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Access comprehensive annual business reports and performance summaries for The Scottish Assam (India) Limited Unlisted Shares
Scottish Assam Annual Report 2023-24 **Board of Directors & Key Personnel:** The board consists of Mr. Dhirendra Kumar, Ms. Shashi Kumar, Ms. Divya Jalan, Mr. Hemant Kumar Agrawal, Mr. Ghanshyam Das Gupta (Independent Director), Mr. Naveen Bansal (Independent Director), Mr. Deepak Nagar (Independent Director), Mr. Ravindra Suchanti (Independent Director), Mr. Azam Monem (Independent Director), and Mr. Kartik Narayan Singh (Whole-time Director). Key managerial personnel include Mr. Kartik Narayan Singh (also General Manager of Heeleakah Tea Estate), Mr. Manoj Sureka (Chief Financial Officer), and Mrs. Ritu Bhatter (Company Secretary & Compliance Officer). Various board committees exist, including Audit, Nomination & Remuneration, Stakeholders' Relationship, and Compliance Committees, with designated chairpersons and members. The registered office is located at 1, Crooked Lane, Kolkata-700 069. **Annual General Meeting (AGM):** The 47th Annual General Meeting is scheduled for September 21, 2024, at 3:00 p.m. via video conferencing. The book closure period is from September 15, 2024, to September 21, 2024 (inclusive). **AGM Agenda:** Ordinary business includes adoption of audited financial statements for the year ended March 31, 2024, declaration of a dividend of Rs. 8.00 per equity share (80% on face value), and re-appointment of Mr. Hemant Kumar Agrawal as a director retiring by rotation. Special business concerns the re-appointment of Mr. Kartik Narayan Singh as Whole-time Director (designated as Chief Executive Officer (CEO) and General Manager of Heeleakh Tea Estate) for a period of 5 years, from February 11, 2025, to February 10, 2030, subject to member approval and regulatory compliance. Members are requested to send any queries regarding the financial statements or AGM matters by September 19, 2024. **E-Voting & AGM Participation:** Remote e-voting will be available from September 18, 2024 (9:00 a.m. IST) to September 20, 2024 (5:00 p.m. IST). Members holding shares in physical form are required to update their KYC details to receive dividends electronically after April 1, 2024. The company is also providing a live webcast of the proceedings of the AGM. Facility of participation at the AGM through VC/ OAVM will be made available for 500 members on a first-come-first-served basis. Large shareholders, promoters, institutional investors and others are exempt from this restriction. **Unclaimed Dividends & Share Transfers:** The last dates for claiming unclaimed dividends for financial years 2016-2017 through 2022-2023 are specified, after which the unclaimed amounts will be transferred to the Investor Education and Protection Fund (IEPF). Shares for which dividends remain unclaimed for 7 consecutive years or more will also be transferred to the IEPF. The company is also providing a link for e-voting. **Director Re-appointment:** Mr. Kartik Narayan Singh will continue in his role, with a salary of Rs 15.49 LPA plus leave salary, subject to Board revision within the limits prescribed in Schedule V of the Companies Act, 2013. He is also entitled to perquisites, including bonus, medical expenses and LTA, and 30 days of leave per year. **Report of the Directors:** The report presents the 47th Annual Report of the Company along with the Audited Statements of Accounts for the year ended March 31st, 2024. The paid-up Equity Share Capital of the Company was Rs. 80.00 Lakhs comprising of 8,00,000 equity shares of Rs. 10/- each. Directors would like to record their appreciation for the sincere efforts put in by the Company's workers, staff and Management at all levels which has ensured regular production. **Financial Performance:** Net Sales Income from Operations for the year ended March 31, 2024, was Rs 3258.99 Lakhs. The Board is pleased to recommend the distribution of dividend of Rs. 8/- per share for the year ended 31st March, 2024. Significant cost increase in fertilizer, chemicals along with gas, power & fuel will increase the cost of production. The company has complied with the Corporate Governance requirements under the Companies Act, 2013 and as stipulated in Listing Regulations. Your Company considers Corporate Social Responsibility as an important aspect for doing Business. **Additional Key Points:** * The company has invested in Mutual Funds & Alternative Investment Fund. * The company has zero tolerance for sexual harassment at workplace. * Internal financial controls are adequate and operating effectively. * Internal and statutory auditors are in place. * Material changes since year-end are disclosed in the annual report. The directors affirm compliance with applicable laws and regulations.
