• OPEN AN ACCOUNT
Indian Indices
Nifty
16,063.35 -61.80
(-0.38%)
Sensex
53,856.54 -196.07
( -0.36%)
Bank Nifty
34,442.35 152.20
( 0.44%)
Nifty IT
27,644.35 -887.15
( -3.11%)
Global Indices
Nasdaq
11,264.45 -270.82
(-2.35%)
Dow Jones
31,928.62 48.38
(0.15%)
Hang Seng
20,112.10 -357.96
(-1.75%)
Nikkei 225
26,677.80 -70.34
(-0.26%)
Forex
USD-INR
77.44 -0.17
(-0.22%)
EUR-INR
82.43 0.54
(0.66%)
GBP-INR
97.29 0.36
(0.37%)
JPY-INR
0.61 0.00
(0.04%)

EQUITY - MARKET SCREENER

Pritika Auto Industries Ltd
Industry :  Auto Ancillaries
BSE Code
ISIN Demat
Book Value()
539359
INE583R01029
15.1495108
NSE Symbol
P/E(TTM)
Mar.Cap( Cr.)
PRITIKAUTO
13.81
123.7
EPS(TTM)
Face Value()
Div & Yield %
1.01
2
0
 

As on: May 25, 2022 01:07 PM

Dear Shareholders,

The Directors have pleasure in presenting their 41st Annual Report on the business and operations together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2021.

1. FINANCIAL RESULTS

The Financial results are briefly indicated below:

(In Lakhs)

Particulars

Standalone

Consolidated

2020-21 2019-20 2020-21 2019-20
Revenue from operations (net) 19687.73 14903.03 22568.93 16795.18
Other Income 112.01 175.66 149.21 149.51
Profit before Interest, Depreciation and Tax (PBIDT) 2174.07 2015.77 2526.98 2247.97
Interest 631.16 587.74 821.69 726.61
Profit before Depreciation and Tax (PBIT) 1542.91 1428.03 1705.29 1521.36
Depreciation 745.65 677.24 849.78 755.42
Profit before Tax Expenses 797.26 750.79 855.51 765.94
Tax Expenses 245.69 206.72 268.51 208.09
Profit after Tax 551.57 544.07 587.00 557.85
Other Comprehensive Income 146.54 33.12 146.70 61.24
Total Comprehensive Income 698.11 577.19 733.70 619.09
EPS- Basic 3.11 3.07 3.31 3.15
Diluted 3.09 3.04 3.29 3.12

The Standalone Revenue from the operations (net) for the Financial Year 2020-21 was Rs.19687.71 lac (Previous year Rs. 14903.03 lac). The company earned Net Profit of Rs.551.57 lac (Previous Year Rs. 544.07 lac). The Total Comprehensive Income for the year was Rs.698.11 lac.

The Consolidated Revenue from the operations (net) for the Financial Year 2020-21 was Rs. 22568.93 lac (Previous Year Rs.16795.18 lac). The company earned Consolidated Net Profit Rs. 587.00 lac (Previous Year Rs.557.85 lac). The Consolidated Total Comprehensive Income for the year was Rs. 733.70 lac.

There was no change in the nature of business of the company during the year.

The previous year figures have been restated, rearranged, regrouped and consolidated, to enable comparability of the current year figures of accounts with the relative previous year's figures.

2. INDUSTRIAL SCENARIO

The auto components industry in India has seen steady growth over the past several years. Except intermittent slowdowns such as that in 2019, the industry has grown at a CAGR of 6% during FY2016 to FY2020, reaching $49.3 billion in FY20. Some of the factors driving investments in this sector include a large domestic market (rise in working population), a stable and supportive government framework and rising development in infrastructure. This sector alone accounts for around 2.3% of the country's GDP, driven by the automotive industry which is India's fourth largest industry.

The financial year 2021 was full of ups and downs, not only for the tractor industry but for all sectors. The world faced a pandemic this year that directly affected tractor sales initially, but tractor companies came stronger over time.

