CENTRAL GOVERNMENT:
There were no frauds reported by auditors under sub-section (12) of Section 143 of the Companies Act, 2017, during the financial year 2017-2018.
POLICIES OF THE COMPANY
The key policies adopted by the company are as follows:
|
Sr. No. |
Name of the Policy |
|
1. |
Archival Policy |
|
2. |
Policy for determining materiality of events, information |
|
3. |
Terms of reference of Audit Committee |
|
4. |
Terms of reference of Stakeholders Relationship Committee |
|
5. |
Code of conduct for Board of Directors and Senior Management |
|
6. |
Code of Fair Disclosure |
|
7. |
Code for Insider Trading |
|
8. |
CSR Policy |
|
9. |
Familirisation Programme |
|
10. |
Related Party Transactions Policy |
|
11. |
Terms of appointment of Independent Director |
|
12. |
Vigil Mechanism & whistle-blower Policy |
|
13. |
Non-Executive and Independent Directors remuneration |
|
14. |
Remuneration Policy |
|
15. |
Anti Sexual Harassment Policy |
The policies are available on the website of the Company www.sanghvicranes.com.
QUALITY, HEALTH, SAFETY AND ENVIRONMENT (QHSE)
At Sanghvi Movers Limited Occupational Health and Safety of people is of the highest priority and of utmost importance and we are committed to continual improvement in Quality, Health, Safety and Environment and necessary efforts were made in this direction in line with the Quality, Safety, Health and Environment Policy laid down by the Company. The Company has achieved certifications of OHSAS 18001:2007 (Occupational Health and Safety Management System) and ISO 9001:2015 & ISO 14001:2015. Your Company provided regular safety and skill up-gradation trainings to the employees, wherever necessary.
KEY MANAGERIAL PERSONNEL
No changes in Key Managerial Personnel appointed by the Company in the Board Meeting held on 30th May 2014, Mr. C. P. Sanghvi, Mr. Sham D. Kajale and Mr. Rajesh P. Likhite were designated as âKey Managerial Personnelâ of the Company pursuant to Sections 2 (51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. During the year under review, the Board of Directors of the Company changed the designation of Mr. Sham D. Kajale from Executive Director & CFO to Joint Managing Director of the company w.e.f. 13th November 2017.
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
The Board of Directors of the Company have constituted the Corporate Social Responsibility Committee (CSR Committee), comprising of, Mrs. Mina C. Sanghvi - Chairperson, Mr. Dara Damania and Mr. S Padmanabhan, as members of the Committee as per the requirement of the Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. As on 31st March 2018, the Committee comprises three Directors. The said Committee has formulated the CSR Policy indicating the activities to be undertaken by the Company, monitoring the implementation of the frame work of the CSR Policy and recommending the amount to be spent on CSR activities. Additionally, the CSR Policy has been uploaded on the website of the Company at http://www.sanghvicranes.com/ media/ CORPORATESOCIALRESPONSBILITYCOMMITTEE.pdf.
Post March, 2017, the Company has witnessed huge turbulence in terms of its order book which was primarily dominated by Wind Mill Sector. Due to sudden and unexpected change in the business scenario and more particularly in the wind mill sector (which has contributed more than 70% of our revenue during last financial year), the companyâs financial performance has severely affected in the financial year 2017-18.
In FY 2016-17 nearly 82% of our business has come from Wind Mill & Power Sector. During FY 2017-18, both these sectors were having its own set of problems. Wind Mill Sector has played a dominant role in the revenue contribution of the Company since last 7/8 years which has witnessed major setback in FY 2017-18 and that has badly affected our business volume. Lack of business opportunities coupled with cut-throat competition had put additional stress on the pricing power of the company. All these factors have taken a huge toll on the Companyâs financial performance and the Company has posted net loss of Rs. 5,748 Lakhs for the financial year ended 31st March 2018.
It is also to be noted here that, the company has done major Capital Expenditure (Rs. 71,067 Lakhs) during last two financial years for purchase of various capacity cranes and has borrowed long term loans for funding this Capex Plan. However, due to sudden and unexpected change in the business environment, the financial performance of the company has adversely affected in the Financial Year 2017-18. As a prudent practice, the management has decided to give highest priority for repayment of bank loans and reduce the debt to the extent possible. Therefore the company has incurred less expenditure on CSR activities in the financial year 2017-18 than the amount mandatorily required to be spend under the Companies Act, 2013. The details on CSR report are provided in âAnnexure Dâ.
DIRECTORSâ RESPONSIBILITY STATEMENT
In terms of Section 134 (5) of the Companies Act, 2013, the directors would like to state that:
i) In the preparation of the annual accounts, the applicable accounting standards have been followed.
ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.
iii) 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.
iv) The Directors have prepared the annual accounts on a going concern basis.
v) 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.
vi) The Directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS
In compliance with Regulation 34 of SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 and the provisions of the Companies Act, 2013, Report on Corporate Governance with Compliance Certificate from the Practicing Company Secretary and Management Discussion & Analysis Report are annexed and form an integral part of Annual Report.
Your Company conducts its business with integrity and high standards of ethical behavior and in compliance with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. Taking into consideration crucial role of Independent Directors in bringing about good governance, your Company continued its efforts in utilizing their expertise and involving them in all critical decision making processes.
Your Company is fully compliant with the Corporate Governance guidelines, as laid out in SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. All the Directors (and also the members of the Senior Management) have affirmed in writing their compliance with and adherence to the Code of Conduct adopted by the Company. The details of the Code of Conduct are furnished in the Corporate Governance Report attached to this Report. The Managing Director has given a certificate of compliance with the Code of Conduct, which forms part of the Corporate Governance Report, as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015.
The Managing Director / Joint Managing Director & Chief Financial Officer (CEO/CFO) certification as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 is attached to the Corporate Governance Report. Related Party disclosures/transactions are detailed in note no. 23 of the Notes to the financial statements.
COMMENTS ON AUDITORSâ REPORT
Statutory Auditors: There are no qualifications, reservations or adverse remarks or disclaimers made by B S R & Co. LLP, Statutory Auditors.
Secretarial Auditor: There are no qualifications, reservations or adverse remarks or disclaimers made by Kanj & Co. LLP, Secretarial Auditors.
PARTICULARS OF EMPLOYEES
Pursuant to section 197(12) of the Act read with the relevant rules and having referred to provisions of the first proviso to Section 136(1) of the Act, the Annual Report is being sent to the members of the Company, excluding details of particulars of employees and related disclosures. The said information/details are available for inspection at the Registered Office of the Company during working hours, on any working day. Any Member interested in obtaining this information may write to the Company Secretary and this information would be provided on request.
SECRETARIAL STANDARDS
The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Board and General Meetings.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti Sexual Harassment Policy in line with requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. Internal Complaints Committee(s) (ICC) has been set up across all its location in India to redress complaints received regarding sexual harassment. During the year, nil cases were reported to the Committee. The Anti sexual Harassment Policy has been uploaded on the website of the Company at www. sanghvicranes.com/staging/media/SML%20Anti%20Sexual%20Harassment%20Policy WEB.pdf.
TRANSFER OF UNDERLYING SHARES TO INVESTOR EDUCATION AND PROTECTION FUND AUTHORITY (IEPFA)
Pursuant to the provisions of Section 124 (6) of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer And Refunds) Rules, 2016, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2017 (âIEPF Rulesâ) and Ministry of Corporate Affairs general circular no. 12/2017 dated 16.10.2017, the Company was required to transfer the unclaimed dividends and the equity shares in respect of which dividends are not claimed for the continuous period of seven years by any shareholder, to the IEPF Demat A/c as intimated by the IEPF Authority.
Accordingly, the Company has transferred 39,508 equity shares to Investor Education and Protection Fund Authority. The details of the shares transferred are available on the website of the company www.sanghvicranes.com/media/ SML List of shares transferred to IEPF.pdf.
