|
To,
The Members
Your directors are pleased to present the 02nd Annual Report on the business and
operations of the Company along with the audited financial statements, for the financial
year ended 31st March, 2025.
FINANCIAL RESULTS:
The financial highlights of the current year in comparison to the previous year are as
under.
(Amount in Lakhs)
| Particulars |
2024-25 |
2023-24 |
| Revenue from Operations |
2847.95 |
2663.82 |
| Other Income |
36.39 |
1.10 |
| Total Income |
2884.34 |
2664.92 |
| Profit/(Loss) before Depreciation, Finance cost, Exceptional Items and
Interest/Tax |
533.32 |
427.06 |
| Less: Finance Costs |
74.78 |
46.67 |
| Less: Depreciation and Amortization Expense |
73.60 |
50.67 |
| Profit/(Loss) before Tax after exceptional and extra-ordinary items |
384.94 |
329.72 |
| exceptional and extra-ordinary items |
- |
- |
| Profit/(Loss) before Tax after exceptional and extra-ordinary items |
384.94 |
329.72 |
| Less: Tax Expense: |
|
|
| [a] Current Tax Exepense |
82.16 |
82.98 |
| [b]Deferred Tax |
14.73 |
11.66 |
| Profit/(Loss) After Tax |
288.06 |
235.08 |
| Earnings per share |
6.47 |
14.73 |
STATE OF AFFAIRS AND OPERATIONS OF THE COMPANY:
During the financial year 2023-24, the Company was converted from a Partnership firm to
a Public Limited Company, pursuant to a resolution passed by the partners in its meeting
held on October 05, 2023.
Further, the Company has total revenue of Rs. 2884.34 Lacs as compared to the previous
year which was Rs. 2664.92 Lacs. Further during the year, the Company has earned net
profit of Rs. 288.06 Lacs as compared to net profit of Rs. 235.08 Lacs in the previous
year.
LISTING:
Pursuant to the resolutions duly passed by the Members of the Company at the
Extra-ordinary General Meeting convened on the 09th day of March 2024, the Company
resolved to approach the capital markets with an Initial Public Offering (IPO) of
13,25,000 (Thirteen Lakh Twenty Five Thousand) equity shares, each having a face value of
Rs. 10/- (Rupees Ten Only including a premium of Rs. 111/- per equity share). This
offering was conducted through the Book Building Process, in accordance with the
provisions of applicable laws, with the intent to offer said shares to the public.
The issue was made available for public subscription from the Wednesday, August 21st,
2024 and closed on August 23rd, 2024 and the allotment of these equity shares was
subsequently finalized on the 26th day of August 2024, in consultation with the Designated
Stock Exchange, namely the National Stock Exchange of India Limited (NSE), as per the
regulatory framework governing such issuances.
Following the submission of the Company's application, the National Stock Exchange of
India Limited (NSE), after due consideration, granted its final approval for the listing
and commencement of trading on the NSE Emerge platform with effect from the 28th day of
August 2024.
DIVIDEND:
The Board of Directors does not recommended dividend for the financial year ended on
31st March, 2025.
CHANGES IN THE NATURE OF BUSINESS
During the year under review, there has been no change in the nature of business of the
Company.
SHARE CAPITAL
In the beginning of the financial year 2023-2024 the company had the Authorised Share
Capital of Rs. 1,39,64,380 /- (Rupees One Crore Thirty-Nine Lakhs Sixty-Four Thousand
Three Hundred and Eighty only) consist of 13,96,438 /- (Thirteen Lakh Ninety-Six Thousand
Four Hundred and Thirty-Eight only) equity shares of Rs 10/- each and paid-up share
capital of Rs. 13,96,4380/- (Rupees One Crore Thirty-Nine Lacs Sixty-Four Thousand Three
Hundred and Eighty only) consist of 13,96,438 /- (Thirteen Lakh Ninety-Six Thousand Four
Hundred and Thirty-Eight only) equity shares of Rs. 10/- each.
Changes during the year are as follows:
On March 2nd , 2024, the company has come up with the Initial Public Offering
(IPO) of 13,25,000 (Thirteen Lakh Twenty-Five Thousand) Equity shares of the face value of
Rs. 10/- (Rupees Ten Only) each. Further, the Initial Public Offer ("IPO") of
the company opened for subscription on Wednesday, August 21st, 2024 and closed on August
23rd, 2024 for all the bidders for upto 13,25,000 Equity Shares of the face value of Rs.
