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Kavit Industries Ltd.

BSE: 524444 Sector: Industrials
NSE: N.A. ISIN Code: INE313M01014
BSE 00:00 | 24 Apr Kavit Industries Ltd
NSE 05:30 | 01 Jan Kavit Industries Ltd
OPEN 88.90
PREVIOUS CLOSE 86.05
VOLUME 28363
52-Week high 128.75
52-Week low 35.10
P/E 149.18
Mkt Cap.(Rs cr) 508
Buy Price 76.00
Buy Qty 50.00
Sell Price 81.75
Sell Qty 5.00
OPEN 88.90
CLOSE 86.05
VOLUME 28363
52-Week high 128.75
52-Week low 35.10
P/E 149.18
Mkt Cap.(Rs cr) 508
Buy Price 76.00
Buy Qty 50.00
Sell Price 81.75
Sell Qty 5.00

Kavit Industries Ltd. (KAVITINDUSTRIES) - Director Report

Company director report

To

The Members ofKavit Industries Limited

Your Directors are pleased to present the Annual Report and the Company's AuditedFinancial Statement for the financial year ended March 31 2019.

1. FINANCIAL HIGHLIGHTS AND STATE OF COMPANY'S AFFIARS:

The financial results of the Company for the accounting year ended on 31st March2019 are as follows:

Year Ended March 31 2019

Year Ended March 31 2018

Particulars Standalone Consolidated Standalone Consolidated
Total Revenue 9487.31 10889.37 6902.93 7537.08
Profit/(Loss) before Depreciation &
252.99 256.57 82.10 89.93
Tax
Add/(Less) : Depreciation (31.72) (31.72) (17.66) (17.66)
Profit (Loss) Before Taxes 221.27 224.85 64.43 72.27
Taxes expenses
Current Tax (71.57) (72.80) (19.87) (23.98)
Deferred Tax 4.57 4.57 - -
Income Tax of earlier years (0.14)
Net Profit /(Loss) 154.27 156.48 44.56 48.28
Add/(Less) Total other comprehensiveincome 1.84 1.99 (0.08) (0.08)
Total Comprehensive Income for theperiod 156.09 158.46 44.48 48.20
Total Comprehensive Income for theperiod attributable to owners of the Company 157.90 48.21
Add/(Less) balance brought forward 23.69 27.42 (20.79) (20.79)
Balance carried forward to balancesheet 179.78 185.32 23.69 27.42

2. Business overview:

Standalone total revenue and net profit have increased from Rs.6902.93 lakhs andRs.44.56 Lakhs respectively for the previous year ended on 31st March 2018 toRs.9487.31 Lakhs and Rs.154.27 Lakhs respectively for the year ended on 31stMarch 2019 registering a growth of about 37.44% and quantum jump of 246.21%respectively.

Consolidated Total Revenue and Net Profit have increased from Rs.7537.08 lakhs andRs.48.28respectively for the previous year ended on 31st March 2018 to Rs.10889.37 Lakhs and Rs.156.48 Lakhs respectively for the year ended on 31stMarch 2019 registering a growth of about 44.48% and 224.11% respectively.

3. DIVIDEND:

Keeping in view long term interest of the Company the Board has not recommended anydividend.

4. CAPITAL STRUCTURE:

During the year under review there was no change in the Company's issued subscribedand paid-up equity share capital.

5. AUDITOR'S COMMENTS & REPLY THEREON a. STATUTORY AUDITORS:

As regards emphasis of matter in the Auditors Report your Directors would like tostate as follows:

(1) Item No.1 of the emphasis of matter in the Auditors Report relating to loan &subsidiaries:

With reference to the captioned matter as detailed in Note no.43 of the financialstatement it is stated that the subsidiary companies being newly incorporated would notget finance from the Bank. Accordingly in order to support and strengthen thesubsidiaries loans were given mainly in the last year on short term basis . Part of theloans have been repaid also.

(2) Item No.2 of the emphasis of the matter in the Auditors Report relating to writingoff the balances.

Note no.28 of the financial statement is self explanatory in this regards.

(3) Item no.3 of the emphasis of matter in the Auditors Report relating to non-filingof the requisite form in respect of increase in Authorised Capital.

Note no.16.1 of the Financial statement is self explanatory in the regard. It is aninadvertentand unintentional procedural lapse not forming part of this financial year asstated in the note. Your company is committed to take appropriate steps for the same.

b. SECRETARIAL AUDITOR:

Pursuant to Section 204 of the Act and rules framed thereunder the Board of Directorshas appointed M/s Devesh Pathak & Associates. the Practicing CompanySecretaries as a Secretarial Auditor to conduct a Secretarial Audit for the financial yearunder consideration.