APPRECIATION
Your Directors take this opportunity to thank the Government of India, concerned State Governments, Government Authorities, Business Associates, Banks, Financial Institutions, Customers, Vendors and Service Providers for the valuable support and co-operation extended by them during the year.
Your Directors would also like to place on record their sincere thanks and appreciation for the contribution, consistent hard work, dedication and commitment of our employees at all levels for their contribution to the success achieved by the Company.
By Order of the Board of Directors
For Sanghvi Movers Limited
C. P. Sanghvi
Chairman & Managing Director
(DIN: 00116599)
Place: Pune
Date: 25th May 2018
Registered Office:
Survey No. 92, Tathawade, Taluka Mulshi, Pune 411033
CIN: L29150PN1989PLC054143
Tel. No. 91 (20) 66744700
Fax No: 91 (20) 66744724
Website: www.sanghvicranes.com
Mar 31, 2017
The Directors take pleasure in presenting the Twenty-eighth Annual Report on the business and operations of the Company together with Audited Financial Statements of the Company for the year ended 31st March 2017.
(Rs. in Lakhs)
|
Financial Results |
2016-2017 |
2015-2016 |
|
Total Income |
56,288.21 |
53,728.79 |
|
Total Expenditure |
18,665.94 |
18,378.84 |
|
Profit before Interest and Depreciation |
37,622.27 |
35,349.95 |
|
Interest |
6,474.00 |
5,539.69 |
|
Depreciation |
14,998.45 |
12,631.68 |
|
Profit Before Tax |
16,149.82 |
17,178.58 |
|
Provision for Taxation |
5,231.99 |
6,483.00 |
|
Profit after Tax |
10,917.83 |
10,695.58 |
|
Surplus broughtforward from lastyear |
31,536.17 |
22,664.11 |
|
Profit available for Appropriation |
42,454.01 |
33,359.69 |
|
Appropriations: |
||
|
Transfer to General Reserves |
0 |
0 |
|
Dividend |
1,731.52 |
1,515.08 |
|
Tax on Dividend |
352.53 |
308.43 |
|
Surplus carried forward to Balance Sheet |
40,369.96 |
31,536.17 |
# Figures have been regrouped/reclassified wherever necessary due to adoption of lNDAS
BUSINESS REVIEW
Inspite of challenging market conditions, your Company generated revenue of Rs. 56,288 Lakhs, an increase of 5% as compared to the previous year and the net profit of Rs. 10,918 Lakhs, as compared to the previous yearâs net profit of Rs. 10,696 Lakhs. The wind mill sector continues to be the largest contributor to the revenues 71% followed by the Power sector 11%, Refineries 9% and other sectors 9%.
Your Company witnessed a growth of 5% during Financial Year 2016-17 on account of the increased capacity utilization and better gross yield rates. The Companyâs performance during Financial Year 2016-17 was mainly attributable to the robust measures undertaken by the Company at all levels such as focus on pricing, disciplined project executions, focused management approach, prudent financial management and better control over cost, consistent follow-up for receivables and reduced interest costs on borrowings.
POWER GENERATION
Your Company has been earning regular income from the business of power generation from windmills commissioned in Jaisalmer, Rajasthan and Chitradurga, Karnataka. Total Income earned out of Wind Power Generation was Rs. 194 Lakhs.
DIVIDEND
The Board has recommended Dividend Rs. 4.00/- per Equity Share i.e. @ 200% on Equity Shares for the year ended 31st March 2017. The Dividend @ Rs. 4.00/- per Equity Share will be paid to eligible Members, after the approval by the Members at the forthcoming Annual General Meeting. The total cash outflow on account of dividend payments will be Rs. 1,731.52 Lakhs and dividend distribution tax of Rs. 352.53 Lakhs.
TRANSFERTO RESERVES
The Company proposes to retain the balance amount in the profit and loss account.
SHARE CAPITAL
The paid up equity capital as on 31st March 2017 was Rs.865.76 Lakhs During the period under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity.
FINANCE
During the year under review, the Company has availed financial assistance from Axis Bank, The Saraswat Co-operative Bank, HDFC Bank, Bank of Baroda, State Bank of India and ICICI Bank. The Company continues to focus on judicial management of its working capital with various initiatives for bringing down the cost of borrowings. The costs of facilities such as commercial paper, bill discounting facility, etc. were kept under check through its continuous monitoring. The Company has also taken long-term loans at very competitive interest rates. The Company is enjoying working capital facilities from State Bank of India. Total secured loan outstanding as of 31st March 2017 was Rs. 51,140 Lakhs. The Company is regular in its repayment obligation with its banks.
During the year, the following credit ratings were assigned to the Company:
1. ICRA A PIusâ as credit rating for long term loans, which indicates adequate degree of safety in respect of bank loan profile of the Company and âICRAA1â as credit rating for short term loans;
2. ICRA A 1 Plusâ as credit rating for commercial paper, which indicates very strong degree of safety regarding timely payment of financial obligations.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has not given any loans or guarantees covered under the provisions of Section 186 of the Companies Act, 2013. The details of the investments made by Company are given in the notes to the financial statements.
DEPOSITS
Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. As of 31st March 2017 there are no fixed deposits outstanding.
FOREIGN EXCHANGE EARNINGS AND OUT GO
During the year under review, there were no foreign exchange earnings and the foreign exchange outgo amounted to Rs. 19,725 Lakhs.
ACCOUNTS
The accounts read with the notes thereon are self-explanatory and hence do not call for any explanatory statement.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions which were entered into during the financial year were on an armâs length basis and in the ordinary course of business. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.
The statement that the transactions are at armâs length and in the ordinary course of business is supported by a Certificate from the Managing Director. The Company has also obtained the certificate from a Chartered Accountant on periodical basis. All Related Party Transactions are placed before the Audit Committee for their approval and to the Board, as and when required. The policy on Related Party Transactions as approved by the Board is uploaded on the Companyâs website, i.e. http://www.sanahvicranes.com/media/SML RPT.pdf
PARTICULARS REGARDING CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The Company does not own any manufacturing facility and hence our processes are not energy intensive. Hence particulars relating to conservation of energy and technology absorption stipulated in the Companies (Accounts) Rules, 2014 are not applicable.
INSURANCE
The assets of the Company including buildings, sheds, machinery, cranes, etc. are adequately insured.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN 31STMARCH 2017 AND 30⢠MAY 2017 (DATE OF THE REPORT)
There were no material changes and commitments affecting the financial position of the Company between the end of financial year (31st March 2017) and the date of the Report (30th May 2017). There have been no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of this report.
DIRECTORS
Mrs. Mina C. Sanghvi and Mr. C. P. Sanghvi are liable to retire by rotation and being eligible offer themselves for re-appointment. Mrs. Mina C. Sanghvi is a Commerce Graduate and Diploma in System Analysis and has expertise in the areas of Business management, Human Resource Development and system design. Mr. C. P. Sanghvi is a Graduate in Engineering and has completed M.S from University of Columbia, USA and has expertise in Engineering and Business Management.
DECLARATION GIVEN BY INDEPENDENT DIRECTORS U/S 149 (6) OF THE COMPANIES ACT, 2013
The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under sub section (6) of Section 149 of the Companies Act, 2013 and under Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.
FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS
The Company has framed various programmes to familiarize the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company etc. The details of such programmes have been disclosed on the Companyâs website at the following link: http://www.sanahvicranes.com/media/SML FPFID.pdf
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 and SEBI circular no. SEBI/HO/CEFD/CIR/P/2017/004 dated January 05th, 2017, the Members of the Board carried out a formal review for evaluating the performance and effectiveness of the Board, Committees of the Board and of the individual Directors including the Chairman of the Board.