The Scottish Assam (India) Limited's annual report for 2022-23 highlights the company's performance and upcoming 46th Annual General Meeting (AGM). **Key Highlights & Financial Performance:** * **AGM Details:** The 46th AGM is scheduled for September 23, 2023, at 11:30 a.m. (IST) via video conferencing. The book closure period is from September 17, 2023, to September 23, 2023 (inclusive). * **Financial Results:** The report details the audited financial statements for the year ending March 31, 2023. Net sales income from operations stood at Rs. 3927.23 Lakhs, compared to Rs. 3523.68 Lakhs in the previous year. Operating profit before interest, depreciation, tax and other amortizations (EBIDTA) was Rs. 569.62 Lakhs, while Total Comprehensive Income (After Tax) was Rs. 358.54 Lakhs. The Board recommended a dividend of Rs. 8.00 per share. * **Production:** The company's own estate production for the financial year was 14.42 Lacs kgs, an increase of 9.24% from the previous year. Total production, including purchased leaf, was 16.11 Lacs kgs. * **Share Capital:** The paid-up Equity Share Capital as of March 31, 2023, was Rs. 80.00 Lacs. The company has paid listing fees to The Calcutta Stock Exchange Limited. * **Reserves:** The directors decided to transfer Rs. 1.00 crore to General Reserve from retained earnings of the Company **Board of Directors and Committees:** * **Board Composition:** The document lists the Board of Directors, including Independent Directors, additional directors and key managerial personnel. Ravindra Suchanti and Azam Monem were appointed as Additional Directors (Independent & Non-Executive) effective April 27th, 2023. Golam Momen, Independent Director, passed away on January 29th, 2023. The Board composition includes names like Dhirendra Kumar, Shashi Kumar, Divya Jalan, Hemant Kumar Agrawal, and Kartik Narayan Singh. * **Board Committees:** The report details the Audit Committee, Nomination & Remuneration Committee, and Stakeholders' Relationship Committee, including their members. Deepak Nagar was appointed to the audit committee and stakeholders relationship committee effective Feb 13th, 2023. **Key Corporate Governance & Compliance Matters:** * **Corporate Governance:** The company confirms compliance with Corporate Governance requirements as per the Companies Act, 2013 and SEBI regulations. * **Director's Responsibility Statement:** The directors confirm that the audited accounts comply with the requirements of the IND AS and the Companies Act, 2013. * **Internal Financial Controls:** The Company has an adequate system of internal control procedures. * **Vigil Mechanism/Whistle Blower Policy:** The Company has a Whistle Blower Policy/Vigil Mechanism for Directors and Employees. * **Risk Management:** Risk management is embedded in the Company's operating framework. * **Conservation of Energy, Technology Absorption, Foreign Exchanges:** Information on these aspects is included as Annexure-2 in the report. * **Sexual Harassment:** The Company has a policy against sexual harassment, with no cases reported during the year. * **Auditors:** M/s. JKVS& Co., Chartered Accountants, are the Statutory Auditors. Pravin Kumar Drolia is the Secretarial Auditor. * **Dividend Distribution Policy:** The corporation has adopted a Dividend Distribution Policy in accordance with the requirements of Regulation 43A of the SEBI (LODR) Regulations, 2015. **Other Key Information:** * **IEPF:** Unclaimed dividends for certain financial years are due for transfer to the Investor Education and Protection Fund (IEPF). The dates for claiming these are listed. * **Remote E-voting:** The company provides remote e-voting facilities to its members, with specific instructions detailed for shareholders holding securities in demat mode through CDSL or NSDL systems, and those holding in physical mode. * **Communication to Members:** The AGM notice and annual report are sent electronically to members with registered email addresses and are also available on the company's website. **Appendices:** * Annexure 1 contains information on directors' remuneration. * Annexure 2 contains information on conservation of energy, technology absorption, and foreign exchange. * Annexure 3 is the secretarial audit report. * Annexure 4 is the corporate governance report. This summary captures the key elements of The Scottish Assam (India) Limited's annual report for 2022-23.
