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You can view full text of the latest Director's Report for the company.

BSE: 524019ISIN: INE473D01015INDUSTRY: Plastics - Plastic & Plastic Products

BSE   ` 1938.50   Open: 1869.50   Today's Range 1836.85
1980.00
+69.35 (+ 3.58 %) Prev Close: 1869.15 52 Week Range 1243.25
2595.05
Year End :2023-03 

DIRECTORS’ REPORT

Your Directors hereby present their 39th Annual Report along with Audited Financial Statements for the year ended March 31,2023.

Particulars

Year E
March 3

nded
11, 2023

Year E
March 31

nded
, 2022

Revenue from Operations

Gross

1,40,370.26

1,04,789.66

Net of Excise Duty

1,40,370.26

1,04,789.66

Other Income

225.72

90.03

Profit before Finance Costs,

Depreciation and Amortisation

Expense & Tax Expenses

13,026.31

5,959.71

Finance Costs

652.92

528.81

Profit before Depreciation and

Amortisation Expense & Tax Expenses

12,373.39

5,430.90

Depreciation and Amortisation Expense

1,414.15

1,296.50

Profit before Tax Expenses

10,959.24

4,134.40

Tax expenses - Current Tax

2,970.00

1,149.00

- Deferred Tax

(151.79)

2,818.21

(77.94)

1,071.06

Profit after Tax Expenses

8,141.03

3,063.34

Balance brought forward

11,126.95

8,065.74

Other Comprehensive Income

(0.52)

(2.13)

Surplus carried forward

19,267.46

11,126.95

BUSINESS OPERATIONS

Your Company reported a top-line growth of 33.95% over the
Previous year. The Net Revenue from operations stood at
' 1,40,370.26 Lakhs compared with ' 1,04,789.66 Lakhs in the
Previous Year. The Operating Profit before tax stood at
' 10,959.24 Lakhs as against ' 4,134.40 Lakhs in the Previous
Year. The Net Profit for the year stood at ' 8,141.03 Lakhs
against ' 3,063.34 Lakhs reported in the Previous Year.

The company continues to retain and reinforce its market
leadership in modified thermoplastics with a pan India network
of operations having plants and warehouses situated in auto
hubs and industrial belts.

There are no material changes or commitments affecting the
financial position of the Company which have occurred
between the end of the financial year and the date of this
Report.

Detailed analysis of the State of the Company’s affairs and
performance during the year is provided in Annexure to this
report under Management’s Discussion and Analysis Report.

DIVIDEND

In order to conserve resources, your Directors have decided not
to recommend any dividend for the financial year under review.

Pursuant to Regulation 43A of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“the Listing
Regulations”), the Dividend Distribution Policy duly
approved by the Board is available on the website of the
Company viz. www.kingfaindia.com and can be accessed at
http://www.kingfaindia.com/DDPolicy1.pdf

RESERVES

As on March 31, 2023 the reserves and surplus stood at
' 45,388.20 Lakhs as compared to ' 37,247.69 Lakhs as on
March 31,2022. Your Directors do not propose to transfer any
amount to the reserves.

SHARE CAPITAL

The paid up equity capital of the Company stood at ' 1,211.05
Lakhs. The Company has not issued shares with differential
voting rights nor granted stock options nor sweat equity.

FINANCE

Cash and cash equivalents as at March 31,2023 was ' 239.54
Lakhs. The company continues to focus on judicious
management of its working capital, receivables, inventories and
other working capital parameters were kept under strict check
through continuous monitoring.

FIXED DEPOSITS

Your Company has not accepted any deposits within the
meaning of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

The Company has not given any loans or guarantees nor has
made any Investments covered under the applicable provisions
of the Companies Act, 2013.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System, commensurate
with the size, scale and complexity of its operations. The
Company has appointed independent professional audit firm to
carry out internal audit at all its locations. The scope of its
Internal Audit program is laid down by the Audit committee of the
Board of Auditors. To maintain its objectivity and independence,
the Internal Audit function reports to the Audit Committee of the
Board.

The Internal Audit team monitors and evaluates the efficacy and
adequacy of internal control system in the Company, its
compliance with operating systems, accounting procedures
and policies at all locations of the Company. Based on the report
of internal audit function, process owners undertake corrective
action in their respective areas and thereby strengthen the
controls. Significant audit observations and recommendations
along with corrective actions thereon are presented to the Audit
Committee of the Board of Directors.

