Kabsons FY23 AR

Download as pdf or txt
Download as pdf or txt
You are on page 1of 64

3 01 tsht A n n u a l R e p o r t 2 0 2 1

2 - 2023
2

Kabsons Industries Limited


KABSONS INDUSTRIES LIMITED KABSONS

KABSONS INDUSTRIES LIMITED


31st Annual Report 2022 – 2023
BOARD OF DIRECTORS Sri. Rajiv Kabra Chairman and Managing Director
[ DIN:00038605]
Sri. Venkata Subba Rao Pinapati Independent Director upto 13-08-2023
[DIN:02299552]
Smt. Mangal Rathi Independent Director
[DIN:06966755]
Ms. Riha Kabra Non Executive Director
[DIN:08825577]
Mr. Sumit Jaiswal Independent Director
[DIN:10255478] w.e.f 12-08-2023
Sri. Krishna Murthy Motamarri Chief Financial Officer
Sri. Nagaraju Musinam Company Secretary cum
Compliance Officer
COMMITTEES OF THE BOARD
AUDIT COMMITTEE Sri. P V Subba Rao Chairman upto 12-08-2023
Sri. Sumit Jaiswal Chairman w.e.f 12-08-2023
Sri. Rajiv Kabra Member
Smt. Mangal Rathi Member
NOMINATION & REMUNERATION COMMITTEE
Sri. P V Subba Rao Chairman upto 12-08-2023
Sri Sumit Jaiswal Chairman w.e.f 12-08-2023
Sri Rajiv Kabra Member
Smt. Mangal Rathi Member
Ms. Riha Kabra Member
Registered Office Kabsons Industries Limited
[CIN:L23209TG1993PLC014458]
Plot No.17, H.No. 8-2-293/82/C/17, Madhuw Vihar, 2nd Floor,
Jubilee Hills, Road No.7, Hyderabad – 500033
Email: operationslpg@gmail.com / www.kabsons.co.in
Phone No: +91 40-23554970
Factory Plot No.B-3, Phase 1, MIDC, Waluj, Aurangabad - 431 136. Maharashtra
STAKEHOLDERS RELATIONSHIP COMMITTEE
Sri. P V Subba Rao Chairman upto 12-08-2023
Sri Sumit Jaiswal Chairman w.e.f 12-08-2023
Sri Rajiv Kabra Member
Smt. Mangal Rathi Member
Stock Exchanges Where company’s Securities are Listed BSE Limited
ISIN INE645C01010
Bankers HDFC Bank Limited
State Bank of India
Auditors M/s. K S Rao & Co.,
Chartered Accountants
Flat No.601A, Golden Green Appartments, Erramanzil Colony,
Somajiguda, Hyderabad - 500 082.
Registrars & Share M/S.XL SOFTECH SYSTEMS LTD
Transfer Agents #3, Sagar Society, Banjara Hills, Hyderabad - 500 034.
Secretarial Auditors B S S & Associates
Company Secretaries
6-3-626, Parameswara Appts., 5th Floor, 5A,
Anand Nagar, Khairatabad, Hyderabad 500004.
KABSONS INDUSTRIES LIMITED KABSONS

NOTICE OF 31st ANNUAL GENERAL MEETING


NOTICE is hereby given that the 31stAnnual General Meeting (AGM) of Kabsons Industries Limited will be held on Wednesday,
the 27th day of September, 2023 at 3.30 p.m. through Video Conference (“VC”)/Other Audio Visual Means (“OAVM”), to transact
the following business. The Venue of the meeting shall be deemed to be the Registered Office of the Company situated at
Madhuw Vihar, Second Floor, Plot No.17, # 8-2-293/82/C/17, Jubilee Hills, Road No.7, Hyderabad, Telangana – 500033.
Ordinary Business:
Item No.1 – Adoption of Financial Statements
To receive, consider and adopt the Audited Financial Statements of the company for the Financial Year ended 31st March,
2023 together with the Reports of the Directors and Auditors thereon.

Item No.2 – Re-appointment of Ms. Riha Kabra, as a Director liable to retire by rotation
To appoint a Director in place of Ms. Riha Kabra (DIN: 08825577), who retires by rotation and, being eligible, offers herself for
re-appointment.

Special Business:
Item No. 3 – Appointment of Mr.Sumit Jaiswal as an Independent Director of the company
To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution :

RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 161, Schedule IV and other applicable provisions of
the Companies Act, 2013 (“the Act”) read with the Rules framed thereunder, and applicable provisions of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, (“the LODR Regulations”) [including any statutory modification(s)
or re-enactment(s) thereof, for the time being in force], and Articles of Association of the Company, approval and recommendation
of the Nomination and Remuneration Committee and that of the Board, Mr.Sumit Jaiswal (DIN: 10255478), who was appointed
as an Additional Director in the capacity of an Independent Director with effect from August 12, 2023, who meets the criteria
for independence under Section 149(6) of the Act and the Rules made thereunder and Regulation 16(1)(b) of the LODR
Regulations and in respect of whom the Company has received a notice in writing from a member under Section 160 of the
Act, be and is hereby appointed as an Independent Director of the Company for a period of 5 (Five) years with effect from
August 12, 2023 to till August 11, 2028, and that he shall not be liable to retire by rotation.

RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers to any committee of
directors with power to further delegate to any other Officer(s) / Authorized Representative(s) of the Company to do all acts,
deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this resolution.
By Order of the Board of Directors of
Kabsons Industries Limited
Sd/-
Nagaraju Musinam
Place : Hyderabad Company Secretary
Date : 12.08.2023 M No.A48209
Registered Office: H.No.8-2-293/82/C/17, Plot No 17, 2nd Floor, Madhuw Vihar, Jubilee Hills, Road No.7,
Hyderabad - 500033, Telangana. email: operationslpg@gmail.com
Notes:

1. The Explanatory Statement pursuant to the Section 102 of the Companies Act, 2013, in respect of the Special Business
as set out under Item No.3 of the above notice is annexed hereto.
2. Pursuant to the General Circular No.10/2022 dated December 28, 2022, issued by the Ministry of Corporate Affairs
(MCA) and CircularSEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 5, 2023 issued by SEBI (hereinafter collectively
referred to as “the Circulars”),companies are allowed to hold AGM through VC, without the physical presence of members
at a common venue. Hence, incompliance with the Circulars, the AGM of the Company is being held through VC.
3. A member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his / her behalf and
the proxy need not be a member of the Company. Since the AGM is being held in accordance with the Circulars through
VC, the facility for the appointment of proxies by the members will not be available and hence the Proxy Form and
Attendance Slip including Route Map are not annexed to this Notice.
4. Participation of members through VC will be reckoned for the purpose of quorum for the AGM as per Section 103 of the Act.
5. Members of the Company under the category of Institutional Investors are encouraged to attend and vote at the AGM
through VC. Corporate members intending to authorize their representatives to participate and vote at the meeting are
requested to send a certified copy of the Board resolution / authorization letter to the Scrutinizer by email to
operationslpg@gmail.com with a copy marked to helpdesk.evoting@cdslindia.com
6. The Register of directors and keymanagerial personnel and their shareholding, maintained under Section 170 of the Act,
and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the
Act, will be available electronically for inspection by the members during the AGM. All documents referred to in the
Notice will also be available for electronic inspection without any fee by the members from the date of circulation of this
Notice up to the date of AGM. Members seeking to inspect such documents can send an email to operationslpg@gmail.com.
7. Pursuant to the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration)
Rules, 2014 (as amended), Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company
Secretaries of India (“ICSI”) and Regulation 44 of Listing Regulations read with MCA Circulars and SEBI Circular, the
Company is providing remote e-Voting facility to its Members in respect of the business to be transacted at the 31st
AGM and facility for those Members participating in the AGM to cast vote through e-Voting system during the AGM. For
this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for
facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a
member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.

1
KABSONS INDUSTRIES LIMITED KABSONS

8. The relevant details required to be given under Regulation 36(3) of the Listing Regulations and Secretarial Standard on
General Meetings issued by the Institute of Company Secretaries of India, in respect of directors seeking appointment/
re-appointment at this AGM is annexed hereto.
9. In accordance with, the General Circular No. 20/2020 dated 5th May, 2020 issued by MCA and Circular No. SEBI/HO
CFD/ CMD1/CIR/P/2020/79 dated 12th May, 2020 issued by SEBI, owing to the difficulties involved in dispatching of
physical copies of the financial statements (including Report of Board of Directors, Auditor’s report or other documents
required to be attached therewith), such statements including the Notice of AGM are being sent in electronic mode to
Members whose e-mail address is registered with the Company or the Depository Participant(s).
10. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the
commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the
AGM through VC/OAVM will be made available to at least 1000 members on first come first served basis. This will not
include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors,
Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and
Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of
first come first served basis.
11. Members holding shares either in physical or dematerialized form, as on cut-off date, i.e. as on September 19, 2023,
may cast their votes electronically. The e-voting period commences on Sunday, September 24, 2023 (9:00 a.m. IST) and
ends on Tuesday, September 26, 2023 (5:00 p.m. IST). The e-voting module will be disabled by CDSL thereafter. A
member will not be allowed to vote again on any resolution on which vote has already been cast. The voting rights of
members shall be proportionate to their share of the paid-up equity share capital of the Company as on the cut-off date,
i.e., as on September 19, 2023. A person who is not a member as on the cut-off date is requested to treat this Notice
for information purposes only.
12. The facility for voting during the AGM will also be made available. Members present in the AGM through VC and who have
not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible
to vote through the e-voting system during the AGM. Kindly refer below for instruction for e-voting during the AGM.
13. The Register of Members and Transfer Book of the Company will be closed from 20th September 2023 to 27thSeptember
2023 (both days inclusive).
14. In compliance with the Circulars, the Annual Report 2022-2023, the Notice of the 31 stAGM and instructions for
e-voting are being sent through electronic mode to those members whose email addresses are registered with the
Company / depository participant(s). The Notice calling the AGM and the Annual Report has been uploaded on the website
of the Company at www.kabsons.co.in. The Notice can also be accessed from the websites of the Stock
Exchanges i.e. BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of CDSL (agency
for providing the Remote e-Voting facility and e-voting system during the AGM) i.e.,www.evotingindia.com.
15. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN)
by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit
the PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares
in physical form are requested to submit their PAN details to the Registrar. SEBI has also mandated, that for registration
of transfer of securities, the transferee(s) as well as transferor(s) shall furnish a copy of their PAN card to the Company.
16. Pursuant to the provisions of Section 72 of the Companies Act, 2013, the member(s) holding shares in physical form
may nominate, in the prescribed manner, a person to whom all the rights in the shares shall vest in the event of death
of the sole holder or all the joint holdersMember(s) holding shares in demat form may contact their respective Depository
Participant for availing this facility.
17. Members holding shares in demat form are requested to intimate any change in their address and / or bank mandate
immediately to their Depository Participants and Members holding shares in physical form are requested to intimate any
change of address and/ or bank mandate to M/s. XL Softech Systems Limited / Investor Service Department of the
Company immediately.
18. As per Regulation 40 of SEBI Listing Regulations, as amended, securities of listed companies can be transferred only
in dematerialised form with effect from, 01st April 2019, except in case of request received for transmission or
transposition of securities. In view of this and to eliminate all risks associated with physical shares and for ease of
portfolio management, members holding shares in physical form are requested to consider converting their holdings to
dematerialised form. Members can contact the Company or Company’s Registrars and Transfer Agents, XL Softech
Systems Limited for assistance in this regard.
19. Members holding shares in physical form, in identical order of names, in more than one folio are requested to send to
the Company or RTA, the details of such folios together with the share certificates for consolidating their holdings in one
folio. A consolidated share certificate will be issued to such Members after making requisite changes.
20. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register
of Members of the Company will be entitled to vote at the e- AGM.
21. The Board of Directors has appointed M/s B S S & Associates, Company Secretaries, as the Scrutinizer to scrutinize the
remote e-voting and e-voting during the AGM in a fair and transparent manner. The Scrutinizer’s decision on the validity
of the vote shall be final.
22. The Scrutinizer will make a consolidated Scrutinizer’s Report of the total votes cast in favour or against and invalid
votes, if any, to the Chairman / Managing Director of the Company or in his absence to any other Director authorized
by the Board of Directors, who shall countersign the same. Based on the Scrutinizer’s Report, the result will be declared
by the Chairman / Managing Director or in his absence by the Company Secretary within two working days from the
conclusion of the AGM at the Registered Office of the Company. Subject to receipt of requisite number of votes, the
resolutions shall be deemed to be passed on the date of the AGM i.e., September 27, 2023.
23. The Results declared along with the consolidated Scrutinizer’s Report shall be hosted on the website of the Company i.e.,
www.kabsons.co.in. The results shall simultaneously be communicated to BSE Limited. The result shall also be displayed
on the Notice Board at the Registered Office of the Company.
24. The Resolutions shall be deemed to be passed at the registered office of the Company on the date of the e-AGM, subject
to receipt of the requisite number of votes in favour of the Resolutions.

2
KABSONS INDUSTRIES LIMITED KABSONS

THE INTRUCTIONS OF SHAREHOLDERS FOR E-VOTING AND JOINING VIRTUAL MEETINGS ARE AS UNDER:
(i) The voting period begins on Sunday, 24th day of September, 2023 at 9.00 a.m. IST and ends on Tuesday, 26th day
of September, 2023 at 5.00 p.m. IST. During this period shareholders’ of the Company, holding shares either in
physical form or in dematerialized form, as on the cut-off date Tuesday, the 19thday of September, 2023 may cast
their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.
(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’
resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail
shareholders is at a negligible level.
Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India.
This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the
shareholders.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to
enable e-voting to all the demat account holders, by way of a single login credential, through their demat
accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast
their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but
also enhancing ease and convenience of participating in e-voting process.
(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility
provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote
through their demat account maintained with Depositories and Depository Participants. Shareholders are advised
to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Pursuant to abovesaid SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual
shareholders holding securities in Demat mode CDSL/NSDL is given below:

Type of Shareholders Login Method


Individual Shareholders 1) Users who have opted for CDSL Easi / Easiest facility, can login through their
holding securities in existing user id and password. Option will be made available to reach e-Voting
Demat mode with CDSL page without any further authentication. The URL for users to login to Easi /
Depository Easiest are https://web.cdslindia.com/myeasi/home/login or visit www. cdslindia.com
and click on Login icon and select New System Myeasi.
2) After successful login the Easi / Easiest user will be able to see the e-Voting option
for eligible companies where the e-voting is in progress as per the information
provided by company. On clicking the e-voting option, the user will be able to see
e-Voting page of the e-Voting service provider for casting your vote during the
remote e-Voting period or joining virtual meeting & voting during the meeting.
Additionally, there is also links provided to access the system of all e-Voting
Service Providers i.e. CDSL/ NSDL/ KARVY/ LINKINTIME, so that the user can
visit the e-Voting service providers’ website directly.
3) If the user is not registered for Easi/Easiest, option to register is available at
https://web.cdslindia.com/myeasi/Registration/EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing Demat
Account Number and PAN No. from a e-Voting link available on www.cdslindia.com
home page or click on https://evoting.cdslindia.com/Evoting/EvotingLoginThe
system will authenticate the user by sending OTP on registered Mobile & Email as
recorded in the Demat Account. After successful authentication, user will be able
to see the e-Voting option where the e-voting is in progress and also able to
directly access the system of all e-Voting Service Providers.
Individual Shareholders 1) If you are already registered for NSDL IDeAS facility, please visit the e-Services
holding securities in website of NSDL. Open web browser by typing the following URL:
Demat mode with NSDL https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once
Depository the home page of e-Services is launched, click on the “Beneficial Owner” icon
under “Login” which is available under ‘IDeAS’ section. A new screen will open.
You will have to enter your User ID and Password. After successful authentication,
you will be able to see e-Voting services. Click on “Access to e-Voting” under e
Voting services and you will be able to see e-Voting page. Click on company name
or e-Voting service provider name and you will be re-directed to e-Voting service
provider website for casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting.

3
KABSONS INDUSTRIES LIMITED KABSONS

2) If the user is not registered for IDeAS e-Services, option to register is available at
https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once
the home page of e-Voting system is launched, click on the icon “Login” which is
available under ‘Shareholder/Member’ section. A new screen will open. You will
have to enter your User ID (i.e. your sixteen digit demat account number hold with
NSDL), Password/OTP and a Verification Code as shown on the screen. After
successful authentication, you will be redirected to NSDL Depository site wherein
you can see e-Voting page. Click on company name or e-Voting service provider
name and you will be redirected to e-Voting service provider website for casting
your vote during the remote e-Voting period or joining virtual meeting & voting
during the meeting
Individual Shareholders You can also login using the login credentials of your demat account through your
(holding securities in Depository Participant registered with NSDL/CDSL for e-Voting facility. After
demat mode) login Successful login, you will be able to see e-Voting option. Once you click on e
through their Voting option, you will be redirected to NSDL/CDSL Depository site after successful
Depository Participants authentication, wherein you can see e-Voting feature. Click on company name or
(DP) e-Voting service provider name and you will be redirected to e-Voting service
provider website for casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and
Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to
login through Depository i.e. CDSL and NSDL
Login type Helpdesk details
Individual Shareholders Members facing any technical issue in login can contact CDSL helpdesk by sending
holding securities in a request at helpdesk.evoting@cdslindia.com or contact at toll free no. :
Demat mode with CDSL 1800 22 55 33
Individual Shareholders Members facing any technical issue in login can contact NSDL helpdesk by sending
holding securities in a request at evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and
Demat mode with NSDL 1800 22 44 30
(v) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders
other than individual holding in Demat form.
1 The shareholders should log on to the e-voting website www.evotingindia.com.
2 Click on “Shareholders” module.
3 Now enter your User ID
b. For CDSL: 16 digits beneficiary ID,
c. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
d. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
4 Next enter the Image Verification as displayed and Click on Login.
5 If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on
an earlier e-voting of any company, then your existing password is to be used.
6 If you are a first time user follow the steps given below:

For Physical shareholders and other than individual shareholders


holding shares in Demat.
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable
for both demat shareholders as well as physical shareholders)
 Shareholders who have not updated their PAN with the Company/Depository
Participant are requested to use the sequence number which is printed on
Postal Ballot / Attendance Slip indicated in the PAN field.
Dividend Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as
Bank Details recorded in your demat account or in the company records in order to login.
OR  If both the details are not recorded with the depository or company please enter
Date of Birth the member id / folio number in the Dividend Bank details field.
(DOB)

4
KABSONS INDUSTRIES LIMITED KABSONS

(vi) After entering these details appropriately, click on “SUBMIT” tab.


(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen.
However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein
they are required to mandatorily enter their login password in the new password field. Kindly note that
this password is to be also used by the demat holders for voting for resolutions of any other company on
which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is
strongly recommended not to share your password with any other person and take utmost care to keep
your password confidential.
(viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the
resolutions contained in this Notice.
(ix) Click on the EVSN for the relevant <Company Name> on which you choose to vote.
(x) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES
NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the
Resolution and option NO implies that you dissent to the Resolution.
(xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will
be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL”
and accordingly modify your vote.
(xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
(xv) If a demat account holder has forgotten the login password then Enter the User ID and the image
verification code and click on Forgot Password & enter the details as prompted by the system.
(xvi) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to
scrutinizer for verification.

Additional Facility for Non – Individual Shareholders and Custodians –For Remote Voting only.
 Non-Individual shareholders (i.e., other than Individuals, HUF, NRI etc.) and Custodians are required to
log on to www.evotingindia.com and register themselves in the “Corporates” module.
 A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to
helpdesk.evoting@cdslindia.com.
 After receiving the login details a Compliance User should be created using the admin login and
password. The Compliance User would be able to link the account(s) for which they wish to vote on.
 The list of accounts linked in the login will be mapped automatically & can be delink in case of any
wrong mapping.
 It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they
have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the
scrutinizer to verify the same.
 Alternatively Non Individual shareholders are required mandatoryto send the relevant Board Resolution/
Authority letter etc. together with attested specimen signature of the duly authorized signatory who are
authorized to vote, to the Scrutinizer and to the Company at the email address viz;
operationslpg@gmail.com, if they have voted from individual tab & not uploaded same in the CDSL e
voting system for the scrutinizer to verify the same.
INSTRUCTIONS FOR SHAREHOLDERSATTENDING THE AGM/EGM THROUGH VC/OAVM & E-VOTING DURING
MEETING ARE AS UNDER:
1. The procedure for attending meeting & e-Voting on the day of the AGM/ EGM is same as the instructions
mentioned above for e-voting.
2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be
displayed after successful login as per the instructions mentioned above for e-voting.
3. Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However,
they will not be eligible to vote at the AGM/EGM.
4. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
5. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any
disturbance during the meeting.
6. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting
via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is
therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
7. Shareholders who would like to express their views/ask questions during the meeting may register
themselves as a speaker by sending their requestin advance at leastTWO days prior to meetingmentioning
their name, demat account number/folio number, email id, mobile number at operationslpg@gmail.com.
The shareholders who do not wish to speak during the AGM but have queries may send their queries in
advanceTWO days prior to meeting mentioning their name, demat account number/folio number,
email id, mobile number at operationslpg@gmail.com. These queries will be replied to by the company
suitably by email.
8. Those shareholders who have registered themselves as a speaker will only be allowed to express their
views/ask questions during the meeting.
9. Only those shareholders, who are present in the AGM/EGM through VC/OAVM facility and have not
casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing
so, shall be eligible to vote through e-Voting system available during the AGM.
10. If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same
shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such
shareholders may be considered invalid as the facility of e-voting during the meeting is available only
to the shareholders attending the meeting.
5
KABSONS INDUSTRIES LIMITED KABSONS

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE
COMPANY/DEPOSITORIES.

1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned
copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self
attested scanned copy of Aadhar Card) by email to operationslpg@gmail.com / xlfield@rediffmail.com.

2. For Demat shareholders -, Please update your email id & mobile no. with your respective Depository
Participant (DP)

3. For Individual Demat shareholders – Please update your email id & mobile no. with your respective
Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System,
you can write an email to helpdesk.evoting@cdslindia.com or contact at toll free no. 1800 22 55 33

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh
Dalvi, Sr. Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, MarathonFuturex,
Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to
helpdesk.evoting@cdslindia.com or call toll free no. 1800 22 55 33.

APPEAL TO MEMBERS
The Company would like to appeal and encourage its members to hold their shares in dematerialized (Demat)
form. Managing your investment in securities is simple and easy in Demat/ Electronic form and it has many
advantages over managing it in physical form as there is no scope of loss, misplacement, theft or deterioration
of securities in Demat mode. The detailed procedure of Dematerialization of shares is also given on the
website of the Company under Investor Relations Section. The members may also get in touch with M/S.XL
Softech Systems Ltd at xlfield@gmail.com, our Registrar and Share transfer Agent. The Company also
appeals and requests the members to opt for Electronic Clearing System (ECS) facility for receiving of Dividends.

