The Board of Directors of your Company ("Board") is pleased to present the
37th Annual Report of Symphony Limited ("Symphony" or "Company")
together with the audited standalone and consolidated financial statements, showing the
financial position of the Company for the financial year ended March 31,2024.
The Board has recommended a final dividend of H8.00 (400%) per equity share having face
value of H2.00 each, subject to approval of members at their ensuing annual general
meeting for the financial year ended on March 31, 2024. The aggregate dividend for the
financial year ended on March 31, 2024, would be H13.00 (650%) [including interim
dividends of H5.00 (250%)] per share.
The total pay-out towards dividend for the financial year 2023-24 would be H89.64
Crores, translating into a dividend pay-out of 61% on consolidated net profit, which is in
line with the Shareholders' Reward Policy of the Company.
RETURNS TO INVESTORS BUYBACK OF SHARES
During the year under review, the Company has completed a buyback of 10,00,000 equity
shares for an aggregate amount of H200 Crores through the tender offer route from its
existing shareholders.
Pursuant to the provisions of the Securities and Exchange Board of India (Buy Back of
Securities) Regulations, 2018 and the Companies Act, 2013 and rules made thereunder, the
Company has extinguished 10,00,000 equity shares with the face value of H2/- each, on May
25, 2023 and post buyback, the paid up share capital of the Company stands at
H13,79,14,000/-, divided into 6,89,57,000 equity shares.
Further an amount of H248 Crores was utilised for buyback of equity shares (including
transaction cost and tax on buy back of equity shares). Also, H0.20 Crores were
transferred to the capital redemption reserve account upon buyback of equity shares.
Shareholders' Reward Policy (Including Dividend Distribution Policy)
Symphony believes in maintaining a fair balance over a long term, between
pay-out/reward to the shareholders, and cash retention. The Company has been conscious of
the need to maintain consistency in pay-out/reward to the shareholders. The quantum and
manner of pay-out/reward to the shareholders of the Company shall be recommended by the
Board of Directors of the Company.
The Shareholder's Reward Policy (including the Dividend Distribution Policy) can be
accessed at https://svmphonvlimited.com/wp-content/
uploads/2024/03/Shareholders-Reward-Policy.pdf
MATERIAL CHANGES AND COMMITMENT
There have been no material changes or commitments affecting the financial position of
the Company which occurred between the end of the financial year and the date of this
report, to which the financial statements relate. There has been no change in the nature
of the business of the Company.
PERFORMANCE REVIEW INDIA BUSINESS
Household Coolers:
During the year, the season began on a low note due to the previous summer's
unfavourable conditions in many parts of India. However, we strategically realigned our
entire range for a better collection and corrected the prices of our models based on
market dynamics and segment mapping.
We launched new models including new variants of some of our widely popular models. The
Mastercool series was introduced is an economical range, designed for rural and price
sensitive markets. The Windblast series was launched to cater to consumers seeking much
higher airflow. Further focusing on new segments, we also launched 'Buddy' for personal
cooling, the 'Duet Kitchen Cooling Fan', and the super silent 'Surround-B Tower Fan', in
the Indian market.
Our secondary growth scheme, Symphony Ka Mahotsav (SKM), was launched with the 'Inner
Circle' concept, with a tiered structure for our channel partners.
With a focused approach to drive our product reach deeper into the hinterland, we put a
strategic focus on acquiring new channel partners in rural areas and tier III/IV towns.
These efforts have yielded significant growth to our network in these areas.
Direct to Consumer (D2C):
Symphony's D2C channel is a vibrant facet of our dynamic business structure. In today's
digital age, where a section of customers favours direct online purchases, Symphony is
leveraging its D2C platform to establish a direct connection with consumers. Our D2C
platform offers fast and personalized interactions through emails, texts, and live chats,
enabling us to engage with our customers intimately. We understand that this direct
engagement allows us to swiftly interpret and act on consumer trends. Setting us apart
from the typical D2C model, Symphony's D2C operations boast a fully prepaid system with
very low cancellations and returns. Our online store is dedicated to showcasing our
superior coolers while upholding the highest standards in customer care and satisfaction.