10 each ("Equity Shares") bearing distinctive numbers from 3675001 to 50,00,000
(both inclusive in dematerialized mode) at a price of Rs. 121/- per equity share
(including a premium of Rs. 111/- per equity share) allotted to the respective applicants
in the various categories as approved in consultation with the Authorized Representative
of the Designated Stock Exchange viz. National Stock exchange of India Limited
As of March 31,2025, the Authorised Share Capital of the Company is Rs. 5,00,00,000/-
(Rupees Five Crore only) divided into 50,00,000 (Fifty Lakh) equity shares of Rs. 10/-
(Rupees Ten only) each. The Paid-up Share Capital of the Company is Rs. 5,00,00,000/-
(Rupees Five Crore only) divided into 50,00,000 (Fifty Lakh) equity shares of Rs. 10/-
(Rupees Ten only) each.
RESERVES
As permitted under the Act, the Board has decided to retain the entire amount of profit
for FY2025.
DEPOSITS
The Company has not accepted any deposits from the public during the year under review.
No amount on account of principal or interest on deposits from the public was outstanding
as on March 31,2025.
The details of amount accepted and received from the directors of the company have been
disclosed in the financial statements. CORPORATE GOVERNANCE
Pursuant to provisions of Regulation 15 of the SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, the SME Listed Companies are exempt from the provisions
of Corporate Governance.
The Company being the SME listed on the Emerge Platform of NSE, the provisions
pertaining to Corporate Governance are not applicable to the Company. Accordingly, the
separate report on Corporate Governance is not applicable in the Annual Report.
ANNUAL RETURN
Pursuant to Section 134(3)(a) and Section 92(3) of the Companies Act, 2013, read with
Rule 12 of the Companies (Management and Administration) Rules, 2014, the copy of the
Annual Return as on 31st March, 2024, is available on the Company's website and that can
be accessed at https://idealtechnoplast.com/
By virtue of amendment to Section 92(3) of the Companies Act, 2013 and Rule 12 of the
Companies (Management and Administration) Rules, 2014, the Company is not required to
provide extract of Annual Return (Form MGT-9) as part of this Report.
DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)
At present, Board of Directors of the Company comprises of 6 Directors, who have wide
and varied experience in different disciplines and fields of corporate functioning. The
present composition of the Board consists of one Managing Director, one CFO/Director, one
Executive Director and Three Independent Non-Executive Directors which includes one women
Independent Non-Executive Director.
The Company is maintaining optimum combination of Executive, Non-Executive Directors
and Independent Directors.
The Board of Directors of company comprised of the following Directors, as on 31st
March 2025:
| S no. Name of Director |
DIN |
Designation |
| 1 Prafulkumar Karsanbhai Vaghasiya |
10402567 |
Chairman & Executive Director |
| 2 Vipulbhai Dulabhai Mendapara |
10402565 |
Managing Director |
| 3 Gauravbhai Chhaganbhai Gopani |
10402566 |
CFO & Director |
| 4 Hardik Sureshbhai Kambodi |
10496271 |
Independent Director |
| 5 Shaista Afreen |
10118954 |
Independent Director |
| 6 Rushiraj Zaverbhai Patel |
08017580 |
Independent Director |
[A] APPOINTMENT AND REAPPOINTMENT:
During the year under Review, there was no appointment/reappointment or change in
directors of the company. Also there is no cessation of Directors from the Board.
[B] RETIREMENT BY ROTATION:
In accordance with the provisions of Section 152 of Companies Act, 2013 read with the
Companies (Appointment and Qualification of Directors) Rules, 2014 (as amended), Mr.
Gauravbhai Chhaganbhai Gopani (DIN 10402566), retires by rotation at the ensuing AGM and
being eligible, seeks re-appointment. A resolution seeking the re-appointment of Mr.
Gauravbhai Chhaganbhai Gopani (DIN 10402566), forms part of the Notice.
The profile along with other details of Mr. Gauravbhai Chhaganbhai Gopani are provided
in the annexure to the Notice.