The performance of the Board was evaluated on the basis of criteria such as the Board composition and structure, effectiveness of Board processes, participation in assessment of annual operating plan, risks etc. Using appropriate criteria the performance of the various Committees was separately evaluated by the Board.
In a separate meeting of Independent Directors, performance of Non-Independent Director, performance of the Board as a whole and performance of the Chairperson were evaluated. A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as achievement against key performance objectives, attendance at meetings, time devoted for the Company, contribution in the Board process etc.
REMUNERATION POLICY
The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration is annexed herewith as âAnnexure Aâ.
NUMBER OF MEETINGS OF THE BOARD
A calendar of meetings is prepared and circulated in advance to the Directors. During the year four Board Meetings were convened and held, the details of which are given in the Corporate Governance Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013.
DIRECTORSâ RESPONSIBILITY STATEMENT
In terms of Section 134 (5) of the Companies Act, 2013, the Directors would like to state that:
i) In the preparation of the annual accounts, the applicable accounting standards have been followed.
ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.
iii) 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.
iv) The Directors have prepared the annual accounts on a going concern basis.
v) 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.
vi) The Directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.
INTERNAL CONTROL SYSTEMS ANDTHEIR ADEQUACY
The Company has an Internal Control Framework which is commensurate with the size, scale and complexity of its operations. This framework ensures adequate safeguards and processes to address the evolving business requirements. Key controls have been identified along with risks and mitigation processes covering major areas across all businesses and functions. Internal controls are reviewed by Internal Audit Department on a periodical basis.
The Audit Committee and Board is of the opinion that the Companyâs internal financial controls were adequate and effective during Financial Year 2016-17 for ensuring the orderly and efficient conduct of its business including adherence to the Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of accounting records and timely preparation of reliable Financial disclosures.
AUDITORS
a. Statutory Auditors
B S R & Co. LLP, Chartered Accountants, Pune, (Firm Registration Number 101248W allotted by the Institute of Chartered Accountants of India), who are the Statutory Auditors of the Company, hold office until the conclusion of the thirtieth Annual General Meeting of the Company, to be held in the year 2019, subject to ratification of their appointment at every Annual General Meeting. The resolution seeking Memberâs ratification forthe appointment of M/s. B S R & Co. LLP, Chartered Accountants, Pune, is included in item no. 5 of the Notice convening the Annual General Meeting.
b. Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments and modifications thereof, the Company has appointed M/s. Kanj & Associates, Practising Company Secretaries, to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit is annexed herewith as âAnnexure Bâ.
SUBSIDIARY COMPANIES
The Company does not have any subsidiary.
COMMENTS ON AUDITORSâ REPORT
Statutory Auditors: There are no qualifications, reservations or adverse remarks or disclaimers made by B S R & Co. LLP, Statutory Auditors.
Secretarial Auditor: The Company has filed Some e-forms with a delay by payment of additional fees. The Company is in the process of filing of Form MGT14 for reappointment of Managing Director and for approval of financial statements.
EXTRACT OF THE ANNUAL RETURN
In accordance with the provisions of Section 134 (3) (a) of the Companies Act, 2013, Section 92 (3) of the Companies Act, 2013 read with Rule 12 (1) of the Companies (Management and Administration) Rules, 2014, the extract of Annual return of the Company for the Financial Year ended on 31st March 2017 is provided in the âAnnexure Câ to the Directorsâ Report.
CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS
In accordance with the Guidelines of the Securities and Exchange Board of India and SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 and the provisions of the Companies Act, 2013, Report on Corporate Governance with Auditorâs certificate, Management Discussion & Analysis Report are annexed and form part of annual report.
Your Company has been benchmarking itself with well established Corporate Governance practices besides strictly complying with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. Taking into consideration crucial role of Independent Directors in bringing about good governance, your Company continued its efforts in utilizing their expertise and involving them in all critical decision making processes.
Your Company is fully compliant with the Corporate Governance guidelines, as laid out in SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. All the Directors (and also the Members of the Senior Management) have affirmed in writing their compliance with and adherence to the Code of Conduct adopted by the Company. The details of the Code of Conduct are furnished in the Corporate Governance Report attached to this Report. The Managing Director has given a certificate of compliance with the Code of Conduct, which forms part of the Corporate Governance Report, as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015.
The Statutory Auditors of the Company have examined the requirements of Corporate Governance with reference to SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 and have certified the Compliance, as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. The Certificate in this regard is attached to the Corporate Governance Report.
The Managing Director/Chief Financial Officer (CEO/CFO) certification as required under SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 is attached to the Corporate Governance Report. Related Party disclosures/transactions are detailed in note no. 24 of the notes to the financial statements.
RISK MANAGEMENT
Pursuant to Section 134 (3) (n) of the Companies Act, 2013 SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015, the Company has constituted a Risk Management Committee. The Company has a Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to minimize adverse impact on the business objectives and enhance the Companyâs competitive advantage. The risk framework defines the risk management approach across the enterprise at various levels. To strengthen the risk management framework, Company has formed segment level risk committees to identify, analyze and mitigate the potential risks.
KEY MANAGERIAL PERSONNEL
No changes in Key Managerial Personnel appointed by the Company in the Board Meeting held on 30thMay 2014, Mr. C. P. Sanghvi - Managing Director, Mr. Sham D. Kajale - Executive Director & CFO and Mr. Rajesh P. Likhite - Company Secretary were designated as âKey Managerial Personnelâ of the Company pursuant to Sections 2 (51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
PARTICULARS OF EMPLOYEES
Pursuant to Section 197(12) of the Act read with the relevant rules and having referred to provisions of the first proviso to Section 136(1) of the Act, the Annual Report is being sent to the Members of the Company, excluding details of particulars of employees and related disclosures. The said information/details are available for inspection at the Registered Office of the Company during working hours, on any working day. Any Member interested in obtaining this information may write to the Company Secretary and this information would be provided on request.
VIGIL MECHANISM/WHISTLE BLOWER POLICY
Your Company has adopted a Whistle Blower Policy pursuant to which the Whistle Blower can raise concerns relating to reportable matters (as defined in the policy) such as unethical behaviour, breach of Code of Conduct, actual or suspected fraud, ethics policy, any other malpractice, impropriety or wrongdoings, illegality, non-compliance of any law and retaliation against the Directors and employees, etc. Further, the mechanism adopted by your Company encourages the Whistle Blower to report genuine concerns or grievances, provides adequate safeguards against victimization of Whistle Blower, who avail of such mechanism and also provides for direct access to the Chairman of the Audit Committee, in exceptional circumstances. The functioning of the Vigil Mechanism is reviewed by the Audit Committee from time to time. During the year, nil complaints were received. Brief details about the policy are provided in the Corporate Governance Report attached herewith.
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 Companyâs 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. All Board Members and the designated employees have confirmed compliance with the Code.
CORPORATE SOCIAL RESPONSIBILITY
The Board of Directors of the Company have constituted the Corporate Social Responsibility Committee (CSR Committee), comprising of, Mrs. Mina C. Sanghvi - Chairperson of the Committee, Mr. Dara Damania and Mr. S Padmanabhan, as members of the Committee as per the requirement of the Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. As on 31st March 2017, the Committee comprises three Directors. The said Committee has formulated the CSR Policy indicating the activities to be undertaken by the Company, monitoring the implementation of the frame work of the CSR Policy and recommending the amount to be spent on CSR activities. Additionally, the CSR Policy has been uploaded on the website of the Company at http://www.sanahvicranes.com/media/CORPORATESOCIALRESPONSBILITYCQMMITTEE.pdf.
The Company has incurred expenditure on various CSR activities aggregating to Rs. 121.37 Lakhs during the financial year 2016-17. The detailed report on the CSR activities is attached as Annexure F.