The financial year'21 was tough during the first 2 months as sales dropped by 80% in April due to nationwide lockdown but post-lockdown phase saw a gradual demand recovery in all vehicle segments, tractor sales which depend on a strong rural economy, remained robust. The overall yearly tractor sales recorded a boom of 26.86%. A growth displayed in comparison to the previous year as Apr'20-Mar'21 tractors sold 899429 units against 709002 units surpassing all expectations and projections. International players are establishing deeper presence in India through exploring strategic alliances with Indian OEMs. To remain competitive in a very value conscious market, tractor OEMs are competing to offer better value proposition to farmers.

Healthy farm cash flows across regions, stable crop prices, supported by government's focus on procurement, and healthy reservoir levels and government support programmes (including direct benefit transfers) supported the industry demand. All these factors helped the industry record a growth in volumes of 25-26 per cent in FY21 and touch an all-time high, said Rohan Kanwar Gupta, Assistant Vice-President & Sector Head, Corporate Ratings, ICRA.

The most important factor during Covid-19 was the least disruption to rural and agri segments, supporting demand for farm equipment Industry representatives and experts see tractor sales momentum continuing in FY22 too.

Drawing parallels between last year and the current situations, TR Kesavan, President of Tractor & Mechanisation Association (TMA), is hopeful that procurement season will not face any major problems despite logistical hurdles including a shortage of labour.

ACMA forecasts the Indian auto components industry to touch $200 billion by 2026, backed by strong exports. This augurs well for the industry which has been under pressure since the last year.

3. SHARE CAPITAL

During the year under review, there was no change in the Share Capital of the company. As at March 31, 2021, the total paid-up share capital of the company stood at Rs. 1773.45 lacs divided into 17734500 equity shares of Rs. 10/- each.

The company had issued on preferential basis to non-promoter (public) category, 575000 convertible warrants at Rs. 200/- per warrant (paid-up Rs. 50/-), each warrant convertible into one equity share of Rs. 10/- each to be issued at a price of Rs. 200/- per share i.e. at a premium of Rs. 190/- per share. The last date to exercise entitlement for conversion of warrant and to apply for allotment of equity shares was 20/7/2020. The Allottees failed to apply for allotment of equity shares on conversion and to make the payment of balance amount of Rs. 150/- towards the subscription of each equity share within prescribed period of 18 months. Hence, the entitlement of warrant holders to apply for equity shares of the company along with the rights attached thereto expired and the amount paid on such warrants stands forfeited, pursuant to the provisions of SEBI (ICDR) Regulations, 2018.

The company during the current financial year, with the approval of shareholders and other requisite authorities has sub divided each equity share of the face value of Rs. 10 into five equity shares of Rs. 2 each. Consequently, the Issued Capital of the company has been changed from 17734500 equity shares of Rs. 10/- each to 88672500 equity shares of Rs. 2/- each.

4. LISTING ON NATIONAL STOCK EXCHANGE OF INDIA LTD. (NSE)

We feel pleasure in informing you that your company has listed its securities (equity shares) on NSE w.e.f. 10/8/2021. It will create more investment opportunities, enabling access and empowering our stakeholders. The Stock Code with NSE is: PRITIKAUTO.

5. SCHEME OF ARRANGEMENT

To consolidate and synchronize the business structure, the Board of Directors, subject to the approval/consent of the Stock Exchanges (BSE Limited and National Stock Exchange of India Limited), Securities and Exchange Board of India (SEBI), members, creditors, National Company Law Tribunal of Punjab, Chandigarh Bench, (NCLT) and other relevant Authorities, approved: -

• Scheme of Arrangement between Pritika Industries Limited, the Demerged Company and Pritika Auto Industries Limited, the Resulting Company, for demerger and vesting of the

Automotive/Tractor/Engineering Components Business Undertaking' (Demerged Undertaking) of Pritika

Industries Ltd. (PIL - the demerged company) into Pritika Auto Industries Ltd. (PAIL - the Resulting Company).