By Order of the Board of Directors of


Kabsons Industries Limited
Sd/-
Nagaraju Musinam
Place : Hyderabad Company Secretary
Date : 12.08.2023 M No.A48209

Registered Office: H.No.8-2-293/82/C/17, Plot No 17, 2nd Floor, Madhuw Vihar, Jubilee Hills, Road No.7,
Hyderabad - 500033, Telangana. email: operationslpg@gmail.com

6
KABSONS INDUSTRIES LIMITED KABSONS

Explanatory Statement
Item No. 3 – Appointment of Mr.Sumit Jaiswal, as an Independent Director
Pursuant to Section 161 of the Companies Act, 2013, the Board, on August 12, 2023, appointed Mr.Sumit Jaiswal, as an
Additional Director in the capacity of Independent Director of the Company for a term of 5 (five) years with effect from August
12, 2023 to August 11, 2028 (both days inclusive) subject to the approval of the shareholders through a special resolution.
The Company has received the following from Mr.Sumit Jaiswal, :
(i) Consent in writing to act as Director in Form DIR-2 pursuant to Rule 8 of the Companies (Appointment &
Qualification of Directors) Rules, 2014 (“the Appointment Rules”);
(ii) Intimation in Form DIR-8 in terms of the Appointment Rules to the effect that he is not disqualified under sub
section (2) of Section 164 of the Act;
(iii) A declaration to the effect that he meets the criteria of independence as provided in sub-section (6) of Section 149
of the Act and under the LODR Regulations;
(iv) Declaration pursuant to BSE Circular No. LIST/COMP/14/2018-19 dated June 20, 2018, that he has not been
debarred from holding office of a director by virtue of any order passed by SEBI or any other such authority;
(v) Confirmation that he is not aware of any circumstance or situation which exists or may be reasonably anticipated
that could impair or impact his ability to discharge his duties as an Independent Director of the Company;
(vi) A declaration tha the is in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of
Directors) Rules, 2014, with respect to his registration with the data bank of independent directors maintained by the
Indian Institute of Corporate Affairs.
The Company has received a notice in writing by a member proposing his candidature under Section 160 of the Act.
The Nomination and Remuneration Committee (NRC) had previously finalized the desired attributes for the selection of
the independent director(s). Based on those attributes, the NRC recommended the candidature of Mr.Sumit Jaiswal. In
the opinion of the Board, Mr.Sumit Jaiswal fulfils the conditions for independence specified in the Act, the Rules made
thereunder, the LODR Regulations and such other laws / regulations for the time being in force, to the extent applicable
to the Company. The Board noted that Mr.Sumit Jaiswal, background and experience are aligned to the role and
capabilities identified by the NRC and that he is eligible for appointment as an Independent Director.
The Board was satisfied that the appointment of Mr.Sumit Jaiswal is justified due to the following reasons:
He has an experience in the field of HR, Finance and Administration.
A copy of the draft letter for the appointment of Mr.Sumit Jaiswal as an Independent Director setting out the terms and
conditions is available for electronic inspection by the members during normal business hours on working days up to
Wednesday, September 27, 2023.
The resolution seeks the approval of members for the appointment of Mr.Sumit Jaiswal as an Independent Director of
the Company for a term of 5 (five) years effective August 12, 2023 to August 11, 2028 (both days inclusive) pursuant
to Sections 149, 152 and other applicable provisions of the Act and the Rules made thereunder including any statutory
modification(s) or re-enactment(s) thereof) and he shall not be liable to retire by rotation.
In compliance with Section 149 read with Schedule IV to the Act and Regulation 25 of the LODR Regulations, the
approval of the Members is sought for the appointment of Mr.Sumit Jaiswal as an Independent Director of the Company,
as a special resolution.
No director, KMP or their relatives except Mr.Sumit Jaiswal to whom the resolution relates, is interested in or concerned,
financially or otherwise, in passing the proposed resolution set out in item no. 3.
The Board recommends the special resolution as set out in Item no. 3 of this notice for the approval of members.
By Order of the Board of Directors of
Kabsons Industries Limited
Sd/-
Nagaraju Musinam
Place : Hyderabad Company Secretary
Date : 12.08.2023 M No.A48209
Additional information on directors recommended for appointment / reappointment as required under Regulation 36 of the
LODR Regulations and applicable Secretarial Standards
Name of the Director Riha Kabra Sumit Jaiswal w.e.f. 12-08-2023 to 11-08-2028
DIN 08825577 10255478
Date of Birth 24/12/1997 03/07/1973
Age 26 Years 50 Years
Date of First Appointment on the Board 27.08.2020 12.08.2023
Terms and conditions of appointment In terms of Section 152(6) In terms of Section 152(5)
or re-appointment of the Companies Act, 2013, of the Companies Act, 2013,
Ms. RihaKabra who was appointed Mr. Sumit Jaiswal,as an Additional Director in the
as Non-Executive Director at the capacity of Independent Director of the Company for a
AGM held on 30.09.2020, term of 5 (five) years with effect from August 12, 2023
is liable to retire by rotation to August 11, 2028 (both days inclusive) subject to the
approval of the shareholders through a special
resolution.
Remuneration last drawn Rs.15,000 as sitting fees for attending Nil
meetings of the Board and Committees thereof
Brief Profile: She is graduate in sociology with Psychology He is having more than 23 years of experience in the
(BSE Hons) from Surrey University (UK). field of HR, Finance & Administration. He also has an
experience in the field of real estate/property business
consultant for past 5 years.
Qualification BSc Hons in Sociology with Psychology B. Com
Expertise in specific functional areas Administration HR, Finance & Administration
Inter-se relationship with otherDirectors of the Company Daughter of Rajiv Kabra Managing Director N/A
Number of Board Meetings attended 3 Nil
No of Shares held Nil Nil
Directorships in other Listed Companies Nil Nil
Membership/Chairmanship of Committees of
other Board Nil Nil
By Order of the Board of Directors of
Kabsons Industries Limited
Sd/-
Nagaraju Musinam
Place : Hyderabad Company Secretary
Date : 12.08.2023 M No.A48209
7
KABSONS INDUSTRIES LIMITED KABSONS

BOARD’S REPORT
To
The Members of KABSONS INDUSTRIES LIMITED,
Your Directors have pleasure in presenting the 31st Annual Report of the Company together with the Audited
Financial Statements for the year ended 31st March, 2023.
FINANCIAL RESULTS: (Rs.in thousands except EPS)
Financial Year Financial Year
2022-2023 2021-2022
Revenue from operations 1,69,955.88 1,13,517.56
Other Income 3,373.98 6,131.21
Total Revenue 1,73,329.86 1,19,648.76
Total Expenses 1,65,417.57 1,04,018.73
Profit before Finance Cost, Depreciation & exceptional items 14,009.06 20,817.07
Finance Cost 802.77 483.78
Depreciation 5,293.99 4,703.26
Exceptional items .01 383.41
Profit/ (Loss) before Tax 7,912.31 16,013.44
Tax Expenses (Earlier year Tax Paid) 15.49 0.05
Profit after Tax 7,896.82 16,008.36
Basic & Diluted Earnings per share of Rs.10/- each 0.45 0.92
The state of the company’s affairs:

Operations and Business Performance:


During the year under consideration, the Company has generated a profit of Rs. 14,009.06 thousands before
finance costs, depreciation and exceptional items as against a profit of Rs. 20,817.07 thousands during the
previous year, which includes lease income and lease income is the major source of revenue to the Company.
Your Directors are trying every opportunity for improving the performance with increased revenue in the next
year.

Business Review
The Company has been focusing on Lease income and as per recent demand, a new Factory shed is offered
for lease from the month of April 2023. The company also started bottling operations for another party also at
our Ranchi bottling plant from the month of May 2023.

The Company acquired the some of the assets of plant and machinery and other equipment from the EIIL (who
was operating our Bottling plant at Rohtak on lease) from 1st April, 2023 and envisaging to start a new project
of mainly supplying Aerosol grade LPG to various industrial customers and our Company has also completed
the repairs and maintenance jobs at this plant and awaiting for starting of operations.

Material changes and commitments if any affecting the financial position of the Company occurred
between the end of the financial year to which this Financial Statements relate and the date of
the report
There have been no material changes and commitments, affecting the financial position of the Company which
occurred during between the end of the financial year to which the financial statements relate and the date of
this report.
Details of significant and material orders passed by the regulators/ courts/ tribunals impacting
the going concern status and the Company’s operations in future.
There are no significant material orders passed by the Regulators/ Courts which would impact the going
concern status of the Company and its future operations.
Share Capital:
Authorized Share Capital
During the year under review, there was no change in authorized share capital of the Company. Authorized
share capital of the company as on March 31, 2023 was Rs.18,00,00,000/-, comprising of 1,80,00,000 equity
shares of Rs.10/- each.
Paid-up Share Capital
During the year under review, there was no change in paid up share capital of the Company. Paid up share
capital of the company as on March 31, 2023 was Rs.17,46,30,000/-, comprising of 1,74,63,000 equity shares
of Rs.10/- each.
8
KABSONS INDUSTRIES LIMITED KABSONS

Buy Back of Securities


The Company has not bought back any of its securities during the year under review.
Sweat Equity
The Company has not issued any Sweat Equity Shares during the year under review.
Bonus Shares
The Company has not issued any bonus shares during the year under review.
Employees Stock Option
The Company has not provided any Stock Option Scheme to the employees.
Dividend
Your Directors have not recommended any dividend on Equity Shares for the year under review.
Transfers to Reserves
Your Board of Directors does not appropriate any amount to be transferred to General Reserves during the year
under review.
Deposits
During the year under review, your Company has not accepted any deposits within the meaning of Section 73
of the Companies Act, 2013 read with rules made there under.
Subsidiaries, Joint Ventures and Associate Companies
The Company does not have any Subsidiary, Joint venture or Associate Company
Particulars of Contracts & Arrangements with Related Parties
All transactions entered by the Company with Related Parties were in the Ordinary course of Business and
are at Arm’s Length pricing basis. The Audit Committee granted approvals for the transactions and the same
were reviewed by the Committee and the Board of Directors.
There were no materially significant transactions with Related Parties during the financial year 2022-2023 which
were in conflict with the interest of the Company. The details of contracts and arrangements with related parties
as referred to in Section 188(1) of the Companies Act, 2013 were given asAnnexure - I to the Board’s Report in
form No: AOC-2 pursuant to Section 134 (3)(h) of the Act read with Rule 8(2) of the
Companies (Accounts) Rules 2014.
Related party Transactions:
The details of the Related Party Transactions are furnished in Note 34.3.5 of the Notes on the Financial
Statements attached to this Report.All the related party transactions have been on an arm’s length basis.
Particulars of Loans, Guarantees or Investments
Your Company has not given any Loans / Guarantees and not made any Investments during the FY 2022-23, as
specified under the provisions of Section 186 of the Companies Act, 2013 read with Companies (Meetings of
Board and its Powers) Rules, 2014.
Number of Board Meetings held
The Board of Directors duly met 4 times during the financial year from 1st April, 2022 to 31 st March, 2023, the
details of which are given in the Corporate Governance Report. The maximum interval between any two meetings
did not exceed 120 days, as prescribed in the Companies Act, 2013 and Secretarial Standard -1.Details of these
meetings of the Board as well as its committees have been given in the Corporate Governance Report, which
forms parts of the Annual Report.
Sub Committees of the Board
The Board has Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship
Committee and Risk Management Committee.
The composition and other details of these committees have been given in the report on the Corporate
Governance which forms part of the Annual Report.
Directors and Key Managerial Personnel
During the year under review, the following were the ‘Key Managerial Personnel’ of the Company:
Sri. Rajiv Kabra – Managing Director
Sri. Krishna Murthy Motamarri - Chief Financial Officer; and
Sri. Nagaraju Musinam – Company Secretary and Compliance Officer
Directors
The Company is well supported by the knowledge and experience of its Directors and Executives. In terms of
Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Ms. Riha Kabra, Non
Executive Director of the Company is liable to retire by rotation and being eligible, has offered herself for re-
appointment.
Mr.Sumit Jaiswal was appointed as an additional director independent for five years on 12.08.2023 subject to
approval of shareholders
In the opinion of the Board, the independent director appointed during the year possess requisite integrity,
expertise, experience and proficiency.
Based on the confirmations received from Directors, none of the Directors are disqualified from appointment
under section 164 of the Companies Act 2013.
Declaration by Independent Directors
The Independent Directors of the Company have submitted their declarations as required under Section 149(7)
of the Companies Act, 2013 stating that they meet the criteria of independence as per sub-section (6) of Section
149 of the Act.
Familiarization programme for Independent Directors
The Company proactively keeps its Directors informed of the activities of the Company, its management and
operations and provides an overall industry perspective as well as issues being faced by the industry.

9
KABSONS INDUSTRIES LIMITED KABSONS

Independent Directors’ Meeting


The Independent Directors met on 14.02.2023, without the attendance of Non-Independent Directors and
members of the Management. The Independent Directors reviewed the performance of Non-Independent
Directors and the Board as a whole; the performance of the Chairman of the Company, taking into account the
views of Executive Director and assessed the quality, quantity and timeliness of flow of information between
the Company Management and the Board that is necessary for the Board to effectively and reasonably
perform their duties.
Board Evaluation:
The Board adopted a formal mechanism for evaluating its performance as well as that of its Committees and
individual Directors, including the Chairman of the Board. The exercise was carried out through a structured
evaluation process covering various aspects of the Board functioning such as composition of the Board &
committees, experience & competencies, performance of specific duties & obligations, contribution at the
meetings and otherwise, independent judgment, governance issues etc.
Secretarial Standards
The Company complies with all applicable secretarial standards issued by the Institute of Company Secretaries
of India.
Directors Responsibility Statement as required under Section 134(5) of the Companies Act, 2013:
Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Board of Directors states that:
a) In the preparation of the annual accounts, the applicable accounting standards have been
followed along with proper explanation relating to material departures;
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 and loss 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 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 and
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.
Policy on Directors’ Appointment and Remuneration and Other Details
The Company’s policy on directors’ appointment and remuneration and other matters provided in Section 178
(3) of the Companies Act, 2013 have been disclosed in the corporate governance report. Under Section 178
(3) of the Companies Act, 2013, the Nomination and Remuneration Committee of the board has adopted a policy
for nomination, remuneration and other related matters for directors and senior management personnel. A gist
of the policy is available in the Corporate Governance Report.
Statutory Auditors
M/s. K S Rao & Co., Chartered Accountants, (Firm Registration No.003109S), was appointed as the statutory
auditors of the Company, to hold office for the second term of five consecutive years from the conclusion of
the 30th AGM of the Company held on September 23, 2022, till the conclusion of the 35th AGM to be held in 2027,
as required under Section 139 of the Companies Act, 2013 read with the
Companies (Audit and Auditors) Rules, 2014.
Qualification by Statutory Auditor
Information & Explanation in respect of Qualification / Reservation or Adverse remarks contained in Independent
Auditors Report under Paras: Basis for Qualified opinion, Emphasis of Matter and Other Matters:
1 The company has not adopted and complied with requirements of IND AS 19 ‘Employee Benefits’
in respect of the gratuity liability which constitute a departure from the Indian Accounting Standards.
2 In the financial statements which states that the Company has not provided for the interest
expense amounting to Rs.6,12,049/- for the year and Rs.1,34,05,415/- for earlier years against
the Trade Deposits received from the Dealers/ Distributors. Consequently, the same has resulted
in overstatement of profit for the year by Rs.6,12,049/- overstatement of the balance in the
retained earnings, in other equity, by Rs.1,40,17,464/- and understatement of Current Liabilities
by Rs.1,40,17,464/-
Management View: 1) In view of very limited strength of employees, presently working with the Company,
the requirements of AS-19 Employee Benefits in respect of gratuity could not be complied with. However,
provision for gratuity as required under Payment of Gratuity Act has been provided for. 2) Interest for the year
Rs.6,12,049/- on deposits of Dealers/Distributors has not been provided in view of Company’s adverse
financial position and will be negotiated for waiver resulting to overstatement of profit by that amount and
understatement of Current liabilities by Rs.1,40,17,464.
Secretarial Auditors
Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Board of Directors has appointed M/s. B S S& Associates,
Practicing Company Secretaries for conducting Secretarial Audit of the Company for the financial year
2022-2023. The Secretarial Audit Report is annexed herewith as Annexure - II.
10
KABSONS INDUSTRIES LIMITED KABSONS

Qualification by Secretarial Auditor


The Secretarial Auditor’s Report does not contain any qualifications, reservation or adverse remarks during
the year review.
Internal Auditors
In pursuance of Section 138 of the Companies Act, 2013 read with rules made there under, the Board has
appointed Mr. M Krishna Murthy, CFO of the Company as Internal Auditors of the Company to carry out internal
auditing of books of accounts periodically.
Maintenance of Cost Records
The Central Government has not prescribed the maintenance of cost records under Section 148 of the Act,
for any of the services rendered by the Company.
Vigil Mechanism / Whistle Blower Policy
Pursuant to Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board
and its Powers) Rules, 2014 and Regulation 22 of the SEBI (LODR) Regulations 2015, the Board has adopted
Whistle Blower Policy. This policy aims for conducting the affairs in a fair and transparent manner by adopting
highest standards of professionalism, honesty, integrity and ethical behavior.
A mechanism has been established for employees to report concerns about unethical behavior, actual or
suspected fraud or violation of Code of Conduct and Ethics. The policy also provided adequate safeguards
against the victimization of employees who avail of the mechanism and allows direct access to the Chairman
of the Audit Committee in exceptional cases.
Your Company hereby affirms that during the year no Director / employee have been denied access to the
Chairman of the Audit Committee and that no complaints were received.
Management Discussion and Analysis
Management Discussion and Analysis Report for the year under review, as stipulated under SEBI Listing
Regulations, is annexed herewith as Annexure IIIwhich forms part of this report.
Risk Management
The Risk Management Committee duly constituted by the Board had formulated a Risk Management Policy for
dealing with different kinds of risks attributable to the operations of the Company. Risk Management Policy of
the Company outlines different kinds of risks and risk mitigating measures to be adopted by the Board. The
Company has adequate internal control systems and procedures to combat the risk. The Risk Management
procedure will be reviewed periodically by the Audit Committee and the Board.
Corporate Social Responsibility (CSR) Initiatives:
Section 135 of the Companies Act, 2013 provides the threshold limit for applicability of the CSR to a Company
ie. (a) networth of the Company to be Rs.500 crore or more; or (b) turnover of the company to be Rs. 1,000
crore or more; or (c) net profit of the company to be Rs. 5 crore or more. As the Company does not fall under
any of the threshold limits given above, the provisions of section 135 are not applicable to the Company.
Annual Return
Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the Annual Return in eform
MGT 7 is placed at the company website at https://www.kabsons.co.in.
Information on Conservation of Energy, Technology Absorption & Foreign Exchange Earnings
and outgo
Pursuant to the provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule 3 of
Companies (Accounts) Rules, 2014, these particulars are not relevant to the company’s operations and
hence not furnished the same.

11
KABSONS INDUSTRIES LIMITED KABSONS

Company’s Policy on Prohibition, Prevention and Redressal of Sexual Harassment of Women


at Workplace
The Company prohibits any form of sexual harassment and any such incidence is immediately investigated
and appropriate action taken in the matter against the offending employee(s) based on the nature and the
seriousness of the offence. The Company has a policy on Prohibition, Prevention and Redressal of Sexual
Harassment of Women at Workplace (the Policy) and matters connected therewith or incidental thereto
covering all the aspects as contained under the “The Sexual Harassment of Women at Workplace (Prohibition,
Prevention and Redressal) Act, 2013” notified by the Government of India vide Gazette Notification dated
24thApril, 2013.
There was no case of sexual harassment reported during the year under review.
Remuneration ratio of the Directors / Key Managerial Personnel (KMP) / Employees:
The information required under Section 197 of the Companies Act, 2013 read with rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in separate annexure
forming part of this Report as Annexure – IV.
Corporate Governance
The Company is committed to good corporate governance in line with the SEBI (LODR) Regulations, 2015 and
Provisions, Rules and Regulations of the Companies Act, 2013. The Company is in compliance with the
provisions on corporate governance specified in the SEBI (LODR) Regulations, 2015 with BSE. A certificate of
compliance from B S S & Associates, Company Secretaries and the report on Corporate Governance form part
of this Directors’ Report as Annexure – V.
Details in respect of frauds reported by Auditors under Section 143 (12) other than those
which are reportable to the Central Government.
There were no frauds reported by the Statutory Auditors under sub-section 12 of Section 143 of the
Companies Act, 2013 along with Rules made there under.
Details of application made or any proceeding pending under the Insolvency and bankruptcy
code, 2016 during the year
The Company has not made any application under the Insolvency and Bankruptcy Code, 2016, during the
year under report.
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
The requirement to disclose the details of difference between amount of the valuation done at the time of
onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along
with the reasons thereof is not applicable.
Awards and recognition
The Company has not received any award during the Financial Year.
Acknowledgments
The Directors wish to place on record their gratitude to shareholders and thank the customers, vendors,
franchisees, bankers, Department of Explosives and their Officials, Central Excise, Pollution Control Boards
and Commercial Tax Departments of respective States, host of other State and Central Government
Departments, Security Exchange Board of India and Stock Exchanges at Mumbai, Ahmedabad and Kolkata
and others for their continued support to the Company’s growth. The Directors also wish to place on
record, their appreciation for the contribution made by the employees at all levels, for their sincerity, hard
work, solidarity and dedicated support to the Company.
By Order of the Board of Directors of
Kabsons Industries Limited
Sd/-
Rajiv Kabra
Place : Hyderabad Managing Director
Date : 12.08.2023

12
KABSONS INDUSTRIES LIMITED KABSONS

Annexure to Directors’ Report

Annexure - I
Disclosure of Particulars of Contracts / Arrangements entered into by the Company
Form No. AOC-2
(Pursuant to section 134(3)(h) of the Companies Act 2013 and Rule 8(2) of the Companies (Accounts)
Rules, 2014)
Disclosure of particulars of contracts/arrangements entered into by the Company with related parties as
referred to in sub-section (1) of section 188 of the Companies Act, 2013:
1. There are no contracts / arrangements entered into by the Company with related parties which are
not at arms length basis.
2. There are no material contracts / arrangements entered into by the Company with related parties
which are not at arm’s length basis.
3. There were no materially pecuniary relationships or transactions of the non-executive directors
vis-a-vis the Company.

For and on behalf of the Board of Directors of


Kabsons Industries Limited
Sd/-
Rajiv Kabra
Place : Hyderabad Managing Director
Date : 12.08.2023 DIN : 00038605
Annexure - II
Secretarial Audit Report
Form No. MR-3
For the Financial Year ended 31st March, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
Kabsons Industries Limited,
[CIN: L23209TG1993PLC014458]
Madhuw Vihar, Second Floor,
Plot No.17, # 8-2-293/82/C/17,
Jubilee Hills, Road No.7, Hyderabad,
Telangana – 500033.

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence
to good corporate practices by M/s.Kabsons Industries Limited (hereinafter called the company). Secretarial
Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/
statutory compliances and expressing our opinion thereon.

