Annual Report: 2024
Hella India Lighting Limited's 64th Directors' Report discusses the company's financial results for the year ended March 31, 2024. The Annual General Meeting (AGM) will be held on September 23, 2024, via video conferencing.
Financial Performance (Year Ended March 31, 2024):
The company maintained growth momentum, with revenue from operations increasing from INR 38,251.16 Lakhs to INR 41,086.37 Lakhs. Expenses increased to INR 37,769.90 Lakhs due to higher raw material costs, employee benefits, and finance costs. Profit before tax was INR 3,918.92 Lakhs. Profit after tax was INR 2,910.52 Lakhs, compared to INR 2,688.89 Lakhs in the previous year. Total comprehensive income was INR 2,925.53 Lakhs. Basic and diluted earnings per share were INR 82.47.
Business & Operational Changes:
There was no change in the nature of the business. A "Composite Scheme of Arrangement" was approved between Hella India Lighting Limited and Hella India Autoparts and Services Private Limited. This involves reducing 14.83% of the equity share capital by cancelling 5,52,313 equity shares held by public/non-promoter shareholders (Capital Reduction) and demerging the Independent After Market (IAM) business division of the company to Hella India Auto Parts and Services Private Limited. The rationale includes providing liquidity to public shareholders since the company's shares were delisted in 2015 and to align with the group's global structure. The NCLT has provided instructions.
Share Capital:
The company issued equity shares through preferential allotment to Hella Holding International GmbH, raising ₹54,45,80,618 by issuing 5,52,313 equity shares at a premium of ₹976 per share (total ₹986 per share). As of March 31, 2024, paid-up equity share capital was ₹37,23,71,30 and preference share capital was ₹11,43,63,000. None of the Directors of the Company hold equity shares in the Company.
Dividend & Reserves:
The Board has decided not to recommend any dividend for the year, retaining profits for future capex and working capital requirements.
Corporate Governance & Committees:
The Board has five committees: Audit Committee, Stakeholders Relationship Committee, Share Transfer Committee, Nomination and Remuneration Committee, and Corporate Social Responsibility (CSR) Committee. Details of committee meetings and attendance are provided.
Directors and KMP:
Saket Mehra resigned as Independent Director effective July 20, 2023. Rasik Makkar was appointed as Additional Director - Independent, effective August 4, 2023. Christoph Boris Söhnchen resigned as Non-Executive Director effective January 31, 2024.
Corporate Social Responsibility (CSR):
The CSR policy aims to balance economic, environmental, and social priorities. Initiatives include promoting healthcare, supporting mid-day meal programs, and supporting research. A summary of CSR complaints received and disposed of during the year are given.
Internal Controls and Audit:
The Company has adequate internal financial controls. The Independent directors have submitted their declaration of independence. The report includes the Statutory Auditors' Report & Board's Comments. The Company appointed M/s Ashish & Associates, Cost Accountant for the audit of cost records under 'Electricals or electronic machinery and Other machinery and Mechanical Appliances' for financial year 2023-24
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