• The Appointed date is Is1 April, 2021.

• The "Effective Date" will be the dates on which the certified copies of the orders sanctioning this Scheme, passed by the National Company Law Tribunal, are filed with the Registrar of Companies, Punjab & Chandigarh, by PIL and PAIL.

• Upon the Scheme coming into effect, 63 equity shares of PAIL ("Resulting Company") of INR 2/- each fully paid up be issued to equity shareholders of PIL ("Demerged Company"), in addition to, not substitution of, for every 10 equity shares of INR 10/- each fully paid of PIL ("Demerged Company") as consideration for Demerger.

6. DIVIDEND

Considering the financial results and to plough back surplus of the Company, the Board did not recommend payment of any dividend for the year ended 31s1 March, 2021.

7. TRANSFER TO RESERVE

During the financial year, there was no amount proposed to be transferred to the Reserves.

8. AUDITORS & AUDITORS' REPORT

M/s. Sunil Kumar Gupta & Co., Chartered Accountants, New Delhi were appointed as statutory auditors of the company for a period of five years in the 38th AGM i.e. till the conclusion of the 43rd Annual General Meeting to be held for the FY 2022-23.

The Auditors' Report for the fiscal 2021 does not contain any qualification, reservation or adverse remark. Further, in terms of section 143 of the Companies Act, 2013 read with Companies (Audit & Auditors) Rules, 2014, as amended, no fraud has been reported by the Auditors of the Company where they have reasons to believe that an offence involving fraud is being or has been committed against the company by officers or employees of the company.

9. DEPOSITS

The Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. Hence company need not to give details related to deposits. There is no non compliance of the provisions of Chapter V of the Companies Act, 2013.

10. PARTICULARS OF EMPLOYEES

Disclosure pertaining to the remuneration and other details as required under the Companies Act, 2013 read with mle 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any amendments thereof, is attached as Annexure A.

11. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

The Board has, on the recommendation of the Nomination & Remuneration Committee, adopted a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration.

-The Nomination & Remuneration Committee identifies and ascertains the integrity, qualification, expertise and experience of the person for appointment as Director and ensures that the candidate identified possesses adequate qualification, expertise and experience for the appointment as a Director.

-The Nomination & Remuneration Committee ensures that the candidate proposed for appointment as Director is compliant with the provisions of the Companies Act, 2013.

-The candidate's appointment as recommended by the Nomination and Remuneration Committee requires the approval of the Board.

-In case of appointment of Independent Directors, the Nomination and Remuneration Committee satisfies itself with regard to the independent nature of the Directors vis- a-vis the Company so as to enable the Board to discharge its function and duties effectively.

-The Nomination and Remuneration Committee ensures that the candidate identified for appointment as a Director

is not disqualified for appointment under Section 164 of the Companies Act, 2013.

-The policy can be viewed at company's website at http://www.pritikaautoindustries.com/investors.html

12. CORPORATE GOVERNANCE

Report on Corporate Governance and Certificate of the Secretarial Auditors of your Company regarding compliance of the conditions of Corporate Governance as stipulated in Schedule V read with Regulation 34(3), of the SEBI (LODR) Regulations, are provided in a separate section and forms part of this Report as Annexure B.

13. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES

There was no company which have become or ceased to be company's Subsidiaries, joint ventures or associate companies during the year.

14. SUBSIDIARIES

There is one wholly owned subsidiary namely ‘Pritika Engineering Components Pvt. Limited'.

In accordance with the provisions of Section 129(3) of the Act, read with the Companies (Accounts) Rules, 2014, a report on the performance and financial position of the subsidiary is attached as Annexure C to this Report.

14. STATEMENTS OF PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

Information in accordance with the provisions of Section 134 (3)(m) of the Act read with the Companies (Accounts) Rules, 2014 regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo during the reporting period is attached herewith and marked as Annexure-D.

15. RELATED PARTY TRANSACTIONS

Information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 and forms part of this report as Annexure- E.