Based on our verification of M/s. Kabsons Industries Limited’s books, papers, minute books, forms and
returns filed and other records maintained by the company and also the information provided by the
Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we
hereby report that in our opinion, the company has, during the audit period covering the financial year
ended on March 31, 2023, complied with the statutory provisions listed hereunder and also that the
Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter:

13
KABSONS INDUSTRIES LIMITED KABSONS

We have examined the books, papers, minute books, forms and returns filed and other records maintained by
the Company for the financial year ended on March 31, 2023 according to the provisions of:
1) The Companies Act, 2013 (the Act) and the rules made thereunder;
2) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
3) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
4) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the
extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial
Borrowings.
5) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of
India Act, 1992 (‘SEBI Act’)-
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2018; Not applicable to the Company during the Audit Period;
d. The Securities Exchange Board of India (Share Based Employee Benefit) Regulations, 2014 /
Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021;Not applicable to the Company during the Audit Period;
e. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations,
2008 - Not applicable as the Company has not issued any debt securities during the
audit period;
f . The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client - Not Applicable as the
Company is not registered as Registrar to Issue and Share Transfer Agent during the
audit period;
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 - Not
applicable as the Company has not delisted / propose to delist its equity shares from
any stock exchange during the audit period;
h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998 - Not
applicable as the Company has not bought back / propose to buyback any of its securities
during the audit period;
i. Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
6) We further report that having regard to the compliance system prevailing in the Company and on
examination of the relevant documents and records in pursuance thereof, the Company has complied
with the following laws applicable specifically to the Company:
(i) The Environmental Protection Act, 1986.
(ii) The Competition Act, 2002.
(iii)Industrial Laws and Labour Laws.
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by the Institute of Company Secretaries of India; and
(ii) Listing Agreement entered into by the company with BSE Limited.
During the period under review the Company has complied with the provisions of the Act, Rules, Regulations,
Guidelines, etc. mentioned above.
We further report that, on examination of the relevant documents and records and based on the information
provided by the Company, its officers and authorized representatives during the conduct of the audit, and also
on the review of quarterly compliance reports by respective department heads / Chief Financial Officer /
Whole-time Director taken on record by the Board of Directors of the Company, in our opinion, there are
adequate systems and processes and control mechanism exist in the Company to monitor and ensure compliance
with applicable general laws including Industrial Laws, Environmental Laws, Competition Law, Human
Resources and Labour laws.
We further report that, that the compliance by the Company of applicable financial laws, like direct and
indirect tax laws, has not been reviewed in this audit since the same have been subject to review by statutory
financial audit and other designated professionals.
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-
executive Directors and Independent Directors. The Changes in the Board of Directors that took place during
the period under review were carried out in compliance with the provisions of the Act.

14
KABSONS INDUSTRIES LIMITED KABSONS

We further report that, the Board of Directors of the Company is duly constituted. The changes in the
composition of the Board of Directors that took place during the period under review were carried out in
compliance with the provisions of the Act.
Adequate notice was given to all Directors to schedule the Meetings of the Board and its Committees. Agenda
and detailed notes on agenda were sent to all the directors at least seven days in advance, and a system
exists for seeking and obtaining further information and clarifications as may be required on the agenda items
before the meeting and for meaningful participation at the meeting.
As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions of the Board
were unanimous and there were no dissenting views.
We further report that, there are adequate systems and processes in the Company commensurate with its
size and operations to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that, during the audit period no event has occurred during the year which has a major
bearing on the Company’s affairs.

Place: Hyderabad For B S S & Associates


Date: 12.08.2023 Company Secretaries
S Srikanth
Partner
ACS: 22119; CP: 7999
UDIN: A022119E000796640
This Report is to be read with our letter of even date which is annexed to the report and forms an integral part
of this report.
To,
The Members,
Kabsons Industries Limited,
[CIN: L23209TG1993PLC014458]
Madhuw Vihar, Second Floor,
Plot No.17 8-2-293/82/C/17,
Jubilee Hills, Road No.7, Hyderabad,
Telangana – 500033.

Our report of even date is to be read along with this letter.

1 Maintenance of Secretarial record is the responsibility of the management of the Company. Our
responsibility is to express an opinion on these secretarial records based on our audit.
2 We have followed the audit practices and processes as were appropriate to obtain reasonable
assurance about the correctness of the contents of the Secretarial records. The verification was
done on test basis to ensure that correct facts are reflected in Secretarial records. We believe that
the process and practices, we followed provide a reasonable basis for our opinion.
3 We have not verified the correctness and appropriateness of financial records and Books of Accounts
of the Company.
4 Wherever required, we have obtained the Management representation about the Compliance of
laws, rules and regulations and happening of events etc.
5 The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards
is the responsibility of management. Our examination was limited to the verification of procedure on
test basis.
6 The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of
the efficacy or effectiveness with which the management has conducted the affairs of the Company.

Place: Hyderabad For B S S & Associates


Date: 12.08.2023 Company Secretaries
S Srikanth
Partner
ACS: 22119; CP: 7999
UDIN: A022119E000796640

15
KABSONS INDUSTRIES LIMITED KABSONS

Secretarial Compliance Report of Kabsons Industries Limited


for the year ended March 31, 2023
To,
Kabsons Industries Limited,
[CIN: L23209TG1993PLC014458]
Madhuw Vihar, Second Floor, Plot No.17 8-2-293/82/C/17,
Jubilee HIlls, Road No 7, Hyderabad, Telangana - 500033

We, B S S & Associates, Company Secretaries, have examined:


(a) all the documents and records made available to us and explanation provided by Kabsons
Industries Limited (“the listed entity”),
(b) the filings/ submissions made by the listed entity to the stock exchanges,
(c) website of the listed entity,
(d) any other document/ filing, as may be relevant, which has been relied upon to make this certification,
for the year ended March 31, 2023 (“Review Period”) in respect of compliance with the provisions of:
(a) the Securities and Exchange Board of India Act, 1992 (“SEBI Act”) and the Regulations, circulars,
guidelines issued thereunder; and
(b) the Securities Contracts (Regulation) Act, 1956 (“SCRA”), rules made thereunder and the
Regulations, circulars, guidelines issued thereunder by the Securities and Exchange Board of
India (“SEBI”);
The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have been
examined, include: -
(a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and amendments from time to time;
(b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2018 and amendments from time to time - Not applicable during the Review Period;
(c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011 and amendments from time to time;
(d) Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018 - Not applicable
during the Review Period;
(e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 - Not applicable during the Review Period;
(f) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities)
Regulations, 2021 - Not applicable during the Review Period;
(g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 and
amendments from time to time;
and circulars / guidelines issued thereunder;
Based on our examination and verification of the documents and also the information provided by the Company
and its officers during the conduct of audit, we hereby affirm in the below tabled manner as per BSE Notice
No. 20230410-41 dated 10.04.2023 and amendments thereof:

16
KABSONS INDUSTRIES LIMITED KABSONS

Sr. Particulars Compliance status Observations /


No. (Yes/No/NA) Remarks by PCS
1. Secretarial Standards:
The compliances of the listed entity are in accordance
with the applicable Secretarial Standards (SS) issued by Yes Nil
the Institute of Company Secretaries India (ICSI).
2. Adoption and timely updation of the Policies:
 All applicable policies under SEBI Regulations are
adopted with the approval of board of directors of the Yes Nil
listed entities
 All the policies are in conformity with SEBI Regulations
and has been reviewed & timely updated as per the
regulations / circulars / guidelines issued by SEBI Yes Nil
3. Maintenance and disclosures on Website:
 The Listed entity is maintaining a functional website
Timely dissemination of the documents/ information
under a separate section on the website
 Web-links provided in annual corporate governance
reports under Regulation 27(2) are accurate and specific Yes Nil
which re-directs to the relevant document(s)/ section of
the website
4. Disqualification of Director:
None of the Director of the Company are disqualified under
Section 164 of Companies Act, 2013 Yes Nil
5. To examine details related to Subsidiaries of listed entities:
(a) Identification of material subsidiary companies
Requirements with respect to disclosure of
material as well as other subsidiaries NA NA
6. Preservation of Documents:
The listed entity is preserving and maintaining records as
prescribed under SEBI Regulations and disposal of records
as per Policy of Preservation of Documents and Archival
policy prescribed under SEBI LODR Regulations, 2015 Yes Nil
7. Performance Evaluation:
The listed entity has conducted performance evaluation of the
Board, Independent Directors and the Committees at the start
of every financial year as prescribed in SEBI Regulations Yes Nil
8. Related Party Transactions:
(a) The listed entity has obtained prior approval of Audit
Committee for all Related party transactions
(b) In case no prior approval obtained, the listed entity shall
provide detailed reasons along with confirmation whether
the transactions were subsequently approved / ratified /
rejected by the Audit committee. Yes Nil
9. Disclosure of events or information:
The listed entity has provided all the required disclosure(s)
under Regulation 30 along with Schedule III of SEBI LODR
Regulations, 2015 within the time limits prescribed thereunder. Yes Nil
10. Prohibition of Insider Trading:
The listed entity is in compliance with Regulation 3(5) & 3(6)
SEBI (Prohibition of Insider Trading) Regulations, 2015 Yes Nil
11. Actions taken by SEBI or Stock Exchange(s), if any:
No Actions taken against the listed entity/ its promoters/
directors/ subsidiaries either by SEBI or by Stock
Exchanges (including under the Standard Operating
Procedures issued by SEBI through various circulars) under
SEBI Regulations and circulars/ guidelines issued thereunder NA NA
12. Additional Non-compliances, if any:
No any additional non-compliance observed for all SEBI
regulation / circular / guidance note etc. NA NA

17
KABSONS INDUSTRIES LIMITED KABSONS

And based on the above examination, we hereby report that, during the Review Period:
(a) The listed entity has complied with the provisions of the above Regulations and circulars / guidelines
issued thereunder, except in respect of matters specified below:-
Compliance
Requirement Observations/
S. (Regulations / Regulation / Deviations Action Type Details Fine Remarks of Manag-
No. circulars / Nircular No. Taken of of Amont the ement Re-
guidelines by Action Violations Practicing Response marks
including Company
specific Secretary
clause)
Not Applicable

(b) The listed entity has taken the following actions to comply with the observations made in previous
reports:

Compliance
Requirement Observations/
S. (Regulations / Regulation / Deviations Action Type Details Fine Remarks of Manag-
No. circulars / Nircular No. Taken of of Amont the ement Re-
guidelines by Action Violations Practicing Response marks
including Company
specific Secretary
clause)
Not Applicable

Place: Hyderabad For B S S & Associates


Date: 20.05.2023 Company Secretaries
S Srikanth
Partner
ACS: 22119; CP: 7999
UDIN: A022119E000343858
Peer Review Certificate No. 726/2020

18
KABSONS INDUSTRIES LIMITED KABSONS

Annexure - III

MANAGEMENT DISCUSSION AND ANALYSIS


Industry structure and developments

The LPG market is expected to grow a CAGR of over 3.5% during the forecast period of 2022-2027. The LPG
market is driven by the Domestic, Industrial, Automobile and Commercial business sectors in India. The increasing
demand for LPG, on account of Government efforts to adopt the usage of clear fuels is expected to drive the
market during the forecast period.

Further, the LPG Bottling Plants have been increasing in India for the past few years. Accordingly, to the PPAC
Report, the LPG Bottling Plants reached a total of 202, with a steady rise in demand for LPG in the Country.
According to a report, India is expected to overtake China, as the world’s largest LPG user for residential
sector by 2030.

The LPG industry expansion in India, in recent years is particularly as a result of Government initiatives, the
Country’s LPG coverage is increased to near 100% now from 61.9% in April, 2016.

Opportunities and Threats

Opportunities:

The Central Government may allow private Companies to sell subsidized LPG in India, a move which could
potentially break the monopoly of the State-owned oil marketing Companies in the domestic cooking gas
segment. Government has set up a 5 Member Committee on 30-05-2019 to review the existing frame work of
LPG marketing and will also assess the need, if any to liberalize Government Policies to increase the participation
of Private Sector in LPG marketing in the Country. However, there seems to be little or no progress on this
matter.

Threats
The company does not foresee any major threat within the LPG industry. However, over the next 8 to 10 years
the major threat is from the Piped Natural Gas network and Electrical Vehicles. However, with the complexities
and investments involved to make PNG and EV a success, especially the lower disposable income, larger
geographical bottlenecks of the country, the time frame may extend.

Management of Risks
Risk is an integral factor virtually in all types of businesses and have to be addressed and mitigated to
minimize the risks. Risks are adequately identified, estimated and controlled by proper risk mitigations. There is
considerable pressure to keep up the realization from the services in view of highly competitive market.

Outlook
Revenue of the company continues to come from servicing other large private players and leasing out the
facilities including new factory shed at Aurangabad from April, 2023. All the Plants of our Company continue
to be operational either by our own or third-party bottling or on leasing out except LPG Bottling Plant located at
Jaipur. The company is making all efforts to improve the revenue from the coming yearsand also launching
AEROSOL grade LPG supply in 33kg cylinders in our own brand name “KABSONS” and also 17kg cylinders
with normal LPG for commercial and industrial use at Rohtak plant. LPG demand from the residential segment
is expected to witness heavy increase. We expect the demand to rise from Auto LPG (as mobility increases),
commercial and industrial consumption.

19
KABSONS INDUSTRIES LIMITED KABSONS

Internal financial control and its adequacy


The Board of your Company has laid down internal financial controls which comply with the provisions of the
Companies Act, 2013 and Listing Regulations with Stock Exchange and that such internal -financial controls
are adequate and operating effectively. Your Company has adopted policies and procedures for ensuring the
orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding
of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable financial disclosures.

Discussion on financial performance with respect to operational performance.


During the year under review, the total income of the company stood at Rs.1,73,329.86 thousands for FY
2022-23 against Rs.1,19,648.76 thousands for FY 2021-22 and the profit after tax Rs.7,896.82Thousands for
FY 2022-23 as against Rs.16,008.38Thousands for FY 2021-22. The total revenue and net profit of the
company decreased by 50.67 % and increased by77.19% compared to the previous financial year respectively.

Material Developments in HRD and industrial Relations Front:


Your Directors recognize the value of employees as valuable assets. Developing, motivating, and retaining
talented employees is a key responsibility and policy of your Company’s management. The total no. of people
employed by the company were 21at year end.

Cautionary Statement
Statements in the Management Discussion and Analysis describing the Company’s estimates and
expectations may be “forward-looking statements” within the meaning of applicable securities laws and
regulations. Actual results could differ materially from those expressed or implied.

Annexure - IV
Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

S. Name Designation Remuneration Remuneration Increase in Ratio/times


No. Paid For the year Paid For the year Remuneration for median
2022-23. 2021-22. From of Employee
Previous Year Remuneration

1. M Krishna Murthy Chief Financial 23,46,000 20,91,900 2,54,100 12.92


Officer

2. Nagaraju Musinam Company 3,36,000 3,36,000 Nil Nil


Secretary cum
Compliance
officer

a) Number of permanent employees on the roles of the company: 21


b) Comparison of remuneration of each Key Managerial Personnel against the performance of the
Company: Company is having mainly income from Plant leases. Hence not comparable with the
performance of the company.

For and on behalf of the Board of Directors of


Kabsons Industries Limited
Sd/-
Rajiv Kabra
Place : Hyderabad Managing Director
Date : 12.08.2023 DIN : 00038605

20
KABSONS INDUSTRIES LIMITED KABSONS

ANNEXURE - V
REPORT ON CORPORATE GOVERNANCE
1. Corporate Governance Philosophy
The Company is committed to ensure high standards of transparency and accountability in all its activities. The
best management practices and high levels of integrity in decision making are followed to ensure long term
wealth generation and creation of value for all the stakeholders. The company follows all the principles of
corporate governance in its true spirit and at all times.

2. Board of Directors
(a) Composition and category of directors
The Board of Directors had an optimum combination of Executive and Non-Executive Directors. As
on 31.03.2023, the Board of Directors have four (4) members, of whom one (01) is Managing
Director and one (01) is Non-Executive Director and two (2) are Independent Directors one of whom
is a Woman Director. Except the Independent Directors and Executive Directors all other Directors
are liable to retire by rotation as per the provisions of the Companies Act, 2013. As the Chairperson
of the Board of Directors is an Executive Promoter Director, at least half of the Board of Directors of
the Company should consist of Independent Directors.
(b) The names and categories of the Directors on the Board, attendance at the Board Meetings and
Annual General Meeting of the Company and also the number of Directorships and Committee
Memberships and Chairmanship held by them during 2022-2023 in other Companies are as under:
Name of the Category Number of board Whether attended Number of Directorships in Number of Committee positions
Director meeting held during last AGM held on other Public Companies held in other Public Companies
the year 2022-23 23.09.2022
Held Attended Chairman Member Chairman Member
Rajiv Kabra Managing Director 4 4 Yes 1 - - -
Riha Kabra Non Executive 4 3 Yes - - - -
Director Promotor
P V Subba Rao Non Executive 4 4 Yes - - - -
Independent Director
Mangal Rathi Non Executive 4 4 Yes - - - -
Independent Director
(c) Directorships and their category in other listed entities: Nil.
(d) Number of Board Meetings held during the Financial Year 2022-2023 and dates on which held:
As on 31st March, 2023, the Board held four meetings during the year under report and the gap between
any such two consecutive meetings did not exceed one hundred and twenty days. The dates of these
meetings are:18.05.2022, 11.08.2022, 14.11.2022 & 14.02.2023
None of the Directors on the Board held directorships in more than eight listed companies and independent
directorships in more than seven listed companies and none of them was a member of more than ten
committees or chairman of more than five committees across all the public companies in which he/she was
a Director. Necessary disclosures regarding Committee positions in other public companies as on 31st
March, 2023 have been made by the Directors.
All the Independent Directors are non-executive directors in accordance with Regulation 16(1)(b) of the
SEBI Listing Regulations read with Section 149(6) of the Act. On the expiry of their previous term as
independent directors, were reappointed for a period of 5 years. The Independent Directors have
confirmed that they meet with the criteria mentioned under Regulation 16(1)(b) of the SEBI Listing
Regulations read with Section 149(6) of the Act.
(e ) Disclosure of relationships between directors inter-se: Rajiv Kabra and Riha Kabra are father and Daughter.
(f) Details of equity shares and convertible securities of the Company held by the Non-Executive Directors
as on 31st March, 2023 are given below:
Name Category Number of shared held
Riha Kabra Non Executive Director Promoter 0
P V Subba Rao Non-Executive Independent Director 0
Mangal Rathi Non-Executive Independent Directors 2500
As on 31st March, 2023, none of the Non-Executive Directors/Independent Directors other than those
mentioned above was holding any shares or convertible securities in the company.
(g) The details of the familiarization programme of the Independent Directors are available on the website
of the Company.
(h) Skill, competence and expertise of the Board of Directors identified by the Boardfor its effective functioning:

21
KABSONS INDUSTRIES LIMITED KABSONS

The company’s present Board is a skill-based one, comprising of Directors who collectively have the skills
directly relevant to performing the function as a member of the Board and the personal attributes or qualities
that are identified and considered desirable to be an effective Director like, integrity (ethics), effective
communicator, constructive questioner, contributor and team player, commitment and leadership skills. Apart
from the above, the Managing Director of the company have the technical skill / managerial experience,
expertise and an in-depth knowledge ofthe company and IT industry for discharging their responsibilities.

Board Skill Matrix:


In terms of the requirement of the Listing Regulation, the Board has identified the following skills/expertise/
competencies fundamental for the effective functioning of the Company, which are currently available with
the Board along with the names of the Directors, who have such skill/expertise/competence, are given below:-

Business & Industry Domain Knowledge in Business and understanding of business environment,
Optimising the development in the industry for improving Company’s business
Financial Expertise Financial and risk management, Internal control,Experience of complex
financial reporting processes,capital allocation, resource utilisation,
Understanding of Financial policies and accounting statement and
assessing economic conditions
Governance & Compliance Experience in developing governance practices, serving the best interests
of all stakeholders, maintaining board and management accountability, building
long term effective stakeholder engagements and driving corporate ethics
and values
Name of the Director skill/expertise/competence
1 Rajiv Kabra Business & Industry, Financial Expertise Governance & Compliance
2 Riha Kabra Business & Industry, Governance & Compliance
3 P V Subba Rao Business & Industry, Financial Expertise,Governance & Compliance
4 Mangal Rathi Business & Industry, Governance & Compliance

(i) In the opinion of the Board, the independent directors fulfill the conditions specified in the Listing
Regulations and are independent of the management.
(j) Detailed reasons for the resignation of an independent director who resigns before the expiry of his
[/her] tenure along with a confirmation by such director that thereare no other material reasons other
than those provided: If any – Nil -
Category No. of Directors Names of the Directors
Executive Directors (Promoter) 01 Rajiv Kabra
Non Executive Director (Promoter) 01 Riha Kabra
Non-Executive Independent Directors 02 1. P V Subba Rao
2. Mangal Rathi
Total 04
(k) During the year under report, all the information as applicable and falling under Part A of the Schedule II of
SEBI Listing Regulations, were placed before the Board for its consideration.
(l) The terms and conditions of appointment of the Independent Directors are available on the website of the
Company.
( m )During the year, the Independent Directors separately held a meeting on 14.02.2023.
(n) The Board periodically reviews the reports furnished to it by the company on compliance with laws
applicable to the Company.

