Your directors have the pleasure in presenting the 05th Annual Report on the Business and operation of the Company along with its Audited Standalone and Consolidated Financial Statements for the Financial year ended on March 31, 2025 of your Company
1. FINANCIAL HIGHLIGHTS:
During the financial year 2024-25, Platinum Industries Limited delivered a strong financial performance, achieving significant growth across key metrics. The Company reported consolidated revenue of 3,922.61 million, marking a 48.36% increase from 2,643.92 million in the previous fiscal year. On a standalone basis, revenue grew by 29.03% to 3,248.93 million, up from 2,517.92 million in FY 2023-24. This growth was driven by strong operational execution and various strategic initiatives undertaken during the year.
Despite some pressure on margins, profitability in absolute terms improved, supported by the substantial increase in revenue. The Company's consolidated Profit After Tax (PAT) rose by 15.16% to 500.96 million, up from 435.02 million in the previous year. EBITDA stood at 577.56 million, representing a marginal decline of 5.47% year-on-year. The EBITDA margin decreased to 14.72%, down by 839 BPS from 23.11% in FY 2023-24. The contraction in margins was primarily due to higher input costs, and increase in employee cost due to business expansion.
Platinum continued to benefit from the strengthened balance sheet, bolstered by the proceeds from the previous year's successful Initial Public Offering (IPO). The financial cushioning provided by the IPO has enabled the Company to sustain a low debt profile, with a debt-to-equity ratio maintained at just 0.01, effectively positioning Platinum as near debt-free. This enhanced financial position due to current year profits and equity raised by way of IPO in previous year has provided the flexibility to support ongoing capital expenditure and strategic growth initiatives. Furthermore, the Company maintained robust return ratios, with Return on Equity (ROE) at 13.86% and Return on Capital Employed (ROCE) at 18.96%, underscoring the efficient utilisation of capital and continued focus on value creation.
The Financial performance of the Company during the year is as under:
|
Particulars
|
FY 2024-25 (for the year ended 31st March 2025)
|
FY 2023-24 (for the year ended 31st March 2024)
|
| |
Consolidated
|
Standalone
|
Consolidated
|
Standalone
|
|
Total Revenue
|
4093.82
|
3411.62
|
2669.80
|
2532.69
|
|
Total Expense
|
3414.12
|
2748.29
|
2085.76
|
1948.70
|
|
Profit before Depreciation, Amortization and Tax
|
720.76
|
692.72
|
613.19
|
600.48
|
|
Less: Depreciation and Amortization
|
41.06
|
2939
|
29.16
|
16.49
|
|
Profit before Tax
|
67970
|
663.33
|
584.03
|
58399
|
|
Less: Tax Expense
|
178.74
|
174.95
|
14902
|
150.70
|
|
Profit after Tax
|
500.96
|
488.38
|
435.02
|
43329
|
|
Particulars
|
FY 2024-25 (for the year ended 31st March 2025)
|
FY 2023-24 (for the year ended 31st March 2024)
|
|
Consolidated
|
Standalone
|
Consolidated
|
Standalone
|
|
Add: Other Comprehensive
|
28.25
|
-0.06
|
-597
|
4.18
|
|
Income (net of tax)
|
|
|
|
|
|
Total Comprehensive Profit
|
52921
|
488.32
|
429.05
|
437.47
|
|
Paid up Equity Capital
|
54925
|
54925
|
54925
|
54925
|
|
Other Equity
|
3288.36
|
3217.53
|
2762.11
|
2729.19
|
|
Earnings per share:
|
|
|
|
a. Basic
|
9.07
|
8.89
|
10.55
|
10.45
|
|
b. Diluted
|
9.07
|
8.89
|
10.55
|
10.45
|
2. STATE OF COMPANY'S AFFAIRS
During FY 2025-26, work progressed at full pace on both the new Palghar facility and the upcoming 30,000 MTPA plant in Egypt. At the Palghar site, operations for Phase 1, with a capacity of 12,000 MTPA, is commenced in August 2025 and subsequent phases anticipated to be completed on or before 31 December 2025. Meanwhile, the Egypt plant is also advancing steadily, reinforcing the Company's commitment to expanding its global footprint. These facilities are key to meeting rising demand, particularly in the Middle East and North Africa region, with Egypt's strategic proximity to the Suez Canal offering a logistics advantage. These capital investments mark a significant milestone in Platinum Industries' growth journey and are expected to contribute meaningfully to its international expansion strategy.