16. EXTRACT OF ANNUAL RETURN

By virtue of amendment to Section 92(3) of the Companies Act, 2013, the Company is not required to provide extract of Annual Return (Form MGT-9) as part of the Board's report. The copy of Annual Return as at 31st March, 2021, after it is submitted with MCA, will be placed on the company's website at http://www.pritikaautoindustries.com/investors.html.

16. SECRETARIAL AUDIT REPORT

As required under section 204(1) of the Companies Act, 2013 and Rules made there under, the Company has appointed Mr. Sushil K Sikka, Prop. S K Sikka & Associates, Company Secretary as Secretarial Auditor of the Company for the Financial Year 2020-21. The Secretarial Audit Report forms part of the Annual Report.

The Copy of Secretarial Audit Report for the Financial Year 2020-21 issued by Mr. Sushil K Sikka, Company Secretary in Practice has been attached and marked as Annexure-F. The Secretarial Auditors' Report for the fiscal 2021 does not contain any qualification, reservation or adverse remark.

17. MANAGEMENT DISCUSSION ANALYSIS REPORT

The details forming part of Management Discussion and Analysis Report is annexed herewith to the Board Report as Annexure G.

18. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

During the year under review, there is no significant and material order passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operations.

18. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of loan, guarantee and investment covered under the provisions of Section 186 of the Act read with the Companies (Meetings of Board and its Powers) Rules, 2014 are given in the Notes to the financial statements.

19. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The details about the policy developed and implemented by the company on CSR initiatives taken during the year is enclosed at Annexure H. The company has also developed a policy on Corporate Social Responsibility which can be viewed at the company's website at http://www.pritikaautoindustries.com/investors.html.

20. MEETINGS OF BOARD OF DIRECTORS

The Board met five times during the year, the details of which are given in the Corporate Governance Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and the Listing Regulations.

20. MATERIAL CHANGES AND COMMITMENT 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

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate till the date of this report.

21. CORPORATE ACTIONS DURING THE YEAR 2020-21

During the Financial Year 2020-21, the Company made following Corporate Actions:

POSTAL BALLOT

The Company conducted Postal Ballot in order to seek the approval of the Shareholders for the following matters vide notice dated 11th February, 2021.

Sub-division of equity shares from the face value of Rs 10/- per share to Rs. 2/- per share (by Ordinary Resolution) Alteration of the Capital Clause in the Memorandum of Association of the company (by Ordinary Resolution) Alteration of Articles of Association of the company (by Special Resolution)

Re-appointment of Ms. Neha as an independent director on the board (by Special Resolution)

All the above resolutions were passed with requisite majority.

22. COMPOSITION OF COMMITTEES

The Company has complied with the SEBI (LODR) Regulations along with the Companies Act, 2013 with respect to the Composition of the Committees as required therein and the details of which is given under Corporate Governance Report annexed to this Report.

23. BOARD EVALUATION

The Board of Directors have carried out an annual evaluation of its own performance, its various committees and individual directors pursuant to the provisions of the Act and the Corporate Governance requirements as prescribed under Regulation 17(10), 25(4) and other applicable provisions of the SEBI (LODR) Regulations. The manner of evaluation is provided in the Corporate Governance Report.

24. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Re-Appointment of Director

Mr. Ajay Kumar (DIN: 02929113) retires by rotation at the ensuing Annual General Meeting, and being eligible offers himself for re-appointment.

Independent Directors

Independent Directors on your Company's Board have submitted declarations of independence to the effect that they meet the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(l)(b) of the Listing Regulations. In the opinion of the Board our Independent Directors possesses requisite qualification, experience and hold high standards of integrity for the purpose of Rule 8(5)(iii a) of the Companies (Accounts) Rules, 2014.

Change in Composition of Board

During the Financial Year 2020-21 there were following changes in the composition of Board of Directors:

Mr. Subramaniyam Bala (DIN: 00461697) was appointed as Independent Director w.e.f. August 29, 2020 for a period of 1 year.