22
KABSONS INDUSTRIES LIMITED KABSONS

3. AUDIT COMMITTEE
The audit committee assists the board in the dissemination of financial information and in overseeing the
financial and accounting processes in the company. The terms of reference of the audit committee covers all
matters specified in and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 and also those specified in section 177 of the Companies Act 2013. The terms of reference broadly
include review of internal audit reports and action taken reports, assessment of the efficacy of the internal
control systems/ financial reporting systems and reviewing the adequacy of the financial policies and practices
followed by the company. The audit committee reviews the compliance with legal and statutory requirements,
the quarterly and annual financial statements and related party transactions and reports its findings to the
Board. The committee also recommends the appointment of internal auditor, statutory auditor. The audit committee
takes note of any default in the payments to creditors and shareholders. The committee also looks into those
matters specifically referred to it by the Board. The statutory auditors were present at all audit committee
meetings. The audit committee comprised of the following directors for the year ended 31st March 2023:
1. Mr.P V Subba Rao – Chairman
2. Mr. Rajiv Kabra - Member
3. Mrs. Mangal Rathi – Member
As on 31st March 2023 the committee comprised of two independent directors and one executive director, all
of whom are financially literate and have relevant finance / audit exposure. The chief financial officer is
permanent invitee to the meetings of the committee. The other directors are invited to attend the audit committee
meetings as and when required. The composition of the audit committee is as per and Regulation 18 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015. Chairman of the Audit Committee was
present at the previous Annual General Meeting of the company held on 23rdSeptember 2022. The audit
committee met 4 times during the year on 18.05.2022, 11.08.2022, 14.11.2022 & 14.02.2023. The details are as follows:
Attendance of each Director at Audit Committee Meetings

Name of the Director Category Number of Committee


Meetings
Held Attended
Mr. P V Subba Rao Chairman Independent & non
Executive director 4 4
Mr. Rajiv Kabra Member Executive Director 4 4
Mrs. Mangal Rathi Member Independent &
Non-Executive Director 4 4
4. NOMINATION AND REMUNERATION COMMITTEE
(I) Brief description of terms of reference is for:
(A) appointment of the directors, and key managerial personnel of the Company; and
(B) fixation of the remuneration of the directors, key managerial personnel and other employees of
the Company.
(II) Composition of committee
The Nomination and Remuneration Committee comprised of the following directors for the year ended
31st March 2023:
1. Mr. P V Subba Rao - Chairman
2. Mrs. Mangal Rathi – Member
3. Mr. Rajiv Kabra- Member
4. Ms. Riha Kabra – Member
(III) Attendance of each Director at Nomination & Remuneration Committee Meeting
Name of the Director Category Number of Committee
Meetings
Held Attended
Mr. P V Subba Rao Chairman Independent & non
Executive director 2 2
Mr. Rajiv Kabra Member Executive Director 2 2
Mrs. Mangal Rathi Member Independent &
Non-Executive Director 2 2
Ms. Riha Kabra Member Promotor Non 2 2
Executive Director

23
KABSONS INDUSTRIES LIMITED KABSONS

This committee recommends the appointment/reappointment of executive directors and the appointments of
This committee recommends the appointment/reappointment of executive directors and the appointments of
employees from the level of vice-president and above along with the remuneration to be paid to them. The
remuneration is fixed keeping in mind the persons track record, his/her potential individual performance, the
market trends and scales prevailing in the similar industry. The Remuneration Committee comprises of 2 non-
executive and independent directors and 1 Managing Director and one non Executive Director. Mr. PV Subba
Rao was the chairman of the committee. Mr.Rajiv Kabara, Ms.Riha Kabra and Ms. Mangal Rathi are the other
members. During the financial year 2022-2023 the committee met on 18.05.2022 and 11.08.2022.
Criteria for Performance evaluation:
(iv) Remuneration Policy:
The Policy inter alia provides for the following:
(a) attract, recruit, and retain good and exceptional talent;
(b) list down the criteria for determining the qualifications, positive attributes, and independence of the
directors of the Company;
(c) ensure that the remuneration of the directors, key managerial personnel and other employees is
performance driven, motivates them, recognises their merits and achievements and promotes
excellence in their performance;
(d) motivate such personnel to align their individual interests with the interests of the Company, and
further the interests of its stakeholders;
(e) ensure a transparent nomination process for directors with the diversity of thought, experience,
knowledge, perspective and gender in the Board; and
(f) fulfill the Company’s objectives and goals, including in relation to good corporate governance,
transparency, and sustained long-term value creation for its stakeholders.
5. Stakeholders’ Relationship Committee:
i. The stakeholders’ relationship committee is in line with the provisions of Regulation 20 of Listing
Regulations read with section 178 of the Act.
ii. The broad terms of reference of the stakeholders’ relationship committee are as under:
 Consider and resolve the grievances of security holders of the Company including redressal of
investor complaints such as transfer or credit of securities, non-receipt of dividend/notice/ annual
reports, and other related matters.
 Consider and approve issue of share certificates (including issue of renewed or duplicate share
certificates), transfer and transmission of securities, etc.
iii. This composition of the committee and the details of the attendance at the meeting is given below:
Name of the Category Number of Committee Meetings
Director Held Attended
Mr. P V Subba Rao Chairman Independent and 1 1
Non-Executive Director
Ravij Kabra Member Managing Director 1 1
Mangal Rathi Member Independent and 1 1
Non-Executive Director

24
KABSONS INDUSTRIES LIMITED KABSONS

Complaints received and redressed during the year 2022-2023


S.No. Nature of Complaints Number of Number of Number of
Complaints Received Complaints Solved Complaints Pending
1 Regarding annual report - - -
2 Revalidation of dividend warrant - - -
3 Issue of duplicate share certificate - - -
4 Issue of duplicate dividend warrant - - -
5 Procedure for transmission - - -
6 General queries - - -
7 Non receipt of dividend - - -
8 Correction in share certificate - - -
9 Change of address - - -
10 Unclaimed dividend - - -
11 Correction in dividend cheque - - -
TOTAL - - -
SEBI vide Circular Ref: CIR/OIAE/2/2011 dated June 3, 2011 informed the company that they had commenced
processing of investor complaints in a web based complaints redress system “SCORES”. Under this system,
all complaints pertaining to companies are electronically sent through SCORES and the companies are required
to view the complaints pending against them and submit Action Taken Report (ATRs) along with supporting
documents electronically in SCORES.
All the requests and complaints received from the shareholders were attended to within the stipulated time
and nothing was pending for disposal at the end of the year. Mr. M Nagaraju is the compliance officer of the
company. For any clarification / complaint the shareholders may contact Mr. M Nagaraju, Compliance Officer at
the registered office of the company.
During the year, one meeting of the Stakeholders’ Relationship Committee was held on 14.02.2023.
5. Risk Management Committee
The Company has constituted a Risk Management Committee. The Committee is required to lay down the
procedures to inform to the Board about the risk assessment and minimization procedures and the Board shall
be responsible for framing, implementing and monitoring the risk management plan of the Company. During the
year under review, the Risk Management Committee met on 14.02.2023.
The composition of the Committee and details of meetings attended by the members of the Committee are given
below:
Attendance of each Director at Risk Management Committee Meeting

Name of the Category Number of Committee Meetings


Director Held Attended
Mr. Rajiv Kabra-Chairman Managing Director 1 1
Mr. P V Subba Rao-Member Independent & Non-Executive Director 1 1
Smt. Mangal Rathi-Member Independent & Non-Executive Director 1 1
Mr. Rajiv Kabra, Managing Director was the Chairman of the committee. Mr.P V Subba Rao and Mrs.Mangal
Rathi are the other members of the committee which also constitute as Risk Management Committee.
6. Remuneration of Directors
Criteria for making payments to Non- Executive Directors:
The Company has not made any payments to the Non- Executive Directors except sitting fees for attending
Board of Directors meetings.
Remuneration paid to Directors
Out of the total 4 directors, one is Managing Director. The remuneration payable to these directors is determined
by the Board on the recommendation of the remuneration committee. This is subject to the approval of the
shareholders at the Annual General Meeting and that of the Central Government and such other authorities as
may be necessary. However, no remuneration is being paid even to the Managing Director. The non executive
directors do not draw any remuneration from the company except sitting fees for attending the meetings of the
board and the committees.
Details of Remuneration paid to the all the Directors during the financial year 2022-2023 – NIL.
Details of Sitting Fees paid to Non-Executive Directors during the financial year 2022-2023
Name of the Board Meeting Audit Committee Remuneration Stakeholders’
Director (Rs.) Meeting (Rs.) Committee Relationship Comm Total
Meeting (Rs.) ittee Meeting (Rs.)
Mr. P V Subba Rao 20,000 - - - 20,000
Mrs. Mangal Rathi 20,000 - - - 20,000
Ms. Riha Kabra 15,000 - - - 15,000

25
KABSONS INDUSTRIES LIMITED KABSONS

7. General Body Meetings


The details of the Annual General Meetings / Extraordinary General Meeting held in the last three years are
as follows:
(i) Annual General Meetings of the Company :
AGM Financial Year Date & Time Venue
30th 2021-22 Friday, 23rd September, 2022, 3.30 p.m. Video Conference (“VC”) /
Other Audio Visual means (“OAVM”)
29th 2020-21 Thrusday, 22nd September, 2021, 3.30 p.m. Video Conference (“VC”) /
Other Audio Visual means (“OAVM”)

28th 2019-20 Wednesday, 30th September, 2020, 4.30 p.m. Video Conference (“VC”) /
Other Audio Visual means (“OAVM”)

(ii) The details of special resolutions passed in AGM in the last 3 years are as follows:
AGM Subject
September 23, 2022 Special Resolution : Amendment in Object Clause of the Memorandum of Association
of the Company
September 22, 2021 Special Resolution: Re-designation of Sri Rajiv Kabra as Managing Director
of the company
September 30, 2020 NIL
(iii) Whether special resolutions were put through postal ballot last year, details of voting pattern:
No special resolutions were necessitated and passed by the shareholders of the company through postal
ballot during the year 2022-2023 .
(iv) Whether any resolutions are proposed to be conducted through postal ballot:
No Special Resolution is proposed to be conducted through Postal Ballot.
8. Means of Communication
(a) Quarterly results: As part of compliance with Regulation 33, 10 and 47 of the Listing Regulations, the
Company furnishes its quarterly and annual financial results to the Stock Exchanges where its shares have
been listed, followed by publication in the newspapers in accordance with the said Regulations.
(b) Newspapers in which the results were published: The quarterly, half-yearly and annual results are
published in leading newspapers such as The Financial Express and Nava Telangana. These are not sent
individually to the shareholders.
(c) Website where displayed: The Financial Results and the Shareholding pattern of the Company are
made available on the Company’s website https://www.kabsons.co.in and also on the website of BSE as part
of corporate filing made by the Company from time to time.
(d) Press Release:The company has not given any press Releases in respect of financial results.
(e) No presentations have been made to institutional investors or to analysts.

9. General Shareholder Information


(i) Annual General Meeting
Date and time : 27.09.2023 at 3.30 P.M
Venue : Through Video Conference
Financial Year : 1st April to 31st March

(ii) Financial Year


Financial year is 1st April to 31st March.
Book closure dates:
From Wednesday, 20 September, 2023 to Wednesday, 27 September, 2023 (both days inclusive).

(iii) Particulars of Dividend for the year ended 31.03.2023


Company has not declared any dividend.

(iv) Listing on Stock Exchanges:


Company’s equity shares are presently listed in the Stock exchanges of Mumbai (BSE), and other 2 stock
exchanges at Ahmedabad and Kolkata.
There is an outstanding Listing Fee of Rs.40,025/- and Rs.1,81,922/- to Ahmedabad Stock Exchange Ltd and
The Calcutta Stock Association Ltd respectively.
The company has paid the listing fee BSE for the financial year 2022-23.
(v) Stock and ISIN Codes for the Company’s shares:
Name of the Stock Exchange : Stock Code
BSE Limited, Mumbai ISIN allotted by Depositories (Company ID Number) : 524675: INE645C01010

26
KABSONS INDUSTRIES LIMITED KABSONS

vi) Market Price Details :


Monthly High, Low and closing prices for the Company’s shares during the Financial Year as traded on the BSE
Limited (BSE) are given below:
BSE
Month & Year High Low
April, 2022 16.44 13.11
May, 2022 14.58 10.74
June, 2022 12.91 10.26
July, 2022 12.96 9.68
August, 2022 11.85 10.13
September, 2022 13.45 10.50
October, 2022 13.02 11.10
November, 2022 13.43 11.03
December, 2022 13.30 11.21
January, 2023 12.70 9.88
February, 2023 11.36 9.29
March, 2023 10.35 8.00

vii) Registrar and Share Transfer Agents


M/s.XL Softech Systems Limited, having its registered office at #3, Sagar Society, Road No.2, Banjara
Hills, Hyderabad – 500 034.
viii) Share Transfer System:Around 83 % of the shares of the Company are held in electronic form.
Transfer of these shares is affected through the depositories with no involvement of the Company.
The shareholders may kindly note that in accordance with SEBI Notification dt.8.6.2018, with effect
from 1.4.2019, except in case of transmission or transposition of securities, fresh requests for
effecting the transfer of securities (shares) are not processed by the Company/ Registrar (RTA), if the
shares concerned are held in physical form. As regards to transmission of shares held in physical
form, the documents required for transmission, like original share certificate, death certificate,
succession certificate/legal heir certificate can be lodged either with the Company at its Registered
Office or with the Company’s Registrars and Share Transfer Agents, whose address has been given above
ix) Details of shareholding of Directors as on 31st March, 2023
As on 31st March 2023, the company had Managing Director and three non-executive directors. The
Managing Director, Mr. Rajiv Kabra holds 91,19,500 equity shares in the company. Among the non
executive directors Mr. P V Subba Rao holds Nil equity shares, Mrs. Mangal Rathi holds 2,500 andMs.Riha
Kabra holds nil equity shares in the company.
k ) Shareholding Pattern as on 31st March 2023
Particulars Number Shares Shares Total No.
of Share held in held in of Shares % of
holders Physical demateri- held Capital
form -alized form
Promoter and Promoter Group
a. Bodies Corporate 7 26,58,852 26,58,852 15.23
b. Directors & their relatives 4 92,21,400 92,21,400 52.81
Public Shareholding
I. Institutions
Mutual Funds/UTI
Financial Institutions/Banks 2 100 3,55,018 3,55,118 2.03
Insurance Companies
Foreign Institutional Investors
Any others - Bodies Corporate 132 69,200 91,048 1,60,248 0.92
II. Non Institutions
Individual share capital upto
Rs. 2 Lacs 20177 26,64,176 19,29,216 4593392 26.30
Individual share capital in
excess of Rs. 2 Lacs 4 1,26,900 1,77,550 304450 1.74
Any others
Non Resident Indians (NRI) 46 1,06,500 13,496 119996 0.69
Trusts 1 0 100 100 0.00
Clearing member 3 0 633 633 0.00
HUF 83 1,300 47,511 48811 0.28
Total 20,459 29,68,176 1,44,94,824 1,74,63,000 100.00

27
KABSONS INDUSTRIES LIMITED KABSONS

xi) Distribution of Shareholding as on 31st March 2023


Shareholdings of Shareholders Share Amount
nominal value of
(Rs.) Nos % In Rs. %
Upto 5,000 19,231 94.00 21,967.96 12.58
5,001 – 10,000 455 2.22 3,712.88 2.31
10,001 – 20,000 238 1.16 3,623.64 2.08
20,001 – 30,000 362 1.77 9,088.97 5.20
30,001 – 40,000 43 0.21 1,532.91 0.88
40,001 – 50,000 50 0.24 2,419.71 1.39
50,001 – 1,00,000 40 0.20 2,924.64 1.67
1,00,001 and Above 40 0.20 1,29,359.29 74.08
Total 20,459 100.00 1,74,630.00 100.00

xii) Dematerialization of Shares and liquidity: Trading in the shares of the Company needs to be in the
electronic form only. The Company has subsisting agreements with NSDL and CDSL for the purpose.
The ISIN number for the company’s shares is – INE645C01010. Shares representing more than 83% of
the share capital were kept in dematerialized form as on 31stMarch, 2023 as detailed below:

Particulars Number of Shares % of holding


In Demat Form with NSDL 1,34,28,088 76.89
In Demat Form with CDSL 10,66,736 6.11
Physical 29,68,176 17.00
Total Shares 1,74,63,000 100

xiii) Details of outstanding GDR / ADR / Warrants or any other convertible instruments: The
company has not issued any GDR/ADR Warrants or any other convertible instruments.
xiv) Plant Locations
1) Plot No.B-3, M.I.D.C, Waluj, Aurangabad, Maharashtra – 431 136
2) Plot No.706 & 708, GIDC, Palej Industrial Estate, Gujarat – 392 220
3) Plot No.A-134, Hirawala Industrial Area, Kanota, Jaipur, Rajasthan-303012
4) Plot No.37, Belur Industrial Estate, Dharwad, Karnataka – 580 011
5) Plot No.32, Khurda Industrial Estate, Khurda, Orissa – 752 055
6) Plot No.124 & 125, Tupudana Industrial Area, P.O Hatia, Ranchi – 834 003
7) Killa No.170 & 171Sampla Berry Road, Ismaila Village, Rohtak, Haryana - 124517
xv) Address for Correspondence
To contact Registrars & Share Transfer Agents for matters relating to shares M/s. XL Softech
Systems Ltd#3, Sagar Society, Road No.2,Banjara Hills, Hyderabad – 500 034Tel : 91-40 23545913
91-40 23545914E-mail: xlfield@gmail.com
For any other general matters or in case of any difficulties / grievance Mr. M Nagaraju
Company Secretary cum Compliance Officer Tel : 91-40 23554970 E-mail : operationslpg@gmail.com
Grievance redressal division Email: kilshareholders@gmail.com
10. Other Disclosures
(i) Related Party Transactions:
There have been no materially significant related party transactions with the company’s promoters, directors,
the management, their subsidiaries or relatives which may have potential conflict with the interests of the
company at large. The necessary disclosures regarding the transactions are given in Annexure – II of
Directors Report and notes to accounts. The Company has also formulated a policy on dealing with the Related
Party Transactions and necessary approval of the audit committee and Board of directors were taken wherever
required in accordance with the Policy.
(ii) Statutory compliance, Penalties and Strictures:
There were no instances of non-compliance by the Company on any matter relating to capital market during the
last three years or any penalties imposed or strictures passed on the Company by the Stock Exchanges, SEBI
or other statutory authorities relating to capital market during the said period.
(iii) Establishment of Vigil mechanism, Whistle Blower Policy and affirmation
The Company has adopted a ‘Vigil Mechanism’ and ‘Whistle Blower Policy’. The said policy has been put up on
the website of the Company. No personnel has been /will be denied access to the audit committee.

28
KABSONS INDUSTRIES LIMITED KABSONS

(iv) Compliance with Mandatory requirements and adoption of Non-Mandatory requirements:


The Company has inter-alia complied with all the mandatory requirements specified in Regulations 17 to
27 and clauses (b) to (i) of sub – regulation (2) of Regulation 46 of the Listing Regulations. The
Corporate Governance Report of the Company for the year 2023 is in compliance with all applicable
requirements of Listing Regulations. The status of adoption of the non-mandatory requirements as
specified in sub-regulation 1 of Regulation 27 of the Listing Regulations are as follows:
(a) The Company had implemented all the mandatory requirements applicable to it under Listing
Regulations. The Company has also adopted the discretionary requirements as specified in Part E of
Schedule II of the SEBI Listing Regulations.
(b) The audited financial statements of the Company are unqualified except IND AS 19 ‘Employee Benefits’.
(c) The Internal Auditors directly report to the Audit Committee, and make presentations on their reports.
(v) Subsidiary Companies
Kabsons Technologies P. Ltd, subsidiary of the Associate Company doesn’t come under the purview of the
term ‘material non-listed Indian subsidiary’ as defined under Regulation 24 of the SEBI LODR Regulations, 2015.
(vi) web link where policy on dealing with related party transactions - https://www.kabsons.co.in/disclosures-
sebi-lodr/#1663763229036-eecace0b-f293
(vii) Commodity Price risks and hedging activities: Commodity price risk is a financial risk on an entity’s
financial performance upon fluctuations in the prices of commodities that are beyond the control of the
entity, since they are primarily driven by external market forces. Any Sharp fluctuations in prices will create
significant business challenges, impacting the profitability of the company.
(viii) Certificate from the Company Secretary in practice to the effect that none of the directors has been
debarred or disqualified has been given in the annexure to this report.
(ix) During the year 2023, the Board of Directors accepted all recommendations of the Committees of the
Board of Directors, which are mandatorily required to be made.
(x) Fee paid to Statutory Auditors: A total fee of Rs.1,65,000/- (including out of pocket expenses) was
paid to the Statutory Auditors towards all services rendered by them to the company for the year 2022-23.
(xi) Disclosure in relation to sexual harassment During the year 2022-23, the company did not receive any
complaints of sexual harassment in relation to the sexual harassment of women at workplace (Prevention,
Prohibition and Redressal) Act, 2013.
(xii) Reconciliation of Share Capital Audit
A quarterly audit was conducted by a Practicing Company Secretary, reconciling the issued and listed
capital of the company with the aggregate of the number of shares held by investors in physical form
and the total number of shares held in demat form with NSDL and CDSL and the said certificates were
submitted to the stock exchanges within the prescribed time limit. As on 31 st March 2023 there was no
difference between the issued and listed capital and the aggregate of shares held by investors in both
physical form and in electronic form with the depositories. 1,44,94,824 equity shares representing
83.00% of the paid up equity capital have been dematerialized as on 31 st March 2023.
(xiii) The company has adopted a Policy on Determination of Materiality for Disclosures and the said policy
has been put up on the website of the Company https://www.kabsons.co.in/disclosures-sebi-lodr/
#1663763229036-eecace0b-f293
11. The company has duly complied with the requirements of the Corporate Governance Report of Sub
paras 2 to10 of Part (C) of Schedule V of the Listing Regulation.
12. The following discretionary requirements have been adopted pursuant to Part E of Schedule II of Listing
Regulations. (a) The Internal Auditors of the company are directly reporting to the Audit Committee.
(b) The financial statements of the company are with modified opinion.
13. The company is in due compliance with corporate governance requirements specified in regulation 17 to
27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 of Listing Regulations.
14. Accounting Treatment:
In the preparation of the financial statements, the Company has followed the accounting policies and
practices as prescribed in the Accounting Standards.
15. Code of Conduct for the Board of Directors and the Senior Management
The standards for business conduct provide that the directors and the senior management will uphold
ethical values and legal standards as the company pursues its objectives, and that honesty and
personal integrity will not be compromised under any circumstances. A copy of the said code of conduct
is available on the website https://www.kabsons.co.in. As provided under the SEBI (LODR) Regulations,
2015 with the stock exchanges, the Board members and senior management personnel have affirmed
compliance with the code of conduct for the financial year 2022-2023.
16. The compliance certificate from the practicing company secretary regarding compliance of conditionsof
corporate governance has been annexed to the Directors Report.
Declaration regarding compliance by
Board Members and Senior Management Personnel
with the Company’s Code of Conduct
This is to confirm that the Company has adopted a Code of Conduct for its employees including the Managing
Director. In addition, the company has adopted a Code of Conduct for its Non-Executive Directors and Independent
Directors. These Codes are available on the company’s website. I confirm that the company has in respect of the
year ended March 31, 2023, received from the Senior Management Team of the Company and the Members of
the Board, a declaration of compliance with the Code of Conduct as applicable to them. For the purpose of this
declaration, Senior Management Team means the Chief Financial Officer, employees and the Company Secretary
as on March 31, 2023.
Place : Hyderabad Rajiv Kabra
Date :12-08-2023 Managing Director DIN:00038605
29
KABSONS INDUSTRIES LIMITED KABSONS

Certification by Managing Director and Chief Financial Officer (CFO) to the Board
We, Rajiv Kabra, Managing Director and M Krishna Murthy, Chief Financial Officer of Kabsons Industries Limited,
certify that:
1. We have reviewed the financial statements and the cash flow statement for the year and that to the
best of our knowledge and belief:
a) these statements do not contain any materially untrue statement or omit any material fact or contain
statements that might be misleading;
b) these statements together present a true and fair view of the state of affairs of the company and
are in compliance with existing accounting standards, applicable laws and regulations.
2. There are, to the best of our knowledge and belief, no transactions entered into by the company during
the year which are fraudulent, illegal or violative of the company’s code of conduct.
3. We accept overall responsibility for establishing and maintaining internal control for financial reporting.
This is monitored by the internal audit function, which encompasses the examination and evaluation of
the adequacy and effectiveness, of internal control. The internal auditor works with all levels of
management and statutory auditors and reports significant issues to the audit committee of the Board.
The auditors and audit committee are appraised of any corrective action taken with regard to significant
deficiencies in the design or operation of internal controls.
4. We indicate to the auditors and to the audit committee:
a) Significant changes in internal control over financial reporting during the year;
b) Significant changes in accounting policies during the year; and that the same have been disclosed
in the notes to the financial statements; and
c) Instances of significant fraud of which we have become aware of and which involve management
or other employees having significant role in the company’s internal control system and financial
reporting. However, during the year there was no such instance.
Place: Hyderabad Rajiv Kabra M Krishna Murthy
Date: 12-08-2023 Managing Director Chief Financial Officer
DIN:00038605
Certificate on Corporate Governance
To,
The Members of
M/s. Kabsons Industries Limited
[CIN: L23209TG1993PLC014458]
Madhuw Vihar, Second Floor,
Plot No.17 8-2-293/82/C/17,
Jubilee Hills, Road No.7, Hyderabad,
Telangana – 500033.
We have examined the compliance of conditions of Corporate Governance by Kabsons Industries Limited
(‘theCompany’) for the financial year ended on March 31, 2023, as stipulated under Regulations 17 to 27,
clause (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and Para C, D and E of Schedule Vof the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015
(hereinafter referred to as “SEBI Listing Regulations”).
The compliance of the conditions of Corporate Governance is the responsibility of the management of the
Company. Our examination was limited to the review of procedures and implementation thereof, as adopted
by the Companyfor ensuring compliance with the conditions of Corporate Governance. It is neither an audit
nor an expression ofopinion on the financial statements of the Company.
Based on our examination of the relevant records and according to the information and explanations
provided to us and the representations provided by the management, we certify that the Company has
complied with the conditions of Corporate Governance as stipulated in Regulations 17 to 27, clauses (b)
to (i) and (t) of sub- regulation (2) of Regulation 46 and Paras C, D and E of Schedule V of the SEBI Listing
Regulations, as applicable for the financial year ended on March 31, 2023,
We further state that such compliance is neither an assurance as to the future viability of the Company nor
of theefficiency or effectiveness with which the management has conducted the affairs of the Company.
This report is addressed to and provided to themembers of the Company solely for the purpose ofenabling
to comply with its obligations under the SEBIListing Regulations with reference to compliance withthe
relevant regulations of Corporate Governanceand should not be used by any other person or forany other
purpose. Accordingly, we do not acceptor assume any liability or any duty of care or for anyother purpose
or to any other party to whom it isshown or into whose hands it may come. We haveno responsibility to
update this report for events andcircumstances occurring after the date of this report.
Place: Hyderabad For B S S& Associates
Date: 12-08-2023 Company Secretaries
S. Srikanth
Partner
ACS No.22119, CP No.7999
UDIN: A022119E000796695

30
KABSONS INDUSTRIES LIMITED KABSONS

Certificate of Non-Disqualification of Directors

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of


the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)
To,
The Members of
M/s. Kabsons Industries Limited
[CIN: L23209TG1993PLC014458]
Madhuw Vihar, Second Floor,
Plot No.17 8-2-293/82/C/17,
Jubilee Hills, Road No.7, Hyderabad,
Telangana – 500033.