E-commerce:
The Company has achieved a comprehensive alignment across platforms, deploying key
advertising modules such as Search and Display, with Symphony emerging as the title
sponsor for the 'Cooling Days' events on both, Amazon and Flipkart. In a synergistic
approach, integrated marketing efforts have been made, both offline and on e-commerce
platforms, with a notable SB video on Amazon serving as a TVC, and the unveiling of the
"India ka No. 1 Cooler" banners. In addition to promoting the coolers, there has
been a particular emphasis on the growth and development of the Surround tower fans.
Furthermore, the Company is gearing up to expand its tabletop range with the introduction
of the 'Buddy' and 'Duet Mini' models. The Surround and Tabletop (TT) ranges have received
a positive response on the e-commerce marketplace, particularly the Duet Mini's spot
cooling feature. Additionally, there is a focus on promoting the Movicool range, which is
being listed on the e-commerce marketplace for the first time.
Large Space Venti Cooling (LSV):
The LSV division of Symphony continued strongly on its growth trajectory. True to being
the growth driver for the organization, it persisted in creating awareness related to
industrial and commercial coolers across all potential micro locations and customers from
varied segments. We further enhanced our customer outreach by participating in curated
segment-centric seminars and impactful exhibitions. We supported our on-field efforts
through targeted campaigns using digital media and local print ads.
Backed by our strong sales and service network, not only did our LSV products perform
beyond our expectations, but the quality of sales also improved as a result of stringent
monitoring of each and every installation through its entire lifecycle. In order to offer
smooth customer experiences at the ground level, the entire customer journey is now being
structurally monitored. Additionally, advanced features in the Sales CRM have also been
adopted, such as an AI-enabled chatbot for continuous customer engagement at every stage.
Service:
The digitization of our service operations has been a resounding success, leading to
more streamlined and efficient processes. By adopting digital tools, we have been able to
automate routine tasks, slash response times, and significantly improve the quality of our
services. We have also implemented analytics and decision automation to inform our service
strategies and better allocate resources.
Our integration of AI and NLP technologies into our social media and WhatsApp channels
has yielded significant benefits. We now offer 24/7 availability, ensuring customers
receive timely responses at any hour. Moreover, our efficient query resolution system
swiftly addresses routine inquiries, freeing up our team to concentrate on more complex
issues. These advancements have collectively elevated our standard of customer service.
Export:
During the year under review, your Company experienced significant growth in the Middle
East, securing orders from both, existing and new partners in the region. Notably, your
Company achieved an impressive 100% growth in both, South Africa and the Middle East.
Business in key SAARC markets, including Sri Lanka and Bangladesh, saw a revival.
Similarly, there was growth from Nepal vis-a-vis the previous year. However, challenges
persisted in important markets such as Egypt, Sudan, and Myanmar. In Vietnam, your Company
encountered challenges following the imposition of higher duties on imports from India,
particularly when compared to duties on imports from China. The company has made progress
in European markets, securing a foothold in key regions. However, a weak summer in the UK
during 2023 led to subdued purchases from retailers for the upcoming seasons.
PERFORMANCE REVIEW SUBSIDIARIES
(i) Climate Technologies Pty Limited (CT), Australia:
The Company is well placed in its transformation plans to drive revenue growth while
continuing to reduce the cost of doing business and product costs going forward. The
Company launched new portable cooling and heating products that should widen the portfolio
for prospective sales and is well positioned to launch a new range of efficient reverse
cycle air conditioning products. This will help us to not only cover our traditional
markets but will allow for Australia-wide sales opportunities. The Company has also
commenced outsourcing arrangements that should further enhance asset lightness and
viability, the benefits of which will continue to show in the near future.
The Company's performance in this geography has been challenged on account of several
external factors but we are confident that we are progressing well with our transformation
plans to continue with the turnaround in business performance.
(ii) Bonaire USA LLC, (BUSA), USA:
The Company launched new ductless minisplit air conditioner range that should widen the
portfolio for prospective sales and will look to launch a new range of portable products
to address the revenue downturn. The Company continued its move from offline engagement to
online by working with Amazon to position products and push sales; the development of the
direct-to-consumer (D2C) store continued, which should translate into enhanced online
revenues in the near future.
The Company encountered a revenue challenge on account of a major retailer's decision
to discontinue our portable range of products, while continuing to carry our installed
home cooling products. At the same time, the Company was successful in accessing another
major retailer and will continue to drive sales into other retailers to drive revenue
growth.