Mr. Neeraj Bajaj (DIN:00035778), Independent Director on the Board has resigned w.e.f. 4/1/2021.

During the current Financial year

Ms. Neha (DIN:08109737) was reappointed as an Independent Director on the Board for second term of three years w.e.f. 24/4/202L

The Board on the recommendation of Nomination & Remuneration Committee and subject to the approval of members of the company, has reappointed Mr. Subramaniyam Bala (DIN: 00461697) as Independent Director for the second term of five years w.e.f. August 29, 2021.

Key Managerial Personnel

There was no change in Key Managerial Personnel during the FY 2020-21.

However during the Current Financial Year the Board on the recommendation of Nomination & Remuneration Committee and subject to the approval of the members of the company has re appointed

Mr. Raminder Singh Nibber (DIN: 00239117) as Whole time director of the company for a period of three years on the terms & conditions stated in the resolution, w.e.f. 1/4/2022.

Mr. Harpreet Singh Nibber (DIN: 00239042) as Managing Director of the company for a period of three years on the terms & conditions stated in the resolution, w.e.f. 1/4/2022.

Mr. Ajay Kumar (DIN: 02929113) as Whole time of the company for a period of three years on the terms & conditions stated in the resolution, w.e.f. 1/4/2022.

25. DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with respect to Directors Responsibilities Statement, it is hereby confirmed that:

a. In the preparation of the annual accounts for the financial year ended 31st March, 2021 the applicable accounting standards had been followed along with proper explanation relating to material departures.

b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 or loss of the Company for the year under review.

c. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d. The Directors had prepared the accounts for the financial year ended 31st March, 2021 on a going concern basis.

e. The Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and

that such systems were adequate and operating effectively.

26. COST AUDITORS

As per requirement of the Regulation 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, M/s. Khushwinder Kumar & Co., Cost Accountants, (Firm Registration No. 100123) was appointed as Cost Auditor to audit the Cost Accounts of the company for the Financial Year 2020-21.

On the recommendation of Audit Committee, the Board has reappointed M/s. Khushwinder Kumar & Co., Cost Accountants, (Firm Registration No. 100123) as Cost Auditor to audit the Cost Accounts of the company for the Financial Year 2021-22.

As required under the Act, a resolution seeking members' approval for remuneration payable to the Cost Auditor, forms part of the notice convening the Annual General Meeting for their ratification.

27. INTERNAL AUDITORS

The Company has reappointed M/s. PVNS & Co., Chartered Accountants, Chandigarh as Internal Auditors of the Company for financial year 2021-22.

28. COST RECORDS

As specified by the Central government under sub section (1) of section 148 of the Companies Act, 2013, the company has been maintaining cost records.

29. INTERNAL FINANCIAL CONTROLS & RISK MANAGEMENT

Pursuant to the provisions of Section 177(4) & Section 134(3)(n) of the Companies Act, 2013, the Board has developed Internal Finance Control Policy to identify and mitigate risks. The provisions of Regulation 21 of SEBI Listing Regulations 2015 pertaining to Risk Management Committee are not applicable to the company.

30. WHISTLE BLOWER POLICY AND VIGIL MECHANISM

To create enduring value for all stakeholders and ensure the highest level of honesty, integrity and ethical behavior in all its operations, the Company has formulated Vigil Mechanism Policy. This policy aspires to encourage all employees to report suspected or actual occurrence of illegal, unethical or inappropriate events (behaviors or practices) that affect Company's interest/image.

31. DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The company has complied with the provisions of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The details pertaining to complaints are mentioned in the Corporate Governance Report placed at Annexure B.

32. ACKNOWLEDGEMENTS

Your Directors wish to express their sincere appreciation to all the Employees for their contribution and thanks to our valued clients, Bankers and shareholders for their continued support.

For and on behalf of the Board of Directors
Sd/-
Date: 14/08/2021 Raminder Singh Nibber
Place: Mohali Chairman