These ongoing capital projects are not only expanding Platinum Industries' production capacity but are also closely aligned with long-term structural trends that continue to drive its sustained growth. FY 2024-25 witnessed a convergence of regulatory mandates, evolving end-market dynamics, and an increased emphasis on sustainability- led procurement, all of which have underpinned the Company's strategic direction. In the domestic market, regulatory enforcement—particularly the BIS-driven elimination of lead-based additives in potable, agricultural, and sewage piping—has resulted in a structural shift in demand towards safer alternatives such as calcium-zinc and calcium-organic stabilisers. Platinum's Highstab™ and Hybrid™ product lines are already meeting these new regulatory and performance benchmarks, positioning the Company as a leading supplier to Indian OEMs.
During the year under review, there has been no material change(s) in the business of the Company or in the nature of business carried by the Company.
3. CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements of the Company and its Subsidiaries for the financial year ended March 31, 2025, prepared in accordance with the Companies Act, 2013 and Ind AS-110 on Consolidated Financial Statements form part of this Annual Report and same shall also be laid in the ensuing Annual General Meeting in accordance with the provisions of Section 129(3) of the Companies Act, 2013.
In accordance with the provisions of Section 136 of the Companies Act, 2013, the Standalone and Consolidated Financial Statements of the Company along with the documents required to be attached thereto and separate financial statements in respect of its subsidiary companies are available on its website i.e. www.platinumindustriesltd. com and are also available for inspection at its Registered Office.
4. DIVIDEND
The Board of Directors aims to grow the business Lines of the Company and enhance the rate of return on investments of the shareholders. With a view to financing the Long-term growth plans of the Company that require substantial resources, the Board of Directors did not recommend any dividend for the year under review.
5. RESERVES
The Board of Directors has decided to retain the entire amount of profits for FY 2024-25 in the retained earnings.
6. WEBLINK OF ANNUAL RETURN
Pursuant to the provisions of Sections 92(3) and 134(3)(a) of the Act and the Companies (Management and Administration) Rules, 2014, the Annual Return in Form MGT-7 which will be filed with the Registrar of Companies/ MCA, can be accessed on the website of the Company i.e. www.platinumindustriesltd.com
7. DETAILS OF THE ASSOCIATES/ JOINT VENTURE / SUBSIDIARIES COMAPANIES
The Company is having 3 (Three) Subsidiary Companies falling under the purview of Section 2(87) of the Companies Act, 2013. In accordance with Rule 8(1) of the Companies (Accounts) Rules, 2014, a report on their performance and financial position is presented herein below:
i. M/s. Platinum Global Additives Private Limited, incorporated in India on 01st June, 2020, wherein your Company holds 99.95% stake by way of 19,990 Equity Shares.
ii. M/s. Platinum OLeo Chemicals Private Limited, incorporated in India on 29th August, 2023, wherein your Company holds 99.99% stake by way of 1,49,990 Equity Shares.
iii. M/s. Platinum Stabilizers Egypt LLC is a limited liability company incorporated on 27th July, 2022 in Suez, Egypt, wherein your Company holds 99.99% stake by way of 9,999 Equity Shares.
Further, your Company has an Associate Entity where the Company is a Partner in M/s. Platinum Polymers and Additives with a Contribution of ' 4,50,000/- representing 50% of the Total Contribution.
M/s. Platinum Polymers and Additives, having turnover ' 737.02 million, which is more than 10% of the consolidated turnover of Platinum Industries Limited as on March 31, 2025, but the same can not be classified as material subsidiary because it is not a Company, it is a Partnership Firm, and the material subsidiary rules are not applicable on Partnership Firm.
However, the policy for determining its 'Material' Subsidiaries was formulated and the same is available on the website of the Company www.pLatinumindustriesLtd.com
In accordance with proviso to Section 129(3) read with Rule 5 of the Companies (Accounts) Rules, 2014, the Company has prepared Consolidated Financial Statements which form part of this Annual Report. A separate statement containing salient features of the financial statements of the Company's Subsidiaries in Form AOC-1 is attached to the financial statements of the Company and forms part of this Annual Report as Annexure “A". The audited financial statements including the consolidated financial statements of the Company and all other documents required to be attached thereto are available on the Company's website. The financial statements of the Subsidiary Companies are available on the Company's website i.e. www.pLatinumindustriesLtd.com
8. CHANGE IN SHARE CAPITAL STRUCTURE Authorized Share Capital
The Authorized Share CapitaL of the Company is ' 60,00,00,000/- (Rupees Sixty Crores OnLy) divided into 6,00,00,000 (Six Crores) Equity Shares of ' 10/- (Rupees Ten) each.