[C] CHANGE IN KEY MANAGERIAL PERSONNEL:
During the Year under review there is no change in the Key Managerial Personnel of the
company:
Key Managerial Personnel as on 31st March 2025:
| S no. Name of Key Managerial Personnel |
Designation |
| 1. Mr. Vipulbhai Dulabhai Mendapara |
Managing Director |
| 2. Mr. Gauravbhai Chhaganbhai Gopani |
Chief Financial Officer |
| 3. Ms. Neha Shaw |
Company Secretary |
BOARD MEETINGS
The Board of Directors (herein after called as "the Board") met 12 (Twelve)
times during the year under review as mentioned below. The gap between any two consecutive
board meeting did not exceed 120 days as per the provisions of Companies Act, 2013 and
rules made thereunder
| S no. Board Meeting Dates |
| 1. 01.04.2024 |
| 2. 18.04.2024 |
| 3. 29.7.2024 |
| 4. 26.08.2024 |
| 5. 30.09.2024 |
| 6. 30.10.2024 |
| 7. 08.11.2024 |
| 8. 22.11.2024 |
| 9. 17.12.2024 |
| 10. 30.12.2024 |
| 11. 04.02.2025 |
| 12. 18.03.2025 |
| S no. Name of Director |
Category |
Number of Board Meetings entitled to attend/ held during the Year |
Number of Board Meetings attended during the Year |
| 1 Prafulkumar Karsanbhai Vaghasiya |
Chairman & Executive Director |
12 |
12 |
| 2 Vipulbhai Dulabhai Mendapara |
Managing Director |
12 |
12 |
| 3 Gauravbhai Chhaganbhai Gopani |
CFO & Director |
12 |
12 |
| 4 Hardik Sureshbhai Kambodi |
Independent Director |
12 |
7 |
| 5 Shaista Afreen |
Independent Director |
12 |
4 |
| 6 Rushiraj Zaverbhai Patel |
Independent Director |
12 |
11 |
GENERAL MEETINGS
During the year, the company held its 1st Annual general Meeting (AGM) on August 16th,
2024 at 10:00 A.M. at the registered office of the company.
INDEPENDENT DIRECTOR
A) DECLARATION BY INDEPENDENT DIRECTORS UNDER SUB-SECTION (6) OF SECTION 149:
During the year, the Company has received the necessary declaration from the
Independent Directors pursuant to Section 149(7) of the Companies Act, 2013 along with
Rules framed thereunder and Regulation 25 read with regulation 16 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, confirming that they meet the
criteria of Independence as laid down in Section 149(6) of the Act and that of Listing
Regulations. Independent Directors comply with the Code of Conduct prescribed under Sched-
ule-IV of the Companies Act, 2013. These declarations have been placed before and noted by
the Board. In the opinion of the Board, the company's Independent Directors possess the
integrity, requisite experience, and expertise relevant to the industry in which the
company operates. Further, all the Company's Independent Directors have registered with
the Independent Director's Databank of the Indian Institute of Corporate Affairs. -
The Board is of the opinion that the Independent Directors of the Company possess
requisite qualifications, experience and expertise in the fields of science and
technology, finance, governance, human resources, sustainability, etc. and that they hold
highest standards of integrity.
All the Independent Directors have complied with the Code for Independent Directors
prescribed in Schedule IV to the Companies Act, 2013.
B) FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:
In compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 (SEBI (LODR) Regulations), the Company has put in place a Familiarization Program for
the Independent & Non-Executive Directors to familiarize them with the Company, their
roles, rights, responsibilities in the Company, nature of the industry in which the
Company operates, business model etc. The detail of such program is available on the
website of the company at https://idealtechnoplast.com/Policies.aspx
C) TERMS AND CONDITIONS OF APPOINTMENT:
The terms & conditions of appointment of Independent Director stipulates under
section 149, 150 and 152 of the Companies Act 2013 read with Guidelines for
Professional Conduct' pursuant to Schedule IV to the Act. The details of such terms are
available on the website of the company https://idealtechnoplast.com/and may be accessed
through the web link https://idealtechno- plast.com/Policies.aspx
D) BOARD EVALUATION
The Board of Directors have carried out an annual evaluation of its own performance
including various committees, and individual directors pursuant to the provisions of the
Companies Act 2013.
The performance of the Board was evaluated by the Board including Independent Directors
after seeking inputs from all the directors on the basis of various criteria such as Board
Composition, process, dynamics, quality of deliberations, strategic discussions, effective
reviews, committee participation, governance reviews etc.