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors
of Kabsons Industries Limitedhaving CIN:L23209TG1993PLC014458 and having registered office at
Madhuw Vihar, Second Floor, Plot No.17, H.No.8-2-293/82/C/17, Jubilee Hills, Road No.7, Hyderabad, Telangana
– 500033 (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of
issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of
the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors
Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations
furnished to us by the Company & its officers, we hereby certify that none of the Directors on the Board of the
Company as stated below for the Financial Year ending on 31st March, 2023 have been debarred or disqualified
from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India,
Ministry of Corporate Affairs or any such other Statutory Authority.

Sl.No. Name of the Director DIN Date of appointment in Company


1. Mr. Rajiv Kabra 00038605 01/08/1996
2. Mr. Venkata Subba Rao Pinapati 02299552 10/06/2008
3. Mrs. Mangal Rathi 06966755 30/09/2014
4. Ms. Riha Kabra 08825577 27/08/2020

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of
the management of the Company. Our responsibility is to express an opinion on these based on our verifica-
tion. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.

For B S S & Associates


Company Secretaries
Sd/-
S Srikanth
Place : Hyderabad Partner
Date : 12.08.2023 ACS: 22119 CP: 7999
UDIN: A022119E000796662

31
KABSONS INDUSTRIES LIMITED KABSONS

Independent Auditor’s Report


To the members of TheKABSONS INDUSTRIES LIMITED, Hyderabad
Report onthe Financial Statements:
Qualified Opinion
We have audited the accompanying financial statements of THE KABSONS INDUSTRIES LIMITED(“the
company”), which comprise the Balance Sheet as at March 31, 2023, the Statement of Profit and Loss
(including other comprehensive income), the Statement of Changes in Equity and the Statement of Cash Flows
for the year ended on that date and a summary of the significant accounting policies and other explanatory
information (herein after referred to as “the financial statements”)
In our opinion and to the best of our information and according to the explanations given to us, except for the
effects of the matter described in the Basis for Qualified Opinion section of our report,the accompanying
financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so
required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under
section 133 of the Act read with the Companies (Indian Accounting Standard) Rules, 2015, as amended, (“Ind
AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at
March 31, 2023, the profit and total comprehensive income, changes in equity and its cash flows for the year
ended on that date.
Basis for Qualified Opinion
The Company has not adopted and complied with the requirements of Ind AS-19 ‘Employee Benefits’ in respect
of the Gratuity liability which constitute a departure from the Accounting standards mentioned in the Companies
(Indian Accounting Standards) Rules 2015 referred in section 133 of the Act. In view of this the liability of the
company in this regard could not be ascertained. Consequently, we are unable to comment about the impact
of the same on the profit for the year, income tax and shareholder’s funds.
We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs)
specified under Section 143(10) of the Act. Our responsibilities under those standards are further described
in the Auditors responsibility for the Audit of Financial Statements section of our report. We are independent
of the company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of
India (ICAI) together with the ethical requirements that are relevant to our audit of financial statements under
the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities
in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
Emphasis of matter
We draw attention to Note 34.1 in the financial statements which states that the Company has not provided for
the interest expense amounting to Rs.6,12,049/- for the year and Rs1,34,05,415/- for earlier years against the
Trade Deposits received from the Dealers/ Distributors. Consequently, the same has resulted in overstatement
of profit for the year by Rs.6,12,049/-overstatement of the balance in the retained earnings,in other equity, by
Rs1,40,17,464/- and understatement of Current Liabilities by Rs.1,40,17,464/-
Key Audit Matters
Key Audit matters are those matters that in our professional judgment, were of most significance in our audit
of the financial statements of the current period. These matters were addressed in the context of our audit of
the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters. We have determined the matters described below to be the key audit matters to be
communicated in our report.
Deferred Tax Assets
Key Audit matter description:
The Company has not recognised deferred tax asset for deductible temporary differences and unused tax
losses. As, the utilization of deferred tax assets is dependent on the company’s ability to generate future
taxable profits sufficient to utilize deductible temporary differences and tax losses before they expire. We
determined this to be a key audit matter due to inherent limitations in estimation and uncertainty in forecasting
the amount and timing of future taxable profits and the reversal of temporary differences and utilization of tax losses.
Management has supported the non -utilization of the deferred tax assets mainly with taxable income projections
which contain estimates of and tax strategies for future taxable income. Changes in the industrial scenario,
the business and its markets and changes in regulations may impact these projections.
Our Response
Our audit procedures include, among others, evaluating the future estimated business projections and projected
tax computations prepared by the company to assess the recognition and measurement of the current tax and
deferred tax assets and liabilities and evaluate the compliance with tax legislation. We paid attention to Long-
term Forecasts and critically assessed the assumptions and judgements underlying these forecasts by
considering the historical accuracy of forecasts and the sensitivities of the profit forecasts. We assessed the
adequacy and the level of estimation involved.
32
KABSONS INDUSTRIES LIMITED KABSONS

Report on Other information other than Financial statements


The Company’s Board of Directors is responsible for the preparation of the other information. The other
information comprises the information included in the Management Discussion and Analysis, Board’s Report
including Annexures to Board’s Report, Corporate Governance and Shareholder’s Information, but does not
include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard
Management’s Responsibility for the Financial Statements:
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies
Act, 2013 (“the Act”) with respect to the preparation of these Ind AS financial statements that give a true and
fair view of the financial position, financial performance including other comprehensive income, cash flows
and changes in equity of the Company in accordance with the Indian Accounting Standards (Ind AS) prescribed
under Section 133 of the Companies Act, 2013 read with relevant rules issued there under and other accounting
principles generally accepted in India.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding of the assets of the company and for preventing and detecting the frauds and
other irregularities; selection and application of appropriate accounting policies; making judgments and estimates
that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of Ind AS financial statements that give a true and fair
view and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors is responsible for assessing the company’s ability
to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the Board of Directors either intends to liquidate the company or to cease
operations, or has no realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibility for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted
in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis ofthese financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control;
• obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls system in place and
the operating effectiveness of such controls;
• evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management;
• conclude on the appropriateness of management’s use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the Company to cease to continue as a going concern;

33
KABSONS INDUSTRIES LIMITED KABSONS

• evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events
in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the financial statements of the current period and are therefore
the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1) As required by the Companies (Auditor’s Report) Order,2016(“the Order”) issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure
“A”, a statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent
applicable.
2) As required by Section 143(3) of the Companies Act,2013 we report that:
a) we have sought and obtained all the information and explanations which to the best of our
knowledge and belief were necessary for the purposes of our audit;
b) in our opinion, proper books of account as required by law have been kept by the Company so far
as it appears from our examination of those books;
c) the Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income,
Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in
agreement with the books of account;
d) in our opinion, the aforesaid financial statements comply with the Indian Accounting Standards
(Ind AS) prescribed under Section 133 of the Companies Act, 2013 read with Rule 7 of Companies
(Accounts) Rules, 2014 excepting Ind AS 19 (Employee Benefits);
e) on the basis of written representations received from the directors as on 31 st March2022taken on
record by the Board of Directors, none of the directors is disqualified as on31 st March2022 from
being appointed as a director in terms of Section 164(2) of the Act;
f ) with respect to the adequacy of internal financial controls with reference to financial statements
of the Company and the operating effectiveness of such controls, refer to our separate report in
“Annexure B”, Our report expresses an unmodified opinion on the adequacy and operating
effectiveness of the company’s internal financial controls with reference to financial statements;
g) with respect to Managerial Remuneration to be included in the Auditor’s report under Section
197(16): Company has not paid any remuneration to the directors other than sitting fees to
independent directors. The Ministry of Corporate Affairs has not prescribed other details under
Section 197(16) which are required to be commented upon by us;
h) with respect to the other matters to be included in the Auditor’s report in accordance with Rule 11
of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information
and according to the explanations given to us:
i. The Company has disclosed the impact ofpending litigations on its financial position inits Ind AS financial
statements Refer Note 34.1 to the Ind AS financial statements;
ii. the Company has nolong-termcontracts and did not have derivative contracts; and
iii. the instance of delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Company is as given below.
Amount (Rs.) Period to which the amount relates Due date
22,550 1994-95 19.10.2001
iv. (a) the Management has represented that, to the best of its knowledge and belief, other than as
disclosed in the accounts,no funds (which are material either individually or in the aggregate) have
been advanced (either from borrowed funds or share premium or any other sources or kind of
funds) by theCompany , to or in, any other person or entity, including foreign entity (“Intermediaries”),
with the understanding, whether recorded in writing or otherwise, that the Intermediary shall,
whether, 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 on behalf of the Ultimate Beneficiaries;
(b) the Management has represented, that, to the best of its knowledge and belief,other than as
disclosed in the accounts, no funds (whichare material either individually or in the aggregate) have
been received by the Company from anyperson or entity, including foreign entity (“Funding
Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall,
whether, 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;
(c) based on the audit procedures that have been considered reasonable and appropriate in
thecircumstances, nothing has come to our notice that has caused us to believe that the
representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above,contain
any material misstatement
v. the Company had not declared or paid any dividend during the year under Report.
for K. S. RAO & Co.,
Chartered Accountants
Firm Registration No:003109S
Sd/-
(P. GOVARDHANA REDDY)
Partner
Place : Hyderabad Membership no:029193
Date : 25th May 2023 UDIN: 22029193 AKLIIB3598

34
KABSONS INDUSTRIES LIMITED KABSONS

ANNEXURE ‘A’ TO THE INDEPENDENT AUDITORS’ REPORT


Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date to
the members of Kabsons Industries Limited for the year ended 31st March,2023.
Statement on the Companies (Auditor’s Report) order, 2020
On the basis of such checks as we considered appropriate and according to the information and explanations given to us during
the course of our audit, we report that:
i) (a) (A) the Company maintains proper records showing full particulars, including quantitative details
and situation of Property Plant and Equipment;
(B) the Company maintains proper records showing full particulars of intangible assets
(b) Property, Plant and Equipment have been physically verified by the management at reasonable
intervals and no material discrepancies were noticed on such verification;
(c) the title deeds of all the immovable properties (other than properties where the Company is the
Lessee and the lease agreements are duly executed in favour of the Company) disclosed in the
financial statements are held in the name of the Company;
(d) the Company has not revalued its Property, Plant and Equipment;
(e) no proceedings have been initiated during the year or are pending against the Company as at
March31, 2023 for holding any benami property under the Benami Transactions (Prohibition) Act,
1988 (as amended in 2016) and rules made thereunder
ii) (a) the inventory has been physically verified by the management at reasonable intervals during the
year under report and the discrepancies noticed during such physical verification of inventories as
compared to book records have been properly dealt with in the books of account;
(b) the Company has not availed any working capital limits on the security of current assets. Hence
Para 3(ii) (b) of the said Order is not applicable regarding the submission of quarterly returns.
iii) the company has not made investments inprovided any guarantee or securitygranted any loans or
advances in the nature of loanssecured or unsecured to companies, firms, Limited Liability
Partnerships or any other parties. Therefore, the provisions of Clauses (a) to (f) of sub para (iii) of
Para 3 of the said Order are not applicable for the year under report
iv) in view of our comment given in (iii) para above para (iv) of the above said Order is not applicable
in respect of compliance with the provisions of sections 185 and 186 of the Act;
v) the Company has not accepted any deposits from the public. Hence the provisions of Sections 73 to 76
or any other relevant provisions of the Companies Act, 2013, and the rules framed there under, do not
apply to this Company;
vi) maintenance of cost records has not been specified by the Central Government under section 148(1)
of the Companies Act, 2013. Hence clause 3(vi) of the afore said Order is not applicable;
vii)(a) the company is regular in depositing with appropriate authorities except the investor education
and protection fund.
Amount (Rs.) Period to which amount relates to Due date
22,550 1994-95 19.10.2001
(b) according to the information and explanations given to us and on the basis of our examination of
the records of the company, there are no dues of sales tax, income tax, customs duty, excise duty,
service tax and cess which have not been deposited on account of any dispute;
viii) there were no transactions relating to previously unrecorded income that have been surrendered
or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
Hence, reporting under clause 3(viii) is not applicable
ix) according to the records of the company examined by us, and the information and explanations
given to us, the company had not borrowed any loan from any lender. Therefore, the provision of
clause 3(ix) of the Order is not applicable;
x) (a) in our opinion and according to the information and explanations given to us, the Company has
not raised any moneys by way of initial public offer or further public offer (including debt instruments)
Therefore, the provision of clause 3(x) (a) of the Order is not applicable;
(b) the Company has not made preferential allotment or private placement of shares or convertible
debentures (fully,partially or optionally convertible) during the year.Hence, para 3(x) (b) of the said
Order is not applicable
xi) (a) during the course of our examination of the booksand records of the company, carried out in
accordance with the Generally Accepted Auditing Practices in India, and according to the information
and explanations given to us, we have neither come across any instances of material fraud by the
company or any fraud on the company by itsofficersoremployees,noticedorreportedduringthe year,
nor we have been informed any such cases by the management;
(b) no report, under sub-section (12) of section 143 of the Companies Act in Form ADT-4 as prescribed
under Rule 13 of Companies (Audit and Auditors) Rules, 2014, is filed with the Central Government
during the year and as on the date of issuance of our Audit Report;
(c) as represented to us by the management, there are no whistle blower complaints received by the
company during the year
xii) thecompanyisnotaNidhi CompanyTherefore, the provision of clause 3(xii) of the Order is not applicable
to the company during the year under report;
xiii) according to the information and explanations given to us and based on our examination of the
records of the company, transactions with the related parties are in compliance with sections 177
and 188 of the Act where applicable and details of such transactions havebeen disclosed in the
financial statements as required by the applicable accounting standards;
xiv) (a) the Company has internal audit systemcommensurate with the nature and size of the business;
(b) the reports of the internal auditor were considered for the period under audit;
xv) according to the information and explanations given to us and based on our examinations of the
records of the company, the company has not entered into non-cash transactions with directors
orpersons connected with them. Therefore, the provision of clause 3(xv) of the Order is not
applicable;

35
KABSONS INDUSTRIES LIMITED KABSONS

xvi) the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act,1934
xvii) the company has not incurred any cash losses in the financial year and immediately preceding financial year
xviii) there has not been any resignation of the statutory auditors during the year
xix) on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of
financial liabilities, other information accompanying the financial statements, and our knowledge ofthe Board ofDirectors
and management plans no material uncertainty exists as on date of the audit report that company is capable of
meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from
the balance sheet date;We, however, state that this is not an assurance as to the future viability of the Company.
We further state that our reporting is based on the facts up to the date of the audit report and we neither give any
guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will
get discharged by the Company as and when they fall due.
xx) the Company is not obliged to spend amounts for CSR activities since the Company does not fall in the category of
Companies mentioned in section 135 of the Companies Act. Hence the paras 3(xx) (a) and (b) of the said Order not
applicable
for K. S. RAO & Co.,
Chartered Accountants
Firm Registration No:003109S
Sd/-
(P. GOVARDHANA REDDY)
Partner
Place : Hyderabad Membership no:029193
Date : 25th May 2023 UDIN: 22029193 AKLIIB3598
ANNEXURE - ‘B’ TO THE INDEPENDENT AUDITORS’ REPORT
The Annexure referred to in Paragraph 2(f) under the heading “Report on other Legal and Regulatory Requirements”
of our report of even date, to the members of KABSONS INDUSTRIES LIMITED for the year ended 31st
March 2023
Report on the Internal Financial Controls under Clause(i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)
We have audited the internal financial controls with reference to financial statements of KABSONS INDUSTRIES
LIMITED (“theCompany”) as of 31st March 2023 in conjunction with our audit of the Ind AS financial statements
of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls with reference to financial statements
The Company’s management is responsible for establishing and maintaining internal financial controls based on
the internal financial control with reference to financial statements criteria established by the Company considering
the essential components of internal controlstated in the “Guidance Note on Audit of Internal Financial Controls
over financial reporting” issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities
include the design, implementation and maintenance of adequate internal financial controls that were operating
effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s
policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of reliable financial information, as required
under the Companies Act,2013.
Auditors’Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls with reference to financial
statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting (the”Guidance Note”) and the Standards on Auditing, issued
by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable
to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued
by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we
comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether
adequate internal financial controls with reference to financial statements was established and maintained and
if such controls operated effectively in all materialrespects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls system with reference to financial statements and their operating effectiveness. Our audit of internal
financial controls with reference to financial statements included obtaining an understanding of internal financial
controls with reference to financial statements, assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal
financial controls system with reference to financial statements.
36
KABSONS INDUSTRIES LIMITED KABSONS

Meaning of Internal Financial Controls with reference to financial statements


A company’s internal financial control with reference to financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting principles. A company’s internal
financial control with reference to financial statements includes those policies and procedures that (1) pertain to
the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions
of the assets of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with
authorizations of management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could
have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with reference to financial statements


Because of the inherent limitations of internal financialcontrols with reference to financial statements, including
the possibility of collusion orimproper management override of controls, material misstatements due to error or
fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with
reference to financial statements to future periods are subject to the risk that the internal financial control with
reference to financial statements maybecomeinadequatebecauseofchanges inconditions, or that the degree of
compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequateinternalfinancialcontrolswith reference to
financial statements and such internal financial controls with reference to financial statements were operating
effectively as at 31st March 2023, based on the internal control with reference to financial statements criteria
established by the Company considering the essential components of internal control stated in the Guidance Note
on Audit of Internal Financial Controls over financial reporting issued by the Institute of Chartered Accountants
ofIndia.

for K. S. RAO & Co.,


Chartered Accountants
Firm Registration No:003109S
Sd/-
(P. GOVARDHANA REDDY)
Partner
Place : Hyderabad Membership no:029193
Date : 25th May 2023 UDIN: 22029193 AKLIIB3598

37
KABSONS INDUSTRIES LIMITED KABSONS

BALANCE SHEET AS AT 31st MARCH 2023 (All amounts in thousands,


unless otherwise stated)

Particulars Note No. As at As at


31st March 2023 31st March 2022
1 2 3 4
ASSETS
Non-current assets
(a) Property, Plant and Equipment 2(a) 62,460.67 52,118.37
(b) Right of use asset 2(b) 6,774.86 7,331.55
(c) Investment Property 3 660.15 677.39
(d) Other Intangible assets 4 0.43 0.43
(e) Financial Assets
(i) Investments 5 24,463.10 24,639.90
(ii) Other financial assets 6 8,214.23 3,329.05
(iii) Deferred tax assets (net) 7
(f) Other non-current assets 8 484.45 553.35
Current assets
(a) Inventories 9 639.22 2,144.86
(b) Financial Assets
(i) Trade Receivables 10 2,748.51 3,138.05
(ii) Cash and cash equivalents 11 2,370.44 1,963.51
(iii) Bank balances other than (ii) above 12 14,651.44 19,444.73
(iv) Loans 13 6.00 1.99
(v) Others 14 1,077.79 1,138.32
(c) Current Tax Assets (Net) 15 3,915.79 3,578.77
(d) Other current assets 16 19,390.66 7,062.21
Total Assets 1,47,857.73 1,27,122.47
EQUITY AND LIABILITIES
Equity
(a) Equity Share capital 17 1,74,630.00 1,74,630.00
(b) Other Equity (81,934.72) (89,831.54)
Liabilities
Non-current liabilities
(a) Financial Liabilities
(i) Other financial liabilities 18 4,897.55 14,562.27
(ia) Lease liability 18 4,299.14 4,585.84
(b) Provisions 19 1,057.20 977.54
(c) Other non-current liabilities 20 404.16 2.17
Current liabilities
(a) Financial Liabilities
(i) Trade payables 21 3,143.73 1,239.12
(ii) Other financial liabilities 22 40,010.12 19,700.32
(b) Other current liabilities 23 677.49 585.27
(c) Provisions 24 673.06 671.48
Total Equity and Liabilities 1,47,857.73 1,27,122.47
Significant Accounting policies 1
Explanatory Notes & Other disclosures 34
As per our report of even date For and on behlaf of the Board of Directors
Sd/- Sd/-
For K.S. RAO & Co., P.V.SUBBA RAO RAJIV KABRA
Chartered Accountants Director Chairman & Managing Director
Firm’s Regn.No.003109S DIN : 02299552 DIN : 00038605
Sd/- Sd/- Sd/-
(P. GOVARDHANA REDDY) M.KRISHNA MURTHY M. NAGARAJU
Partner, Membership No.29193 Chief Financial Officer Company Secretary

Place : Hyderabad
Date : 25-05-2023
38
KABSONS INDUSTRIES LIMITED KABSONS

Statement of Profit and Loss (All amounts in thousands,


unless otherwise stated)
for the year ended 31st March 2023
Particulars Note No. Current Previous
Year Year

I. Revenue from operations 25 1,69,955.88 1,13,517.56


II. Other income 26 3,373.98 6,131.21
III. Total Revenue (I+II) 1,73,329.86 1,19,648.76
IV. Expenses
(i) Purchases of Stock-in-Trade 27 1,36,536.00 83,264.57
(ii) Changes in inventories of stock in trade 28 1,505.64 (1,131.16)
(iii) Employee benefits expense 29 10,019.41 8,904.64
(iv) Finance costs 30 802.77 483.78
(v) Depreciation and amortization expense 2, 3, 4 5,293.99 4,703.26
(vi) Other expenses 31 11,259.75 7,793.65
Total expenses 1,65,417.57 1,04,018.73
V. Profit / (Loss) before Exceptional Items (III-IV) 7,912.29 15,630.03
VI. Exceptional Items 32 0.01 383.41
VII. Profit / (Loss) before tax ( V+ VI ) 7,912.31 16,013.44
VIII. Tax expense:
(1) Current tax (MAT) 1,234.32 -
MAT entitlement (1,234.32) -
(2) Deferred tax - -
(3) Earlier Year Tax Paid 15.49 5.07
IX. Profit / (Loss) after tax for the quarter (VII-VIII) 7,896.82 16,008.38
X. Other Comprehensive Income
A Items that will not be reclassified to profit or loss
B Items that will be reclassified to profit or loss
Other comprehensive income for the quarter (net of tax) - -
XI. Total Comprehensive Income for the quarter (IX+X) 7,896.82 16,008.38
XII. Earnings per equity share (face value of Rs.10/-)
Basic & Diluted 0.45 0.92