During the year under review, there was no change in the authorized share capitaL of the Company.
Paid-up Share Capital
The subscribed and paid-up share capitaL of your Company stands at ' 54,92,48,730/- (Rupees Fifty-Four Crore Ninety-Two Lakhs Forty Eight Thousand Seven Hundred and Thirty onLy) consisting of 5,49,24,873 equity shares of ' 10/- (Rupees Ten) each.
During the year under review, there was no change in the subscribed and paid up capitaL of the Company
9. ANNUAL PERFORMANCE EVALUATION BY THE BOARD
Provisions of Section 134(3), 149(8) and ScheduLe IV of the Companies Act, 2013 read with ReguLation 4(2)(f )(9) of the SEBI Listing ReguLations, 2015 mandates that the Board shaLL monitor and review the Board evaLuation framework. The Companies Act, 2013 states that a formaL annuaL evaLuation needs to be made by the Board of its own performance and that of its Committees and IndividuaL Directors. The annuaL evaLuation process of the Board of Directors, its Committees and the IndividuaL Directors incLuding the Chairman of the Company was carried out in the manner prescribed by the Companies Act, 2013 the guidance note on Board EvaLuation issued by SEBI and as per the Corporate Governance requirements prescribed by SEBI Listing ReguLations. A structured questionnaire was circulated for reviewing the functioning and effectiveness of the Board, its Committees, the IndividuaL Directors incLuding the Chairman of the Company. ALL the directors participated in the evaLuation survey. The evaluation criterion for the Directors was based on their participation, contribution and offering guidance to and understanding of the areas which are reLevant to them in their capacity as members of the Board. Responses were anaLyzed and the resuLts were subsequentLy discussed by the Board. Recommendations arising from the evaluation process was considered by the Board to optimize its effectiveness.
Performance evaLuation of every Director was done by the Independent Directors at their meeting heLd on 14th March, 2025.
The Independent Directors reviewed the performance of the Board as a whoLe and it was concLuded that every member of the Board is taking active participation in the decision making process at the Board Meeting/s and is equally involved in the affairs of the Company. The Board is appropriate with the right mix of knowledge and skills required to drive organizational performance in the light of future strategy and to conduct its affairs effectively. The Board of Directors is effective in establishing a corporate environment that promotes timely and effective disclosure, fiscal accountability, high ethical standards and compliance with applicable laws and regulations. The Board of Directors is effective in developing a corporate governance structure that allows and encourages the Board to fulfill its responsibilities.
10. DIRECTORS AND KEY MANAGERIAL PERSONNEL Directors
As on March 31, 2025, Board of your Company comprises 7 (seven) Directors, incLuding 4 (Four) Independent Directors, and 3 (Three) Executive Director. The Chairman is an Executive Director.
|
Name
|
DIN
|
Designation
|
|
Krishna Dushyant Rana
|
02071912
|
Chairman and Managing Director
|
|
ParuL Krishna Rana
|
07546822
|
Executive Director
|
|
Anup Singh
|
08889150
|
Executive Director
|
|
Radhakrishnan Ramchandra Iyer
|
01309312
|
Independent Director
|
|
Samish Dushyant DaLaL
|
09838041
|
Independent Director
|
|
Vjuy Ronjan
|
09345384
|
Independent Director
|
|
Robin Banerjee
|
00008893
|
Independent Director
|
Key Managerial Personnel
|
Name
|
Designation
|
|
Mr. Krishna Dushyant Rana
|
Managing Director
|
|
Mrs. Bhagyashree Mallawat
|
Company Secretary and Compliance Officer
|
|
Mr. Narendrakumar Raval
|
Chief Financial Officer (till 12th August, 2024)*
|
|
Mr. Gyandeep Mittal
|
Chief Financial Officer (appointed w.e.f 12th August, 2024 till 16th July, 2025.)*
|
|
Mr. Krishnan Bhalaji
|
Chief Executive Officer (Resign on 01st February, 2025)*
|
• After the end of financial year on 31st March 2025, Mr. Gyandeep Mittal resigned from the position from Chief Financial Officer on 16th July, 2025.