The performance of the committees was evaluated by the board after seeking inputs from
the committee members on the basis of criteria such as Committee composition, process,
dynamics, deliberation, strategic discussions, effective reviews etc.
The Board and the Nomination and Remuneration Committee reviewed the performance of the
individual directors on the basis of the criteria such as contribution of the individual
director to the Board and committee meetings like preparedness on the issues to be
discussed, meaningful and constructive contribution and inputs in meetings etc. In
addition, the Chairman was also evaluated on the key aspects of his role.
In a separate meeting of independent directors, performance of non-independent
directors, performance of the board as a whole and performance of the Chairman was
evaluated, taking into account the views of the executive directors and non-executive
directors. The same was discussed in the board meeting that followed the meeting of
independent directors, at which the performance of the Board, its committee and individual
Directors was also discussed.
CEO/CFO CERTIFICATION
Mr. Prafulkumar Karsanbhai Vaghasiya, Chairman & Director, Mr. Vipulbhai Dulabhai
Mendapara, Managing Director and Mr. Gauravbhai Chhaganbhai Gopani, Chief Financial
Officer/Director of the Company have given a certificate to the Board as contemplated in
Regulation 17(8) of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
COMMITTEES OF THE BOARD
Pursuant to the provisions Companies Act, 2013 and the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of
Directors has constituted Committees of the Board i.e., Audit Committee, Nomination and
Remuneration Committee and Stakeholders Relationship Committee.
A) AUDIT COMMITTEE:
The Audit Committee of the Company is constituted in line with the provisions of
Section 177 along with Rule 6 of the Companies (Meeting and Its Powers) Rules, 2014 and
Regulation 18 read with Part C of Schedule II of the SEBI (Listing and Obligations and
Disclosure Requirements) Regulations 2015.
The Board of the company constituted the Audit Committee (which includes terms of
reference) on March 02nd, 2024.
The primary objective of the Audit Committee is to monitor and provide an effective
supervision of the Management's financial reporting process, to ensure accurate and timely
disclosures, with the highest levels of transparency, integrity and quality of financial
reporting. The Committee oversees the work carried out in the financial reporting process
by the Management, the internal auditor, the statutory auditor and the cost auditor and
notes the processes and safeguards employed by each of them. The Committee further reviews
the processes and controls including compliance with laws, Code of Conduct and Insider
Trading Code, Whistle Blower Policies and related cases thereto. The Committee also
reviews matters under the Prevention of Sexual Harassment at Workplace Policy. Ms. Neha
Shaw, Company Secretary & Compliance Officer is the Secretary to the Audit Committee.
She has attended the Meeting of the Audit Committee held during the Financial Year
2023-24.
The Audit Committee is duly constituted in accordance with the applicable regulation.
During the Financial Year ended 31st March 2025, the audit committee convened 5 (Five)
which were held on the following dates:
29th July 2024,
30th September 2024,
30th October 2024
17th December 2024
18th March 2025.
The Composition of the Audit Committee as on 31 /03/2025 is as under:
| S no. Name of Director |
Designation |
No. of meetings held during the year |
No. of meetings attended |
| 1 Mr. Hardik Sureshbhai Kambodi |
Chairman |
5 |
5 |
| 2 Mrs. Shaista Afreen |
Member |
5 |
2 |
| 3 Mr. Rushiraj Zaverbhai Patel |
Member |
5 |
5 |
B) NOMINATION AND REMUNERATION COMMITTEE:
Pursuant to the provisions of Section 178 of the Companies Act, 2013 along with Rule 6
of the Companies (Meetings of Board & Its Powers) Rules, 2014 and Regulation 19 read
with Part D of Schedule II to the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, your Company has constituted a
Nomination and Remuneration Committee of the Board of Directors.
The Board of Directors of the Company constituted the Nomination and Remuneration
Committee (which includes terms of reference as provided under the Act) on March 02nd ,
2024..
The purpose of the Nomination and Remuneration Committee ("NRC") is to
oversee the Company's nomination process including succession planning for the senior
management and the Board and specifically to assist the Board in identifying, screening
and reviewing individuals qualified to serve as Executive Directors, Non-Executive
Directors and determine the role and capabilities required for Independent Directors
consistent with the criteria as stated by the Board in its Policy on Appointment and
Removal of Directors. The NRC and the Board periodically reviews the succession planning
process of the Company and is satisfied that the Company has adequate process for orderly
succession of Board Members and Members of the Senior Management.