SECRETARIAL STANDARDS
The Company will comply with the Secretarial Standards issued by The Institute of Company Secretaries of India (ICSI), as and when they are made effective.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti Sexual Harassment Policy in line with requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. Internal Complaints Committee (ICC) has been set up across all its location in India to redress complaints received regarding sexual harassment. The cases reported to the Committee are investigated by the Committee Members and the detailed report thereon is presented to the Board of Directors on a regular basis. During the year, nil cases were reported to the Committee.
The Board confirms that as at 31st March 2017, there were no pending cases of anti-harassment in the Company.
PERSONNEL
Employee relations have been cordial during the year under review.
ACKNOWLEDGMENTS
Your Directors take this opportunity to thank the Government of India, concerned State Governments, Government Authorities, the Stakeholders, Business Associates, Banks, Financial Institutions, Customers, Vendors and Service Providers for the valuable support and co-operation extended by them during the year.
Your Directors would also like to place on record their sincere thanks and appreciation for the contribution, consistent hard work, dedication and commitment of our employees at all levels for their contribution to the success achieved by the Company.
By Order of the Board of Directors
For Sanghvi Movers Limited
Place : Pune Chandrakant Sanghvi
Date : 30 May 2017 Chairman & Managing Director
(DIN:00116599)
Registered Office:
Survey No. 92, Tathawade,
Taluka Mulshi, Pune411033
CIN: L29150PN1989PLC054143
Tel No. 91 (20)66744700
Fax No: 91 (20)66744724
Mar 31, 2014
The Members
The Directors have pleasure in presenting the Twenty-fifth Annual
Report and Audited Accounts of your Company for the year ended 31st
March 2014.
(Rs in Lakhs)
Financial Results 2013-2014 2012-2013
Total Income 24,973.26 34,741.01
Total Expenditure 10,790.31 10,745.81
Profit before Interest and Depreciation 14,182.95 23,995.20
Interest 4,620.68 6,337.40
Depreciation 11,858.69 11,809.77
Profit Before Tax (2,296.42) 5,848.03
Provision for Taxation (846.14) 1,755.29
Profit after Tax (1,450.26) 4,092.74
Surplus brought forward from last year 24,893.38 26,303.74
Profit available for Appropriation 23,443.12 30,396.48
Appropriations:
Transfer to General Reserves 0.00 5,000.00
Proposed Dividend 0.00 432.88
Tax on Dividend 0.00 70.22
Surplus carried forward to Balance Sheet 0.00 24,893.38
Business Review
During the year under report, your Company generated revenue of Rs.
249.73 Crores, decline of 28% as compared to the previous year and the
net loss to the tune of Rs. 14.50 Crores, as compared to the previous
year''s net profit of Rs. 40.93 Crores. The prolonged slowdown in the
economic activity, weak market sentiments, subdued infrastructure
activity, tight financing environment with high interest rate, weak
operating economics, rising fuel prices, continued to impact the
performance of the Company.
Power Generation
Your Company has been earning regular income from the business of power
generation from windmills commissioned in Jaisalmer, Rajasthan and
Chitradurga, Karnataka. Total Income earned out of Wind Power
Generation was Rs. 1.49 Crores.
Dividend
In view of the loss, the Board did not recommend any dividend on equity
shares.
Finance
During the year under review, the Company has availed financial
assistance from State Bank of India and The Saraswat Co-operative Bank
and the Company is enjoying working capital facilities from Dena Bank.
Total Secured Loan outstanding as of 31st March 2014 was Rs. 466.64
Crores. The Company is regular in its repayment obligation with its
banks. Your Company has received ''ICRA A'' as credit rating for long
term loans, which indicates adequate degree of safety in respect of
bank loan profile of the Company and ''ICRA A2 '' as credit rating for
short term loans.
Directors
Mrs. Mina C. Sanghvi, Mr. Sham D. Kajale are liable to retire by
rotation and being eligible offer themselves for re-appointment.
Previously, the Company had pursuant to the provisions of the Clause 49
of the Listing Agreement, appointed Mr. Dinesh Munot, Mr. Dara Damania,
Mr. S. Padmanabhan, Mr. Vijay Mainkar, Mr. Pradeep Rathi and Mr. Sanjay
Asher as Independent Directors at various times, in compliance with the
requirements of Clause 49. According to section 149 (4) of the
Companies Act, 2013, which came into effect from 01st April 2014, every
listed public company is required to have at least one-third of the
total number of Directors as Independent Directors, who are not liable
to retire by rotation.
Mr. Dinesh Munot, Mr. Dara Damania, Mr. S. Padmanabhan, Mr. Vijay
Mainkar, Mr. Pradeep Rathi and Mr. Sanjay Asher, Independent Directors
of the Company and being eligible offer themselves for appointment. The
brief resume/details relating to Directors who are to be appointed are
furnished in the report on corporate governance. The Nomination &
Remuneration Committee has recommended the appointment of these
directors as Independent Directors upto 31st March 2019.
Fixed Deposits
The Company has not accepted any fixed deposits from the public during
the year ended 31st March 2014.
Accounts
The accounts read with the notes thereon are self-explanatory and hence
do not call for any explanatory statement.
Insurance
The assets of the Company including buildings, sheds, machinery,
cranes, etc. are adequately insured.
Personnel
Your Directors express their deep appreciation for the dedicated and
sincere services rendered by the employees at all levels. Employee
relations have been cordial.
Directors'' Responsibility Statement
Pursuant to the requirement under section 217(2AA) of the Companies
Act, 1956, with respect to Directors'' Responsibility Statement, it is
hereby confirmed:
1. that in the preparation of the Annual Accounts for the Financial
Year ended 31st March 2014, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
2. that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the Financial Year and of the
Profit of the Company for the year under review;
3. that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
4. that the Directors have prepared the Annual Accounts for the
Financial Year ended 31st March 2014, on a going concern basis.
Auditors
B S R & Co. LLP, Chartered Accountants, Pune, (Firm Registration Number
101248W allotted by the Institute of Chartered Accountants of India),
who are the Statutory Auditors of the Company, hold office until the
conclusion of the ensuing Annual General Meeting. It is proposed to
re-appoint them to examine and audit the accounts of the Company for
five years to hold office from the conclusion of this Annual General
Meeting till the conclusion of the thirtieth Annual General Meeting of
the Company, to be held in the year 2019, subject to ratification of
their appointment at every Annual General Meeting. B S R & Co. LLP have
furnished a certificate of their eligibility and consent for
re-appointment under section 139(1) of the Companies Act, 2013 and the
Rules framed thereunder.
B S R & Co. converted itself into a Limited Liability Partnership (LLP)
under the provisions of the Limited Liability Partnership Act, 2008 and
is now known as M/s. B S R & Co. LLP with effect from 14th October
2013. In terms of the Ministry of Corporate Affairs, Government of
India, General Circular No. 9/2013 dated 30th April 2013, if a firm
of CAs, being an auditor in a company under the Companies Act, 1956, is
converted into an LLP, then such an LLP would be deemed to be the
auditor of the said company. The Board of Directors of the Company has
taken due note of this change. Accordingly, the audit of the Company
for FY 2013-14 was conducted by B S R & Co. LLP.
Statutory Particulars
Particulars of Employees as per section 217(2A) of the Companies Act,
1956, read with the Companies (Particulars of Employees) Rules, 1975,
as amended, are given in Annexure ''A'', which forms part of this Report.
However, in terms of section 219 (1) (b) (iv) of the Act, the report
and accounts are being sent to the Shareholders excluding the aforesaid
annexure. Any Shareholder interested in obtaining a copy of the said
annexure may write to the Company Secretary at the registered office of
the Company. During the year under review, the Company is having one
employee employed throughout the year who was in receipt of
remuneration of more than Rs. 60 Lakhs per annum.