REPORTING OF FRAUDS

There was no instance of fraud during the year under review,
which required the Statutory Auditors to report to the Audit
Committee and / or Board under Section 143(12) of Act and
Rules framed thereunder.

CORPORATE SOCIAL RESPONSIBILITY

As a part of its initiative under the “Corporate Social
Responsibility” (CSR) drive, the Company has undertaken
projects which are in accordance with the Companies Act, 2013
and the Company’s CSR policy. The Report on CSR activities
as required under the Companies (Corporate Social
Responsibility Policy) Rules is annexed as Annexure - I and
forms an integral part of this Report.

ENVIRONMENT, HEALTH AND SAFETY

The facilities of the Company has ISO 9001:2015 and IATF
16949:2016 Certifications.

Your Company’s policy require the conduct of all operations in
such a manner so as to ensure safety of all concerned,
compliance of statutory and industrial requirements for
environment protection and conservation of natural resources
to the extent possible.

As required by the Sexual Harassment of Women at Workplace
(Prevention, Prohibition & Redressal) Act, 2013 and the Rules
made thereunder, the Company has formulated and
implemented a policy on prevention of sexual harassment at the
workplace with a mechanism of lodging complaints. The
Company has not received any compliant under this policy
during the year under review.

INDUSTRIAL RELATIONS

Industrial relations remained cordial during the year.

Various HR initiatives are continuously taken to align the HR
policies to the growing requirements of the business. Reviews,
training and tools are being provided for the personnel to
improve overall efficiency.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Your Director, Mr. Wu Xiaohui (DIN : 06617977) retire by
rotation and being eligible, offers himself for re-appointment.
The Directors recommend Mr. Wu Xiaohui for re-appointment.

Brief details of the Director, proposed to be re-appointed, as
required under SEBI Listing Regulations, are provided in the
Notice of Annual General Meeting.

Mr. Xie Dongming has tendered his resignation from the
position of Chief Financial Officer (CFO) of the Company with
effect from 10th November, 2022 due to change in his roles and
responsibilities in KINGFA Group.

Mr. Chen Xiaoqiong has been appointed as Chief Financial
Officer (CFO) and Key Managerial Personnel (KMP) of the
Company with effect from 10th November, 2022.

Declaration by an Independent Director(s)

The Independent Directors of your Company have given a
declaration confirming that they meet the criteria of
independence as prescribed both under the Act and the Listing
Regulations and the same is complied with Code of Conduct as
per Schedule IV to the Act.

None of the Directors are disqualified from being appointed as
or holding office as Director, as stipulated under Section 164 of
the Act.

KEY MANAGERIAL PERSONNEL

As on 31st March, 2023, pursuant to the provisions of the
Companies Act, 2013 and the rules made thereunder, Mr. Bo
Jingen, Managing Director, Mr. D.Balaji, Whole-time Director
designated as Executive Director, Mr. Chen Xiaoqiong, Chief
Financial Officer and Mr. Nirnoy Sur, Company Secretary were
the Key Managerial Personnel of the Company.

FAMILIARIZATION PROGRAM FOR INDEPENDENT
DIRECTORS

All Independent Directors inducted into the Board are
familiarized with the Organisation. The details of such program
are provided in Corporate Governance Report.

NUMBER OF MEETINGS OF THE BOARD

During the year, four Board Meetings were convened and held
on 25th May, 2022, 10th August, 2022, 10th November, 2022
and 14th February, 2023 and details of the same are given in the
Corporate Governance Report which forms part of this Report.

COMMITTEES OF THE BOARD

The details of the various Committees of the Board i.e. Audit
Committee, Nomination and Remuneration Committee,
Stakeholder Relationship Committee, Corporate Social
Responsibility Committee and Risk Management Committee
held during the Financial Year 2022 - 23 are provided in the
Corporate Governance Report.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, the Board has carried out performance evaluation
of its own performance, the directors individually as well as the
evaluation of the working of its Audit, Nomination &
Remuneration and other Committees as required. The
performance evaluation of the Chairman of the Board and
Managing Director / Board / Executive / Non Independent /
Independent Directors was carried out. In the evaluation of the
Directors, the Directors being evaluated had not participated
and the Board evaluation process was completed. The
Directors expressed their satisfaction with the evaluation
process. The manner in which the evaluation has been carried
out has been explained in the Corporate Governance Report.

