Indian Wood Company Annual Report
Indian Wood Company Annual Report
Indian Wood Company Annual Report
To,
BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street
Mumbai — 400 001
Dear Sir/Madam
le III and
Pursuant to Regulation 30 read with Part A (Para A) of Schedu
Requirements)
Regulation 34(1) of the SEBI (Listing Obligation and Disclosure
Regulation, 2015, we are enclosing herewith a copy of Annual Report of the
Company for the Financial Year 2021-2022.
the
Please also note that the Company has completed electronic dispatch of
to
Annual Report 2022 of the Company on 26 August, 2022 through an e-mail
the members whose e-mail address are registered with the Compan y or
Depositories Participants as the case may be, and whose name appears as in
the register of members/beneficial owners as on O5th August 2022.
The same has also been uploaded on the website of the Company at
www.iwpkatha.com.
Thanking You.
Yours Faithfully,
For The Indian Wood P
GS
ho LS
Anup Gupta YS
Company Secretary & &
ACS36061
Enclosed: - As Above
THE INDIAN WOOD PRODUCTS
COMPANY LIMITED
ORDER NOW AT IWPSPICES.IN
Statutory Report
CORPORATE INFORMATION
Board of Directors
Bankonrs 1. Union Bank of India, Bareilly 2. DBS Bank India Ltd., Kolkata 3. CITI Bank, Kolkata
102ND
ANNUAL GENERAL MEETING
ON
MONDAY 26TH SEPTEMBER, 2022
THROUGH VIDEO CONFERENCE
OR
OTHER AUDIO VISUAL MEANS
(= In Lacs)
2 Profit Before Depreciation Interest & Tax 3491.02 3387.37 2080.09 1129.93 927.80
* Proposed
CONTENTS
From the Desk of Chairman 01
Board’s Report 03
Balance Sheet 68
During the year under review, the Company achieved a sales volume of 3443.88 MT Katha in FY 2022
compared to 3210.85 MT in FY 2020 -2021 during the turbulence time. However, the sales of Cutch (by-
product) increased from 802.08 MT in FY 2021 to 1236.33 MT in FY2022, thereby registering a growth
of 54.14%.
Spice Division: The IWP's Spices is now being the one of the most preferred spices and well recognized
by the customers in the markets it operates. Presently, IWP Spices are available in the State of Bihar
Uttar Pradesh, Assam, Delhi NCR. The IWP Spice’s demand is growing steadely, however the Company
is facing stiff competition from the established brands.
Spice Division is growing consistently, however, due to the initial period of brand awareness and with
various sales promotion activities, this division is still incurring losses. We are taking appropriate steps to
achieve breakeven in the upcoming quarters. The Covid-19 has impacted the growth in the spice segment
of the Company.
The operational and financial highlights are:
¢ = Achieved sales volume of 3443.88 MT Katha as compared to 3210.85 MT in FY 2021;
@ = Sales of Cutch (by-product) increased from 802.08 MT in FY 2021 to 1236.33 MT in FY 2022,
¢ = Spice Division recorded a turnover of Rs. 1230.29. lakhs in FY2022 as compared to Rs. 1283.46
lakhs in FY2021;
We firmly believe that employees are our biggest assets. Their safety and good health have been my top
priority during these tough times. We have continued with the safety initiatives placed during the first wave
of the pandemic for the well-being of our people. However, considering the significance of the physical
presence of employees in our operations, the work from home was discontinued with the relaxation in
government rules.
1 am hopeful of better operational and fmancial and operational performance of the Company in FY 2023. I
would like to thank our employees. We are also grateful to our customers, suppliers,partners, and of course
our shareholders for their support.
Krishna Kumar Mohta
Chairman & Managing Director
(DIN : 00702306)
BOARD'S REPORT
FY2022 represents the fiscal year 2021-22, from 1 April 2021 to 31 March 2022, and analogously for FY2021 and
previously such labelled years.