The above disclosure has been given in accordance with Section 158 of the Companies Act 2013, and reference of any of the above directors made in this document be read along with the above disclosure of their respective Director Identification Number.
Changes during the period under review:
During the year under review, the following changes occurred in the Board of Directors:
• Mr. Narendrakumar Raval had resigned from the position of Chief Financial officer and Key Managerial Personnel of the company due to some personal reason with effect from closure of Business hour on 12th August, 2024.
• Mr. Gyandeep Mittal has been appointed as Chief Financial Officer and Key Managerial Personnel of the company with effect from 12th August, 2024.
• Mr. Krishnan Bhalaji, had resigned from the position of Chief Executive Officer and Key Managerial Personnel of the company due to some personal reason with effect from closure of Business hour on 01st February, 2025.
Changes after the closure of financial year under review:
Mr. Gyandeep Mittal, had resigned from the position of Chief Financial Officer and Key Managerial Personnel of the company due to some personal reason with effect from the closure of Business hour on 16th July, 2025.
Disclosure of Remuneration paid to Directors:
• The details of remuneration paid to the Directors is given in the Report on Corporate Governance.
Statement with regard to Integrity, Expertise and Experience of the Independent Directors
Your directors are of the opinion that Independent Directors of the Company are of high integrity, suitable expertise and experience (including proficiency). The Independent Directors have given declaration under sub section (6) of Section 149 of the Act. The tenure of Independent Directors is in compliance with the provisions of Section 149(10).
11. DIRECTORS RESPONSIBILITY STATEMENT
The financial statements of the company have been prepared in accordance with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS"). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules 2014. The financial statements have been prepared on an accrual basis and there are no material departures from prescribed accounting standards in the adoption of these standards.
Pursuant to the provisions of Section 134(5) of the Companies Act 2013, the directors confirm that:
• In the preparation of the annual accounts for the financial year ended March 31, 2025, the applicable accounting standards have been followed.
• 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 profit and loss of the Company for that period.
• The directors have taken proper and sufficient care towards 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.
• The directors have prepared the annual accounts on a going concern basis.
• The directors have laid down internal financial controls, which are adequate and are operating effectively.
• The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.
12. RE-APPOINTMENT OF DIRECTOR (RETIRE BY ROTATION)
In accordance with the provisions of the Section 149 and 152 and other applicable provisions of the Companies Act, 2013 and the Articles of Association of the Company, Consequently, Mrs. Parul Krishna Rana (DIN: 07546822), Executive Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, has offered herself for re-appointment in accordance with the provision of the Companies Act, 2013
The details of Director seeking re-appointment at the ensuing AGM along with other details in pursuance of Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, is enclosed herewith as “Annexure A” is annexed to the Notice of the Annual General Meeting. The Board has confirmed that Mrs. Parul Krishna Rana satisfies the fit and proper criteria as prescribed under them applicable regulations and that she is not disqualified from being appointed as a director in terms of Section 164(2) of the Companies Act, 2013. The Board recommends the re-appointment.
13. MEETINGS OF THE BOARD
The Board of Directors met 6 (Six) times during the financial year 2024-25. The details of Board and Committee meetings held during the year are set out in the Corporate Governance Report annexed herewith and forms part of this report. The gap between the two consecutive Meetings was within the period prescribed under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
14. FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS (IDs)
In terms of Regulation 25(7) of the Listing Regulations and the Companies Act, 2013, the Company is required to conduct the Familiarization Programme for Independent Directors (IDs) to familiarize them about their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc., through various initiatives. Directors are made aware of the significant news developments and highlights from various regulatory authorities viz. Securities and Exchange Board of India (SEBI), Ministry of Corporate Affairs (MCA), etc.
The details of the training and familiarisation programmes conducted by the Company and the policy of the familiarization programme are available on the Company's website at www.platinumindustriesltd.com.
15. COMMITTEES OF THE BOARD:
The Board of Directors of the Company constituted the following Committees:
a) Audit Committee
b) Nomination and Remuneration Committee
c) Stakeholders Relationship Committee
d) Corporate Social Responsibility Committee
The Committees' composition, charters and meetings held during the year and attendance there at, are given in the Report on Corporate Governance forming part of this Annual Report.
16. RELATED PARTY TRANSACTIONS
All transactions with related parties under the section 188 of companies act 2013, were reviewed and approved by the Audit Committee and are in accordance with the Policy on Related Party Transactions, formulated and adopted by the Company and were on arm's length basis and in the ordinary course of the business. Omnibus approval from the Audit Committee is obtained for the related party transactions.