Annual Report 2021-22 for Scottish Assam The 45th Annual General Meeting of The Scottish Assam (India) Limited was held on September 21, 2022, through Video Conferencing. Ordinary business included adopting the Audited Financial Statements for the year ended March 31, 2022, declaring a dividend of Rs. 6.00 per equity share (60% on face value), re-appointing Mr. Dhirendra Kumar as a Director retiring by rotation, and re-appointing M/s JKVS & Co. as Statutory Auditors for a term of 5 consecutive years. The special business involved the appointment of Mr. Deepak Nagar as an Independent Director. The Board of Directors consisted of Mr. Dhirendra Kumar, Ms. Shashi Kumar, Ms. Divya Jalan, Mr. Hemant Kumar Agrawal, Mr. Golam Momen (Independent Director), Mr. Ghanshyam Das Gupta (Independent Director), Mr. Naveen Bansal (Independent Director), and Mr. Kartik Narayan Singh (Whole-time Director). Key managerial personnel included Mr. Kartik Narayan Singh, Mr. Yugal Keshor Chaudhary (resigned 12th August, 2021), Mr. Manoj Sureka (appointed 12th August, 2021), Ms. Sreya Bose (resigned 30th November, 2021), and Mrs. Ritu Bhatter (appointed 10th March, 2022). Financial Performance and Dividends: The report showed a net sales income from operations of Rs. 3523.68 Lakhs for the year ended March 31, 2022, compared to Rs. 3140.42 Lakhs the previous year. The board recommended a dividend of Rs. 6 per share. The paid-up Equity Share Capital of the Company as on 31st March, 2022 was Rs. 80.00 Lacs. Production: Estate production was 13.20 Lacs kgs, 1.03 Lacs kgs more than the previous year. Total production, including purchased leaf, was 14.23 Lacs kgs. Corporate Governance: The company adheres to Corporate Governance Policies and has enclosed a separate report on corporate governance and a certificate from the Auditors. Corporate Social Responsibility (CSR) is considered important. However, section 135 of Companies Act, 2013 is presently not applicable. The board affirmed that applicable accounting standards had been followed. The company is committed to maintaining high standards of safety, health, and environmental protection. The company has a zero tolerance policy for sexual harassment at the workplace. The report of the Secretarial Audit is attached. The company duly complied with the applicable provisions of the Secretarial Standards issued by ICSI. Adequate insurance coverage was taken for the company's properties. Directors: Mr. Dhirendra Kumar will retire by rotation. Mr. Gaurav Gupta resigned on 1st April, 2022. Mr. Deepak Nagar was appointed as an Additional Independent Director. All Independent Directors have submitted disclosures meeting independence criteria. Mr. Yugal Keshor Chaudhury had resigned from the Post of Chief Financial Officer w.e.f 12th August, 2021 and Mr. Manoj Sureka has been appointed as Chief Financial Officer w.e.f 12th August, 2021. Ms. Sreya Bose had resigned from the post of Company Secretary & Compliance Officer w.e.f 30th November, 2021. Mrs. Ritu Bhatter has been appointed as Company Secretary & Compliance Officer w.e.f 10th March, 2022. The Company has a Vigil Mechanism/ Whistle Blower Policy. Board Evaluation: The company has a system of Formal Annual Evaluation of performance of Board, it's Committees & Individual Directors as per the size and operations of the Company. Remuneration Policy: The board has adopted a Remuneration Policy for identification, selection, appointment and payment of remuneration to Directors and Key Managerial Personnel (KMP). Equity Share Capital Breakup: 75% of the shares are held by Promoters, and 25% by the public. Auditors’ Report: The report included an annexure containing details on the matters specified in paragraphs 3 and 4 of the Order. The Statutory Auditors of the Company are M/s. JKVS & Co. The Notes on Financial Statements in the Auditors’ Report are self-explanatory. Financial Data: The financial data provided in the document is for the financial years ended March 31, 2021 and March 31, 2022 and includes metrics such as Net Sales Income From Operations, Depreciation & Amortisation Expenses, and Tax Expense (Net). The paid-up Equity Share Capital of the Company as on 31stMarch, 2022 was Rs. 80.00 Lacs comprising of 8,00,000 equity shares of Rs.10/- each. The Company has paid Listing Fees for the Financial Year 2021-2022 to The Calcutta Stock Exchange Limited, where its equity shares are listed.