The NRC also assists the Board in discharging its responsibilities relating to
compensation of the Company's Executive Directors and Senior Management. The NRC has
formulated Remuneration Policy for Directors, KMPs and all other employees of the Company.
The Nomination and Remuneration Committee is duly constituted in accordance with
applicable regulations. During the Financial Year ended March 31,2025, the Nomination and
Remuneration Committee convened one (1) meeting, which were held on 18th March 2025 via
Video Conference.
The Composition of the Nomination and Remuneration Committee as on 31/03/2025 is as
under:
| S no. Name of Director |
Designation |
No. of meetings held during the year |
No. of meetings attended |
| 1 Mrs. Shaista Afreen |
Chairman |
1 |
1 |
| 2 Mr. Rushiraj Zaverbhai Patel |
Member |
1 |
1 |
| 3 Mr. Hardik Sureshbhai Kambodi |
Member |
1 |
1 |
C) STAKEHOLDERS RELATIONSHIP COMMITTEE:
Pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 20
read with Part D of Schedule II to the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, your Company has constituted a
Stakeholders Relationship Committee of the Board of Directors.
The Stakeholders' Relationship Committee considers and resolves the grievances of our
shareholders, debenture holders and other security holders, including complaints relating
to non-receipt of annual report, transfer and transmission of securities, non-receipt of
dividends/interests, issue of new/duplicate certificates, general meetings and such other
grievances as may be raised by the security holders of the Company, from time to time.
The SRC also reviews:
a) The measures taken for effective exercise of voting rights by the shareholders;
b) The service standards adopted by the Company in respect of the services rendered by
our Registrar & Transfer Agent;
c) The measures rendered and initiatives taken for reducing the quantum of unclaimed
dividends and ensuring timely receipt of dividend/annual report/notices and other
information by shareholders.
The Stakeholders' Relationship Committee is duly constituted in accordance with
applicable regulation Financial Year ended on 31st March 2025, the Stakeholders'
Relationship Committee convened Three (3) Meeting which was held via Video Conference on
the following dates:.
30.09.2024
16.01.2025
25.03.2025
The Composition of the Stakeholders relationship Committee as on 31/03/2024 is as
under:
| S no. Name of Director |
Designation |
No. of meetings held during the year |
No. of meetings attended |
| 1 Mr. Rushiraj Zaverbhai Patel |
Chairman |
3 |
3 |
| 2 Mrs. Shaista Afreen |
Member |
3 |
1 |
| 3 Mr. Hardik Sureshbhai Kambodi |
Member |
3 |
3 |
D) INTERNAL COMPLAINTS COMMITTEE
The Scope of Internal Complaints Committee will be Redressal of complaints filed with
fairness and without bias. Within the time period of 90 days and undertaking Awareness
workshops/activities to educate all employees of the Company about Sexual harassment at
workplace, its effects and laws against it. Filing a complaint with the ICC.
The Internal Complaints Committee is duly constituted in accordance with applicable
regulations. During the Financial Year ended on 31st March 2025, the Internal Complaints
Committee convened Two (2) Meeting which was held via Video Conference on the following
dates:
30.12.2024
25.03.2025
The Composition of the Internal Complaints Committee as on 31/03/2025 is as under:
| S no. Name of Members |
Designation |
| 1 Nivanshi chauhan |
Chairman |
| 2 Prafulkumar Karsanbhai Vaghasiyc |
Member |
| 3 Kambodi vipulbhai Arvindbhai |
Member |
| 4 Hina patel |
Member |
INTERNAL FINANCIAL CONTROLS AND ITS ADEQUACY.
The Mr. Rakesh M Ruparelia, Designated Partner of M/s Karma & Co. LLP, Chartered
Accountant (Registration No. 127544W/W100376) was appointed as Internal Auditor for the
Financial Year 2024-25 as per the provisions of Section 138 of the Companies Act 2013 read
with Rule 13 of the Companies (Accounts) Rules, 2014 and other applicable provisions if
any of the Companies Act, 2013.
The Company has in place proper and adequate internal control systems commensurate with
the nature of its business, size and complexity of its business operations. Internal
control systems comprising of policies and procedures are designed to ensure reliability
of financial reporting, compliance with policies, procedures, applicable laws and
regulations and that all assets and resources are acquired economically used efficiently
and adequately protected.