There were no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which might have potential conflict with the interest of the Company at large. Accordingly, the disclosure of related parties transactions as required under section 134(3)(h) of the Companies Act , 2013 in the prescribed form AOC-2 is appended as Annexure "B” to the Directors Report. All Related Parties Transactions are placed before the Audit Committee for approval. Omnibus approval was obtained on a yearly basis for transactions which are in ordinary course of Business. Transactions entered into pursuant to omnibus approval are placed before the Audit Committee and the Board for review on a quarterly basis. None of the Directors has any pecuniary relationship or transactions vis-a-vis the Company except remuneration drawn by self or their relative in capacity of the Director or otherwise, sitting fees and Dividend, if any.
The Policy on Related Party Transactions, as required under the Listing Regulations, is available on the website of the Company at www.platinumindustriesltd.com.
17. INTERNAL FINANCIAL CONTROL SYSTEM AND ITS ADEQUACY
The Board of Directors has laid down standards, processes and procedures for implementing the internal financial controls across the organization. After considering the framework of existing internal financial controls and compliance systems; work performed by the Internal, Statutory and Secretarial Auditors and External Consultants; reviews performed by the Management and relevant Board Committees including the Audit Committee, the Board of Directors are of the opinion that the Company's internal financial controls with reference to the financial statements were adequate and effective during the financial year 2024-25.
18. DEVIATION(S) OR VARIATION(S) IN THE USE OF PROCEEDS OF INITIAL PUBLIC ISSUE (IPO), IF ANY:
In terms of Regulation 32 of Listing Regulations, the Listed Entity is required to report Statement of Deviation and Variation with respect to funds raised through Public Issue, Rights Issue or Preferential Issue.
In view of the above, the Company post its Issue and Listing of shares on March 05, 2024, had reported statement of deviation and variation through the Monitoring Agency (CRISIL Rating) appointed in this regard on the Quarterly basis to the Stock Exchange.
The Statement of utilization of Initial Public Offer proceeds forms parts of the Financial Statements. Therefore, the same is disclosed in Financials Statement. Further the unutilised issue proceed is parked in Fixed Deposits in Schedule Commercial Banks.
For the Financial Year ended March 31, 2025, there is no deviation, or variation was reported by the Monitoring Agency.
19. CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES:
As per Section 135 of the Companies Act, 2013 and rules made thereunder, the Corporate Social Responsibility Committee (“CSR Committee") has been formulated, and as a part of initiative under “Corporate Social Responsibility" (CSR), the Company has contributed funds towards promotion of health care, education, Old Age home, women empowerment, cleanliness and sanitation environmental sustainability, rural welfare programs, essentials to poor and needy. CSR activities were undertaken by the Company in Mumbai where the Head office of the Company is located.
The implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the company. A brief outline of the CSR policy of the Company and the details of activities/initiatives taken by the Company on CSR during the year as per annexure attached to the Companies (Corporate Social Responsibility Policy) Rules, 2014 have been appended as Annexure "C” to this Report. The said policy is available on the website of the Company at www.platinumindustriesltd.com.
20. PARTICULARS OF LOANS, GUARANTEES OR INVESTENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013
Particulars of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013, if any, have been disclosed in the financial statements.
21. AUDITOR'S REPORTAND QUALIFICATION GIVEN BY THE AUDITORS
(A) STATUTRY AUDITORS:
During the year M/s AMS & Co., Chartered Accountants (Firm Reg. No.: 130878W) has resigned w.e.f. 12th August 2024 to act as a Statutory Auditor of the Company.
Further in accordance with the provisions of Section 139 of the Act and Rules made thereunder, upon recommendation made by the Audit Committee and Board of Directors, M/s PKF Sridhar and Santhanam LLP (Firm Reg. No. 003990S/ S200018), has been appointed as a Statutory Auditor of the Company to fill up the casual vacancy caused due to resignation of M/s. AMS & Co. (Firm Registration No. 130878W) at the 04th Annual General Meeting of the Company held on 27th September, 2024 to hold office for a period of 5 years upto 09th Annual General Meeting of the Company to be held in 2029.
The Auditors' Report for the financial year ended March 31, 2025 does not contain any qualification, reservation or adverse remark and do not call for any further explanation or comments from the Board under Section 134(3) of the Companies Act, 2013
During the year under review, there were no instances of fraud reported by the auditors, under Section 143(12) of the Companies Act, 2013 to the Audit Committee or the Board of Directors.