(iii) IMPCO S. de R. L. de C. V. (IMPCO), Mexico:
In 2023-24, your Company achieved a record annual revenue of HI 78 Crores representing
a 51% increase compared to the previous year. This growth was fueled by a robust summer
season. However, there were challenges like delays in the washer project and shortages in
sales of both, metal and plastic rooftop products.
On the positive side, the gross margin improved significantly, driven primarily by
maintaining prices, while benefiting from reductions in material costs.
Overall, despite challenges, your Company demonstrated resilience and growth in key
financial metrics.
(iv) Guangdong Symphony Keruilai Air Coolers Co. Ltd. (GSK), China:
In China, due to tense relations with the United States, many small enterprises closed
down, and the economic recovery was unsatisfactory. The air cooler market was depressed,
especially the sales of small models of industrial air coolers, mainly used by small
enterprises, fell sharply.
On the other hand, large enterprises, especially large state-owned enterprises, showed
growing demand for large model air coolers. GSK's broad product range helped to boost
sales of large air coolers by more than 100 percent. During the year, we also launched
KREEN, a large format commercial cooler this will help us cater to newer segments
in the market.
At the same time, the company optimized the internal management, so that the
procurement cost and production cost steadily decreased, helping GSK achieve its best ever
EBITDA margins.
(v) Symphony Climatizadores Ltda. (SCL), Brazil
The year had started with a big carried forward inventory on account of the weak summer
in the previous year. To drive sales aggressively, new accounts were opened with major
customers. Distribution was expanded to the northern and north-eastern regions of Brazil.
With the tailwind of strong summer, coupled with network expansion, the company's revenues
grew by 178% over the previous year. The year also saw Symphony making its maiden entry
into the GFK retail report for the air cooler category and got established as one of the
major air cooler brands in Brazil.
AWARDS AND ACCOLADES
Symphony has been recognized:
(a) as India's Great Place to Work 2024.
(b) among the Top 50 organizations for India's Best Workplaces in Manufacturing
2024
(c) among the Top 100 organizations for India's Great Mid-size Workplaces 2024.
(d) as a Great Place to Work for Best Workplaces in Consumer Durables 2024.
(e) for "Best use of AI in a Campaign" at The Mommy Awards, 2023.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Pursuant to the provisions of Regulation 34 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the
Management Discussion and Analysis Report for the financial year ended March 31, 2024, is
part of this annual report.
CORPORATE GOVERNANCE
Your Company believes in conducting its affairs in a fair, transparent, and
professional manner and maintaining good ethical standards and accountability in its
dealings with all its constituents. Pursuant to the provisions of Regulation 34(3) read
with Schedule V of the Listing Regulations, the Corporate Governance Report for the
financial year ended March 31, 2024, is part of this annual report.
The requisite certificate obtained from the practising company secretaries confirming
compliance with the conditions of corporate governance is attached with the report on
corporate governance.
SUBSIDIARIES
Your Company has six overseas subsidiary companies, (i) IMPCO S. de R. L. de C.V.
(IMPCO), Mexico, (ii) Guangdong Symphony Keruilai Air Coolers Co. Ltd. (GSK), China, (iii)
Symphony AU Pty Limited (SAPL), Australia, (iv) Climate Technologies Pty Limited (CT),
Australia, (v) Bonaire USA LLC (BUSA), USA, and (vi) Symphony Climatizadores Ltda. (SCL),
Brazil. All subsidiaries are wholly-owned subsidiaries of the Company.
During the year, the Company has additionally invested AUD 15 million in Symphony AU
Pty Limited, Australia, a wholly owned subsidiary of the Company.
In compliance with Regulation 24 of the Listing Regulations, Mr. Naishadh Parikh,
Independent Director of the Company continued to represent the Company on the board of its
subsidiary companies viz., (i) Climate Technologies Pty Limited, Australia, and (ii)
Symphony AU Pty Limited, Australia.
Further, based on the audited accounts of the Company for the year ended March 31,2024,
IMPCO S. de R. L. de C.V., (IMPCO), Mexico, has become a material subsidiary of the
Company.
In accordance with Section 129(3) of the Companies Act, 2013 ('the Act'), the Company
has prepared a consolidated financial statement of the Company and its subsidiary
companies, which forms part of the Annual Report. Pursuant to the provisions of Section
129(3) of the Act, a statement containing the salient features of the financial statements
of the Company's subsidiaries in Form No. AOC-1, is annexed to the financial statements of
the Company. The statement also provides the details of performance and financial position
of the subsidiaries of the Company.