Dear Shareholders,
The Board of Directors are pleased to present the 102nd Annual Report of The Indian Wood Products Co. Ltd (IVWP/
the Company), together with Audited Financial Statements for the Financial Year ended 31st March 2022.
Standalone Consolidated
Particulars
FY2022 FY2021 FY2022 FY2021
Revenue From Operations 17789.63 15790.36 17789.63 15790.36
Profit Before Tax (PBT) (118.19) 50.77 (72.93) 226.23
Tax Expenses (14.46) 18.03 (14.46) 18.03
Profit After Tax (PAT) (103.73) 32.74 (58.47) 208.20
Earnings Per Share (0.16) 0.05 (0.09) 0.33
Equity Share Capital 1279.75 1279.75 1279.75 1279.75
Other Equity / Reserves And Surplus 34028 .25 34156.58 33845.37 33923 .88
challenges in terms of the increased cost of raw materials, Note No. 50 to the notes to the accounts.
production results and revenue growth during the FY2022.
8. ALTERATION OF MEMORANDUM AND
During the year under review, the Company has achieved ARTICLES OF ASSOCIATION
a sales volume of 3443.88 MT Katha in FY2022 as
During the FY2022, the Company had not altered any of
compared to 3210.85 MT in FY 2021 during the turbulence
its clauses in the Memorandum and Article of Association.
time. The sales of Cutch (by-product) increased from
802.08 MT in FY2021 to 1236.33 MT in FY2022, thereby 9. MATERIAL CHANGES AND COMMITMENTS
registering a growth of 54.14 %. AFFECTING THE FINANCIAL POSITION OF
THE COMPANY BETWEEN THE END OF THE
The Company has recorded a turnover of Rs 17789.63 FINANCIAL YEAR AND DATE OF THIS REPORT
Lakhs in FY2022, as compared with Rs.15790.36. Lakhs
in FY2021.IWP, with its focus and continuous monitoring Material changes and commitments affecting the financial
of the situation, has been able to achieve desired results position of the Company between the end of the financial
coupled with sustained production levels. The trend is year and the date of this report are given below:
likely to continue and we are hopeful to have a better The FY2022 was challenging year for the Company,
operational and financial performance with the revival of and with the second wave of Covid-19, the operations
the overall economy further FY2023. of the Company has witnessed significant challenges.
However, the Company has been able to control the
The Spice Division has recorded a turnover of Rs. 1,230.29
damages to a minimal level with the help of proactive
lakhs in FY2022 as compared to Rs. 1,283.46 lakhs in
measures and reactive safety measure in the workplace.
FY2021. Spice Division due to a higher focus on brand
The Company also adheres to the guidelines issued by
awareness and with more expenditure on retailer-level
the Central and State Governments from time to time to
schemes this division continues to incur cash losses. We
fight the Covid-19.
are taking aggressive steps to achieve better performance
by using specific Software with Al to expand our B to C Except as stated above there are no significant material
outreach and through online sales to retailers. changes and commitments affecting the financial position
of the Company, which have occurred between the end of
Our Company is committed to a clean environment and, the Financial Year of the Company to which the financial
thus, always thrives to ensure the best measures are statements relate and the date of this Report.
implanted to ensure environmental safety. The best of
environment, safety and pollution control measures are 10. HOLDING, SUBSIDIARIES, ASSOCIATES &
implemented across all our manufacturing units and JOINT VENTURE
the measures adopted are adequate. The management Your Company has no holding, subsidiary or associates’
continuously reviews the measures adopted and their company as on 31st March 2022.
efficiency to ensure environmental safety.
The Company has one (1) overseas joint venture namely
The operational performance and results are provided in M/s. Agro and Spice Trading Pte Limited, Singapore, as
the “Management Discussion and Analysis Report” as on 31st March 2022, which is engaged in the business
a separate section in this Annual Report. of trading of spices. PT Sumatra Resources International
& Pt. Thea Universal Trade are subsidiaries of the said
7. DETAILS OF SIGNIFICANT AND MATERIAL
joint venture M/s. Agro and Spice Trading Pte Limited.