The Report of the Secretarial Auditor in Form MR-3 is annexed to this report as"Annexure-I"

As regards observations in the Secretarial Auditors' Report your Directors would liketo state as follows: (i) With the strengthening of Secretarial Department theCompany is committed to ensure better compliance (ii)Kindly refer reply to Item No.1 of the emphasis of matters in the Auditors Report as aforesaid inthe regard.

c. COST AUDITOR:

Maintenance of cost records and requirement of Cost Audit as prescribed under theprovisions of Section 148 of the Companies Act 2013 read with the Companies (Cost Recordsand Audit) Rules 2014 as amended from time to time are not applicable to the Company.

6. TRANSFER TO INVESTOR EDUCATION & PROTECTION FUND.

During the Financial year under review no amount has been transferred to GeneralReserve of the Company.

7. DETAILS OF SUBSIDIARY JOINT VENTURES OR ASSOCIATES

The Company has subsidiary Companies namely Kavit Infoline Private Limited KavitSwachh Organic Food Private Limited Kavit Foods Private Limited Kavit Edible Oil Limitedand Kavit Infra Project Private Limited.However no other Company has become or ceased tobe Subsidiary Joint Venture or Associate of the Company.

In compliance with the provisions of the Companies Act 2013 the details of thesubsideries andassociated companies is mentioned in the prescribed form AOC 1marked as "Annexure II".

8. MANAGEMENT‘S DISCUSSION AND ANALYSIS REPORT

Pursuant to Regulation 34 read with Schedule V of the Securities and Exchange Board ofIndia (Listing Obligations and Disclosure Requirements) Regulations2015 detailed reviewof operations performance and future outlook of the Company is covered under a separateAnnexure to this report as Management Discussion & Analysis. (Annexure - III).

9. DIRECTORS' REPSONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act 2013 the Board of Directors to thebest of their knowledge and ability confirm that: (i) in the preparation of the annualaccounts of the Company for the year ended on March 31 2019the applicable accountingstandards had been followed along with proper explanations relating to material departuresfor the same; (ii) the Directors had selected such accounting policies and applied themconsistently and made judgments and estimates that were reasonable and prudent so as togive true and fair view of the state of affairs of the Company at the end of the financialyear and of the profit of the Company for the year under review; (iii)the Directors hadtaken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of this Act for safeguarding the assets of the Company andfor preventing and detecting fraud and other irregularities; (iv)the Directors hadprepared the Annual Accounts on a going concern basis; (v)the Directors had laid downinternal financial controls to be followed by the company and that such internal financialcontrols are adequate and were operating effectively;and (vi)the Directors have devisedproper systems to ensure compliance with the provisions of all applicable laws and thatsuch systems were adequate and operating effectively.

10. CORPORATE GOVERNANCE :

Kavit Industries Limited is committed to maintaining the best standards of CorporateGovernance and has always tried to build the maximum trust with shareholdersemployeescustomers suppliers and other stakeholders.

A separate section on Corporate Governance report and the certificate from thePracticing Chartered Accountants confirming compliance of the Corporate Governance normsas stipulated in the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations2015 ("Listing Regulations") form part ofthis Annual Report as an Annexure IV.

11. CONTRACTS AND ARRANGMENTS WITH RELATED PARTIES :

As required by the provisions of the Companies Act2013; the details regarding theRelated Party Transactions are given in prescribed Form AOC-2 attached herewith asAnnexure V.

12. NUMBER OF MEETINGS

The Details of number of Meetingsof Board of Directors and attendance of individualDirectors are provided under the Corporate Governance Report.

13. CONSOLIDATED FINANCIAL STATEMENT:

In accordance with the Companies Act 2013 Regulation 34(2)(b) of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 and Accounting Standard (AS) 21on the consolidated financial statement read with AS 23 on accounting for investment inassociates and AS 27 on financial reporting of interests in joint ventures the auditedconsolidated financial statement is provided in the Annual Report.

14. DIRECTOR & KEY MANEGERIAL PERSONNEL:

During the year under review changes occurred in Directorship and Key ManagerialPersonnel are described at length in Corporate Governance report.

In accordance with the provisions of the Act and the Articles of Association of theCompany Mr. Jayesh Raichand Thakkar (DIN- 01631093) Director of the Company retires byrotation at the ensuing Annual General Meeting and being eligible offers himself forre-appointment. Your Directors recommend his re-appointment for your approval.