NOMINATION AND REMUNERATION POLICY

The Board of Directors have framed a broad policy which lays
down a framework in relation to remuneration of Directors, Key
Managerial Personnel and other employees of the Company.
This policy also lays down criteria for selection and appointment
of Board Members. The details of this policy are explained in the
Corporate Governance Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS

There are no significant and material orders passed by the
Regulators/Courts that would impact the going concern status
of the Company and its future operations.

DIRECTORS’ RESPONSIBILITY STATEMENT

To the best of knowledge and belief and according to the
information and explanations obtained by them, your Directors
make the following statement in terms of Section 134(5) of the
Companies Act, 2013:

(i) that in the preparation of the Annual Accounts for
the year ended 31st March, 2023, the applicable
accounting standards had been followed along with
proper explanation relating to material departures;

(ii) the directors had selected such accounting policies
and applied them consistently and made
judgements and estimates that are reasonable and
prudent so as to give a true and fair view of the state
of affairs of the Company as at March 31,2023 and
of the profit and loss of the Company for the year
ended on that date;

(iii) that the directors has taken proper and sufficient
care for the maintenance of adequate accounting
records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets
of the Company and for preventing and detecting
fraud and other irregularities;

(iv) the annual accounts had been prepared on a “going
concern” basis.

(v) that 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; and

(vi) that the directors had devised proper systems to
ensure compliance with the provisions of all
applicable laws and that such system were
adequate and operating effectively.

RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the
financial year were on arm’s length basis and were in the
ordinary course of business. The Policy has been uploaded on
the website of the Company viz. www.kingfaindia.com and can
be accessed at http://www.kingfaindia.com/RPTPolicy.pdf.
Form AOC-2 is annexed herewith as Annexure - II and forms an
integral part of this report.

SUBSIDIARY COMPANIES

The Company does not have subsidiary.

CODE OF CONDUCT

Commitment to ethical professional conduct is a must for every
employee, including Board Members and Senior Management
personnel of the Company. The Code is intended to serve as a
basis for ethical decision-making in conduct of professional
work. The Code of Conduct has been uploaded on the
website of the Company viz. www.kingfaindia.com
and can be accessed at http://www.kingfaindia.com/
images/pdf/CodeofConduct_Senior_Management_Personnel.
pdf. A Declaration regarding Compliance by Board Members
and Senior Management Personnel is given at the end of this
report.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

In pursuant to the provisions of the Companies Act and Listing
Regulations, a Whistle Blower Policy and Vigil Mechanism for
Directors and Employees to report genuine concerns has been
established. The Policy has been uploaded on the website of
the Company viz. www.kingfaindia.com and can be accessed at
http://www.kingfaindia.com/images/pdf/WPandVM.pdf

PREVENTION OF INSIDER TRADING

Pursuant to SEBI (Prohibition of Insider Trading) Regulations,
the Company has formulated and adopted a Code for
Prevention of Insider Trading and the same has been uploaded
on the website of the Company viz. www.kingfaindia.com and
can be accessed at http://www.kingfaindia.com/kyc/ITC.pdf

STATUTORY AUDITORS

The Company’s Statutory Auditors, P G BHAGWAT LLP,
Chartered Accountants (Firm Registration Number:
101118W/W100682) were re-appointed as Statutory Auditors of
your Company at the Annual General Meeting held on 22nd
September, 2022 for the second term of five years to hold office
from the conclusion of the 38th Annual General Meeting till the
conclusion of the 43rd Annual General Meeting of the
Company.

Pursuant to the amendments made to Section 139 of the
Companies Act, 2013 by the Companies (Amendment) Act,
2017 effective from May 07, 2018 the requirement of seeking
ratification of the members for the appointment of Statutory
Auditors has been withdrawn from the Statute.

In view of the above, ratification of members for continuance of
their re-appointment at this Annual General Meeting is not being
sought.

There is no audit qualification for the year under review.

