Rydak Syndicate Limited Unlisted Shares

Annual Report Summary

The 124th Annual Report of Rydak Syndicate Limited, for the year ended March 31, 2022, discusses the company's financial performance, business operations, and future prospects. The company is in the business of growing and manufacturing black tea, with six tea estates located in Assam and Dooars region of West Bengal.

Corporate Information:

• Board of Directors: Consists of Mr. Rajvinder Singh (Managing Director), Mr. Subir Das, Ms. Suparna Charkrabortti, Dr. Gyan Dutt Gautama, and Mr. Prabir Kumar Bhattacharjee (all Non-Executive Independent Directors).
• Key Managerial Personnel: Ms. Nishita Dutta Chadda (Company Secretary) and Mr. Aditya Gupta (Chief Financial Officer).
• Registered Office: 4, Dr. Rajendra Prasad Sarani, Kolkata - 700 001.

Notice to Shareholders:

The 124th Annual General Meeting (AGM) will be held on August 11, 2022, via video conferencing to transact the following:

• Adoption of Audited Financial Statements for the year ended March 31, 2022, and the reports of the Board of Directors and Auditors.
• Declaration of a dividend of Rs. 1.50/- per equity share for the financial year ended March 31, 2022.
• Appointment of R Kothari & Co. LLP as the Statutory Auditor of the Company for 5 years, replacing M. C. Das & Co.
• Revision in the terms of remuneration of Mr. Rajvinder Singh as the Managing Director, effective from April 1, 2021. His new terms include a basic salary of Rs. 90,000/- per month with an increment of Rs. 10,000/- every year, along with various allowances and perquisites.
• Ratification of the remuneration of Mr. Rana Ghosh, Cost Accountant, as Cost Auditors for the financial year ending 2021-2022 (Rs. 35,000 p.a.).
• The notice also provides instructions for shareholders to access and participate in the AGM through video conferencing, including remote e-voting procedures managed by Central Depository Services (India) Limited ("CDSL").
• The book closure will be from August 5, 2022, to August 11, 2022.

Directors' Report:

The directors present the 124th Annual Report along with audited financial statements for the year ended 31st March 2022.

• Financial Results: The consolidated profit before tax was Rs 24,88,61,800 compared to Rs 15,03,61,429 in the previous year. The company proposes a transfer of Rs. 40,00,00,000 to the General Reserve.
• Dividend: Recommends a dividend of INR 1.50 per share.
• Unclaimed Dividend: Reminds members to lodge claims for the dividend declared at the AGM held on July 30th, 2015, for the year ended 31st March, 2015.
• Business Operations: Company's six estates produced a saleable crop of 55.35 Lakh kgs compared to 51.26 Lakh kgs in the previous year.
• Net Sales: The net sales for the year were INR 143.47 Crores compared to INR 128.31 Crores in the previous year.
• Share Capital: The paid up Equity Share Capital as on 31st March, 2022 was 9,731,280/-.
• Directors: The board lists its directors and declares that independent directors meet the criteria for independence as per the Companies Act, 2013.
• Key Managerial Personnel: Mr. Rajvinder Singh, Mr. Aditya Gupta, and Mrs. Nishita Dutta Chadda.
• Board Meetings: 5 Board Meetings were held during the year.
• Audit Committee: The Audit Committee is composed of Ms. Suparna Chakrabortti, Mr. Subir Das, Dr. Gyan Dutt Gautama, and Mr. Rajvinder Singh. The Company also has a Whistle Blower Policy on its website.
• Nomination and Remuneration Committee: The NRC is composed of Ms. Suparna Chakrabortti, Mr. Subir Das, and Dr. Gyan Dutt Gautama.
• Performance Evaluation: The performance evaluation of the Independent Directors was duly completed, expressing the Board of Directors satisfaction with the evaluation process.
• Internal Financial Control and Risk Management: The company has adequate internal financial controls and a Risk Management Policy.
• Corporate Social Responsibility: The Company has a CSR policy and will contribute to initiatives such as education, healthcare, and environmental sustainability. As per the provision of sub section (9) of the aforesaid act the requirement for constitution of Corporate Social Responsibility Committee is not applicable.
• Subsidiary: The Company has Sangam Investments Limited as an associate. The details of the performance of Sangam Investments Limited during the financial year 2021-22 are listed.
• Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo: Details about conservation of energy, technology absorption and foreign exchange earnings and outgo in terms of Section 134(3)(m) of the Companies Act, 2013 and read with Rule 8(3) of the Companies (Accounts) Rules, 2014.
• The Directors acknowledge the support and cooperation extended by investors, government departments, banks, and employees.

Financial Statements and Auditor's Report:

• Independent Auditors' Report expresses an unmodified opinion on the standalone and consolidated financial statements.
• Key Audit Matters: Include estimation of useful life of Bearer Plants, Valuation of Biological Assets and agriculture produce, Investment in Associate and other than Associate and Contingent Liabilities.
• Auditor reports no qualifications, reservations, adverse remarks, or disclaimers.

Management Discussion and Analysis Report:

• The report provides an overview of the tea industry structure, development, and the company's operations and performance.
• The company is looking to achieve 23.00 quintals averaging in the next 5 years provided they continue their aggressive replanting programme.
• There are concerns about increasing input costs, weather conditions, and the potential impact on profitability and cash flow.

In summary, the annual report presents a positive outlook for Rydak Syndicate Limited, highlighting strong financial performance, efficient business operations, and a commitment to sustainable practices. It also addresses potential challenges and provides information for shareholders to participate in the AGM.