The Audit Committee evaluates the efficiency and adequacy of financial control system
in the Company, its compliance with operating systems, accounting procedures, and strives
to maintain the standards in Internal Financial Control.
STATUTORY AUDITORS AND AUDITOR'S REPORT
M/s. Sheladiya & Jyani, Chartered Accountants, (Firm Registration No. 134430W),
were appointed as Statutory Auditors for a period of 5 years, commencing from the
conclusion of the First Annual General Meeting held on 16th August 2024 till the
conclusion of the 6th Annual General Meeting of the Company to be held in the year 2029.
The Notes on Financial Statements referred to in the Auditors Report are
self-explanatory and do not call for any further comments.
The Report of the Statutory Auditors for the year ended 31st March, 2025 forming part
of the Annual Report does not contain any qualification, reservation, observation, adverse
remark or disclaimer. The Statutory Auditors have not reported any incident of fraud to
the Audit Committee of the Company in the year under review.
SECRETARIAL AUDITOR AND THEIR REPORT
The Board of Directors of the Company had appointed Mr. Gourav Saraf, Practicing
Company Secretary, as the "Secretarial Auditors" of the Company, to conduct the
Secretarial Audit for the Financial Year 2024-25, pursuant to the provisions of Section
204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment & Remuneration
of Managerial Personnel) Rules, 2014.
Pursuant to the provisions of Section 204 of the Companies Act, 2013, Regulation 24A
and Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, and on the recommendation of the Audit Committee, subject to the approval of the
members in the ensuing Annual General Meeting, appointment of Mr. Gourav Saraf, Practising
Company Secretaries (a Peer Reviewed Firm, peer review Number: 5758/2024 as Secretarial
Auditors of the Company for a consecutive period of five years commencing from FY 2025 to
FY 2030, at remuneration as may be mutually agreed between the Secretarial Auditor and
Board of Directors.
The Secretarial Audit Report submitted by Mr. Gourav Saraf, the Secretarial Auditors,
for the Financial Year 2024-25 is annexed as "Annex- ure-A" to this Board's
Report.
The profile along with other details of Mr. Gourav Saraf are provided in the annexure
to the Notice.
EXPLANATION OR COMMENTS TO QUALIFICATION, RESERVATION, ADVERSE REMARK OR DISCLAIMER
MADE, IF ANY, IN THE STATUTORY AUDITORS' REPORT AND THE SECRETARIAL AUDIT REPORT.
The Statutory Auditors' Report and the Secretarial Auditors' Report to the members, for
the year ended March 31,2025, does not contain any qualification, reservation, adverse
remark or disclaimer which require explanations or comments by the Board.
REPORTING OF FRAUD BY AUDITORS
During the year under review, neither the statutory auditors nor the secretarial
auditors has reported to the Audit committee, under section 143(12) of the Companies Act,
2013, any instances of fraud committed against the Company by its officer or employees,
the details of which would need to be mentioned in the Board's report.
DISCLOSURE OF ACCOUNTING TREATMENT
The financial statements have been prepared and presented under the historical cost
basis except for certain financial instruments which are measured at fair value or
amortized cost and accrual basis of accounting, unless otherwise stated, and are in
accordance with Generally Accepted Accounting Principles in India (GAAP'), statutory
requirements prescribed under the Accounting Standards (AS') specified under Section
133 of the Companies Act, 2013 read together with the Companies (Accounting Standards)
Rules, 2021, in so far as they are applicable to the Company.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social
Responsibility are not applicable to the company. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT
In terms of the provisions of Regulation 34 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (Listing Regulations), a separate report on
Management Discussion and Analysis is enclosed as an "Annexure -B" to the this
Report.
WHISTLE BLOWER MECHANISM/ VIGIL MECHANISM
In compliance with the provisions of Section 177 of the Act and Rule 7 of the Companies
(Meetings of Board and its Powers) Rules, 2014, the Company has established Vigil
Mechanism/Whistle Blower Policy to encourage directors and employees of the Company to
bring to the attention of any of the following persons, i.e. Whistle and Ethics Officer of
the Company or to the Chairman of the Audit Committee or Company Secretary or Managing
Director in exceptional cases., the instances of unethical behaviour, actual or suspected
incidence of fraud or violation of the Code of Conduct for Directors and Senior Management
(Code) that could adversely impact the Company's operations, business performance or
reputation.