ORDERS PASSED BY THE REGULATORS OR
PT Sumatra Resources International is incorporated and
COURTS OR TRIBUNALS
engaged in the business of manufacturing Catechins
No significant and material orders have been passed by from Gambier with the use of innovative technology.
the Regulators, Courts, or Tribunals impacting the going
Astatement containing the salient features of the financial
concern status of the Company and its operation in the
statement of the joint venture Company in the prescribed
future.
format AOC-1 is annexed herewith as “Annexure - 1”.
For further details on Indirect Tax Cases, please refer Further, pursuant to the provisions of Section 136 of the
CompaniesAct, 201 3, the standalone financial statements The Company has paid the Annual Listing Fees for
of the Company, consolidated financial statements FY2022-23.
along with relevant documents and separate audited
14. FIXED DEPOSITS
accounts in respect of the joint venture, are available
on the website of the Company at www.iwpkatha.com The Company has neither accepted nor renewed
under investors’ section. These documents will also be any deposits during the year under review. Further,
available for inspection till the date of the AGM during the Company does not have any outstanding amount
business hours at the Registered Office of the Company. qualified as a deposit as on 31st March 2022.
v) That the Directors had laid down internal financial Time Director of the Company designated as Executive
controls in the Company that are adequate and Director retired on 14th April 2021.He was relieved from
were operating effectively; and the post of Executive Director of the Company. The Board
places on record appreciation for the contribution made
vi) The Directors have devised proper systems to
by Mr. Krishna Kumar Damani during his tenure as an
ensure Compliance with the provisions of all
Executive Director. He was instrumental in supervising
applicable laws and that such systems are adequate
the operations of the Company.
and operating effectively.
A brief profile of Mr. Bharat Mohta is given in the Chapter
18. CORPORATE SOCIAL RESPONSIBILITY
on Corporate Governance and the Notice convening the
Your Company is conscious of its Social Responsibility and 102nd AGM for reference of the shareholders.
the environment in which it operates. Over the years, the
The criteria for selection of Directors and remuneration
Company aimed towards improving the lives of the people.
policy are disclosed in the Corporate Governance section
The Company's CSR policy covers activities in the field of which forms part of this Annual Report.
eradication of extreme hunger and poverty, promotion of
Pursuant to the provisions of Section 203 of the Act,the
education, promotion of gender equality, empowerment
Key Managerial Personnel of the Company as on 31st
of women, improvement of mental health, slum area
March 2022 are Mr. Anup Gupta, Company Secretary
development and rural development projects, employment
and Mr. Raj Kumar Agarwal, Executive Vice President
enhancing vocational skills, ensuring environmental
and Chief Financial Officer. There is no change in the
sustainability, animal welfare, sanitation including
KMPs during the year under review.
contribution to Swachh Bharat Kosh set up by the Central
Government, contribution to the Prime Ministers National 20. DECLARATIONS BY INDEPENDENT DIRECTORS
Relief Fund or any other project set up by the Central
In accordance with the provisions of Section 149(7)
Government.
of the Companies Act, 2013, each of the Independent
During FY2021-22, in compliance with Section 135 of the Directors has confirmed to the Company that he or
Act, an amount of Rs.24.42 Lakhs is required to be spent she meets the criteria of independence laid down in
by the Company on CSR activities. The Company has Section 149(6) of the Companies Act, 2013 read with
spent Rs.24.42 Lakhs as CSR activities towards Animal Regulation 16(1)(b) of the SEBI (Listing Obligations and
Welfare, Women Empowerment and Upliftment of People Disclosure Requirements), Regulations 2015 (the Listing
with disability through IWP CSR Trust. There is no unspent Regulations) as emended.
CSR amount as on 31st March 2022.
