The Company has given Corporate Guarantee to its Wholly Owned Subsidiary Company - Shish Polylam Pvt. Ltd. of INR 147.90 Lakhs against Bank Loan having closing balance as on March 31,2025 of INR 103.12 Lakhs.
The Company has given Corporate Guarantee to its Subsidiary Company - Interstar Polyfab Private Limited of INR 1260.80 Lakhs against Bank Loan having closing balance as on March 31,2025 of INR 871.49 Lakhs.
The Company has given Corporate Guarantee to Shish Advanced Composites Private Limited of INR 1,310.00 Lakhs against Bank loan which is having a closing balance as on March 31,2025 of INR 551.99 Lakhs.
The Company has filed an appeal against pending litigation in GST department for F.Y. 2019-20 amounting to INR 0.59 lakhs.
The company has filed an appeal against pending litigation in GST department for F.Y. 2020-21 amounting to INR 14.09 lakhs.
The company received demand notice from GST department for F.Y. 2020-21 amounting to INR 0.2 lakhs which is paid off by the company in F.Y. 2024-25.
The company has filed an appeal against pending litigation in GST department for F.Y. 2021 -22 amounting to INR 27.31 lakhs.
Shish Industries Limited continues to deploy a well-articulated risk management framework. This is based upon a three-tiered approach encompassing (i) enterprise risks, (ii) process risks, and (iii) compliance risks.
I. Enterprise risk: The Company continue to evaluate the risk and also ensures that the mitigation processes are in place.
II. Process risk management involves assurances by the Company's Management regarding the effectiveness of business and financial controls and processes in all key activities across the various business processes.
III. Compliance risk management comprises a detailed mechanism of assurances with respect to adherence of all laws and regulations, with a comprehensive reporting process that cascades upwards from the accountable business line executives to Shish Industries Limited's Audit Committee and then on to the Board of Directors.
The outcomes of business review meetings conducted by management regarding processes and their compliance, as well as observations of the Audit Committee and the Board of Directors are continuously incorporated to capture new risks and update the existing ones. All three dimensions of Shish Industries Limited's Risk Management framework are reviewed annually for their relevance and modifications, as required. The risk management process, including its tracking and adherence, is substantially enabled for greater consistency and better reporting capabilities.
Fair value hierarchy
The fair value of financial instruments as referred to in note below has been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities [Level 1 measurements] and lowest priority to unobservable inputs [Level 3 measurements].
The categories used are as follows:
Level 1: Quoted prices for identical instruments in an active market;
Level 2: Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs, other than Level 1 inputs; and
Level 3: Inputs which are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a net
asset value or valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.
- The Loan given to Shish Polylam Private Limited is unsecured and repayable on demand. Investment has been made with a view to acquire 100.00% control over Shish Polylam Private Limited. Corporate Guarantee has been issued in favour of Standard Chartered Bank to secure the financial facilities availed by Shish Polylam Private Limited. Unsecured Loan given and Investment made and Financial Facilities availed from Standard Chartered Bank have been utilised by Shish Polylam Private Limited for its business purpose only.
- The Loan given to Dunnage Bag Private Limited is unsecured and repayable on demand. Moreover, the Company is charging interest at 9.50% per annum on running outstanding balance of the loan. Investment has been made with a view to acquire 100.00% control over Dunnage Bag Private Limited. Unsecured Loan given and Investment made have been utilised by Dunnage Bag Private Limited for its business purpose only.
- The Loan given to Interstar Polyfab Private Limited is unsecured and repayable on demand. Moreover, the Company is charging interest at 9.50% per annum on running outstanding balance of the loan. Investment has been made with a view to acquire 76.67% control over Interstar Polyfab Private Limited. Corporate Guarantee has been issued in favour of Standard Chartered Bank to secure the financial facilities availed by Interstar Polyfab Private Limited. Unsecured Loan given and Investment made and Financial Facilities availed from Standard Chartered Bank have been utilised by Interstar Polyfab Private Limited for its business purpose only.
- The Loan given to Shish Global Solutions Private Limited is unsecured and repayable on demand. Investment has been made with a view to acquire 100.00% control over Shish Global Solutions Private Limited. Unsecured Lo an given and Investment made have been utilised by Shish Global Solutions Private Limited for its business purpose only.
- Investment in Greenenergy International Inc. have been made with a view to acquire 100.00% control over Greenenergy International Inc. Investment made have been utilised by Greenenergy International Inc. for its business purpose only.
- Disinvestment of entire stake in Varni Wood and Paper Packaging Private Limited, which was wholly owned subsidiary, has been made by Shish Industries Limited on March 29, 2025. All the effects pertaining to disinvestment has been made in the financial statements of Shish Industries Limited.