Significant Accounting policies 1


Explanatory Notes & Other disclosures 34
As per our report of even date For and on behlaf of the Board of Directors
Sd/- Sd/-
For K.S. RAO & Co., P.V.SUBBA RAO RAJIV KABRA
Chartered Accountants Director Chairman & Managing Director
Firm’s Regn.No.003109S DIN : 02299552 DIN : 00038605
Sd/- Sd/- Sd/-
(P. GOVARDHANA REDDY) M.KRISHNA MURTHY M. NAGARAJU
Partner, Membership No.29193 Chief Financial Officer Company Secretary

Place : Hyderabad
Date : 25-05-2023

39
KABSONS INDUSTRIES LIMITED KABSONS

CASH FLOW STATEMENT (All amounts in thousands,


unless otherwise stated)
FOR THE YEAR ENDED 31st MARCH, 2023
Year Ended Year Ended
31.03.2023 31.03.2022
A Cash flow from Operating Activities:
Profit Before tax 7,912.31 16,013.45
Adjustments for:
Depreciation and Amortisation 5,293.99 4,703.26
Loss/ (Gain) on sale of tangible assets (net) - -
Interest Income (1,290.20) (1,365.80)
Interest Expense 802.77 483.78
Credit balances and Sundry deposits written back (0.01) (383.41)
Lease rental 133.91 683.21
Fair value (gain) /loss on Investments 176.80 (2,764.46)
Operating profit before working capital changes 13,029.57 17,370.02
Adjustments for (increase)/decrease in operating assets
Inventories 1,505.64 (1,131.16)
Trade Receivables 389.53 326.80
Other financial assets - current 60.53 331.33
Other non financial assets - current (13,562.77) (2,977.97)
Adjustments for increase/(decrease) in operating liabilities
Trade Payables 1,904.61 (646.57)
Other financial liabilities - current 12,099.53 3,962.25
Short term provisions 1.58 132.88
Long term provisions 79.66 199.59
Other Non financial liabilities - current 92.22 57.25
Cash generated from operations 15,600.10 17,624.43
Income tax paid 881.81 145.05
Net Cash flow from/(used in) operating activities 16,481.91 17,769.48
B Cash flow from Investing Activities:
Purchase of Property, plant and Equipment & Intangible assets
and Capital Advances & Capital Creditors (15,062.35) (7,002.35)
Proceeds from sale of Property, plant and equipment - -
Additions to CWIP during the year - -
Investments made during the year - (9,299.54)
Interest income Received 1,290.20 1,393.37
Investments made in Bank Deposits 4,793.29 (2,166.90)
Net Cash flow from/(used in) investing activities (8,978.86) (17,075.42)
C Cash flow from Financing Activities:
Lease Liability payment (420.60) (916.37)
Interest paid (802.77) (483.78)
Loans given (4.01) -
Other financial assets - Non current (4,885.18) 2,320.81
Other non financial assets - Non current 68.90 (148.49)
Other financial liabilities - Non current (1,454.44) (965.20)
Other Non financial liabilities - Non current 401.99 (12.44)

Net Cash flow from/(used in) financing activities (7,096.12) (205.46)

Net Increase in Cash and Cash equivalents (A+B+C) 406.93 488.60


Cash and Cash equivalents at the beginning of the year 1,963.51 1,474.91
Cash and Cash equivalents at the end of the year 2,370.44 1,963.51
Components of Cash and Cash Equivalents
a. Cash on han 30.09 41.34
b. Balances with banks
- In current accounts 2,340.35 1,922.17
- In term deposits (with original maturity of 3 months or less)
Cash and Cash Equivalents as per Balance Sheet (Note no. 11) 2,370.44 1,963.51
c. Bank Overdraft
Total Cash and Cash Equivalents in Cash Flow Statement 2,370.44 1,963.51
Significant Accounting policies 1
Explanatory Notes & Other disclosures 34
As per our report of even date For and on behlaf of the Board of Directors
Sd/- Sd/-
For K.S. RAO & Co., P.V.SUBBA RAO RAJIV KABRA
Chartered Accountants Director Chairman & Managing Director
Firm’s Regn.No.003109S DIN : 02299552 DIN : 00038605
Sd/- Sd/- Sd/-
(P. GOVARDHANA REDDY) M.KRISHNA MURTHY M. NAGARAJU
Partner, Membership No.29193 Chief Financial Officer Company Secretary
Place : Hyderabad
Date : 25-05-2023

40
KABSONS INDUSTRIES LIMITED KABSONS

Statement of Changes in Equity (All amounts in thousands,


unless otherwise stated)
for the year ended 31st March 2023
A. Equity Share Capital
Particulars As at
31-03-2023 31-03-2022
At the beginning of the year 1,74,630.00 1,74,630.00
Changes in equity share capital
during the year - -
At the end of the year 1,74,630.00 1,74,630.00

B. Other Equity
Financial Year 2022-23
Particulars Reserve and Surplus Items of Other Total
Comprehensive
Income
Securities Retained Remeasurements
Premium Earnings of net defined
Reserve benefit plans
Balance as at 31st March 2021 47,237.42 (1,53,077.33) - (1,05,839.92)
Total Comprehensive Income
for the year ended 31st March 2022 - 16,008.38 - 16,008.38
Balance as at 31st March 2022 47,237.42 (1,37,068.96) - (89,831.54)
Total Comprehensive Income
for the year ended 31st March 2023 - 7,896.82 - 7,896.82
Balance as at 31st March 2023 47,237.42 (1,29,172.14) - (81,934.72)

Financial Year 2021-2022


Particulars Reserve and Surplus Items of Other Total
Comprehensive
Income
Securities Retained Remeasurements
Premium Earnings of net defined
Reserve benefit plans
Balance as at 31st March 2020 47,237.42 (1,64,161.49) - (1,16,924.07)
Total Comprehensive Income
for the year ended 31st March 2021 - 11,084.16 - 11,084.16
Balance as at 31st March 2021 47,237.42 (1,53,077.33) - (1,05,839.92)
Total Comprehensive Income
for the year ended 31st March 2022 - 16,008.38 - 16,008.38
Balance as at 31st March 2022 47,237.42 (1,37,068.96) - (89,831.54)

As per our report of even date For and on behlaf of the Board of Directors
Sd/- Sd/-
For K.S. RAO & Co., P.V.SUBBA RAO RAJIV KABRA
Chartered Accountants Director Chairman & Managing Director
Firm’s Regn.No.003109S DIN : 02299552 DIN : 00038605
Sd/- Sd/- Sd/-
(P. GOVARDHANA REDDY) M.KRISHNA MURTHY M. NAGARAJU
Partner, Membership No.29193 Chief Financial Officer Company Secretary
Place : Hyderabad
Date : 25-05-2023
41
KABSONS INDUSTRIES LIMITED KABSONS

CORPORATE INFORMATION
Kabsons Industries Limited (the ‘company’) is a public limited company domiciled and incorporated in India
under the Companies Act, 1956. The registered office of the company is located at MadhuwVihar, 2 nd Floor, Plot
No.17, H.No.8-2-293/82/C/17, Road No.7, Jubilee Hills, Hyderabad, Telangana - 500033.

The company is engaged in the business of bottling and selling of LP Gas under the brand name “KABSONS”.

1. SIGNIFICANT ACCOUNTING POLICIES


Statement of compliance
These financial statements comply in all material aspects with Indian Accounting Standards (Ind AS) notified
under section 133 of the Companies Act, 2013 (the Act) and other relevant provisions of the Act.

1.1.BasisofPreparation and Measurement:


The financial statements have been prepared on a historical cost basis, except for financial instruments which
have been measured at fair value at the end of each reporting period, as explained in the accounting policies
mentioned below.

Use of estimates and judgements


The preparation of the financial statements requires that the Management to make estimates andassumptions
that affect the reported amounts of assets and liabilities, disclosure of contingent liabilitiesas at the date of the
financial statements and the reported amounts of revenue and expenses during thereporting period. The
recognition, measurement, classification or disclosureof an item or informationin the financial statements is
made relying on these estimates.The estimates and judgements used in the preparation of the financial
statements are continuouslyevaluated by the Company and are based on historical experience and various
other assumptions andfactors (including expectations of future events) that the Company believes to be
reasonable under theexisting circumstances. Actual results could differ from those estimates. Any revision to
accounting estimates is recognised prospectively in current and future periods.

1.2.Current Vs Non-current classifications:


All assets and liabilities have been classified as current or non-current as per the Company’s normal operating
cycle and other criteria set out in the General Instructions for preparation of Balance Sheet in the Schedule III
(Division II) to the Companies Act, 2013. Based on the nature of products and the time between the acquisition
of assets for processing and their realization in cash and cash equivalents, the Company has ascertained its
operating cycle as 12 months for the purpose of current or non-current classification of assets and liabilities.

1.3.1 Property, Plant and Equipment:


• Measurement at recognition
An item of property, plant and equipment that qualifies as an asset is measured on initial recognition
at cost. Followinginitial recognition, items of property, plant and equipment other than land are carried
at their cost less accumulated depreciation andaccumulated impairment losses.Freehold land is
carried at cost of acquisition.
The cost of an item of property, plant and equipment comprises the purchase price and any cost
attributable to bring the asset to its location and working condition for its intended use.Borrowing
costs relating to acquisition of property, plant and equipment which take substantial period of time to
get ready for its intended use are also included to the extent they relate to theperiod till such assets
are ready to put to use.Items such as spare parts, stand-by equipment and servicing equipment that
meet the definition of property, plant andequipment are capitalized at cost and depreciated over their
useful life.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as
appropriate, only whenit is probable that future economic benefits associated with the item will flow
to the Company and the cost of the itemcan be measured reliably.Costs in nature of repairs and
maintenance arerecognized in the Statement of Profit and Loss as and when incurred.
• Capital Work in Progress
Cost of assets not ready for intended use, as on the Balance Sheet date, is shown as capital work
in progress. Advancesgiven towards acquisition of fixed assets outstanding at each Balance Sheet
date are disclosed as Other Non-Current Assets.

42
KABSONS INDUSTRIES LIMITED KABSONS

• Depreciation and amortization methods


a) Depreciation is provided on Straight Line Method on the assets over the useful lives specified in
Schedule II to the Companies Act, 2013.
b)Depreciation on additions is being provided on pro rata basis from the date of such
additions.Depreciation on assets sold, discarded or demolished during the year is being provided
up to the date on which suchassets are sold, discarded or demolished.
Impairment
a) Assets are tested for impairment whenever events or changes in circumstances indicate that the
carrying amount may notbe recoverable. An impairment loss is recognized for the amount by which
the asset’s carrying amount exceeds itsrecoverable amount. The recoverable amount is the higher
of an asset’s fair value less cost of disposal and value in use.For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiablecash
inflows which are largely independent of the cash inflows from other assets or groups of assets
(cash-generating units).
b) Reversal of impairment losses recognized in prioryears is recorded when there is an indicationthat
the impairment losses recognized for theasset are no longer existing or have decreased.
• Derecognition
The carrying amount of an item of property, plant and equipment is derecognized on disposal or
when no future economic benefits are expected from its use or disposal. The gain or loss arising
from the Derecognition of an item of property, plantand equipment is measured as the difference
between the net disposal proceeds and the carrying amount of the item andis recognized in the
Statement of Profit and Loss when the item is derecognized.
1.3.2 Intangible Assets:
• Computer Software
Computer software ismeasured on initial recognition at cost. Followinginitial recognition, software is
carried at its cost less accumulated amortization andaccumulated impairment losses.
• Amortization Methods
The carrying amount of computer software isamortized over the useful life.
• Impairment
a) Assets are tested for impairment whenever events or changes in circumstances indicate that the
carrying amount may notbe recoverable. An impairment loss is recognized for the amount by
which the asset’s carrying amount exceeds itsrecoverable amount. The recoverable amount is the
higher of an asset’s fair value less cost of disposal and value in use.
b)Reversal of impairment losses recognized in prioryears is recorded when there is an indicationthat
the impairment losses recognized for theasset are no longer existing or have decreased.
• Derecognition
The carrying amount of an intangible asset is derecognized on disposal or when no future economic
benefits are expectedfrom its use or disposal. The gain or loss arising from the Derecognition of an
intangible asset is measured as the differencebetween the net disposal proceeds and the carrying
amount of the intangible asset and is recognized in the Statement ofProfit and Loss when the asset
is derecognized.
Leases
The Company, as a lessee, recognises a right-of-use asset and a lease liability for its leasing
arrangements, if the contract conveys the right to control the use of an identified asset.
The contract conveys the right to control the use of an identified asset, if it involves the use of
an Identified asset and the Company has substantially derived all of the economic benefits from
use of the asset and has right to direct the use of the identified asset.The cost of the right-of-use
asset comprises the amount of the initial measurement of the lease liability adjusted for any
lease payments made at or before the commencement date and upfront premium paid. The right-
of-use assets is depreciated using the straight-line method from the commencement date over
the shorter of - lease term and useful life of right-of-use asset.
The Company measures the lease liability at the present value of the lease payments that are not
paid at the commencement date of the lease. The lease payments are discounted using the
interest rate implicit in the lease, if that rate can be readily determined, and if not, the Company
uses an incremental borrowing rate.
For short-term and low value leases, the Company recognises the lease payments as an operating
expense on a straight-line basis over the lease term.
1.3.3 Cash and cash equivalents:
Cash and cash equivalents include cash on hand and at bank, deposits held at call with banks,
with original maturities of three months or less other short term highly liquid investments that are
readily convertible to a known amount of cash which are subject to an insignificant risk of
changes in value and are held for meeting short-term cash commitments.
For the Statement of Cash Flows, cash and cash equivalents consists of short term deposits, as
defined above, net of outstanding bank overdraft as they are being considered as an integral
part of the Company’s cash management.
43
KABSONS INDUSTRIES LIMITED KABSONS

1.3.4 Inventories
Stock-in-tradeis valued at the lower of cost and net realizable value.
Stores and packing material are valued at cost except where net realizable value of the finished
goods they are used in, is less than the cost of finished goodsand in such an event, if the
replacement cost of such materials is less than their book values,they are valued at replacement
cost.
Scrap is valued at Net realizable value.
The cost is computed on weighted average basis.
Cost of Stock-in-trade, stores and packing material comprisescost of purchases and includes all
other costs incurredin bringing the inventories to their present locationand condition.
Net realizable value is the estimated selling price in theordinary course of business less the
estimated costsof completion and the estimated costs necessary tomake the sale.
Spare parts, stand-by equipment and servicingequipment are recognized in accordance with this
IndAS-16 when they meet the definition of Property, Plantand Equipment. Otherwise, such items
are classifiedas inventory.
1.3.5 Financial Instruments
A financial instrument is any contract that gives rise toa financial asset of one entity and a
financial liability orequity instrument of another entity.
Financial Assets
· Initial recognition and measurement:
All financial assets are recognized initially at fairvalue plus, in the case of financial assets
notrecorded at fair value through profit or loss,transaction costs that are attributable to
theacquisition of the financial asset. Transactioncosts of financial assets carried at fair
valuethrough profit or loss are expensed in statementof profit or loss.
· Subsequent measurement:
For subsequent measurement,the Company classifies its financial assets into the following
categories:
(i) Amortized cost
(ii) Fair value through profit and loss (FVTPL)
(iii) Fair value through other comprehensive income(FVTOCI).
a) Financial Asset measured at amortized cost
Financial Assets held within a business model whose objective is to hold financial assets in
order to collect contractual cash flows and the contractual terms of the financial asset give rise
on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding are measured at amortized cost using effective interest rate (EIR)
method. The EIR amortization is recognized as finance income in the statement of Profit & Loss.
The company while applying above criteria has classified all the financial assets (except
investments in mutual funds) at amortized cost.
b) Financial Asset measured at fair value through other comprehensive income
Financial assets that are held within a business model whose objective is achieved by both,
selling financial assets and collecting contractual cash flows that are solely payments of principal
and interest, are subsequently measured at fair value through other comprehensive income. Fair
value movements are recognized in the other comprehensive income (OCI). Interest income
measured using the EIR method and impairment losses, if any are recognized in the Statement of
Profit and Loss. On derecognition, cumulative gain or loss previously recognized in OCI is
reclassified from the equity to ‘other income’ in the Statement of Profit and Loss.
The company while applying above criteria has identified that there are no financial assets that
can be classified at fair value through other comprehensive income
c) Financial Asset measured at fair value through profit and loss (FVTPL)
Financial Assets are measured at fair value through Profit & Loss if it does not meet the criteria
for classification as measured at amortized cost or at FVTOCI. All fair value changes are
recognized in the statement of Profit & Loss.
Investments in Mutual funds are classified as financial assets measured at FVTPL.
· Impairment
In accordance with Ind AS 109, the Companyapplies expected credit loss (ECL) model
formeasurement and recognition of impairmentloss on the debt instruments, that aremeasured at
amortized cost e.g., loans, debtsecurities, deposits, trade receivables and bankbalance.
Expected credit loss is the difference betweenall contractual cash flows that are due to
theCompany in accordance with the contract andall the cash flows that the entity expects
toreceive.
The management uses a provision matrix todetermine the impairment loss on the portfolioof trade
and other receivables. Provision matrices based on its historically observed expectedcredit loss
rates over the expected life of thetrade receivables and is adjusted for forwardlooking estimates.
Expected credit loss allowance or reversalrecognized during the period is recognized asincome
or expense, as the case may be, in thestatement of profit and loss. In case of balancesheet, it is
shown as reduction from the specificfinancial asset.
44
KABSONS INDUSTRIES LIMITED KABSONS

· Derecognition
The Company derecognizes a financial asset when the contractual rightsto the cash flows from
the financial asset expire, or it transfers thecontractual rights to receive the cash flows from the
asset.
Financial Liabilities
· Initial Recognition and Measurement
Financial liabilities are recognized initially at fair valueplus any transaction cost that are attributable
to theacquisition of the financial liability except financialliabilities at FVTPL that are measured at
fair value.
· Subsequent Measurement
a. Financial liabilities at fair valuethrough profit or loss
Financial liabilities at fair value throughprofit or loss include financial liabilitiesheld for trading and
financial liabilitiesdesignated upon initial recognition as atfair value through profit or loss. Gain
orlosses on liabilities held for trading arerecognized in the profit or loss.The Company doesn’t
designate anyfinancial liability at fair value throughprofit or loss.
b. Financial liabilities at amortized cost
All financial liabilities of the Company are subsequently measured at amortized cost using the
effective interest method.
· Derecognition
A financial liability is derecognized when the obligation specified in the contract is discharged,
cancelled or expires.
1.3.6 Revenue
Revenue is measured at the fair value of considerationreceived or receivableand is recognized
to the extentthat it is probable that the economic benefits will flowto the Company.
· Sale of goods:
Revenue is recognized when the significantrisks and rewards of ownership of goods havepassed
to the buyer. Amounts disclosed as revenue arenet of returns, tradeallowances, rebates,GST.
· Interest / Dividend
Interest Income is recognized using theEffective interest rate (EIR) method.Dividend income is
recognized when right toreceive is established.
1.3.7 Prior period items
In case prior period adjustments are material in nature, the Company prepares the restated
financial statements as required under Ind AS 8 - “Accounting Policies, Changes in Accounting
Estimates and Errors”. Immaterial items pertaining to prior periods are shown under respective
items in the Statement of Profit and Loss.
1.3.8 Income taxes
Income tax expense for the year comprises current tax and deferred tax.It is recognized in the
Statement of Profit and Loss except to the extentit relates to a business combination or to an item
which is recognized directly in equity or in other comprehensive income.
Current tax is the expected tax payable/receivable on the taxable income/loss for the year using
applicable tax rates at the Balance Sheet date, andany adjustment to taxes in respect of previous
years. Interest expense if any, related to income tax are included incurrent tax expense.
Deferred tax is recognized in respect of temporary differences between thecarrying amount of
assets and liabilities for financial reporting purposesand the corresponding amounts used for
taxation purposesusing tax rates enacted, or substantively enacted, by the end of thereporting
period.
1.3.9 Provisions and contingent liabilities
Provisions are recognized when there is a presentlegal or constructive obligation that can be
estimatedreliably, as a result of a past event, when it is probablethat an outflow of resources
embodying economicbenefits will be required to settle the obligation anda reliable estimate can be
made of the amount of theobligation.
Provisions are reviewed at each reporting date andadjusted to reflect the current best estimate.
If it is nolonger probable that an outflow of economic resourceswill be required to settle the
obligation, the provisionsare reversed. Where the effect of the time value ofmoney is material,
provisions are discounted using acurrent pre-tax rate that reflects, where appropriate,the risks
specific to the liability. When discounting isused, the increase in the provisions due to the passageof
time is recognized as a finance cost.
Contingent liabilities are disclosed when there is a possible obligationarising from past events, the
existence of which will be confirmed only bythe occurrence or non-occurrence of one or more
uncertain future eventsnot wholly within the control of the Company or a present obligation
thatarises from past events where it is either not probable that an outflow ofresources will be
required to settle the obligation or a reliable estimate ofthe amount cannot be made.
1.3.10 Earnings per share
The Company presents basic and diluted earnings pershare (“EPS”) data for its ordinary shares.
Basic EPS iscalculated by dividing the profit or loss attributable toordinary shareholders of the
Company by the weightedaverage number of ordinary shares outstanding duringthe period.
Diluted EPS is determined by adjusting theprofit or loss attributable to ordinary shareholders
andthe weighted average number of ordinary sharesoutstanding for the effects of all dilutive
potentialordinary shares, which includes all stock options grantedto employees.
45
KABSONS INDUSTRIES LIMITED KABSONS

1.3.11 · Functional and Reporting Currency:


The Company’s functional and reporting currency is Indian National Rupee.
Foreign Currency transactions
· Initial Recognition:
Foreign currency transactions are recorded in thereporting currency, by applying to the
foreign currency amounts the exchange rate betweenthe reporting currency and the foreign
currencyat the date of the transaction.

· Conversion on reporting date:


Foreign currency monetary items are reported using the closing rate with reference to RBI
rate Non-monetary items that are measured in terms of historical costing a foreign currency is
translated using the exchange rates at the dates of the initial transactions.

· Exchange Differences:
Exchange difference arising on the settlement of monetary items or on reporting monetary
items of Company at rates different from those at which they were initially recorded during the
year or reported in previous financial statements are recognized as income or as expenses in
the year in which they arise.

1.3.12 Employee Benefits


· Defined Contribution Plan
Employer’s contribution to Provident Fund/Employee State Insurance which is in the nature of
defined contribution scheme is expensed off when the contributions to the respective funds
are due. There are no other obligations other than the contribution payable to the fund.

· Defined Benefit Plan


a. Gratuity
Gratuity liability is in the nature of defined benefit obligation. Such liability is provided only
for employees who have completed 5 years of continuous service as per the provisions
of the Payment of Gratuity Act, 1972.

b. Compensated absences
Compensated absences which are in the nature of defined benefit obligation are provided
for based on number of leaves outstanding as on balance sheet date according to the
policy of the company.

1.3.13 Dividends
Annual dividend distribution to the shareholders is recognized as a liability in the period in
which the dividend is approved by the shareholders in Statement of changes in Equity. Any
interim dividend paid is recognized on approval by Board of Directors.