(B) SECRETARIAL AUDITORS:
In accordance with the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors have appointed M/s. Mayank Arora & Co., Company Secretaries as Secretarial Auditor of the Company for the financial year 2024-25.
The Secretarial Audit Report in the Form MR-3 for the financial year ended March 31, 2025 is set out in Annexure "D” to this Report.
However, the Secretarial Auditors have made following observation in their Audit Report;
Observation:
1. The Company has been maintaining the audit trail in its accounting software (Tally); however, the edit log in the audit trail was enabled with effect from August 1, 2024. Further, the Statutory Auditor did not observe any instance of tampering with the audit trail feature during the year.
Company's Reply: The Company would Like to state that the audit trail feature in the accounting software (Tally) has been duly maintained. The edit log functionality, which was made available in the software, has been enabled with effect from August 1, 2024. The Company confirms that there has been no tampering with the audit trail during the year and ensures continued compliance for the same.
2. Pursuant to Rule 20(4)(v)(h) of The Companies (Management and Administration) Rules, 2014 following disclosure was missing in Newspaper Notice of AGM:
i. Name, designation and address of the person responsible to address the grievances connected with facility for voting by electronic means.
Company's Reply: The Company have mentioned the Email Id and Contact number for Grievance Redressal from the Register and Share Transfer Agent but missed mentioning their name, designation and address of the person responsible for addressing the grievances connected with the facility for voting by electronic means.
(C ) COST AUDITORS:
In accordance with the provisions of Section 148 of the Companies Act, 2013 read with Rule 14(a) of the Companies (Audit and Auditors) Rules, 2014, the Board of Directors, has on the recommendation of the Audit Committee, appointed M/s. Ashish Bhavsar & Associates, Cost Accountants as Cost Auditors of the Company for the financial year 2024-25.
However, the Cost Auditor Report does not contain any qualification, reservation or adverse remark.
(D) INTERNAL AUDITORS:
Pursuant to the provisions of Section 138 of the Companies Act, 2013 and The Companies (Accounts) Rules, 2014, the Board of Directors, has on the recommendation of the Audit Committee, appointed M/s Pipalia Singhal & Associates, as an Internal Auditor of the Company for the financial year 2024-25 to conduct internal audit of the Company.
22. DETAILS WITH RESPECT TO CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Details with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 are set out in Annexure “E" to this Report.
23. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:
The information required pursuant to Section 197(12) read with Rule 5 (1) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (“Rules") in respect of the ratio of remuneration of a director to the median remuneration of the employees of the Company for the financial year is annexed herewith and marked as Annexure “F” to this Report.
The report and financial statements are being sent to the members of the Company excluding the statement of particulars of employees under Rule 5(2). However, these are available for inspection during business hours up to the date of the forthcoming AGM at the registered office of the Company.
24. STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS
Pursuant to the provisions of section 149(7) of the Act and Regulation 25 of the listing regulations all Independent Directors of the Company have given declaration that they meet the criteria of independence laid down in Section 149(6) of the Act and Regulation 16(1) (b) of Listing Regulations and also affirmed compliance regarding online registration with the ‘Indian Institute of Corporate Affairs' (IICA) for inclusion of name in the databank of Independent Directors.
25. SECRETARIAL STANDARDS OF ICSI
The Directors state that proper systems have been devised to ensure compliance with the applicable laws. Pursuant to the provisions of Section 118 of the Act, 2013 during FY 2024-25, the Company has adhered with the
applicable provisions of the Secretarial Standards CSS-1" and “SS-2") relating to ‘Meetings of the Board of Directors' and ‘General Meetings' issued by the Institute of Company Secretaries of India (“ICSI") and notified by MCA.
26. PUBLIC DEPOSIT
During the year under review, your Company neither accepted any deposits nor there were any amounts outstanding at the beginning of the year which were classified as ‘Deposits' in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014 and hence, the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Companies Act, 2013 is not applicable.
27. STATEMENT FOR DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY:
Pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013, The Company has a risk management framework for the identification and management of risks. The Company has been following the processes and procedures for assessment and mitigation of various business risks associated with the nature of its operations and such adaptation has helped the Company to a very large extent.