To create enduring value for all stakeholders and ensure the highest level of honesty,
integrity and ethical behaviour in all its operations, the company has formulated a Vigil
Mechanism in addition to the existing code of conduct that governs the actions of its
employees. This Whistle blower policy aspires to encourage all employees to report
suspected or actual occurrence(s) of illegal, unethical or inappropriate events
(behaviours or practices) that affect Company's interest / image.
The Whistle Officer/Chairman of the Audit Committee shall submit a report to the Audit
Committee on a regular basis about all the complaints referred to her since the last
report together with the results of investigations, if any.
A copy of the Policy is available on the website of the Company and may be accessed
through the web link at https://idealtechno- plast.com/Policies.aspx
MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY
OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE
AND THE DATE OF THE REPORT
There have been no material changes and commitments, affecting the financial position
of the Company which occurred during the period between the end of the financial year to
which the financial statements relate and the date of this report.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/ COURTS/ TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND THE COMPANY'S OPERATIONS IN FUTURE.
There is no significant material orders passed by the Regulators/ Courts which would
impact the going concern status of the Company and its future operations.
DEMATERIALISATION OF SHARES
The Company's equity shares are traded in dematerialized form on NSE. As of March
31,2025, 100% of the paid-up equity share capital of the Company are in dematerialized
mode. The shares are assigned the International Securities Identification Number (ISIN)
lNE0T9l01011 under the Depository System.
LISTING OF EQUITY SHARES:
During the year under review, Equity shares of your Company got listed on the National
Stock Exchange of India (NSE) SME Platform on August 28th, 2024. The trading
symbol of the Company is IDEALTECHO. Listing fees and the custodian charges to
depositories, for the FY 2024-25 have been paid to NSE, NSDL and CDSL respectively.
REGISTRAR AND TRANSFER AGENT (RTA)
The Company has appointed Bigshare Services Pvt Ltd, as Registrar and Transfer Agent.
COMPANY'S POLICY ON PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE.
As per requirements of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, the Company has already maintained an internal
policy to prevent women's harassment at work and covered all employees so they could
directly make complaints to the management or Board of Directors if such situation arises.
The Management and Board of Directors together confirm a total number of complaints
received and resolved during the year is as follows:
a) No. of Complaints received: Nil
b) No. of Complaints disposed: Nil
Company has a zero tolerance towards sexual harassment at the workplace. The Company
has adopted a policy on prevention, prohibition, and redressal of sexual harassment at
workplace in line with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder.
The Company has complied with the provisions relating to the constitution of the
Internal Complaints Committee as per the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT,
2013
The details of Loans, Guarantees, Securities and Investments, if any, made during the
financial year ended 31st March, 2025, are given in the notes to the Financial Statements
in compliance with the provisions of Section 186 of the Companies Act, 2013 read with
Companies (Meetings of Board and its Powers) Rules, 2014.
RELATED PARTY TRANSACTIONS
In line with the requirements of the Companies Act, 2013 and SEBI (LODR) Regulations,
your Company has formulated a Policy on Related Party Transactions which is available on
Company's website and can be accessed at www.idealtechnoplast.com/Policies.aspxThe Policy
intends to ensure that proper reporting, approval and disclosure processes are in place
for all transactions between the Company and related parties.
All contracts, arrangements and transactions entered by the Company with related
parties during FY 2025 (including any material modification thereof), were in the ordinary
course of business and on an arm's length basis and were carried out with prior approval
of the Audit Committee. Prior omnibus approval of Audit Committee was obtained for Related
Party Transactions on a yearly basis for transactions which were planned and/or repetitive
in nature and or entered in the Ordinary Course of Business and are at Arm's Length
None of the contracts, arrangements and transactions with related parties, required
approval of the Board/ Shareholders under Section 188(1) of the Act and Regulation 23(4)
of the Listing Regulations Nor any transactions fall under the scope of Section 188(1) of
the Act. The information on transactions with related parties pursuant to Section 134(3)
(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2
does not apply to the Company for the FY 2025 and hence the same is not provided.