46
Notes forming part of the Financial Statements for the year ended 31st March, 2023
2. a) Property, Plant and Equipment
Notes forming part of the Financial statements for the year ended 31 March 2023 (All amounts in thousands, unless otherwise stated)
Gross Block Depreciation Net Block
As at Addi- Dele- As at Upto For On Upto As at As at
Particulars 31 March -tions -tions 31 March 31 March the Year Dele- 31 March 31 March 31 March
2022 2023 2022 -tions 2023 2023 2022
Property, Plant & Equipment
1 Land:
Freehold( *) 1,014.82 - - 1,014.82 - - - - 1,014.82 1,014.82
2 Buildings:
Factory 49,984.48 - - 49,984.48 23,011.27 1,304.57 - 24,315.84 25,668.64 26,973.21
Non Factory 1,905.96 - - 1,905.96 911.04 26.44 - 937.48 968.48 994.91
3 Plant & Machinery 32,631.06 6,257.52 - 38,888.58 25,416.00 292.37 - 25,708.37 13,180.21 7,215.06
4 Electrical Installations 6,631.55 266.75 - 6,898.30 6,001.03 43.92 - 6,044.94 853.36 630.52
5 Furniture & Fixtures 3,250.49 10.47 - 3,260.96 3,074.80 1.50 - 3,076.30 184.66 175.69
6 Office equipment 1,628.72 5.43 - 1,634.15 1,420.82 17.78 - 1,438.60 195.55 207.90
7 Vehicles 900.53 - - 900.53 478.65 96.46 - 575.11 325.42 421.88
KABSONS INDUSTRIES LIMITED

8 Cycle 1.71 - - 1.71 1.62 - - 1.62 0.09 0.09


9 Data Processing Equipment 3,418.11 127.88 - 3,545.99 3,219.98 27.35 - 3,247.33 298.66 198.13
10 Cylinders 81,728.27 8,394.30 - 90,122.57 67,442.12 2,909.67 - 70,351.78 19,770.79 14,286.15
Total 1,83,095.69 15,062.35 - 1,98,158.04 1,30,977.32 4,720.05 - 1,35,697.37 62,460.67 52,118.37

(b) Capital work -in -progress - - - - - - - - - -


(*)The Company purchased 10 Acres of land at Nellimerla Industrial Area, Vizianagaram District through registered sale deed from APIIC in the year 1995 for setting up of Industry. The APIIC issued cancellation orders for
not utilizing the plot and Company filed a writ petition in Honorable High Court of Andhra Pradesh and the matter is in the Court of Law.

47
Gross Block Depreciation Net Block
As at Addi- Dele- As at Upto For On Upto As at As at
Particulars 31 March -tions -tions 31 March 31 March the Year Dele- 31 March 31 March 31 March
2021 2022 2021 -tions 2022 2022 2021
Property, Plant & Equipment
1 Land:
Freehold( *) 1,014.82 - - 1,014.82 - - - - 1,014.82 1,014.82
2 Buildings:
Factory 49,984.48 - - 49,984.48 21,706.70 1,304.57 - 23,011.27 26,973.21 28,277.78
Non Factory 1,905.96 - - 1,905.96 885.27 25.77 - 911.04 994.91 1,020.68
3 Plant & Machinery 31,947.41 683.65 - 32,631.06 25,151.15 264.84 - 25,416.00 7,215.06 6,796.26
4 Electrical Installations 6,631.55 - - 6,631.55 5,959.04 41.99 - 6,001.03 630.52 672.51
5 Furniture & Fixtures 3,250.49 - - 3,250.49 3,073.30 1.50 - 3,074.80 175.69 177.19
6 Office equipment 1,601.82 26.90 - 1,628.72 1,404.46 16.36 - 1,420.82 207.90 197.36
7 Vehicles 900.53 - - 900.53 382.19 96.46 - 478.65 421.88 518.34
8 Cycle 1.71 - - 1.71 1.62 - - 1.62 0.09 0.09
9 Data Processing Equipment 3,418.11 - - 3,418.11 3,207.32 12.65 - 3,219.98 198.13 210.78
10 Cylinders 75,436.47 6,291.80 - 81,728.27 65,095.65 2,346.47 - 67,442.12 14,286.15 10,340.82

Total 1,76,093.34 7,002.35 - 1,83,095.69 1,26,866.70 4,110.62 - 1,30,977.32 52,118.37 49,226.64


(b) Capital work -in -progress - - - - - - - - - -
(*)The Company purchased 10 Acres of land at Nellimerla Industrial Area, Vizianagaram District through registered sale deed from APIIC in the year 1995 for setting up of Industry. The APIIC issued cancellation orders for
not utilizing the plot and Company filed a writ petition in Honorable High Court of Andhra Pradesh and the matter is in the Court of Law.
KABSONS
Notes forming part of the Financial Statements for the year ended 31st March, 2023
2b. Right of Use (All amounts in thousands, unless otherwise stated)
Gross Block Amortisation Net Block
As at Addi- Dele- As at Upto For On Upto As at As at
Particulars 31 March -tions -tions 31 March 31 March the Year Dele- 31 March 31 March 31 March
2022 2023 2022 -tions 2023 2023 2022
Right of Use Asset 2022-23 11,579.25 - - 11,579.25 4,247.70 566.69 - 4,804.39 6,773.86 7,331.55

Total 11,579.25 - - 11,579.25 4,247.70 566.69 - 4,804.39 6,773.86 7,331.55

Gross Block Depreciation Net Block


As at Addi- Dele- As at Upto For On Upto As at As at
Particulars 31 March -tions -tions 31 March 31 March the Year Dele- 31 March 31 March 31 March
2021 2022 2021 -tions 2022 2022 2021
Right of Use Asset 2021-22 11,579.25 - - 11,579.25 3,672.30 575.40 4,247.70 7,331.55 7,906.95

Total 11,579.25 - - 11,579.25 3,672.30 575.40 4,247.70 7,331.55 7,906.95


Ageing Schedule
As at 31st March, 2023 (Rs. in thousands)
KABSONS INDUSTRIES LIMITED

Particulars Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in Progress - - - - -
As at 31st March, 2022 (Rs. in thousands)
Particulars Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in Progress - - - - -

3. Investment Propertiesc
Gross Block Depreciation Net Block

48
As at Addi- Dele- As at Upto For On Upto As at As at
Particulars 31st March -tions -tions 31 March 31st March the Year Dele- 31 March 31 March 31 March
2022 2023 2022 -tions 2023 2023 2022
Mumbai Godown 1,124.74 - - 1,124.74 447.35 17.24 - 464.59 660.15 677.39
Total 1,124.74 - - 1,124.74 447.35 17.24 - 464.59 660.15 677.39

Gross Block Depreciation Net Block


Additions as Addi- Dele- As at As on For On Upto As at As at
Particulars at 31st March -tions -tions 31 March 1st April the Year Dele- 31 March 31 March 31 March
2021 2022 2021 -tions 2022 2022 2021

Mumbai Godown 1,124.74 1,124.74 430.11 17.24 447.35 677.39 694.64

Total 1,124.74 1,124.70 430.11 17.24 - 447.35 677.39 694.64

4. Other Intangible Assets


Gross Block Depreciation Net Block
As at Addi- Dele- As at Upto For On Upto As at As at
Particulars 31 March -tions -tions 31 March 31 March the Year Dele- 31 March 31 March 31 March
2022 2023 2022 -tions 2023 2023 2022
Other Intangible Assets : 8.55 - - 8.55 8.12 - - 8.12 0.43 0.43
Computer Software
KABSONS

Total 8.55 - - 8.55 8.12 - - 8.12 0.43 0.43

Gross Block Depreciation Net Block


As at Addi- Dele- As at Upto For On Upto As at As at
Particulars 31 March -tions -tions 31 March 31 March the Year Dele- 31 March 31 March 31 March
2021 2022 2021 -tions 2022 2022 2021
Other Intangible Assets : 8.55 - - 8.55 8.12 - - 8.12 0.43 0.43
Computer Software
Total 8.55 - - 8.55 8.12 - - 8.12 0.43 0.43
KABSONS INDUSTRIES LIMITED KABSONS

Notes forming part of the Financial Statements for the year ended 31st March, 2023
(All amounts in thousands,
5. Investments (Quoted,Valued at Fair value) unless otherwise stated)
Particulars As per IND AS As at
31st March 2023 31st March 2022
Investment in Mutual Fund
ABSL Balanced ’95 Fund - Growth 660.98 705.81
ABSL Top 100 Fund - Growth 554.57 654.93
ABSL India GenNext Fund - Growth 2,283.60 2,228.92
ABSL Focused Equity Fund - Growth 764.20 784.56
ABSL Multi-Cap Fund - Growth 1,018.49 1,039.80
Axis Focused 25 Fund - Growth 1,702.38 2,012.33
HDFC Hybrid Equity Fund - Growth 1,646.69 1,544.65
HDFC Large and Mid Cap Fund - Growth 1,038.14 1,001.50
HDFC Small Cap Fund - Growth 667.37 595.01
ICICI Pru Equity & Debt Fund - Growth 3,349.81 3,170.63
ICICI Prudential Large & Mid Cap Fund - Growth 1,064.17 998.15
ICICI Pru Technology Fund - Growth 1,081.97 1,332.51
ICICI Pru Bluechip Fund - Growth 826.56 802.69
Kotak Select Focused Fund - Growth 1,641.89 1,609.56
Nippon India Multicap Fund - Growth 929.44 863.48
PGIM India Flexi Cap Fund - Growth 464.65 485.62
Sundaram Multi Cap Fund - Growth 787.10 817.92
Tata Digital India Fund - Growth 540.18 660.86
Tata Equity P/E Fund - Growth 2,943.46 2,814.29
Tata Flexicap Fund - Growth 497.44 516.68

Total 24,463.10 24,639.90


a. Aggregate amount of Quoted Investments 18,949.54 18,949.54
Market Value of Quoted Investments 24,463.10 24,463.10
b. Aggregate amount of Unquoted investments - -
c. Aggregate amount of impairment in value of
investments - -
6. Other Financial Assets
Sundry Deposits 1,065.58 1,035.50
Other bank Balances - Term Deposits
with balance maturity of more than 12 months 6,748.65 1,803.55
- Margin money deposits* 400.00 400.00
Rent Receivable (Equalisation) - 90.00
Total 8,214.23 3,329.05
* Margin money deposits have been pledged with the Bankers towards issue of Bank Guarantees

7. Deferred Tax
Not Recognised
Particulars As at 31-03-2023 Recognised in Other As at 31-03-2022
Statement of Comprehen-
Profit & Loss -sive Income
Deferred Tax Liabilities
Property, Plant & Equipment & Intangible assets 6,590.77 930.84 5,659.93
Right of use asset 1,881.73 (157.91) 2,039.64
Due to Straightling of lease payments - (25.04) 25.04
Other Non Current Assets 37.87 (5.54) 43.41
Security Deposits 882.69 772.97 109.72
Fair value Adjustments of Financial Assets/Liabilities 1,533.87 (49.19) 1,583.06
10,926.94 1,466.14 - 9,460.80
Deferred Tax Assets
Sundry Deposits 43.46 (4.30) 47.77
Unused Tax Losses 22,599.20 (366.85) 22,966.05
Due to Straightling of lease payments 1,196.02 (79.76) 1,275.78
Fair Value adjustments of financial assets/liablities - - -
Employee Benefits & Statutory Liabilites allowed on Payment Basis 481.36 22.60 458.76
Other Non Current Liablities - - - -
24,320.04 (428.31) 24,748.33
Net Deferred Tax Liability/(Asset) (13,393.10) 1,894.45 - (15,287.56)
49
KABSONS INDUSTRIES LIMITED (All amounts in thousands, unless otherwise stated) KABSONS

Notes forming part of the Financial Statements for the year ended 31st March, 2023
As per IND AS
As at
Particulars 31st March 2023 31st March 2022
8. Other non-current assets
Prepayments 848.32 397.30
Prepaid Rent 136.13 156.05
Total 484.45 553.35
9. Inventories
a. Stock-in-trade (lower of realisable value and cost) 522.60 2,028.24
b. Stores and Packing materials (at realisable value) 78.00 78.00
c. Scrap 38.62 38.6162
Total 639.22 2,144.86
10. Trade Receivables
Considered good- Secured
Considered good - Unsecured 2,748.51 3,138.05
Trade Receivables which have significant
increase in credit risk - -
Trade Receivables credit impaired - -
Sub Total 2,748.51 3.138.05
Less: Allowance for Bad and Doubtful Debts - -
Outstanding for following periods from due date of payment
Particulars Less than 6 6 months 1 year to 2 years to More than Total in
months to 1 year 2 years 3 years 3 years
Undisputed Trade receivables considered good 2,404.59 28.98 56.48 86.12 172.34 2,748.51
Undisputed Trade receivables considered doubtful - - - - - -
Disputed trade receivables considered good - - - - - -
Disputed trade receivables considered doubtful - - - - - -
TOTAL : 2,404.59 28.98 56.48 86.12 172.34 2,748.51
11. Cash and cash equivalents
Balances with banks
- In current accounts 2,340.35 1,922.17
Cash on hand 30.09 41.34
Total 2,370.44 1,963.51
12. Other Bank Balances
Balances with banks
- In term deposits (with original maturity of
more than 3 months and less than 12 months) 14,599.24 14,881.43
- In Margin money deposits (with maturity less than 12 months) 30.13 4,541.23
- Share Application Money Refund A/c. 22.08 22.08
Total 14,651.44 19,444.73
a. Margin money deposits have been pledged with the
Bankers towards issue of Bank Guarantees
13. Loans (Unsecured, considered good)
Amounts recoverable from staff 6.00 1.99
Total 6.00 1.99
14. Other financial assets (Unsecured, considered good)
Cylinder Deposits 403.60 403.60
Interest accrued but not due 674.19 734.72
Total 1,077.79 1,138.32
15. Current tax assets (net)
Advance Income tax & TDS Receivable (Net of provision) 3,915.79 3,578.77
Total 3,915.79 3,578.77
16. Other current assets (Unsecured, considered good)
Vendor advance 4,039.78 686.75
Balance with Govt. Dept. (CBEC & VAT) 14,677.72 5,880.45
Prepayments 673.16 495.01
Total 19,390.66 7,062.21
17. Equity Share Capital
a. Authorised:
1,80,00,000 Equity Shares of Rs.10/- each 1,80,000.00 1,80,000.00

b. Issued, subscribed and fully paid:


1,74,63,000 Equity Shares of Rs.10/- each 1,74,630.00 1,74,630.00

50
KABSONS INDUSTRIES LIMITED KABSONS

Notes forming part of the Financial Statements for the year ended 31st March, 2023
a. Reconciliation of Equity Shares outstanding at the end of the reporting period (All amounts in thousands, unless otherwise stated)

As at 31-03-2023 As at 31-03-2022
Particulars No. of Shares Amount No. of Shares Amount
Shares outstanding at the beginning of the year 1,74,63,000 17,46,30.00 1,74,63,000 17,46,30.00
Add: Shares issued during the year - - - -
Shares outstanding at the end of the year 1,74,63,000 17,46,30.00 1,74,63,000 17,46,30.00
b. Terms/ rights attached to equity shares
The company has only one class of equity shares having a face value of Rs. 10 per share. Each holder of equity share is entitled to one vote per share.
The dividends recommended by the Board of Directors if any, are subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the equity share holders are entitled to receive the remaining assets of the Company after distribution of all
preferential claims, in proportion to the number of shares held.
c. List of shareholders holding more than 5% of total number of shares in the company
Name of the Share Holder As at 31-03-2023 As at 31-03-2022
No. of Shares Held % holding No. of Shares Held % holding
Equity Shares of Rs.10/- each:
Mr. Rajiv Kabra 9,119,500 52.22 9,119,500 52.22
M/s. Lata Engineering Company Pvt. Ltd. 1,011,000 5.79 1,011,000 5.79
d. Changes in Promoters Shareholding during the year
As at 31-03-2023 As at 31-03-2022
Name of the Promoter and Promoter Group No. of Equity % holding No. of changes No. of Equity % holding No. of changes
Shares held during the year Shares held during the year
Rajiv Kabra 9119500 52.22 0 9119500 52.22 0
Satish Kabra 81000 0.46 0 81000 0.46 0
Kavitha Kabra 20400 0.12 0 20400 0.12 0
Ruchira Kabra 500 0 0 500 0 0
Lata Engineering Company Pvt. Ltd., 1011000 5.79 0 1011000 5.79 0
Kabsons Gas Equipment Pvt. Ltd., 738452 4.23 0 738452 4.23 0
Ideal Engineers Hyderabad Pvt. Ltd., 531800 3.05 0 531800 3.05 0
PKL Limited 200000 1.15 0 200000 1.15 0
Kabsons Technologies Pvt. Ltd., 141000 0.81 0 141000 0.81 0
Gasolec Appliances Pvt. Ltd., 16600 0.1 0 16600 0.1 0
Prakun Equipments Pvt. Ltd., 20000 0.11 0 20000 0.11 0
As per IND AS As at
Particulars 31st March 2023 31st March 2022
18. Other Financial liabilities
i) Security Deposits 2,397.55 3,852.10
ii) Distributor/Dealership Deposit 2,500.00 10,710.17
iii) Lease Liablility 4,299.14 4,585.84
Total 9,196.70 19,148.11
19. Provisions
Provision for employee benefits
Gratuity 1,057.20 977.54
Total 1,057.20 9.77.54
20. Other non-current liabilities
Rent received in advance 404.16 2.17
Total 404.16 2.17
21. Trade Payables
Total outstanding dues of Micro Enterprises and Small Enterprises - -
Total outstanding of Creditors other than MSME 3,143.73 1,239.12
Total 3,143,73 1,239.12
Outstanding for following periods from due date of
Particulars Less than 1 year 2 to 3 years More than 3 years Total Rs.
MSME - - - -
Others 2,813.41 233.29 97.04 3,143.73
Disputed dues - MSME - - - -
Disputed dues - Others - - - -
TOTAL: 2,813.41 233.29 97.04 3,143.73
22. Other Financial liabilities
Interest accrued and due on Distributor/Dealer deposits 1,273.78 1,273.78
Cylinder Deposits from Consumers 10,337.41 10,135.02
Dues to Dealers and Consumers 21,076.87 4,998.33
Dues to Staff 798.97 733.62
Other payables 3,436.59 2,470.97
Sundry Deposits ( Current ) 3,086.50 88.60
Total 40,010.12 19,700.32
23. Other Current liabilities
Investor Education and protection fund - Unpaid
application money received for allotment of shares
and due for refund 22.55 22.55
Statutory dues 654.94 473.82
Rent Received in Advance - 88.90
Total 677.49 585.27

51
KABSONS INDUSTRIES LIMITED KABSONS

Notes forming part of the Financial Statements for the year ended 31st March, 2023
(All amounts in thousands
unless otherwise stated)
As per IND AS
Particulars As at
31st March 2023 31st March 2022
24. Provisions
Provsion for Employee Benefits:
(a) Earned Leave Encashment 476.69 486.21
(b) Bonus 196.38 185.28
Total 673.06 671.48

Particulars Current Year Previous Year


25. Revenue from Operations
Sale of Products
Sale of gas (trading item) 138,766.60 82,646.22
Other operating revenues
Gas filling charges 14,951.75 14.174.08
Rental / hire charges 6,964.75 4,095,91
Plants Lease 3,650.60 3,427.20
Rent 5,622.09 9,161.70
Lease income (Fair value of interest free lease
deposits measured at amortised cost) - 12.44
Total 169,955.88 113,517.56
26. Other Income
Interest Income
- Unwinding of interest on Rental deposit made 15.47 14.06
- others 1,274.73 1,351.73
Other non-operating revenue
Excess Provision written back 30.49. 3.70
Miscellaneous income 2,230.09 1,980.00
Fair Value Gain on Mutual Funds -176.80 2,764.46
Scrap Sales - 17.25
Total 3,373.98 6,131.21
27. Purchases of Stock-in-Trade
Gas 136,536.00 83,189.07
Lot Valves - 75.50
Total 136,536.00 83,264.57
28. Changes in inventories of Stock-in-trade
Opening Stock: Stock-in-trade - LPG Gas 2,028.24 897.08
Less: Closing Stock: Stock-in-trade - LPG Gas 522.60 2,028.24
(Increase) / Decrease in stocks 1,505.64 (1,131.16)
29. Employee Benefits Expense
Salaries, Wages and allowances 9,282.63 8,161.82
Contribution to provident and other funds 377.31 276.72
Gratuity 142.74 199.59
Earned Leave Encashment 56.16 86.41
Staff welfare expenses 160.56 179.10
Total 10.019.41 8,904,64
30. Finance Costs
Interest expense:
Unwinding of interest on Deposits received
against leased plants - 13.80
Interest Expense on Lease Liability 802.77 469.98
Total 802.77 483.78
52
KABSONS INDUSTRIES LIMITED KABSONS

Notes forming part of the Financial Statements for the year ended 31st March, 2023
(All amounts in thousands,
unless otherwise stated)

Particulars Current Year Previous Year


31. Other Expenses
Consumption of stores and spares 323.13 264.51
Power Charges of bottling plants 889.80 943.55
Rent & Water Charges 133.91 107.98
Repairs & Maintenance
i) Plant & Machinery 1,342.59 637.58
ii) Buildings 344.62 159.75
iii) Other Assets 108.62 4.22
Insurance 217.22 220.34
Rates & Taxes 1,222.71 541.53
Gas Filling Charges 26.33 53.20
Printing & Stationary 44.27 34.49
Postage & Telephones 42.47 43.17
Travelling & Conveyance 986.77 252.83
Service Charges 2,628.01 2,238.68
Legal & Professional Charges 1,281.50 639.72
Listing Fees 300.00 300.00
Payment to Auditors
: As Auditors 50.00 50.00
: For Tax Audit 20.00 20.00
: For Certification 40.00 40.00
Rent Paid to MIDC ( Sub letting charges) 210.47 398.24
General Expenses 388.88 233.91
Miscellaneous expenses 658.45 609.96
Total 11,259.75 7,793.65

Exceptional Items
Credit balances written back 0.01 0.01
Subscription Deposit Written off - 714.74
Cylinder Deposits written back - (331.33)
Total 0.01 383.41

53
KABSONS INDUSTRIES LIMITED KABSONS

(All amounts in thousands, unless otherwise stated)


Explanatory Notes & Other Disclosures
33. a) Contingent Liabilities not provided for in respect of:
S.No Particulars As at 31.03.2023 As at 31.03.2022
(i) Bank Guarantee 6,344.78 6,344.78
(ii) Claims made by dealers/distributors not
acknowledged by the Company 594.32 594.32
b) (i) Estimated amount of contracts to be executed on capital account–NIL-
34.1 In view of the Company’s adverse financial position, interest payable to various distributors and dealers on their
deposits would be negotiated with them for waiver. Hence, no provision is made for interest for the current year
amounting to Rs.612.05 (Previous year: Rs. 612.05) and interest for earlier years amounting to Rs.13,405.42. had
the interest provision been made, the profit for the current year would have been less by Rs.612.05/- and current
liabilities would have been more by Rs.14,017.46
34.2 Consumers cylinder subscription deposits collected over a period of time amounting to NIL (Previous year Rs.714.74)
is written back and shown in Exceptional item in the previous year, as the cylinders are not returned for a long time.
Further an amount of NIL (Previous YearRs.331.33) pertains to Cylinder deposits paid by the Company are written
off and is also shown in Exceptional item in the previous year
34.3 Disclosures in accordance with Companies (IndianAccounting Standards) Rules, 2015notified by the Central
Government:
34.3.1 CapitalManagement
The company’s capital management is intended to create value for shareholders on meeting of long-term and short
term goals of the company.
The company determines the amount of capital required on the basis of annual operating plans and other strategic
investment plans. The funding requirements are met through equity and other long-term/short term borrowings.
The company’s policy is aimed at combination of short term and long-term borrowings. The company monitors the
capital structure and raises the funds depending on the requirements.
Gearing Ratio: at present the Company has no debt other than trade payable and other current Liabilities
Particulars As at 31.03.2023 As at 31.03.2022
(a) Debt 0 0
(b) Cash & Cash Equivalents 2,370.44 1,963.51
(c) Net Debt (a) - (b) (2,370.44) (1,963.51)
(d) Total Equity 91,460.96 84,798.46
Net debt to equity ratio (c)/(d) 0 0