The financial statements of the subsidiary companies and related information are
available for inspection by the members at the Registered Office of the Company during
business hours on all days except Sundays and public holidays, up to the date of the
Annual General Meeting as required under Section 136 of the Act. Any member desirous of
obtaining a copy of the said financial statement may write to the Company Secretary at the
Registered Office of the Company. The financial statements including the consolidated
financial statement, financial statements of subsidiaries, and all other documents
required to be attached to this report have been uploaded on the website of the Company
https://www.svmphonvlimited.com/investor/ results/#1668762167371-3516390d-82bd.
CORPORATE SOCIAL RESPONSIBILITY
As required under Section 135 of the Act and the rules made thereunder, the annual
report on Corporate Social Responsibility containing details about the composition of the
committee, CSR activities, amount spent during the year, and other details, is enclosed as
Annexure - 1. The Corporate Social Responsibility Policy is displayed on the
website of the Company.
AUDITORS
The auditors' report does not contain any qualification, reservation, or adverse
remark, and is self-explanatory; thus, it does not require any further clarifications/
comments.
During the year under review, the auditors have not reported to the Audit Committee or
the Board, under Section 143(12) of the Act, any instances of fraud committed against the
Company by its officers or employees, the details of which would need to be mentioned in
the Board's Report.
SECRETARIAL AUDIT REPORT
As required under the provisions of Section 204 of the Act, the Board of Directors of
your Company had appointed M/s. SPANJ & Associates, practicing company secretaries, to
conduct a Secretarial Audit. The Secretarial Audit Report for the financial year ended
March 31, 2024, is annexed to the Board's Report as Annexure - 2.
The secretarial auditors' report does not contain any qualification, reservation, or
adverse remark and is selfexplanatory; thus, it requires no further clarifications or
comments.
COST AUDITORS
During the year under review, the Company was not required to maintain cost records and
hence, cost audit was not applicable. No manufacturing activities or services, covered
under the Companies (Cost Records and Audit) Rules, 2014, have been carried out or
provided by the Company.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Ms. Reena Bhagwati has been appointed as Independent Director of the Company for a
second consecutive term of five years with effect from February 5, 2024, by the members of
the Company in their Annual General Meeting held on August 4, 2023.
During the year under review, the Board of Directors has considered and approved the
elevation and redesignation of Mr. Nrupesh Shah (DIN: 00397701), Executive Director of the
Company, as Managing Director - Corporate Affairs, as well as the revision in his
remuneration with effect from October 26, 2023, until the end of his current term, i.e.
upto October 31,2026. The same has been approved by the shareholders of the Company
through postal ballot resolution dated December 6, 2023.
Ms. Jonaki Bakeri, Non-Executive Director, retires by rotation at the ensuing Annual
General Meeting and being eligible, has offered herself for re-appointment.
Mr. Santosh Nema was appointed as an Independent Director of the Company pursuant to
Section 149 of the Companies Act, 2013 for the first term of five years and will hold
office up to July 30, 2024. Considering his knowledge, expertise, and experience, and the
substantial contribution made by him during his tenure as an Independent Director, the
Nomination and Remuneration Committee and the Board have recommended the re-appointment of
Mr. Santosh Nema as an Independent Director on the Board of the Company, to hold office
for the second term of five consecutive years, commencing from July 31, 2024, to July 30,
2029, and not liable to retire by rotation.
The Board of Directors at its meeting held on June 25, 2024, has proposed the
appointment of Ms. Malavika Harita (DIN: 09005600) as an Independent Woman Director of the
Company for a period of five years effective from August 6, 2024, subject to approval of
members in their ensuing annual general meeting.
Brief profiles of Ms. Jonaki Bakeri, Mr. Santosh Nema and Ms. Malavika Harita, as
required under Regulation 36(3) of the Listing Regulations and Secretarial Standards - 1,
are annexed to the notice convening the Annual General Meeting, which forms part of this
Annual Report. Your Directors recommend their appointment/reappointment.
The Board is of the opinion that the Independent Directors of the Company are
independent of the management, possess requisite qualifications, experience, proficiency
and expertise in the fields of sales and marketing, finance, quality, innovation, product
design, supply chain management, strategy, legal and regulatory and governance aspects,
and they hold highest standards of integrity.