The information on transactions with related parties pursuant to Section 134(3) (h) of
the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2 does not
apply to the Company for the FY 2025 and hence the same is not provided.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS AND OUTGO
In terms of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the
Companies (Accounts) Rules, 2014, the particulars of conservation of energy, technology
absorption, foreign exchange earnings, and outgo, are provided below:
Considering the nature of business activities of the Company, the company proposes to
install a solar rooftop system with a capacity of 214.55 kWp. This will lead to
substantial savings in electricity consumption, reducing our grid dependence and energy
costs. Additionally, the project contributes significantly to environmental sustainability
by decreasing greenhouse gas emissions, supporting our commitment to green and responsible
operations. The solar rooftop project exemplifies our strategic investment in clean
technology and sustainable growth, providing both financial returns through energy savings
and positive ecological impact. We continue to explore and implement similar energy
conservation measures to foster long-term environmental and economic benefits for the
company and stakeholders.
Foreign exchange earnings and outgo:
| Foreign exchange earnings and outgo |
2024-2025 |
2023-2024 |
| (i) Foreign exchange earnings (actualinflows) |
Nil |
Nil |
| (ii)Foreign exchange outgo (actualoutflows) |
Nil |
Nil |
DETAILS OF SUBSIDIARY COMPANIES, ASSOCIATES AND JOINT VENTURE COMPANIES
The Company does not have any Subsidiary, Associate and Joint Venture Companies.
RISK MANAGEMENT
Your Company has an elaborate Risk Management procedure. Major risks identified by the
businesses and functions are systematically addressed through mitigating actions on
acontinuing basis. The Audit Committee reviews the status of key risks and steps taken by
the Company to mitigate such risks at regular intervals.
COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has ensured compliance with the mandated Secretarial Standard I & II
issued by the Institute of Company Secretaries of India with respect to Board Meetings and
General Meetings respectively and approved by the Central Government under Section 118(10)
of the Companies Act, 2013.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to sub-Section (5) of Section 134 of the Companies Act, 2013 and to the best
of their knowledge and belief and according to the information and explanations obtained/
received from the operating management, your Directors make the following statement and
confirm that:
a) In the preparation of the annual accounts, the applicable accounting standards have
been followed along with proper explana tion relating to material departures;
b) The directors have selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the company at the end of the financial year and of
the loss of the company for that period;
c) The directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this act for safeguarding the
assets of the company and for preventing and detecting fraud and other irregularities;
d) The directors have prepared the annual accounts on a going concern basis; and
e) The directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively;
f) Proper internal financial controls were followed by the company and such internal
financial controls are adequate and were operating effectively.
MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES:
The remuneration paid to the Directors and Key Managerial Personnel of the Company
during the Financial Year 2024-25 was in accordance with the Nomination and Remuneration
Policy of the Company. Disclosures with respect to the remuneration of Directors and
employees 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 is
available on Company's website and can be accessed at
www.idealtechno-plast.com/Policies.aspx.
CAUTIONARY STATEMENT
Statements in the Directors' Report and the Management Discussion & Analysis Report
describing the Company's objectives, expectations or forecasts may be forward-looking
within the meaning of applicable securities laws and regulations. Actual results may
differ materially from those expressed in the statement. Important factors that could
influence the Company's operations include global and domestic demand and supply
conditions affecting selling prices of finished goods, input availability and prices,
changes in government regulations, tax laws, economic developments within the country and
other factors such as litigation and industrial relations.
APPRECIATIONS AND ACKNOWLEDGEMENTS
Your directors place on records their sincere appreciation for the significant
contribution made by our employees through their dedication, hard work and commitment.
The Board places on record its appreciation for the support and co-operation your
Company has been receiving from its customers, suppliers, distributors, stockists,
retailers, business partners and others associated with the Company as its trading
partners. Your Company looks upon them as partners in its progress. It will be the
Company's endeavour to build and nurture strong links with the trade based on mutuality of
benefits, respect for and co-operation with each other, consistent with consumer
interests.
The Directors also take this opportunity to thank all Shareholders, Investors, Clients,
Vendors, Bankers, Government and Regulatory Authorities and Stock Exchanges, for their
continued support.
| For Ideal Technoplast Industries Limited. |
|
|
| Prafulkumar Karsanbhai Vaghasiya |
Gauravbhai Chhaganbhai Gopani |
Vipulbhai Dulabhai Mendapara |
| DIN:10402567 |
DIN:10402566 |
DIN:10402565 |
| Chairman/Director |
Director/ Chief Financial Officer |
Managing Director |
|