Having regard to the nature of business of the Company, Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, relating to conservation of energy and technology absorption are
not applicable to the Company. During the year under review, there were
Nil foreign exchange earnings and the foreign exchange outgo amounted
to Rs. 11.88 crores.
Corporate Governance
In accordance with the Guidelines of the Securities and Exchange Board
of India and Clause 49 of the Listing Agreement with The Stock
Exchanges and the provisions of the Companies Act, 1956, Report on
Corporate Governance with Auditor''s certificate, Management Discussion
& Analysis Report are annexed and form part of annual report.
Corporate Social Responsibility Initiatives
As a responsible corporate; we always endeavor to adopt responsible
social business practices. We believe that our business activities have
significant impact on the society at large. We endeavor to manage these
in a responsible manner, believing that sound and demonstrable
performance in relation to corporate social responsibility policies and
practices is a fundamental part of business success.
The Corporate Social Responsibility (CSR) program of the Company is
evolved with the active participation of its employees.
During the year under review, the Company donated to Care India, NGO
working in the empowerment of women and girls from poor and
marginalised communities leading to improvement in their lives and
livelihoods.
Acknowledgements
Your Directors would like to place on record their gratitude and
appreciation to the banks, esteemed clients and valued investors for
their continued co-operation and support. Your Directors also take this
opportunity to acknowledge the hard work, dedicated efforts made by the
employees of the Company at all levels for their contribution to the
success achieved by the Company.
By Order of the Board of Directors
For Sanghvi Movers Limited
Pune, 8th August 2014 Chandrakant Sanghvi
Chairman & Managing Director
Registered Office: (DIN: 00116599)
Survey No. 92, Tathawade,
Taluka Mulshi, Pune 411033
Mar 31, 2013
The take pleasure in presenting the Twenty-fourth Annual Report and
Audited Accounts of your company for the year ended 31st March 2013.
(Rs.in Lacs)
Financial Results 2012-2013 2011-2012
Total Income 34,741.01 47,146.33
Total Expenditure 10,745.81 13,504.95
Profit before Interest
and Depreciation 23,995.20 33,641.38
Interest 6,337.40 7,708.63
Depreciation 11,809.77 11,060.30
Profit before Exceptional
Items and Tax 5,848.03 14,872.45
Exceptional Items Nil 140.59
Profit Before Tax 5,848.03 15,013.04
Provision for Taxation 1,755.29 4,835.82
Profit after Tax 4,092.74 10,177.22
Surplus brought forward
from last year 26,303.74 16,126.52
Profit available for Appropriation 30,396.48 26,303.74
Appropriations:
Transfer to General Reserves 5,000.00 5,000.00
Proposed Dividend 432.88 1,298.64
Tax on Dividend 70.22 210.67
Surplus carried forward to
Balance Sheet 24,893.38 19,794.43
Business Review
During the year under report, your company generated revenue of Rs.347
crores, decrease of 26% as compared to the previous year and the Net
Profit was Rs.41 crores, fall of 60% year on year basis.
During the financial year 2012-13, the macro-economic conditions
remained volatile. The global economic slowdown, rising interest rates,
lack of government initiative and foreign currency fluctuations
affected the market severely.
Power Generation
Your company has been earning regular income from the business of power
generation from windmills commissioned in Jaisalmer, Rajasthan and
Chitradurga, Karnataka. Total Income earned out of Wind Power
Generation was Rs.2.33 crores.
Dividend
The Board has recommended Dividend Rs.1/- per equity share i.e. @ 50% on
equity shares for the year ended 31st March 2013, as against Rs.3/- per
equity share, in the privious year. In order to conserve the resources
of the company, the Dividend Payout Ratio is kept at 12 %. The Dividend
@ Rs.1/- per equity share will be paid to eligible members, after the
approval by the members at the forthcoming annual general meeting. The
total cash outflow on account of dividend payments will be Rs.4.32 crores
and on the dividend distribution tax is Rs.0.70 crores.
Finance
During the year under review, the company has availed financial
assistance from State Bank of India and The Saraswat Co-operative Bank
and the company is enjoying working capital facilities from Dena Bank.
Total Secured Loan outstanding as of 31st March 2013 was Rs. 577.71
crores. The company is regular in its repayment obligation with its
banks.
Your company has received ''ICRA A'' as credit rating for long term
loans, which indicates adequate degree of safety in respect of bank
loan profile of the company and ''ICRA A2 '' as credit rating for short
term loans.
Directors
Mr. Ramchandra Desai resigned with effect from 01st November 2012. Your
Board of Directors expresses its sincere appreciation for the services
rendered by Mr. Ramchandra Desai and further expresses its gratitude
for the same.
Mr. S. Padmanabhan and Mr. Pradeep Rathi are liable to retire by
rotation and being eligible offer themselves for re-appointment. The
brief resume/details relating to Directors who are to be
appointed/re-appointed are furnished in the report on corporate
governance.
Fixed Deposits
The company has not accepted any fixed deposits from the public during
the year ended 31st March 2013.
Accounts
The accounts read with the notes thereon are self-explanatory and hence
do not call for any explanatory statement.
Insurance
The assets of the company including buildings, sheds, machinery,
cranes, etc. are adequately insured.
Personnel
Your Directors express their deep appreciation for the dedicated and
sincere services rendered by the employees at all levels. Employee
relations have been cordial.
Directors'' Responsibility Statement
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Directors'' Responsibility Statement, it is
hereby confirmed:
1. that in the preparation of the annual accounts for the financial
year ended 31st March 2013, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
2. that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of the company at the end of the financial year and of the
profit of the company for the year under review;
3. that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the company and for preventing and detecting fraud and other
irregularities;
4. that the Directors have prepared the annual accounts for the
financial year ended 31st March 2013, on a going concern basis.
Auditors
M/s. B S R & Co., Chartered Accountants, Pune retires as Auditors of
the company at the conclusion of the ensuing annual general meeting and
are eligible for re-appointment.
Statutory Particulars
Particulars of employees as per Section 217(2A) of the Companies Act,
1956, read with the Companies (Particulars of Employees) Rules, 1975,
as amended, are given in Annexure ''A'', which forms part of this report.
However, in terms of Section 219 (1) (b) (iv) of the Act, the report
and accounts are being sent to the shareholders excluding the aforesaid
annexure. Any shareholder interested in obtaining a copy of the said
Annexure may write to the Company Secretary at the registered office of
the company. During the year under review, the company is having one
employee employed throughout the year who was in receipt of
remuneration of more than Rs.60 lacs per annum.
Having regard to the nature of business of the company, Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, relating to conservation of energy and technology absorption are
not applicable to the company.
During the year under review, there were Nil foreign exchange earnings
and the foreign exchange outgo amounted to Rs.11.55 crores.
Corporate Governance
In accordance with the guidelines of the Securities and Exchange Board
of India and Clause 49 of the Listing Agreement with the stock
exchanges and the provisions of the Companies Act, 1956, Report on
Corporate Governance, Management Discussion & Analysis Report and
Compliance Certificate from the Auditors of the company are annexed and
form part of annual report.
Corporate Social Responsibility Initiatives:
As a responsible corporate, we always endeavor to adopt responsible
social business practices. We believe that our business activities have
significant impact on the society at large. We endeavor to manage these
in a responsible manner, believing that sound and demonstrable
performance in relation to corporate social responsibility policies and
practices is a fundamental part of business success.
The Corporate Social Responsibility (CSR) program of the company is
evolved with the active participation of its employees. To provide a
focused and structured approach to the program, we limit its support to
causes related to the education of needy children.
The socially responsible initiatives undertaken by the company are as
follows:
- Donation to Lead Institution namely ''''Teach to Lead''''. Tech to Lead
is a non profit organization whose mission is to create a movement of
leaders who will work to eliminate educational inequality in India.
- Donation to Children Education Fund of OXAM India, a children welfare
institution.
- Donation to Care India.