34.3.2 Income Taxes


i. Current tax:
Provision for current tax is not made, in view of the brought forward unabsorbed depreciation and business loss,
in accordance with the provisions of the Income-tax Act, 1961 as well as book profits tax under Section 115JB
of the Income-tax Act, 1961.
ii. Deferred tax:
a) The company has not recognized the reversal of deferred tax asset of Rs. 1,894.45 (Previous year
Rs. 3,875.88) since the company has not originally recognised any deferred tax asset on unused tax losses/
unused tax gain as it was not probable that sufficient future taxable profit will be available against which unused
tax losses can be utilized in accordance with Ind AS 12 Income taxes.
iii. Reconciliation of Tax Expense and Accounting profit multiplied by Applicable tax rate
Current Year (Rs.) Previous Year (Rs.)
(i) Tax expense recognized in Statement of Profit and loss
Current Tax (under MAT) 1,234.32 Nil
Deferred Tax (including MAT Credit Entitlement) Nil Nil
Earlier Year Tax Paid 15.49
Total 1,249.81 Nil

Effective tax Reconciliation


(a) Profit/(loss) before tax 7,912.31 16,013.44
(b) Applicable tax rate (current year under MAT) 15.6% 27.82%
(c) Tax expense on Net profit (a*b) 1,234.32 4,454.94
(d) Increase/(decrease) in tax expenses on account of:
- Expenses not allowed under income tax - (621.91)
- Others - (580.91)
- Reversal of deferred tax asset on unused tax losses not recognized in books - (3,252.12)
- Earlier year Taxes paid in current year 15.49
Total (d) 15.49 (4,454.94)
(e) Tax Expense as per Statement of Profit and loss (c+d) 1,249.81 Nil

54
KABSONS INDUSTRIES LIMITED KABSONS

(All amounts in thousands, unless otherwise stated)


34.3.3 Leases
(a) Upfront premium paid in respect of land taken on lease for bottling plants located at various locations is amortised to the
statement of profit and loss over the lease period on a straight line basis. Details of leases arrangements are given below
(b) Disclosures in respect of godown and plants at various locations given on lease
Minimum Lease Payments receivable under operating
lease in aggregate for the periods: Current Year Previous Year
Not later than one year 9,224.00 12,608.90
More than one year and less than five years 21,272.55 4,602.80
General description of the Company’s significant Leasing arrangements:
The company has given on lease, various asssets of its LPG Bottling Plants situated at:
1) Killa No. 170 & 171, Sampla Berry road, Ismaila Village, Rohtak, Haryana;
2) Plot No.37, Belur Industrial Estate, Dist. Dharwad, Karnataka;
3) Sector.11, Khargar Village, Taluka: PanvelDist: Raigad, Maharashtra; and
4) Plot No. B-3, Waluj Industrial Area, MIDC, Aurangabad, Maharashtra.
(c) The Company has adopted Ind AS 116 ‘Leases’ effective April 1, 2019 and applied the Standard to its leases,
pursuant to which it has reclassified its leased asset as Right-of-Use Assets.
As a Lessor:
The company gives the premises under operating leases. These leases have an average primary period of 3 to 5 years which is fixed and cannot
be terminated without the consent of both the parties. No purchase options are given to the lessees during or at the end of the lease term. Any
contingent rent is not considered as part of minimum lease payment as they are not reasonably measured at the commencement of the lease and
recognized in the statement of profit and loss as and when received.
Particulars For the year ended 31st March , 2023 For the year ended 31st March , 2022
Operating lease rentals 9,272.69 12,588.90
As a Lessee:
S.No Particulars Amount
(i) Depreciation for the Year 2022-23 on Right of Use Asset 556.69
(ii) Interest Expense on Lease Liability 802.78
(iii) Total cash flows for Leases 420.60
(iv) Additions to Right of use asset -
(v) Carrying amount of Right of use asset as on 31.03.2023 6,774.87

34.3.4 Post-Employment Benefits


a. Contributions to Defined Contribution Plans
Particulars Current Year Previous Year
Contribution to Provident and other funds 288.87 205.34
Contribution to Employee State Insurance 88.44 71.38
Total 377.31 276.72
b. Defined Benefit Plans
(i) Gratuity& Leave Encashment
Liabilities towards gratuity and leave encashment are provided for in accordance with the provisions of Payment
of Gratuity Act 1972, Factories Act, 1948 and Shops and Establishment Act, 1988 respectively.
34.3.5 Related Party Disclosures
Name of Related Parties Nature of Relationship
a. PKL Ltd Enterprises over which
b. Ideal Engineers Hyderabad P. Ltd Managing director or their
c. Kabsons Gas Equipment P. Ltd relatives have control/significant
d. Prakun equipments P. Ltd influence
e. Mr. Satish Kabra Relatives of Key Managerial Personnel
f. Mr. Rajiv Kabra (Chairman and Managing Director)
g. Mr. Krishna Murthy Motamarri (CFO)
h. Mr. Nagaraju Musinam (Company Secretary) Key Managerial Personnel
i. Mr. Venkata Subba Rao Pinapati (Independent Director)
j. Mr. Mangal Rathi (Independent Director)
k. Ms. Riha Kabra
l. Lata Engineering Company Private Ltd Significant Shareholder
m. Kabsons Technologies P. Ltd Subsidiary Company of
Significant Shareholder
n. SK leasing services Propriety concern owned by
o. AP leasing services relatives of Managing Director

(i) Transaction with key management personnel:


Nature of transactions Current Year Previous Year
Remuneration
- M Krishna murthy (CFO) 2,340.00 20,091.90
- Nagaraju Musinam (CS) 336.00 336.00
Sitting fees
- P.V.Subba Rao (Independent Director) 20.00 20.00
- Mangal Rathi (Independent Director) 20.00 20.00
- Riha Kabra (Director) 15.00 20.00

55
KABSONS INDUSTRIES LIMITED KABSONS

(All amounts in thousands, unless otherwise stated)


(ii) Transactions with Significant Shareholder- Lata Engineering Company Private Limited
Nature of transactions Current Year Previous Year
Cylinder deposit:
Outstanding at the beginning of the year __ 74.93
Less: Written off during the year __ 74.93
Outstanding at the end of the year __ __
Balance in current account (payable) / receivable — —
(iii) Transactions with Enterprises over which Managing Director and his relatives have control/significant
influence- PKL Limited
Nature of transactions Current Year Previous Year
Godown rent received 540.00 540.00
Rental/hire charges paid __ __
Purchase of gas 39.98 235.75
Cylinder deposit paid:
Outstanding at the beginning of the year 403.60 467.91
Less: Written off during the year against old deposits __ 64.31
Add: Paid for the Cylinders taken during the Year __ __
Outstanding at the end of the year 403.60 403.60
Balance in current account (payable) / receivable 46.63 46.63
(iv) Transactions with Enterprises over which relatives of Managing Directors have control/significant
influence- Ideal Engineers Private Limited
Nature of transactions Current Year Previous Year
Gas filling charges paid 1.33 3.20
Annual maintenance charges 25.00 50.00
Cylinder deposit paid:
Outstanding at the beginning of the year __ 97.79
Less: Written off during the year __ 97.79
Outstanding at the end of the year __ __
Balance in current account (payable) / receivable NIL NIL
(v) Transactions with Enterprises over which relatives of Managing Directors have control/significant
influence- Kabsons Gas Equipment Private Limited
Nature of transactions Current Year Previous Year
Transactions Nil Nil
Balance in current account (payable) / receivable Nil Nil
(vi) Transactions with Enterprises over which relatives of Managing Directors have control/significant
influence- Prakun equipments (P). Ltd
Cylinder deposit paid: Current Year Previous Year
Outstanding at the beginning of the year __ 26.05
Less: Written off during the year __ 26.05
Outstanding at the end of the year NIL NIL
(vii) Transactions with proprietary concersn in which relatives of Managing Directors are sole proprietors
Sk leasing services
Cylinder deposit paid: Current Year Previous Year
Outstanding at the beginning of the year __ 39.00
Less: Written off during the year __ 39.00
Outstanding at the end of the year NIL NIL
(viii)Transactions with proprietary concersn in which relatives of Managing Directors are sole
proprietors-AP leasing services
Cylinder deposit paid: Current Year Previous Year
Outstanding at the beginning of the year __ 29.25
Less: Written off during the year __ 29.25
Outstanding at the end of the year NIL NIL

56
KABSONS INDUSTRIES LIMITED KABSONS

(All amounts in thousands, unless otherwise stated)


34.3.6 Financial Instruments
Financial Instruments by category
The Carrying amounts of Financial instruments as of 31st March,2023 is as follows:
Particulars FVTPL FVTOCI Amortised cost Total
Financial Assets :
- Investments 24,463.10 - - 24.463.10
- Trade Receivables - - 2,748.51 27,48.51
- Cash and Cash Equivalents - - 2,370.44 2,370.44
- Bank Balances other than
Cash and Cash Equivalents - - 14,651.44 14,651.44
- Loans - - 6.00 6.00
- Other Financial Assets - - 9,292.02 9,292.02
Total Financial Assets 24,463.10 - 29,068.41 53,531.51
Financial Liabilities :
- Trade Payables - - 3,143.73 31,43.73
- Other Financial Liabilities - - 49,206.82 49,206.82
Total Financial Liabilities - - 52,350.55 52,350.55

The Carrying amounts of Financial instruments as of 31st March,2022 is as follows:


Particulars FVTPL FVTOCI Amortised cost Total
Financial Assets :
-Investments 24,639.90 - - 24,639.90
- Trade Receivables - - 3,138.05 3,138.04
- Cash and Cash Equivalents - - 1,963.51 1,963.51
- Bank Balances other than
Cash and Cash Equivalents - - 19,444.73 19,444.73
- Loans - - 1.99 1.99
- Other Financial Assets - - 4,467.37 4,467.37
Total Financial Assets 24,639.90 - 29,015.64 53,655.54
Financial Liabilities :
- Trade Payables - - 1,239.12 1,239.12
- Other Financial Liabilities - - 38,848.43 38,848.43
Total Financial Liabilities - - 40,087.55 40,087.55

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair
value, grouped into level 1 to level 3 as described below.
Level 1 – Quoted prices in an active market:
This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in
active markets for identical assets or liabilities. This category consists of mutual fund investments.

Level 2 – Valuation techniques with observable inputs:


This level of hierarchy includes financial assets and liabilities, measured using inputs other than quoted prices
included within level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly
(i.e., derived from prices).There are no Financial Instruments to be classified under this categeory.

Level 3 – Valuation techniques with significant unobservable inputs:


This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable
market data (unobservable inputs). Fair values are determined in whole or in part, using a 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. There are no Financial Instruments to be classified under this categeory.

34.3.7 Financial Risk Management Objectives and Policies


The company is exposed to financial risks arising from its operations and the use of financial instruments. The
key financial risks include interest rate risk, foreign currency risk, market risk, credit risk and liquidity risk. The
company has arisk management policy which not only covers the foreign exchange risks, but also other risks
associated with the financial assets and liabilities such as interest rate risks and credit risks.The risk management
framework aims to:

1. Create a stable business planning environment by reducing the impact of currency and interest rate fluctuations
on the company’s business plan.
2. Achieve greater predictability to earnings by determining the financial value of the expected earnings in
advance.

57
KABSONS INDUSTRIES LIMITED (All amounts in thousands, unless otherwise stated) KABSONS

The following sections provide the details regarding the Company’s exposure to the financial risks associated with financial
instruments held in the ordinary course of business and the objectives policies and processes for the management of these
risks.
(i) Market Risk:
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
market prices. Market prices comprise three types of risk currency rate risk, interest rate risk and other price risks such as
equity risk. Financial instruments affected by market risk include deposits and mutual funds.
a. Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of the Company and the Company’s financial instruments
will fluctuate because of changes in market interest rates. Since the Company has no interest-bearing debts, exposure to
interest rate risk is minimal.
b. Foreign Currency Risk
Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates.
Currency risk arises when transactions are denominated in foreign currencies.
The Company has no transactional currency exposures arising from goods supplied or received that are denominated in a
currency other than the functional currency. Hence exposure to foreign currency risk is Nil.
c. Other price risk
Other price risk is the risk that the fair value or future cash flows of the Company’s financial instruments will fluctuate because
of changes in market prices (other than those arising from interest rate risk or currency risk) whether those changes are
caused by factors specific to the individual financial instrument or its issuer or by factors affecting all similar financial
instruments traded in the market.
The Company is exposed to price risk arising mainly from investments in Mutual Funds recognized at FVTPL.
Sensitivity analysis of 1% change in price of security as on reporting date

Particulars Impact on Profit & Loss Impact on OCI


2022-23 2021-22 2022-23 2021-22
Mutual Fund (1% change in price) 244.63 246.40 Nil Nil
Total (244.63) (246.40) Nil Nil

(ii) Credit Risk:


Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract,leading
to a financial loss. The credit risk arises from its operation activity primarily from trade receivable and from its financial
activity. Customer credit risk is controlled by analysis of credit limit and credit worthiness of the customer on a continuous
basis to whom the credit has been granted.
Long outstanding receivable from customer are regularly monitored. The maximum exposure to credit risk at the reporting date
is the carrying value of trade and other receivable.
(iii) Liquidity Risk:
The risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by
delivering cash or another financial asset.
The company ensures that it has sufficient cash on demand to meet expected operational demands including the servicing of
financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted.
The table below summarizes the maturity profile of the Company’s financial liabilities based on contractual undiscounted
payments:
(Rs. In thousands)
Particulars Total On Demand < 1 year 1 to 5 years > 5 years
As at 31 March 2023
Other financial liabilities – Non Current 9,196.70 Nil Nil 9,196.70 Nil
Borrowings – Current Nil Nil Nil Nil Nil
Trade Payables 3,143.73 3,143.70 Nil Nil Nil
Other financial liabilities – Current 40.010.12 40.010.12 Nil Nil Nil
Total 52,350.55 43,153.85 Nil 9,196.70 Nil
As at 31 March 2022
Other financial liabilities – Non Current 19,148.11 Nil Nil 19,148.11 Nil
Borrowings – Current Nil Nil Nil Nil Nil
Trade Payables 1,239.12 1,239.12 Nil Nil Nil
Other financial liabilities – Current 19,700.32 19,700.32 Nil Nil Nil
Total 40,087.55 20,939.44 Nil 19,148.11 Nil

58
KABSONS INDUSTRIES LIMITED KABSONS

34.3.8 Operating Segments (All amounts in thousands, unless otherwise stated)

The Company operates only in one business segment namely, sale of gas and hence the requirements of Ind AS - 108
are not applicable.
(a) Information about Products and Services
Product / Services Revenues
Products
Sale of gas (trading item) 1,38,766.70
Services
Gas filling charges 14,951.74
Rental / hire charges 6,964.75
Plant Lease 3,650.60
Rent 5,622.09
Others -
TOTAL : 1,69,955.88
(b) Information about geographical are as
Geographical Location Revenues Non Current Assets and other than
financial instruments and deferred tax assets
(A) Within India 1,69,955.88 70,380.55
(B) Outside India Nil Nil
TOTAL 1,69,955.80 70,380.55
(c) Information abour major customer
The Company derives revenues amount to Rs. 14.72 crores (previous year Rs. 8.82 crores) from a single
external customer during the year under report.
34.3.9 Earnings per Share
Particulars Current Year Previous Year
(a) Profit/(loss) after tax (in Rs.) 7,896.82 16,008.38
(b) Number of shares outstanding
(face value of Rs. 10 each) 17,463.00 17,463.00
(c) Earnings Per Share (in Rs.) 0.45 0.92
34.4 Dues to Micro, Small and Medium Enterprises
Under the Micro, Small and Medium Enterprises Development Act, 2006 and in accordance with the notification issued by the Ministry of Corporate Affairs,
certain disclosures are required to be made relating to Micro, Small and Medium Enterprises as defined in the said Act. The company is in the process
of compiling the relevant information from its suppliers about their coverage under the said Act and hence required disclosures made to the extent available.
The following are outstanding balances as at 31.03.2022:
Particulars As at 31st March, 2023 As at 31st March, 2022
Principal amount remaining unpaid to any supplier as at the end of the accounting year
(All are within agreed period not due for payment) Nil Nil
The amount of interest paid by the buyer in terms of section 16, along with the amounts of
payment made to the supplier beyond the appointed day during each accounting year NIL NIL
The amount of interest due and payable for the period of delay in making payment (which have been
paid but beyond the appointed day during the year) but without adding the interest specified under the Act; NIL NIL
The amount of interest accrued and remaining unpaid at the end of each accounting year; and NIL NIL
The amount of further interest remaining due and payable even in the succeeding years, until such date when
the interest dues as above are actually paid to the small enterprise, for the purpose of disallowance as a
deductible expenditure under section 23 of the Micro, Small and Medium Enterprises Development Act, 2006 NIL NIL
34.5 Additional Regularity Information :
i. Title deeds of immovable properties are held in the name of the Company
ii. The company has not fair valued any of its investment property items.
iii. No item of Property, Plant and Equipment and Intangible assets has been revalued during the year.
iv. The Company has not granted any loans or Advances in the nature of Loans to Promoters,Directors, KMPs and other related parties
v. Capital working progress -Nil
vi. Intangible assets under development- Nil
vii. The Company does not hold any Benami property. No proceeding has been initiated or pending against the company for holding any Benami
Property.
viii. The company has no borrowings from banks or FI on basis of security of current assets.
ix. The Company has not been declared as a willful defaulter by any Bank or Financial Institutions or other lenders.
x. Relation with struck off companies - The company has no transactions with a company struck of u/s 248 of Companies act 2013 or section 560
of Companies Act 1956.
xi. Registration of charges or satisfaction with register of companies- There are no charges or satisfaction yet to be registered with ROC as
at 31-3-2023
xii. Compliance with no. of layers of companies- The company has no subsidiaries
xiii. Ratios

59
KABSONS INDUSTRIES LIMITED (All amounts in thousands, unless otherwise stated) KABSONS

Sl. Ratio Year Numerator Denominator CY PY % of Variance Reason for


No. Variance
1 Current Ratio 2023 43,565.54 44,504.40 0.98 There is a decrease
Num: Current Assets in current ration
Den:Current Liabilities since current
liabilities were
increased higher
as compared to
current assets
2022 38,472.44 22,196.19 1.73 -43.52%
2 Debt-Equity Ratio 2023 0 91,460.96 0 NA
Num:Total Debt
Den:Shareholder’s Equity
2022 0 84,798.46 0 NA
3 Debt Service 2023 NA
Coverage Ratio
Num:Earnings available
for debt service
Den:Debt Service
2022 NA
4 Return on Equity Ratio 2023 7,896.82 91,460.96 0.09
Num:Net Profit after
taxes-Preference Dividend
Den:Average
Shareholder’s Equity
2022 16,008.38 84,798.46 0.19 -47.37%
5 Inventory Turnover Ratio 2023 1,38,766.70 12,75.42 108.80
Num:Cost of goods
sold or sales
Den:Average Inventory
2022 82,646.22 1,462.66 56.50 192.56%
6 Trade receivables 2023 1,69,955.88 2,943.28 57.74
turnover Ratio
Num:Net Credit Sales
Den:Average Accounts
Receivable
2022 1,13,517.56 3,301.45 34.38 67.94%
7 Trade Payables 2023 1,36,535.10 2,191.43 62.30
turnover Ratio
Num:Net Credit Purchases
Den:Average Accounts
Payables
2022 83,264.57 1,562.40 53.29 16.91%
8 Net Capital 2023 1,69,955.88 (9,38.86) NA
turnover Ratio
Num:Net Sales
Den:Working Capital
2022 1,13,517.56 16,276.25 6.97 NA
9 Net Profit Ratio 2023 7,896.82 1,69,955.88 0.05
Num:Net Profit after Tax
Den:Net Sales
2022 16,008.38 1,13,517.56 0.14 -35.71%
10 Return on Capital 2023 8,715.07 63,120.81 0.14
employed
Num:Earnings before
interest and Taxes
Den:Capital Employed
2022 16,497.22 52,795.76 0.31 -55.81%
11 Return on investment 2023 (176.80) 24,551.49 -0.01
Num:Income earned
Den:Avg value of
investments
2022 27,644.59 18,607.90 0.15 -104.85%

60
KABSONS INDUSTRIES LIMITED KABSONS

(All amounts in thousands, unless otherwise stated)


xiv. There are no Schemes of Arrangements approved by the Competent Authority under sections 230 to 237
of the Act
xv. a) The Company has not advanced to or loaned to or invested funds in any other person(s) or entity(ies),
including foreign entities (intermediaries) with understanding that such intermediaries shall:
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b) The Company has not received any funds from any person(s) or entity(ies), including foreign entities (funding
party) with understanding (whether recorded in writing or otherwise):
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by funding
party (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

34.6 there is no additional information to disclose as required by para 7 of the Genera Instructions on P & L preparation given
in Part II of the DIVN II of Schedule III to the Companies Act 2013 for the year under report other than the disclosed
at the appropriate places
i. Undisclosed income-The company has no transactions that were not recorded in books of accounts that has
been surrendered or disclosed as income during the year in the tax assessments under Income tax act 1961.
ii. The Company is not covered under the obligation to incur CSR Expenditure as per section 135 of the
Companies Act, 2013.
iii. The Company has not invested or traded in Crypto currency or Virtual Currency.

34.5 Previous Year’s figures have been reclassified, wherever necessary so as to conform with those of Current Year.
34.6 Recent accounting pronouncements:
The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the
Companies (Indian Accounting Standards) Amendment Rules, 2023, as below:
Ind AS 1, Presentation of Financial Statements – This amendment requires the entities to disclose their material
accounting policies rather than their significant accounting policies. The effective date for adoption of this amendment
is annual periods beginning on or after April 1, 2023. The Company has evaluated the amendment and the impact of the
amendment is insignificant in the financial statements.
Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors – This amendment has introduced a
definition of ‘accounting estimates’ and included amendments to Ind AS 8 to help entities distinguish changes in
accounting policies from changes in accounting estimates. The effective date for adoption of this amendment is annual
periods beginning on or after April 1, 2023. The Company has evaluated the amendment and there is no impact on its
financial statements.
Ind AS 12, Income Taxes – This amendment has narrowed the scope of the initial recognition exemption so that it does
not apply to transactions that give rise to equal and offsetting temporary differences. The effective date for adoption
of this amendment is annual periods beginning on or after April 1, 2023. The Company has evaluated the amendment
and there is no impact on its financial statements.

61
BOOK-POST
PRINTED MATTER

If undelivered, please return to :


KABSONS INDUSTRIES LIMITED
Plot No.17, H.No. 8-2-293/82/C/17,
Madhuw Vihar, 2 Floor, Jubilee Hills,
nd

Road No.7, Hyderabad – 500033

You might also like

pFad - Phonifier reborn

Pfad - The Proxy pFad of © 2024 Garber Painting. All rights reserved.

Note: This service is not intended for secure transactions such as banking, social media, email, or purchasing. Use at your own risk. We assume no liability whatsoever for broken pages.


Alternative Proxies:

Alternative Proxy

pFad Proxy

pFad v3 Proxy

pFad v4 Proxy