ANNUAL RETURN
In accordance with Section 134(3)(a) and Section 92(3) of the Act, the Annual Return of
the Company has been placed on the website of the Company and can be accessed at
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Act, the Directors of the Company hereby state and
confirm that:
(a) in the preparation of the annual accounts for the financial year ended March
31,2024, the applicable Indian accounting standards have been followed and there are no
material departures from the same;
(b) they have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent, so as to give a true and fair
view of the state of affairs of the Company at the end of the financial year, and of the
profit of the Company for that period;
(c) they have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Act, read with rules made
thereunder, for safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities;
(d) they have prepared the annual accounts on a going concern basis;
(e) they have laid down internal financial controls to be followed by the Company, and
that such internal financial controls are adequate and were operating effectively;
(f) they have devised proper systems to ensure compliance with the provisions of all
applicable laws, and that such systems were adequate and operating effectively.
MEETINGS OF THE BOARD
Four meetings of the Board ofDirectors of the Company were held during the year under
review. The details of composition, meetings, and attendance, along with other details of
the Board have been reported in the Corporate Governance Report, which is annexed to the
Board's report.
Your Company has complied with the Secretarial Standards applicable to the Company,
pursuant to the provisions of the Act.
AUDIT AND OTHER COMMITTEES
The audit committee comprises Mr. Naishadh Parikh (Chairman), Mr. Ashish Deshpande, Ms.
Reena Bhagwati, and Mr. Santosh Nema as members. In accordance with the provisions of
Section 177(8) of the Act and Listing Regulations, the Board has accepted all the
recommendations of the audit committee during the financial year 2023-24.
The details of composition, meetings, and attendance, along with other details of the
audit committee and other committees, are reported in the Corporate Governance Report,
which is annexed to the Board's report.
NOMINATION & REMUNERATION POLICY
The Company has framed the Nomination & Remuneration Policy for appointment of
directors, key managerial personnel and senior management personnel, their remuneration,
and the evaluation of directors and the Board. The said policy is part of the Corporate
Governance Report.
PARTICULARS OF LOANS, GUARANTEES, SECURITY, OR INVESTMENTS
The liquidity position of your Company is fairly comfortable and therefore the surplus
funds were invested to generate returns.
Details of loans, guarantees, and investments under the provisions of Section 186 of
the Act as on March 31, 2024, are set out in notes numbered 4, 5, 9, and 35 of the
Standalone Financial Statements of the Company.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All transactions entered into with related parties for the year under review were on an
arm's length basis, and in the ordinary course of business. The same were placed before
the audit committee and before the Board for their approval. The Company has also obtained
omnibus approval on a yearly basis for transactions which are of a repetitive nature. All
related party transactions are placed before the Audit Committee and the Board for review
and approval on a quarterly basis.
There are no materially significant related party transactions that may have potential
conflict with the interest of the Company. The disclosure of related party transactions as
required under Section 134(3)(h) of the Act, is not applicable to your Company. Members
may refer to Note no. 35 of the standalone financial statement, which sets out related
party disclosures pursuant to IND AS.
Transactions with persons or entities belonging to the Promoter/Promoter Group which
holds 10% or more shareholding in the Company, have been disclosed in the accompanying
financial statements.
RISK MANAGEMENT
As per the requirement of the Listing Regulations, the Company has constituted the Risk
Management Committee. The Company is aware of the risks associated with its business. It
regularly analyses and takes corrective actions for managing/mitigating these risks. The
Company also periodically reviews its process for identifying, minimizing, and mitigating
risks. The Board of Directors of the Company has framed a risk management policy that is
being adhered to by the Company. There are no risks which, in the opinion of the Board,
threaten the existence of the Company. However, some of the risks which may pose
challenges are set out in the Management Discussion and Analysis, which forms part of this
report.