In the opinion of the Board, the independent directors
The CSR Policy may be accessed on the Company's on the Board of the Company are persons with integrity,
website at z:/Mwww.iwpkatha.com/files/IWP_CSR_ expertise and experience relevant to the operation of
Policy. pdf the Company and they all have qualified in the online
proficiency self-assessment test conducted by the
The Annual Report on CSR activities is annexed herewith
prescribed institute.
as Annexure - 2 and forms a part of this Annual Report.
In the opinion of the Board of Directors, all Independent
19. DIRECTORS AND KEY MANAGERIAL
Directors of the Company fulfills the conditions specified
PERSONNEL
in the Act and Rules made thereunder.
In accordance with the provisions of Section 152 of the
21. BOARD EVALUATION
Companies Act, 2013 and as per provisions of Articles
of Association of the Company Mr. Bharat Mohta Pursuant to the provisions of the Companies Act, 2013,
(DIN:00392090), Director of the Company, retire by Regulation 17(10) of the Listing Regulations and in
rotation and is eligible offer himself for re-appointment. line with our corporate governance guidelines, peer
evaluation of all Board members, annual performance
Mr. Krishna Kumar Damani (Din 01385252) Whole
The performance of the Committees was evaluated by the During the year under review, neither any application
Board after seeking inputs from the Committee Members was made nor any proceeding is pending against the
on the basis of the criteria such as the composition of Company under the Insolvency and Bankruptcy Code,
Committees, effectiveness of committee meetings, etc. 2016
The report on the performance evaluation of the Individual 26. MAINTENANCE OF COST RECORDS AND COST
Directors was reviewed by the Chairman of the Board AUDIT
and feedback was given to the Directors. During the year under review the requirement of
maintenance of cost records as specified by the Central
22. MEETING OF THE BOARD OF DIRECTORS
Government under sub-section (1) of section 148 of the
During the year under review, the Board met 5(Five) Companies Act, 2013, and audit of cost records were not
times. The details of the Board meetings are provided in applicable to the Company.
the Report on Corporate Governance, which forms a part
27. DETAILS OF DIFFERENCE BETWEEN AMOUNT
of this Annual Report.
OF THE VALUATION:
The intervening gap between two consecutive meetings
There was no one-time settlement by the Company with
was within the limit prescribed under the Companies Act,
the Banks or Financial Institutions during the year under
2013.
review, thus, the details of the difference between the
23. MEETING OF THE INDEPENDENT DIRECTORS amount of the valuation done at the time of one-time
settlement and the valuation done while taking a loan
During FY2021-22, one meeting of Independent
from the Banks or Financial Institutions along with the
Directors was held without the presence of the Executive
reasons thereof are not applicable.
Directors or Management Personnel on 18th March
2022. At such meeting, the Independent Directors have 28. VIGIL MECHANISM
discussed, among other matters, the challenges faced
To meet the requirement under Section 177(9) and (10)
by the Company, growth strategies, flow of information
of the Companies Act, 2013 and Regulation 22 of the
to the Board, strategy, leadership strengths, compliance,
Listing Regulations the Company has adopted a vigil
governance, HR related matters and performance of mechanism named Whistle Blower Policy for directors
Executive Directors. and employees to report genuine concerns, which shall
provide adequate safeguards against victimization of Companies Act, 2013 and Rules made thereunder,
persons who use such mechanism. Under this policy, the Company had appointed CS Md. Shahnawaz
we encourage our employees to report any reporting (Membership No. 21427 CP No. 15076), Practicing
of fraudulent financial or other information to the Company Secretary, to carry out the Secretarial Audit
stakeholders, any conduct that results in violation of the of the Company for the FY2022-23. The Secretarial
Company’s Code of Business Conduct, to management Audit Report submitted by him, for FY2021-22 is
(on an anonymous basis, if employees so desire). annexed herewith marked as Annexure — 3 to this
Report.