- Donation to SSC Passed students who have secured more than 90% marks
in examinations. For this noble cause, the employees of Sanghvi Movers
Ltd also contributed to it.
- Sanghvi Movers Limited has organized a blood donation camp at its
head office with the support of the blood bank of Aditya Birla Hospital
Pune. Forty eight employees donated blood in the said camp.
Acknowledgements
Your Directors would like to place on record their gratitude and
appreciation to the banks, esteemed clients and valued investors for
their continued co-operation and support. Your Directors also take this
opportunity to acknowledge the hard work, dedicated efforts made by the
employees of the company at all levels for their contribution to the
success achieved by the company.
By Order of the Board of Directors
For Sanghvi Movers Limited
Pune, 27 May 2013 Chandrakant Sanghvi
Chairman & Managing Director
Registered Office:
Survey No. 92, Tathawade,
Taluka Mulshi, Pune 411033
Mar 31, 2012
The take pleasure in presenting the Twenty-third Annual Report and
Audited Accounts of your Company for the year ended 31st March 2012.
(Rs. in Lacs)
Financial Results 2011-2012 2010-2011
Total Income 47,146.33 37,352.25
Total Expenditure 13,504.95 10,544.74
Profit before Interest and Depreciation 33,641.38 26,807.51
Interest 7,708.63 4,919.60
Depreciation 11,060.30 9,288.48
Profit before Exceptional Items and Tax 14,872.45 12,599.42
Exceptional Items 140.59 0.00
Profit Before Tax 15,013.04 12,599.42
Provision for Taxation 4,835.82 3,968.39
Profit after Tax 10,177.22 8,631.03
Surplus brought forward from last year 16,126.52 14,004.80
Profit available for Appropriation 26,303.74 22,635.83
Appropriations:
Transfer to General Reserves 5,000.00 5,000.00
Proposed Dividend 1,298.64 1,298.64
Tax on Dividend 210.67 210.67
Surplus carried forward to Balance Sheet 19,794.43 16,126.52
Business Review
During the year under report, your Company crossed revenue of Rs. 471
Crores, an increase of 26 % and the Net Profit was Rs. 101.77 Crores,
increased by 18%, year on year basis.
Power Generation
Your Company has been earning regular income from the Business of Power
Generation from Windmills commissioned in Jaisalmer, Rajasthan and
Chitradurga, Karnataka. Total Income earned out of Wind Power
Generation was 221.59 Lacs and Total Power generation through Windmills
was 61.59 Lacs KWH.
Dividend
The Board has recommended Dividend Rs. 3/- per Equity Share i.e. @ 150%
on Equity Shares for the Year ended 31st March 2012, as against Rs. 3/-
per Equity Share. In order to conserve the resources of the Company,
the Dividend Payout Ratio is kept at 150 %. The Dividend @ Rs. 3/- per
Equity Share will be paid to eligible members, after the approval by
the members at the forthcoming Annual General Meeting. The total cash
outflow on account of dividend payments will be Rs. 12.98 Crores and on
the dividend distribution tax is Rs. 2.10 Crores.
Finance
During the year under review, the Company has availed Financial
Assistance from Axis Bank, Bank of Baroda, Bank of India, Corporation
Bank, HDFC Bank, ICICI Bank, ING Vysya Bank, State Bank of Hyderabad,
State Bank of India and The Saraswat Co-operative Bank for funding its
expansion Programme and the Company is enjoying Working Capital
facilities from Dena Bank.
Total Secured Loan outstanding as of 31 March 2012 was Rs. 698.04
Crores.
Your Company has received 'ICRA A ' as Credit Rating for Long Term
Loans, which indicates adequate degree of safety in respect of Bank
Loan profile of the Company and 'A1' as Credit Rating for Short Term
Loans, assigned by ICRA Limited.
Directors
Mr. Gaurav Malik resigned with effect from 27th September 2011. Your
Board of Directors expresses its sincere appreciation for the services
rendered by Mr. Gaurav Malik and further expresses its gratitude for
the same.
Mr. Sanjay Asher appointed as Additional Director with effect from 30th
September 2011.
Mr. Vijay Mainkar and Mrs. Mina Sanghvi are liable to retire by
rotation and being eligible offer themselves for re-appointment.
The brief resume/details relating to Directors who are to be
appointed/re-appointed are furnished in the Report on Corporate
Governance.
Fixed Deposits
The Company has not accepted any fixed deposits from the public during
the year ended 31 March 2012. Accounts
The accounts read with the notes thereon are self-explanatory and hence
do not call for any explanatory statement.
Insurance
The assets of the Company including buildings, sheds, machinery,
cranes, etc. are adequately insured. Personnel
Your Directors express their deep appreciation for the dedicated and
sincere services rendered by the employees at all levels. Employee
relations have been cordial.
Directors' Responsibility Statement
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Directors' Responsibility Statement, it is
hereby confirmed:
1. that in the preparation of the Annual Accounts for the Financial
Year ended 31 March 2012, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
2. that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the Financial Year and of the
Profit of the Company for the year under review;
3. that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
4. that the Directors have prepared the Annual Accounts for the
Financial Year ended 31 March 2012, on a going concern basis.
Auditors
M/s. B. S. R. & Co., Chartered Accountants, Pune retires as Auditors of
the Company at the conclusion of the ensuing Annual General Meeting and
are eligible for re-appointment.
Statutory Particulars
Particulars of Employees as per Section 217(2A) of the Companies Act,
1956, read with the Companies (Particulars of Employees) Rules, 1975,
as amended, are given in Annexure 'A', which forms part of this Report.
However, in terms of Section 219 (1) (b) (iv) of the Act, the Report
and Accounts are being sent to the Shareholders excluding the aforesaid
Annexure. Any Shareholder interested in obtaining a copy of the said
Annexure may write to the Company Secretary at the Registered Office of
the Company. During the year under review, the Company is having one
employee employed throughout the year who was in receipt of
remuneration of more than Rs. 60 Lacs per annum.
Having regard to the nature of business of the Company, Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, relating to conservation of energy and technology absorption are
not applicable to the Company.
During the year under review, there were Rs. 267.72 Lacs foreign
exchange earnings and the foreign exchange outgo amounted to Rs.
20,326.04 Lacs.
Corporate Governance
In accordance with the Guidelines of the Securities and Exchange Board
of India and Clause 49 of the Listing Agreement with The Stock
Exchanges and the Provisions of the Companies Act, 1956, Report on
Corporate Governance, Management Discussion & Analysis Report and
Compliance Certificate from the Auditors of the Company are annexed and
form part of Annual Report.
Corporate Social Responsibility Initiatives:
Sanghvi Movers Limited considers Corporate Social Responsibility (CSR)
not as an obligation, but as an opportunity. We recognize that our
business activities have direct and indirect impacts on the societies
in which we operate. The Company firmly believes in "giving back" what
it gets from the society. The brief details of some of the initiatives
taken are as follows:
- Donation to Shree Ramakrishna Charities, for running the school in
the rural area;
- Financial support to the outstanding students staying in the slum
area and require support for further education;
- Sponsorship of a seminar on Rural Development Programme, Symbiosis
School of Economics organized a National Conference on Urban Planning
and Policies;
- Green initiative for pollution control in vehicles;
- Organizing Blood Donation Camp at Head Office at Pune with the
support of Aditya Birla Memorial Hospital, Pune, 58 employees donated
blood at the camp.
Acknowledgements
Your Directors would like to place on record their gratitude and
appreciation to the Banks, esteemed Clients and valued investors for
their continued co-operation and support. Your Directors also take this
opportunity to acknowledge the hard work, dedicated efforts made by the
Employees of the Company at all levels for their contribution to the
success achieved by the Company.