As per Regulation 21 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015, the top 1000 listed entities need to constitute Risk Management committee and adopt Risk Management Policy. Therefore, the Company is not required to constitute Risk management Committee and adopt Risk Management Policy. Nevertheless, the Company's Risk Assessment Policy has been duly updated and is available on its official website www.platinumindustriesltd.com
28. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013 AND THE RULES FRAMED THEREUNDER
The Company is committed to provide a healthy environment to all its employees and has zero tolerance for sexual harassment at workplace. In order to prohibit, prevent and redress complaints of sexual harassment at workplace, it has constituted a Complaint Committee in line with the provisions of Section 4(1) of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Company has not received any complaint of Sexual Harassment during the financial year 2024-25. As per the Notification dated 30th May, 2025, following are the additional disclosures:
• No. of Complaints Received: NIL
• No. of Complaints Disposed of: NIL
29. REPORTING ON MATERNITY BELIEF ACT 1961:
The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.
The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.
30. GENDER-WISE COMPOSITION OF EMPLOYEES
In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on the March 31, 2025.
Male Employees: 102
Female Employees: 28
Transgender Employees: NIL
This disclosure reinforces the Company's efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.
31. HEALTH, SAFETY AND ENVIRONMENT
During the year, the Company continued to focus on resource conservation and reduction in generation of hazardous wastes and enhanced its efforts to positively impact the environment in which it operates. AH the manufacturing facilities and processes are subject to regular inspections and a Safety Audit is carried out at Palghar plant and preventive measures are taken to ensure high standards of safety. Your Company has taken adequate insurance cover for all its plants and continues to work towards the improvement of our environment, a healthy and safe management system.
The Company has obtained necessary approvals from concerned Government Department / Pollution Control Board.
32. INSURANCE
The Company takes a very cautious approach towards insurance. Adequate cover has been taken for all stock and fixed assets for various types of risks. The Company has Directors and Officers Liability Insurance Policy to provide coverage against the liabilities arising on them.
33. MATERIAL CHANGES AND COMMITMENTS
In pursuance to section 134(3)(L) of the Act, no material changes and commitments have occurred after the closure of the financial year to which the financial statements relate till the date of this report affecting the financial position of the Company. except as mentioned below:
-A fire incident occurred at the factory of our Subsidiary Entity (Partnership Firm), M/s Platinum Polymers and Additives, situated at GUT No. 181/11 to 181/26, Village Dhansar, Palghar, Maharashtra, 401404. However, the affected operations will be temporarily shut. Further the Asset at the affected plant is insured. We are currently assessing the full extent of the damage caused.
34. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report prepared pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part this Annual Report is attached herewith on Page 54.
35. CORPORATE GOVERNANCE REPORT
The Company has complied with all applicable provisions of SEBI (LODR) Regulations 2015, relating to Corporate Governance. A Separate Report on Corporate Governance annexed as Annexure "G” along with a certificate from the Practicing Company Secretary of the Company annexed as Annexure "K” confirming the compliance of the conditions of Corporate Governance by the Company as required under Para E of Schedule V to the Listing Regulations, 2015 is annexed hereto and forms an integral part of this Report.
36. PREVENTION OF INSIDER TRADING
Pursuant to the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 and amendments thereto, the Board has formulated and implemented a Code of Conduct to regulate, monitor and report trading by its designated Persons and other connected persons and Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive Information. The trading window is closed during the time of declaration of results and occurrence of any material events as per the code. The same is available on the Company's website www.plat.inumindust.riesltd.com
37. VIGIL MECHANISM/ WHISTLE BLOWER POLICY:
In accordance with the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Listing Regulations, 2015 the Company has adopted a Whistle Blower Policy to provide a mechanism to its directors, employees and other stakeholders to raise concerns about any violation of legal or regulatory requirements, misrepresentation of any financial statement and to report actual or suspected fraud or violation of the Code of Conduct of the Company. The policy provides systematic mechanism
to report the concerns and adequate safeguards against the victimization, if any. The policy is available on the Company's website www.platinumindustriesltd.com
38. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
Under Section 441 of the Companies Act, 2013: For compounding of Offense for default under Section 139(1) of the Companies Act, 2013 by inadvertent appointment of Auditor for a period of One year instead of Five years. The order was passed dated 31st July, 2024 by Regional Director, Western Region, Ministry of Corporate Affairs, Mumbai for Compounding Application filed by the company under Section 441 of the Companies Act, 2013, resulting Compounding fees of total ' 1,50,000/- on the Company and Directors.