Likewise, under this policy, we have prohibited
discrimination, retaliation or harassment of any kind The Secretarial Audit Report does not contain any
against any employee who, based on the employee's qualification, reservation or adverse remark, and,
reasonable belief that such conduct or practice have therefore, does not call for any further comments.
occurred or are occurring, reports that information or 31. SECRETARIAL STANDARDS
participates in the said investigation.
During the year under review, the Company has duly
No individual in the Company has been denied access to complied with the applicable provisions of the Secretarial
the Audit Committee or its Chairman during the FY2021-22. Standards on Meetings of the Board of Directors (SS-1)
29. AUDITOR AND AUDITORS’ REPORT and General Meetings (SS-2) issued by The Institute of
Company Secretaries of India (ICSI).
The term of Our Statutory Auditors of the Company M/s.
Agrawal Tondon & Co, expiring in upcoming AGM i.e., 32. NOMINATIONS AND REMUNERATION
102nd AGM of the Company. Further M/s. S K Agrawal COMMITTEE
& Co Chartered Accountants LLP (Firm Registration The Board has on the recommendation of the Nomination
Number: 306033E), Suite Nos: 606-608, The Chambers, and Remuneration Committee framed a policy for the
opp. Gitanjali Stadium, 1865, Rajdanga Main Road, selection and appointment of Directors and Senior
Kasba, Kolkata- 700 107 has given their consent to act Management Personnel and their remuneration. The
as Statutory Auditor of the Company and has confirmed Remuneration Policy is available on the Website of the
that they are eligible for appointment if made, would be Company at www.iwpkatha.com.
within the prescribed limit under the Companies Act, 33. REMUNERATION RATIO OF THE DIRECTORS/
2013. for appointment as Statutory Auditor. KEY MANAGERIAL PERSONNEL (KMP)/
The Audit Committee and the Board of Directors EMPLOYEES
recommended the appointment of M/s. S K Agrawal Disclosures relating to remuneration and other details as
& Co Chartered Accountants LLP (Firm Registration required under section 197(12) of the Companies Act,
Number: 306033E) as Statutory Auditor in place of the 2013 read with rules 5(1) of the Companies (Appointment
retiring auditor M/s. Agrawal Tondon & Co, Chartered and Remuneration of Managerial Personnel) Rules,
Accountant (Firm Registration No. 329088E) as statutory 2014, is annexed herewith as ‘Annexure -4’ and forms
Auditors of the Company for a period of5 years i.e., from part of this Board’s report.
the conclusion of the 102nd AGM until the conclusion of
the 107th Annual General Meeting to be held in the year The particulars of Managerial remuneration as stated in
2027. section 197(12) of the Companies Act, 2013 read with
rules 5(2) and 5(3) of the Companies (Appointment and
The Statutory Audit Report does not contain any Remuneration of Managerial personnel) Rules, 2014, is
qualification reservation or adverse remark or disclaimer annexed herewith as ‘Annexure- 5’and forms part of this
made by Statutory Auditors. The notes to the accounts Board’s report
referred to in the Auditors’ Report are self-explanatory
and, therefore, do not call for any further comments. 34. RISK MANAGEMENT POLICY
Your Company's Risk Management Framework is
30. SECRETARIAL AUDIT REPORT
designed to enable risks to be identified, assessed
Pursuant to the provisions of Section 204 of the and mitigated appropriately. The Risk Management
framework seeks to create transparency, minimize seven years. Further, according to the Rules, the shares
adverse impact on the business objectives and enhance on which dividend has not been paid or claimed by the
the Company’s competitive advantage. shareholders for seven consecutive years are also to be
The Company has constituted a Risk Management transferred to the Demat account of the IEPF Authority.
Committee. The details of the Committee and its terms During the year, the Company has transferred the
of reference are set out in the Corporate Governance unclaimed and unpaid dividend of Rs.1,27,217/-. Further,
Report forming part of the Board’s Report. 16,525 corresponding equity shares on which dividend
were unclaimed for seven consecutive years were also
35. INSIDER TRADING POLICY
transferred as per the requirement of the IEPF Rules.