- The Loan given to Shish Advanced Composites Private Limited is unsecured and repayable on demand. Corporate Guarantee has been issued in favour of Standard Chartered Bank to secure the financial facilities availed by Shish Advanced Composites Private Limited. Unsecured Loan given and Financial Facilities availed from Standard Chartered Bank have been utilized by Shish Advanced Composites Private Limited for its business purpose only.
A. The Company does not have any investment property.
B. The Company has not revalued its Property, Plant and Equipment (including Right-of-Use Assets) and Intangible assets.
C. Except Loan given to wholly and Partly owned Subsidiary i.e. M/s Shish Global Solutions Private Limited, Dunnage Bag Private Limited and
Interstar Polyfab Private Limited and some other parties, there are no other loans or advances in the nature of loans that are granted to Promoters, Directors, KMPs and their related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are outstanding as on March 31,2025: :
D. There are no Intangible assets under development as on March 31,2025.
E. No proceedings have been initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
F. The Company is not declared willful defaulter by any bank or financial institution or other lender.
G. The company has not undertaken any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
H. During the period under review, the Company has allotted 594020 (post-split 5940200) Equity shares on preferential basis having face value of INR 10 each at an issue price of INR 120.05 per equity share [including premium of IN R 110.05 per equity share] aggregating to INR 713.12 Lakhs. Further, the Board of Directors of the Company also approved allotment of 3266800 (post-split 32668000) Fully Convertible Equity Warrants, each convertible into or exchangeable for, one fully paid up equity share of the company having face value of INR 10.00 each at an issue price of INR 120.05 [including premium of INR 110.05 per equity share] aggregating to INR 3921.79 Lakhs. Out of total 3266800 (post¬ split 32668000) Fully Convertible Equity Warrants, 2350476 (post-split 23504760) Fully Convertible Equity Warrants have been converted into equity shares and remaining 916324 (post-split 9163240) Fully Convertible Equity Warrants, on which requisite Subscription amount has already been paid, are outstanding as on March 31,2025.
I. No charges or satisfaction of charges are yet to be registered with Registrar of Companies beyond the statutory period.
J. The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.
K. No Scheme of Arrangements has been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.
L. The company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
M. The company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
N. No transactions have been surrendered or disclosed as income during the year in the tax assessment under the Income Tax Act, 1961. There are no such previously unrecorded income or related assets.
O. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
P. The Company does not have any Immovable Properties which is not held in its name.
Q. Borrowings from banks or financial institutions on the basis of security of current assets.
The material differences in amount of quarterly statement / return filed with Bank and as per books of accounts as given below:
Note on Explanation for difference in amount as per Books of accounts and amount reported in quarterly statement / return filed with bank:
The difference between amounts as per books of accounts and amounts reported in quarterly statement filed with bank is because stock statements are filed with bank before updation / finalization of accounts for quarterly limited review / audit of the accounts and the figures as per Stock statements are exclusive of the Amounts receivable/payable to subsidiaries as per bank policy. Hence, Certain Discrepancies are there in Trade Receivables, Trade Payables and Stock filed with the bank.
Note 45: ESOP DISCLOSURES (INR in Lakh)
The Company has framed “Shish Industries Limited - Employee Stock Option Plan 2023” (“ESOP 2023” or “Scheme”) pursuant to the applicable provisions of the Companies Act, 2013 and the rules made thereunder and the Securities and Exchange Board of India (Share bas ed Employee Benefits and Sweat Equity) Regulations, 2021 as approved by the members, which helps the Company to retain and attract the right talent. The Nomination and Remuneration Committee monitors the Company's ESOP Scheme.
During the year under review, there has not been any material change/s in the scheme and the scheme is in compliance with the Securities and Exchange Board of India (Share based Employee Benefits and Sweat Equity) Regulations, 2021. The Company has not granted any options under ESOP 2023 up to March 31,2025.
Accordingly, no disclosures in terms of the accounting standards prescribed by the Central Government in terms of section 133 of the Companies Act, 2013 including the 'Guidance note on accounting for employee share-based payments' issued in that regard from time to time have been provided.
Note 47: COMPARATIVE FIGURES
Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.
As Per Our attached report of even date For, Shish Industries Limited
For K P C M & Co.
Chartered Accountants
Firm Reg. No. 0117390W Satishkumar Maniya Nitaben Maniya
Chairman & Managing Director Executive Director
DIN:02529191 DIN: 07740523
CA Kanaiya Asawa Partner
Membership No.: 103498 Nishit Lakhani Suman Jat
UDIN: 25103498BMIDKJ2206 Chief Financial Officer Company Secretary
Place: Surat Date: May 5, 2025 Place: Surat Date: May 5, 2025
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