By Order of the Board of Directors
For Sanghvi Movers Limited
Pune, 30th May 2012 Chandrakant Sanghvi
Chairman & Managing Director
Registered Office :
Survey No. 92, Tathawade,
Taluka Mulshi, Pune 411 033
Mar 31, 2011
The Members
The Directors have pleasure in presenting the Twenty-second Annual
Report and Audited Accounts of your Company for the financial year
ended 31st March 2011.
(Rs.in Lakhs)
Financial Results 2010-2011 2009-2010
Total Income 37,352.25 34,273.12
Total Expenditure 10,544.74 7,887.34
Profit before Interest and Depreciation 26,807.51 26,385.77
Interest 4,919.60 4,747.28
Depreciation 9,288.48 7,872.98
Profit before Tax 12,599.42 13,765.52
Provision for Taxation 3,968.39 4,723.44
Profit after Tax 8,631.03 9,042.08
Surplus brought forward 14,004.80 11,477.05
Amount available for Appropriation 22,635.83 20,519.13
Appropriations :
Transfer to General Reserves 5,000.00 5,000.00
Proposed Dividend 1,298.64 1,298.64
Tax on Dividend 210.67 215.69
Surplus carried forward to Balance Sheet 16,126.52 14,004.80
Dividend
Your Directors are pleased to recommend for your consideration Dividend
Rs.3/- per Equity Share i.e. @ 150% on Equity Shares for the Year ended
31st March 2011, as against Rs.3/- per Equity Share i.e. @ 150% for
previous year. In order to conserve the resources of the Company, the
Dividend Payout Ratio is kept at 17%.
Business Review
The Performance of your Company during the Year under review has been
satisfactory. You will be pleased to note that during the year under
review, your Company has earned Total Income of Rs.37,352.25 Lakhs and
Net Profit of Rs.8,631.03 Lakhs as against Total Income of Rs.34,273.12
Lakhs and Net Profit of Rs.9,042.08 Lakhs earned in the previous year.
Power Generation
Your Company has been earning regular income from the Business of Power
Generation from Windmills commissioned in Jaisalmer, Rajasthan and
Chitradurga, Karnataka. Total Income earned out of Wind Power
Generation was Rs.195.35 Lakhs and Total Power generation through
Windmills was 55.29 Lakhs Kwh.
Finance
During the year under review, the Company has availed Financial
Assistance from Axis Bank, Bank of Baroda, Bank of India, Corporation
Bank, HDFC Bank, ICICI Bank, ING Vysya Bank, State Bank of Hyderabad,
State Bank of India and The Saraswat Co-operative Bank for funding its
expansion Programme and the Company is enjoying Working Capital
facilities from Dena Bank.
Total Secured Loan outstanding as of 31st March 2011 was Rs.63,284.63
Lakhs.
ICRA Limited has reaffirmed the "[ICRA] A " credit rating, assigned
with regard to the term loan facilities and cash credit facilities of
Sanghvi Movers Limited, which indicates highest safety. The outlook on
the long- term rating is stable. ICRA has also reaffirmed the "[ICRA]
A1" rating assigned with regard to the short term fund based facilities
of Sanghvi Movers Limited.
Directors
Mr. P.C. Bhalerao resigned with effect from 6th December 2010. Your
Board of Directors expresses its sincere appreciation for the services
rendered by Mr. P.C. Bhalerao and further expresses its gratitude for
the same.
Mr. R. S. Desai and Mr. Dara Damania are liable to retire by rotation
and being eligible offer themselves for re-appointment.
The brief resume/details relating to Directors who are to be
appointed/re-appointed are furnished in the Report on Corporate
Governance.
Fixed Deposits
The Company has not accepted any fixed deposits from the public during
the year ended 31st March 2011.
Accounts
The accounts read with the notes thereon are self-explanatory and hence
do not call for any explanatory statement.
Insurance
The assets of the Company including buildings, sheds, machinery,
cranes, etc. are adequately insured.
Personnel
Your Directors express their deep appreciation for the dedicated and
sincere services rendered by the employees at all levels. Employee
relations have been cordial.
Directors' Responsibility Statement
Pursuant to the requirement under Section 217 (2AA) of the Companies
Act, 1956, with respect to Directors' Responsibility Statement, it is
hereby confirmed:
1. that in the preparation of the Annual Accounts for the Financial
Year ended 31st March 2011, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
2. that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the Financial Year and of the
Profit of the Company for the year under review;
3. that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
4. that the Directors have prepared the Annual Accounts for the
Financial Year ended 31st March 2011, on a going concern basis.
Auditors
M/s. L. M. Joshi & Co., Chartered Accountants, Pune, the Statutory
Auditors of the Company have informed that they are unable to offer
themselves for re-appointment as the Auditors of the Company for the
Financial Year 2011-2012. The Company has received a special notice
from a Member of the Company, in terms of the provisions of the
Companies Act, 1956, signifying his intention to propose the
appointment of M/s. B.S. R. & Co., Chartered Accountants, Pune, as the
Auditors of the Company from the conclusion of the 22nd Annual General
Meeting till the conclusion of the next Annual General Meeting of the
Company.
M/s. B.S. R. & Co., Chartered Accountants, Pune, have expressed their
willingness to act as Auditors of the Company, if appointed, and have
also confirmed that the said appointment would be in conformity with
the provisions of Section 224 (1B) of the Companies Act, 1956. M/s. L.
M. Joshi & Co., Chartered Accountants, Pune, the retiring Auditors,
have issued 'No Objection Certificate' to the appointment of M/s. B.S.
R. & Co., Chartered Accountants, Pune, as the Statutory Auditors of the
Company, if made, at this Annual General Meeting of the Company. In
view of the above, and based on the recommendations of the Audit
Committee, the Board of Directors, have at their Meeting held on 05th
August 2011, proposed the appointment of M/s. B.S. R. & Co., Chartered
Accountants, Pune, as the Statutory Auditors in place of M/s. L. M.
Joshi & Co., Chartered Accountants, Pune, to hold office from the
conclusion of this 22nd Annual General Meeting until the conclusion of
the next Annual General Meeting of the Company.
Statutory Particulars
During the year under review, the Company is having one employee
employed throughout the year who was in receipt of remuneration of more
than Rs.60 Lakhs per annum.
Having regard to the nature of business of the Company, Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, relating to conservation of energy and technology absorption are
not applicable to the Company.
During the year under review, there were no foreign exchange earnings
and the foreign exchange outgo amounted to Rs.27,226.23 Lakhs.
Corporate Governance
In accordance with the Guidelines of the Securities and Exchange Board
of India and Clause 49 of the Listing Agreement with the Stock
Exchanges and the Provisions of the Companies Act, 1956, Report on
Corporate Governance, Management Discussion & Analysis Report and
Compliance Certificate from the Auditors of the Company are annexed and
form part of Annual Report.
Acknowledgements
Your Directors would like to place on record their gratitude and
appreciation to the Banks, esteemed Clients and valued investors for
their continued co-operation and support. Your Board takes this
opportunity to express their sincere appreciation for the contribution
made by employees at all levels. The constant growth was made possible
by their hard work, co-operation & support.
On behalf of the Board of Directors
For Sanghvi Movers Limited
Pune, 05th August 2011 C. P. Sanghvi
Chairman & Managing Director
Registered Office :
Survey No. 92, Tathawade,
Taluka Mulshi, Pune 411 033
Mar 31, 2010
The Directors have pleasure in presenting the Twenty First Annual
Report and Audited Accounts of your Company for the year ended 31
March, 2010.