Annual Report 2020-21 Summary for Scottish Assam (India) Limited: **Key Highlights:** * **Financial Performance:** For the financial year ended March 31, 2021, Scottish Assam (India) Limited reported a Net Sales Income From Operations of Rs. 3140.42 Lakhs. Total comprehensive income (after tax) was Rs. 1393.55 Lakhs. The Board recommends a dividend of Rs. 6/- per share. * **Production:** The company's own estate production was 12.17 Lakhs kgs, a 9.45% decrease from the previous year, attributed to COVID-19 protocols. Production from purchased leaf was 0.38 Lakhs kgs. * **Corporate Governance:** The report includes corporate governance compliance per SEBI regulations, accompanied by auditor's certificate. All Board members and Senior Management have affirmed compliance with the company's code of conduct. * **Risk Management:** The company has implemented a Risk Management Policy and identified various business risks with mitigating actions in place, with audit committee oversight. **Board of Directors & Key Personnel:** * **Board:** Lists the names of the Board of Directors, including Dhirendra Kumar, Shashi Kumar, Divya Jalan, Hemant Kumar Agrawal, Golam Momen, Ghanshyam Das Gupta, Gaurav Gupta, Naveen Bansal, and Kartik Narayan Singh * **Key Managerial Personnel:** Kartik Narayan Singh (Whole-time Director & General Manager), Yugal Keshor Chaudhary (Chief Financial Officer), Sreya Bose (Company Secretary & Compliance Officer). **Annual General Meeting (AGM) Details:** * The 44th AGM is scheduled for September 29, 2021, at 11:30 a.m. via video conferencing. The book closure period is from September 23, 2021, to September 29, 2021 (inclusive). * The notice outlines ordinary business, including adopting financial statements, declaring dividends, and appointing a director, as well as notes on remote e-voting, dividend taxation, and IEPF transfers. **Key Points from the Director's Report:** * **Transfer to General Reserve:** Rs. 1.00 crore is transferred to General Reserve. * **Corporate Social Responsibility (CSR):** The company considers CSR important but section 135 of Companies Act, 2013 is not presently applicable. * **Auditor's Responsibility Statement:** Directors confirm that the audited accounts comply with IND AS and the Companies Act, 2013, providing a true and fair view. * **Materiality:** The company has an impairment materiality loss of (416.26) for the Financial Year ended 2020-2021. * **Employee Particulars:** Details of employees' remuneration are attached as an annexure. * **Public Deposits:** The company hasn't accepted any public deposits. * **Investments:** The Company invested Rs. 1161.39 Lacs in Mutual Funds. * **Related Party Transactions:** Related party transactions are conducted at arm's length and are compliant with regulations, with prior approval of audit committee. * **Energy Conservation:** Disclosure of particulars regarding conservation of energy is included. * **Environment and Safety:** The company focuses on clean environment, safety, and has zero tolerance for sexual harassment, has an appropriate policy. * **Internal Audit:** M/s V. Singhi & Associates is the internal auditor. The report submitted by them is regularly reviewed and their findings are discussed with the process owners and suitable corrective action taken on an ongoing basis to improve efficiency in operations. * **Secretarial Audit:** Mr. Pravin Kumar Drolia of M/s. Drolia & Co. is the secretarial auditor. * **Number of Board Meetings:** 5 Board meetings were held. **Director-related Information:** * **Composition of Committees:** Audit Committee, Nomination & Remuneration Committee, Stakeholders Relationship Committee, Compliance Committee * **Board Evaluation:** The board has a framework for evaluating the board's performance and individual directors, stating their view that performance was adequate. * **Directors seeking re-appointment:** Mrs. Shashi Kumar will retire and is eligible for re-appointment. *Independent Directors must register with the databank of Independent Directors maintained with the Indian Institute of Corporate Affairs. *Whistle Blower: The Company has adopted a Whistle Blower Policy. **Other Disclosures:** * Extract of Annual Return is enclosed. * The company has a Code of Conduct for Directors and Senior Management and they all confirmed compliance. * Dividend Distribution Policy is available. * Information is disseminated through financial express and arthik lipi newspapers and website: www.scottishassam.com * Auditor's Compliance Certificate is annexed. **Financial Statements:** * The financial statements include the balance sheet, statement of profit & loss, cash flow statement, and statement of changes in equity. * The notes to financial statements provide detailed information on various aspects of the company's financial performance, accounting policies, share capital, reserves, borrowings, and other items. **Detailed Information:** * Details of Directors seeking appointment/re-appointment at the Annual General Meeting. * Details pertaining to remuneration as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. * The Information Under Section 134(3)(M) of the Companies Act, 2013 Read With Rule 8(3) of the Companies (Accounts) Rules, 2014 for the Year Ended 31st March, 2021 is Given Here Below and Forms Part of the Director's Report. **Disclaimer:** * Statements in the report regarding projections, estimates and expectations have been made in good faith and the actual results could differ. This summary captures the key information from the Scottish Assam (India) Limited Annual Report 2020-21.
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