Annual Report: 2022
RING PLUS AQUA LIMITED - 35th ANNUAL REPORT Summary:
Company Overview and Financial Highlights:
Ring Plus Aqua Limited (RPAL), a Raymond Group Company, manufactures and exports ring gears, flexplates, and water pump bearings for the auto and non-auto sectors. RPAL's 35th Annual Report for the financial year 2021-22 highlights its strong financial performance, including a gross revenue of Rs. 323.89 crores (compared to Rs. 203.69 crores in the previous year) and a profit before tax of Rs. 51.58 crores (compared to Rs. 28.58 crores previously). The company did not transfer any amount to reserves.
Annual General Meeting (AGM) Details:
The 35th AGM was scheduled for July 8, 2022, to transact ordinary and special business. Ordinary business included adopting the audited financial statements and the reports of the Board of Directors and Auditors, appointing a Director in place of Shri Balasubramanian Vishwanathan (who retires by rotation and is eligible for reappointment), and confirming an interim dividend of Rs. 93/- per equity share as final dividend. A special resolution was put forth to approve payment of Commission to Non-Executive Directors based on Net Profits of the Company for FY 2021-22 and the next 3 years. Shri Satish Chand Mathur, who was appointed as an Additional - Independent Director w.e.f 15.09.2021, was to be appointed as an Independent Director.
Board of Directors and Key Personnel:
The Board of Directors included Shri Ravikant Uppal (Chairman), Shri Bhuwan Kumar Chaturvedi (Non-Executive Director), Shri Ganesh Kumar Subramanian (Non-Executive Director, resigned 31.01.2022), Shri V. Balasubramanian, Shri Parthiv Kilachand (Independent Director), Shri Shiv Surinder Kumar (Independent Director), and Shri Satish Chand Mathur (Additional - Independent Director). Shri Sitesh Maheshwari served as the Chief Financial Officer, and Miss Reshma Ramchandani was the Company Secretary. The Statutory Auditors were M/S. PRICE WATERHOUSE CHARTERED ACCOUNTANTS LLP.
Material Changes and Commitments:
There were no material changes affecting the financial position except for the change in the holding company from Scissors Engineering Products Limited to JK Files & Engineering Limited.
Operations and Future Outlook:
The company experienced a robust growth of 59% in total revenues despite the COVID-19 pandemic, driven by increasing its business share with existing customers and developing new businesses. The company ramped up resources and initiated capacity expansion projects for ring gears and water pump bearings, expected to be available from the first quarter of FY 2022-23.
Statutory Auditors:
M/s. Price Waterhouse Chartered Accountants LLP were re-appointed as Statutory Auditors for a second term of five years. There were no audit qualifications in the standalone financial statement.
Internal Control Systems:
The company maintained an adequate and effective internal control and risk-mitigation system.
Share Capital:
The Authorized Share Capital of the Company is Rs. 30,00,00,000 and the paid up Equity Share capital of the Company is Rs. 7,75,66,710.
Directors and Key Managerial Personnel:
Shri Balasubramanian Vishwanathan retired by rotation and offered himself for reappointment. Shri Satish Chand Mathur was appointed as an Additional Director.
Board Meetings and Evaluation:
Nine Board Meetings were held during the year. The Board carried out an evaluation of its own performance, its Committees, and individual Directors.
Secretarial Standards and Reporting of Frauds:
The company complied with applicable Secretarial Standards. There were no instances of fraud requiring reporting by the Statutory Auditors.
Committees of the Board:
The Board included an Audit Committee (Shri Parthiv Kilachand-Chairman, Shri Shiv Surinder Kumar and Shri B.K. Chaturvedi-Members), a Nomination and Remuneration Committee (Shri Shiv Surinder Kumar-Chairman, Shri Parthiv Kilachand and Shri Satish Chand Mathur-Members), and a Corporate Social Responsibility Committee (Shri Parthiv Kilachand-Chairman, Shri V. Balasubramanian and Shri Satish Chand Mathur-Members).
Maintenance of Cost Records and Vigil Mechanism:
The provision for maintenance of cost records was not applicable. The company formulated a Vigil Mechanism/Whistle Blower policy.
Related Party Transactions:
Related Party Transactions were approved by the Audit Committee.
Conservation of Energy, Technology Absorption, and Foreign Exchange:
The company undertook various initiatives for energy conservation, leading to savings. Foreign exchange earnings were Rs. 155.61 crore, while outgo was Rs. 0.68 crore.
Employee Stock Option Plan (ESOP):
The company has an Employee Stock Option Scheme 2019 to incentivise employees with outstanding Options as on March 31, 2022 numbering 108,232.
Corporate Social Responsibility (CSR):
The company constituted a CSR Committee and spent Rs. 68 Lacs in pursuance of its CSR. The initiatives of the Company mainly focused on: COVID vaccinations, purchasing of ambulances and purchase of computers and providing training to underprivileged children.
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