FINANCIAL RESULTS 2009-2010 2008-2009
(Rs. in Lakhs) (Rs. in Lakhs)
Total Income 34,273.12 36,152.25
Total Expenditure 7,887.34 8,354.08
Profit before Interest and
Depreciation 26,385.77 27,798.17
Interest 4,747.28 5,301.18
Depreciation 7,872.98 6,796.95
Profit before Tax 13,765.52 15,700.04
Provision for Taxation 4,723.44 5,594.77
Profit after Tax 9,042.08 10,105.27
Surplus brought forward 11,477.05 3,395.20
Amount available for
Appropriation 20,519.13 13,500.47
Appropriations
Transfer to General Reserves 5,000.00 1,010.53
Proposed Dividend 1,298.64 865.76
Tax on Dividend 215.69 147.13
Surplus carried forward to
Balance Sheet 14,004.80 11,477.05
DIVIDEND
Your Directors are pleased to recommend for your consideration Dividend
Rs. 3/- per Equity Share i.e. @ 150% on Equity Shares for the Year ended
31 March, 2010, as against Rs. 2/- per Equity Share i.e. @ 100% for
previous year. In order to conserve the resources of the Company,
the Dividend Payout Ratio is kept at 17%.
BUSINESS REVIEW
The Performance of your Company during the Year under review has been
satisfactory. You will be pleased to note that during the year under
review, your Company has earned Total Income of Rs. 34,273.12 Lakhs and
Net Profit of Rs. 9,042.08 Lakhs as against Total Income of Rs.
36,152.25 Lakhs and Net Profit of Rs. 10,105.27 Lakhs earned in the
previous year.
POWER GENERATION
Your Company has been earning regular income from the Business of Power
Generation from Windmills commissioned in Jaisalmer, Rajasthan and
Chitradurga, Karnataka. Total Income earned out of Wind Power
Generation was Rs. 276.85 Lakhs and Total Power generation through
Windmills was 78.32 Lakhs Kwh.
FINANCE
During the year under review, the Company has availed Financial
Assistance from Axis Bank, Bank of Baroda, Bank of India, Corporation
Bank, HDFC Bank, ICICI Bank, ING Vysya Bank, State Bank of Hyderabad,
State Bank of India and The Saraswat Co-operative Bank for funding its
expansion programme and the Company is enjoying Working Capital
facilities from Dena Bank.
Total Secured Loan outstanding as of 31st March, 2010 was Rs. 47,446.56
Lakhs.
Your Company has received "LA+" as Credit Rating for Long Term Loans,
which indicates adequate credit quality in respect of Bank Loan profile
of the Company and "A1" as Credit Rating for Short Term Loans, which
indicates highest safety as regards Short Term Loans assigned by ICRA
Limited.
DIRECTORS
Mr. Anirudha Seolekar resigned with effect from 8th July, 2009. Your
Board of Directors expresses its sincere appreciation for the services
rendered by Mr. Anirudha Seolekar and further expresses its gratitude
for the same. With effect from 16th December 2009, Mr. Dinesh H.
Munot appointed as an Additional Director of the Company.
Mr. S. Padmanabhan, Mr. Pradeep R. Rathi and Mr. Prakash C. Bhalerao
are liable to retire by rotation and being eligible offer themselves
for re-appointment.
The brief resume/details relating to Directors who are to be
appointed/re-appointed are furnished in the Report on Corporate
Governance.
FIXED DEPOSITS
The Company has not accepted any fixed deposits from the public during
the year ended 31th March, 2010.
ACCOUNTS
The accounts read with the notes thereon are self-explanatory and hence
do not call for any explanatory statement.
INSURANCE
The assets of the Company including buildings, sheds, machinery,
cranes, etc. are adequately insured.
PERSONNEL
Your Directors express their deep appreciation for the dedicated and
sincere services rendered by the employees at all levels. Employee
relations have been cordial.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Directors Responsibility Statement, it is
hereby confirmed :
(i) that in the preparation of the Annual Accounts for the Financial
Year ended 31th March, 2010, the applicable accounting standards have
been followed along with proper explanation relating to material
departures;
(i) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the Financial Year and of the
Profit of the Company for the year under review;
(i) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities;
(iv) that the Directors have prepared the Annual Accounts for the
Financial Year ended 31th March, 2010, on a going concern basis.
AUDITORS
M/s. L. M. Joshi & Co., Chartered Accountants, retires as Auditors of
the Company at the conclusion of the ensuing Annual General Meeting and
are eligible for re-appointment.
INCENTIVES TO THE EMPLOYEES
During the year under review, your Company has declared performance
based incentive of Rs. 101.21 Lakhs to its employees.
STATUTORY PARTICULARS
Particulars of Employees as per Section 217(2A) of the Companies Act,
1956, read with the Companies (Particulars of Employees) Rules, 1975,
as amended, are given in Annexure A, which forms part of this Report.
However, in terms of Section 219 (1) (b) (iv) of the Act, the Report
and Accounts are being sent to the Shareholders excluding the aforesaid
Annexure. Any Shareholder interested in obtaining a copy of the said
Annexure may write to the Company Secretary at the Registered Office of
the Company. During the year under review, the Company is having 3
employees employed throughout the year who were in receipt of
remuneration of more than Rs. 24 Lakhs per annum.
Having regard to the nature of business of the Company, Companies
(Disclosure of Particulars in the Report of Board of Directors) Rules,
1988, relating to conservation of energy and technology absorption are
not applicable to the Company.
During the year under review, there were no foreign exchange earnings
and the foreign exchange outgo amounted to Rs. 13,362.47 Lakhs.
CORPORATE GOVERNANCE
In accordance with the Guidelines of the Securities and Exchange Board
of India and Clause 49 of the Listing Agreement with The Stock
Exchanges and the Provisions of the Companies Act, 1956, Report on
Corporate Governance, Management Discussion & Analysis Report and
Compliance Certificate from the Auditors of the Company are annexed and
form part of Annual Report.
ACKNOWLEDGEMENT
Your Directors would like to place on record their gratitude and
appreciation to the Banks, esteemed Clients and valued investors for
their continued co-operation and support. Your Directors also take this
opportunity to acknowledge the hard work, dedicated efforts made by the
Employees of the Company at all levels for their contribution to the
success achieved by the Company.
On behalf of the Board of Directors
FOR SANGHVI MOVERS LIMITED
Pune C. P. SANGHVI
26th May, 2010 Chairman & Managing Director
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Stocks To Buy Today, Dec 16: Top 2 Picks By Riyank Arora of Mehta Equities For Profitable Trading On Tuesday -
India Stock Market Weekly Review: Nifty and Sensex Fall as Caution Spreads -
Stocks To Buy Today, Dec 15: Top 2 Picks By Riyank Arora of Mehta Equities For Profitable Trading On Monday
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Stocks To Buy Today, Dec 12: Top 2 Picks By Riyank Arora of Mehta Equities For Profitable Trading On Friday -
Market Outlook 2026: Kotak Securities Sees Nifty 50 at 30,000; THESE 4 Sectors Lead Rally, Gold To Stay Strong -
Stocks To Buy Today, Dec 10: Top 2 Picks By Riyank Arora of Mehta Equities For Profitable Trading On Wednesday -
D-Street Bleeds For 2nd Day! Sensex Slumps 678 Pts; Nifty Cracks 25,800; Why Stock Market Is Falling Today? -
Stocks To Buy Today, Dec 9: Top 2 Picks By Riyank Arora of Mehta Equities For Profitable Trading On Tuesday -
Stocks To Buy Today, Dec 8: Top 4 Picks By Riyank Arora of Mehta Equities For Profitable Trading On Monday -
Stock Market Alert! Major Pre-Open Session Change From Dec 8: Full Timings, Rules & All You Need To Know -
Bank Nifty Surges: RBI’s 25 bps Rate Cut Triggers Strong Upside in Major Banking Stocks -
Closing Bell: Sensex Ends 158 pts Higher, Nifty Climbs Above 26,000; Hero MotoCorp, HAL Up 2% Each -
Stocks To Buy Today, Dec 4: Top 2 Picks By Riyank Arora of Mehta Equities For Profitable Trading On Thursday
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