ANNUAL PERFORMANCE EVALUATION
Pursuant to the provisions of the Act and Listing Regulations, the Board of Directors
has carried out an annual performance evaluation of its own performance, its committees,
and all the directors of the Company as per the guidance notes issued by SEBI in this
regard. The Nomination and Remuneration Committee has also reviewed the performance of the
Board, the committee, and all directors of the Company as required under the Act and the
Listing Regulations.
i. Criteria for evaluation of the Board
Criteria for evaluation of the Board broadly covers the competency, experience,
qualification of the director, diversity of the Board, meeting procedures, strategy,
management relations, succession planning, functions, duties, conflict of interest,
grievance redressal, corporate culture and values, governance and compliance, and
evaluation of risks, among other things.
ii. Criteria for evaluation of the committee
Criteria for evaluation of the committee cover mandate and composition, effectiveness,
structure and meetings, independence of the committee from the Board, and contribution to
the decisions of the Board.
iii. Criteria for evaluation of directors
These broadly cover qualification, experience, knowledge and competency, ability to
function as a team, initiative, attendance, commitment, contribution, integrity,
independence, participation at meetings, knowledge and skills, personal attributes,
leadership, and impartiality, among other things.
The Board of Directors have expressed their satisfaction with the evaluation process.
DECLARATION BY INDEPENDENT DIRECTORS
Independent Directors have submitted their declarations stating that they meet the
criteria of independence as specified under Section 149(6) of the Act and Listing
Regulations, as amended from time to time.
VIGIL MECHANISM
The Company has established a vigil mechanism (Whistle Blower Policy) to provide
adequate safeguards against victimization and to provide direct access to the Chairman of
the Audit Committee in appropriate cases. This mechanism is available on the website of
the Company.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS
During the year under review, there was no significant and material order passed by the
regulators or courts or tribunals impacting the going concern status and the Company's
operations in future.
PARTICULARS OF EMPLOYEES
The statement of disclosure of remuneration and other details, as required under
Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 (the Rules), are set out as Annexure
- 3 to the Board's Report.
The statement of disclosures and other information as required under Section 197(12) of
the Act read with Rule 5(2) and (3) of the Rules is part of this report. However, as per
the second proviso to Section 136(1) of the Act and the second proviso of Rule 5(3) of the
Rules, the report and financial statement are being sent to the members of the Company,
after excluding the statement of particulars of employees under Rule 5(2) of the Rules.
Any member interested in obtaining a copy of the said statement may write to the Company
Secretary at the registered office of the Company.
INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY
The Company has laid down internal financial controls to ensure the systematic and
efficient conduct of its business, including adherence to the Company's policies and
procedures, the safeguarding of its assets, the prevention and early detection of frauds
and errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information. These are reviewed by the statutory auditor
and internal auditor at regular intervals and by the audit committee.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
Your Company has in place an anti sexual harassment policy, in line with the
requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013. An internal complaints committee has been set up to redress
complaints regarding sexual harassment. All employees (permanent, contractual, temporary,
trainees) are covered under this policy.
There were no complaints received or disposed of during the year under review; there
were no pending complaints until the end of the financial year, either.
DEPOSIT
The Company has not accepted any deposit during the year under review, and no unclaimed
deposits or interest were outstanding as on March 31, 2024.
INSURANCE
The insurable interests of the Company including building, plant and machinery, stocks,
vehicles, and other insurable interests are adequately covered.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Pursuant to provisions of Section 134(3)(m) of the Act read with the Companies
(Accounts) Rules, 2014, details relating to Conservation of Energy, Technology Absorption,
and Foreign Exchange Earnings and Outgo are given as Annexure - 4.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)
The Business Responsibility and Sustainability Report for the financial year 2023-24,
as stipulated under Regulation 34 of the Listing Regulations is annexed to this report as Annexure
- 5.
APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE
As on the date of the report, no application is pending against the Company under the
Insolvency and Bankruptcy Code, 2016, and the Company did not file any application under
(IBC) during the financial year 2023-24.
GENERAL DISCLOSURES
Your Directors state that no disclosure or reporting is required in respect of the
following matters as there were no such transactions during the year under review:
a. Issue of shares with differential rights as to dividend, voting or otherwise.
b. Issue of shares (including sweat equity shares) to employees of your Company, under
any scheme.
c. Neither the Managing Directors, nor the Executive Director of your Company received
any remuneration during the year from any of its subsidiaries.
d. There was no instance of onetime settlement with any bank or financial institution.
ACKNOWLEDGEMENT
The Directors wish to place on record their appreciation of the contribution made by
employees at all levels to the continued growth and prosperity of your Company. The
Directors also wish to place on record their deep sense of appreciation towards the
shareholders, OEMs, dealers, distributors, service franchises, CFA, consumers, banks, and
other financial institutions for their continued support.