The Company’s Insider Trading Policy provides the The details are provided in the Shareholder Information
framework for in dealing with securities of the Company section available on our website, at www.iwpkatha.com.
by the insider. The Company's Policy in line with SEBI
40. PARTICULARS OF CONTRACTS OR
(Prohibition of Insider Trading) Regulations, 2015, as
ARRANGEMENT MADE WITH’ RELATED
amended, is available on the website of the Company at
PARTIES
www.iwpkatha.com
Pursuant to Section 134(3)(h) of the Companies Act,
36. EXTRACT OF ANNUAL RETURN
2013 read with Rule 8(2) of the Companies (Accounts)
Pursuant to Section 92(3) read with Section 134(3)(a) Rules, 2014, the particulars of contractual arrangement
of the Act, the Annual Return as on 31 March 2022 is with related parties referred to in section 188(1) of the
available on the Company's website at www.iwpkatha. Companies Act, 2013, in the prescribed Form AOC-2 is
com. appended as ‘Annexure — 6’ to the Board’s Report.
37. PARTICULARS OF LOANS, GUARANTEES OR The details of related party transaction are disclosed in
INVESTMENTS the notes to the financial statements.
The Company has notgiven any Loan or Guarantee covered Pursuant to SEBI Listing Regulations, the resolution for
under the provisions of Section 186 of the Companies Act, seeking approval of the shareholders on material-related
2013. The details of Investments are disclosed in the Note party transactions is being placed at the AGM.
No. 4 to the standalone financial statements, which are The policy on Related Party Transactions as approved
within the prescribed statutory limits. by the Board is uploaded on the Company’s website
38. CREDIT RATING www.iwpkatha.com
During the year under review, ICRA Limited (ICRA) 41. DISCLOSURES AS PER SEXUAL HARASSMENT
has affirmed the long-term Credit Rating of [ICRA] OF WOMEN AT WORKPLACE (PREVENTION,
BBB- (Negative) and a short-term rating of [ICRA] A3 PROHIBITION AND REDRESS) ACT, 2013
(pronounced ICRAA three). The Company has zero-tolerance for sexual harassment
39. TRANSFER OF UNPAID AND UNCLAIMED at the workplace and has adopted a policy on prevention,
AMOUNTS TO INVESTOR EDUCATION AND prohibition and redressal of sexual harassment at
PROTECTION FUND (IEPF) the workplace in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention,
Pursuant to the applicable provisions of the Companies Prohibition and Redressal) Act, 2013 and the rules framed
Act, 2013, read with the IEPF Authority (Accounting, thereunder. The Company has set up Internal Complaint
Audit, Transfer and Refund) Rules, 2016 (“the IEPF Committee (ICC) under the Sexual Harassment of
Rules’), all unpaid or unclaimed dividends are required to Women at Workplace (Prevention, Prohibition and
be transferred by the Company to the IEPF, established Redressal) Act, 2013 along with its relevant Rules.
by the Government of India, after the completion of
The Committee met once during the FY2022 on February A The Company does not have any scheme of
14, 2022 provision of money for the purchase of its own
shares by employees or by trustees for the benefit
There was no complaint pending at the beginning and
of employees.
at the end of FY2021-22. No complaints have been
received by the Committee during the FY2021-22. A No fraud has been reported by the Auditors to the
Audit Committee or the Board.
42. PARTICULARS OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE 45. ACKNOWLEDGEMENT
EARNINGS AND OUTGO. Your Directors take this opportunity to express their
Information in accordance with the provisions of Section sincere thanks to the Central Government and
134(3)(m) of the Companies Act, 2013 read with Rule 8 Governments of various states, Financial Institutions,
of the Companies (Accounts) Rules 2014 is given in the Bankers and Customers for their co-operation and
Annexure - 7 to this Report. assistance extended.