The Company's policy on Directors' appointment and remuneration including criteria fordetermining qualifications positive attributes independence of a Director and othermatters provided under Section 178(3) of the Companies Act 2013 is hosted on theCompany's website (www.kavitindustries.in).

The Company has also received declarations from all the Independent Directors of theCompany confirming that they meet the criteria of independence as prescribed both underSection 149(6) of the Companies Act 2013 and regulation 17 of Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations 2015.

15. MATERIAL CHANGES AND COMMITMENTS BETWEEN THE DATE OF THE BALANCE SHEET AND

THE DATE OF REPORT:

There are no material changes between the date of balance sheet and the date of thisreport that would affect the financial position of the Company.

16. CONSERVATION OF ENERGY TECHNOLOGICAL ABSORPTION FOREIGN EXCHANGE EARNINGS

AND OUTGO:

(A) Conservation of energy:

Your Company is making all efforts to conserve energy by monitoring energy cost andperiodical review of the consumption of energy. It also takes appropriate steps to reducethe consumption through efficiency in usage and timely maintainance/ installation/upgradation of energy saving devices.

(B) Technology absorption:

The Company uses latest technology and equipments into the business and has been quitevigilant about the latest technological changes.

(C) Foreign Exchange Earnings and Outgo:
(Rs. In Lacs)
PARTICULARS 2018-19 2017-18
Foreign Exchange earned in terms of actual 0 0
inflows during the year (On F.O.B Basis)
Foreign Exchange outgo during the year in 0 0
terms of actual outflows

17. LOANS GAURANTEES AND INVESTMENTS BY COMPANY (Section 186)

Details of the same is provided in the financial statement.

18. EXTRACT OF ANNUAL RETURN: [Section 92 (3)]

As required by the provisions of Section 92(3) of the Companies Act 2013 the extractsof Annual Return in prescribed Form MGT-9 is attached herewith as Annexure VI.

19. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under reviewwithin the meaning of the Companies (Acceptance of Deposits) Rules 2014 applies.

20. AUDIT COMMITTEE (Section 177 (8)}

As on the date audit committee comprises of 3 members as on the date of this report.All the members of Audit Committee are financially literate. The reference terms and otherdetails of the Audit Committee are mentioned in the Corporate Governace Report which is apart of this report.

21. DISCLOSURE ON ESTABLISHMENT OF VIGIL MECHANISM:

Requirement of establishment of Vigil Mechanism is not applicable to the Company.Hence it has not been constituted.

22. CORPORATE SOCIAL RESPONSIBILITY (CSR):

Since neither the Company's net worth exceeds Rs. 500 crores nor Company's turnoverexceeds Rs. 1000 crores nor the Company's net profit exceeds Rs. 5 crore for anyfinancial year the provisions of section 135 of the Companies Act 2013 relating toCorporate Social Responsibility activities are not applicable to the Company.

23. OTHER MATTERS:

Following are the other matters to be covered pursuant to Section 134(3) (q) of theCompanies Act 2013 read with Rules made thereunder:

1. Change in nature of business

-There is no change in the nature of the business

2. Details of significant and material orders passed by the Regulators or courts ortribunalsImpacting the going concern status and company's operations in future.

- There is no significant and material orders passed by the Regulators courts ortribunals impacting the going concern status and Company's operations in future.

3. Adequacy of Internal Financial Controls with reference to Financial Statements

-There is an adequate system in place for internal financial controls whichcommensurates with the working operations of the Company.

24. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTIONPROHIBITION AND REDRESSAL) ACT2013:

The Company has in place an Anti-Sexual Harassment Policy in line with therequirements of The Sexual Harassment of Women at the Workplace (Prevention Prohibition& Redressal) Act 2013. Internal Complaints Committee (ICC) has been set up to redressthe complaints received regarding sexual harassment. All employees (PermanentContractual Temporary trainees) are covered under this Policy.

There were no complaint filed till date under the said policy.

25. COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS:

Pursuant to Clause 9 of Secretarial Satndards on meeting of the Board of Directors itis stated that the Company is compliant to applicable Secretrial Standards during theyear.

26. ACKNOWLEDGEMENTS:

Your directors appreciate the professionalism commitment and dedication displayed byemployees at all levels. The directors would like to express their grateful appreciationfor the assistance and cooperation that our company has been receiving from our BankersCustomers Business Associates Central and State Government authorities and Shareholders.

By Order of the Board of Directors
For Kavit Industries Limited
Date : 14.8.2019
Place : Vadodara
Sd/-
Jayesh Thakkar
CHAIRMAN