39. POLICY FOR SELECTION, APPOINTMENT AND REMUNERATION OF DIRECTORS INCLUDING CRITERIA FOR THEIR PERFORMANCE EVALUATION
NOMINATION AND REMUNERATION POLICY
The Board has on the recommendation of the Nomination and Remuneration Committee under sub-section (3) of section 178, framed and adopted a policy for selection and appointment of Directors, Senior Management and their remuneration pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, 2015.
The salient features of the Policy, are:
a. Appointment and remuneration of Director, Key Managerial Personnel and Senior Management Personnel.
b. Determination of qualifications, positive attributes and independence for appointment of a Director (Executive/ Non-Executive/Independent) and recommendation to the Board matters relating to the remuneration for the Directors, Key Managerial Personnel and Senior Management Personnel.
c. Formulating the criteria for performance evaluation of all Directors.
d. Board Diversity.
The Company's policy inter-alia, on Directors' appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under the Act is available on the website of the Company www.plat.inumindust.rieslt.d.com
40. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
No such details.
41. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE 2016 DURING THE YEAR:
During the year under review, there was no proceeding pending under the Insolvency Bankruptcy Code, 2016
42. INVESTOR RELATIONS:
Redressal of Investors Grievances:
Your Company gives an utmost attention in resolving the grievances of its investors on a timely basis. The investor complaints/ grievances are resolved by the Company and also by the Company's Registrar and Share Transfer Agent viz. M/s Bigshare Services Private Limited being the Registrar and Share Transfer Agent of the Company.
BSE Listing Centre and NEAPS (NSE Electronic Application Processing System):
Your Company ensures in compliance of applicable regulations of SEBI LODR Regulations and all the compliances related filings or disclosures are made to the BSE Limited and NSE through web-based applications viz., BSE Listing center and NSE Application Processing System NEAPS within the stipulated timeline as prescribed under the SEBI LODR Regulations.
SCORES (SEBI complaints redress system):
SEBI processes investor complaints in a centralized web-based complaints redressal system i.e., SCORES. Through this system a shareholder can lodge a complaint against a Company for his grievance. The Company uploads the action taken on the complaint which can be viewed by the shareholder. The Company and shareholder can seek and provide clarifications online through SEBI. The investor complaints are also handled and resolved by the Company's Registrar and Share Transfer Agent viz. M/s Bigshare Services Private Limited and your Company is kept updated regularly.
Exclusive email ID for Investors:
Your Company has established an email id cs@platinumindustriesltd.com
Your Company keeps its investors updated by posting all the disclosures made with the stock exchanges in compliances with Regulation 46 of SEBI LODR Regulations from time to time.
43. MD/CFO Certification
The Certificate required under Regulation 17(8) SEBI Listing Regulations, 2015 duly signed by the Managing Director and CFO was submitted to the Board for the Financial Year 2024-25 and the same is annexed as Annexure - “H” to this Report.
44. CERTIFICATE ON COMPLIANCE WITH CODE OF CONDUCT
The Managing Director has confirmed that the Company has obtained from all the members of the Board and Senior Management Personnel, the affirmation that they have complied with the ‘Code of Conduct' in respect of the financial year 2024-25 and the same is annexed as Annexure - “I” to this Report.
45. CERTIFICATION ABOUT DIRECTORS:
None of the directors of the Company has been debarred or disqualified from being appointed or continuing as directors by Securities and Exchange Board of India/Ministry of Corporate Affairs or any such authority. A Certificate to this effect, duly signed by a Practicing Company Secretary is appended to this Report in Annexure - “J”.
46. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Pursuant to Regulation 34(2)(f) of the SEBI Listing Regulations, the Business Responsibility and Sustainability Report (“BRSR") is applicable on top one thousand listed entities based on Market Capitalization. Therefore, it is not applicable on the Company.
47. APPRECIATION AND ACKNOWLEDGMENTS
The Directors wish to acknowledge and place on record their sincere appreciation for the assistance and co¬ operation received from all the members, regulatory authorities, customers, financial institutions, bankers, lenders, vendors and other business associates.
The Directors also recognize and appreciate all the employees for their commitment, commendable efforts, teamwork, professionalism and continued contribution to the growth of the Company.
For and on behalf of the Board of Directors PLATINUM INDUSTRIES LIMITED
KRISHNA DUSHYANT RANA
DATE: AUGUST 14, 2025 CHAIRMAN AND MANAGING DIRECTOR
PLACE: MUMBAI DIN: 02071912
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