As per the provisions of the Companies Act, 2013, the Report
given by the Auditors on the financial statements of the
Company is part of the Annual Report.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act,
2013 and rules made thereunder, the Company had appointed
Ms. Shaswati Vaishnav, Practicing Company Secretary, ACS
11392, PCS 8675 of M/s.Vaishnav Associates to undertake the
Secretarial Audit of the Company. The Secretarial Audit Report
for the financial year ended March 31, 2023 is annexed
herewith as Annexure - III and forms an integral part of this
Report. There is no secretarial audit qualification for the year
under review.

COST AUDIT

Mr. K.Suryanarayanan, Cost Accountant (Registration Number
102347) carried out the cost audit during the year under review.

In compliance with the provisions of Section 148 of the
Companies Act, 2013, the Board of Directors, on the
recommendation of Audit Committee, have re-appointed
Mr.K.Suryanarayanan, Cost Accountant (Registration Number
102347) as Cost Auditor to audit the cost accounts of the
Company for the financial year 2023-24. As required under the
Companies Act, 2013, a resolution seeking member’s approval
for the remuneration payable to the Cost Auditor forms part of
the Notice convening the Annual General Meeting for their
ratification.

ANNUAL RETURN

The annual return for the year ended 31st March 2023 will be
made available in the Company’s website viz.
www.kingfaindia.com after it is filed with the Registrar of
Companies.

BUSINESS RISK MANAGEMENT

Business risk evaluation and management is an ongoing
process within the Company. Pursuant to the provisions of
section 134(3)(n) of the Act and regulation 21 of the Listing
Regulations, the Company has constituted a Risk Management
Committee and adopted Risk Management Policy. The details
of the Committee and its role / terms of reference are set out in
the Corporate Governance Report, which forms a part of this
Annual Report.

STATUTORY INFORMATION

The information on Conservation of Energy, Technology
Absorption and Foreign Exchange Earnings and Outgo
pursuant to Section 134(3)(m) of the Companies Act, 2013,
read with the Rule 8(3) of the Companies (Accounts) Rules,
2014 is given in Annexure - IV to this Report.

The particulars of employees are not applicable since there are
no employees drawing remuneration more than ' 1,02,00,000/-
per annum (full year) or ' 8,50,000/- p.m. (part of the year).

All the dividends of the earlier years, which have remained
unclaimed, have since been transferred to the Investor
Education and Protection Fund at the expiry of the specified
period(s) as required under Companies Act.

Year

Date of
declaration

No. of

Shareholders

Total

Unclaimed
Dividend
( ' )

Due date for
transfer to
IEPF Account

2015 - 2016
to

2021-2022

No Dividend
declared

N.A.

COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with all the applicable Secretarial
Standards.

BUSINESS RESPONSIBILITY AND SUSTANABILITY
REPORT (BRSR)

The Securities and Exchange Board of India (‘SEBI’), in May,
2021, introduced new sustainability related reporting
requirements, Business Responsibility and Sustainability
Report (‘BRSR’) which has replaced Business Responsibility
Report. Further, SEBI has mandated top 1,000 listed
Companies, based on market capitalization, to transition to
BRSR from FY 2022-23 onwards. The Company is pleased to
present its 1st Business Responsibility and Sustainability
Report for FY 2022-23 which is annexed herewith as Annexure
- V and forms an integral part of this Report.

CORPORATE GOVERNANCE AND MANAGEMENT’S
DISCUSSION & ANALYSIS REPORTS

The Corporate Governance and Management’s Discussion &
Analysis Report, which form an integral part of this Report, are
set out as separate Annexures, together with the Certificate
from the Auditors of the Company regarding compliance with
the requirements of Corporate Governance and Certificate of
Non Disqualification of Directors as stipulated under applicable
regulations of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations.

ACKNOWLEDGEMENT

Your Directors wish to record their appreciation of the continued
support and co-operation from your Company’s customers,
vendors, bankers and all other stakeholders. Your Company will
continue to build and maintain strong links with its business
partners.

The Directors sincerely appreciate the high degree of
professionalism, commitment and dedication displayed by
employees at all levels. The Directors also place on record their
gratitude to the Members for their continued support and
confidence.

For and on behalf of the Board of DirectorsBO JINGEN D. BALAJI

Managing Director Executive Director

DIN : 06617986 DIN : 08256342

Place : Pune
Date : 24th May, 2023