43. HUMAN RESOURCES The Directors regret the loss of lives due to COVID-19
pandemic and are deeply grateful and have immense
Our employees are our core resource and the Company respect for every person who risked his life and safety to
has continuously evolved policies to strengthen its fight this pandemic.
employee value proposition. Your Company was able
to attract and retain best talent in the market and the Your Directors also wish to express their deep
same can be felt in the past growth of the Company. appreciation for the integrity and hard work of all the
The Company is constantly working on providing the employees of the Company at all levels to cope-up the
best working environment to its Human Resources with challenging scenario and strive for the growth of our
a view to inculcate leadership, autonomy and towards Company.
this objective; your company makes all efforts on training. The Board also takes this opportunity to express their
Your Company shall always place all necessary emphasis deep gratitude for the continued co-operation and
on continuous development of its Human Resources. The support received from the shareholders.
belief “Great People create Great Organization” has been
at the core of the Company's approach to its people.
44. GENERAL
Your Directors state that no disclosure or reporting is
required in respect of the following matters as there were
no transactions on these items during the year under
review:
For and on behalf of the Board Directors of
A Issue of equity shares with differential rights as to The Indian Wood Products Co. Ltd.
dividend, voting or otherwise. K K Mohta
A Issue of shares (including sweat equity shares) to Kolkata Chairman & Managing Director
employees of the Company under any scheme. 30 May, 2022 Din No : 00702306
ANNEXURE - 1
Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Name of Associates/Joint Ventures M/s Agro and Spice Trading Pte Ltd, Singapore
Latest Audited Balance Sheet Date 31.03.2022
2. | Date on which the Associates or Joint Venture was 18th April, 2016
associated or acquired
3 | Shares of Associate/Joint Ventures held by the
company on the year end
i. No. of share 14,00,050 ordinary shares
ii. Amount of Investment in Associates/Joint Venture Rs. 9,31,86,353.65
ili. Extend of Holding% 50%
Description of how there is significant influence Through Shareholding
Reason why the associate/joint venture is not Not Applicable
consolidated
Net worth attributable to shareholding as per latest Rs. 8,72,23,421.84
audited Balance Sheet
Profit/Loss for the year
i. Considered in Consolidation Rs. 49,80,824.96
ii. Not Considered in Consolidation NIL
Above named Joint Venture are yet to commence operation - NIL
Names of joint ventures which have been liquidated or sold during the year: NIL
ANNEXURE -2
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
for the financial year 2021-22
[Pursuant to Section 135 of the Companies Act, 2013 as amended read with Notification issued by
the Ministry of Corporate Affairs dated the 22nd of January, 2021 & Rules made thereunder]
3. Web-link where the composition of CSR committee, CSR Policy and CSR projects approved by
the board are disclosed on the website of the company:
The web link of the Company where composition of CSR Committee, CSR Policy and CSR Project
approved by the Board are disclosed is http:/Awww.iwpkatha.com/csr_policy.pdf
4. Provide the details of impact assessment of CSR projects carried out in pursuance of Subrule
(3) of rule 8 of the companies (Corporate Social Responsibility Policy) rules, 2014, if applicable:
The Company at present is not required to carry out impact assessment in pursuance of sub-rule (3)
of Rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014.
5. Details of the amount available for set off in pursuance of sub rule (3) of Rule 7 of the companies
(Corporate Social Responsibility Policy) Rules, 2014 and amount required for setoff for the
financial year, if any:
Financial Year Amount available for set-off from Amount required to be set-off for
preceding financial years (in Rs) the financial year, if any (in Rs)
Prior to 2021-2022 Nil Nil
Total Nil Nil
7. (A) Two percent of average net profit of the Company as per Section 135(5):
The prescribed CSR expenditure @ 2% of the average net profits for the last three financial years
is Rs. 24.41 Lakhs.
(B) Surplus arising out of the CSR Projects or programmes or activities of the previous financial years
> NIL
(C) Amount required to be set off for the Financial Year, if any : NIL
(D) Total CSR obligation for the Financial Year (7a+7b-7c): Rs. 24.41 Lakhs
8. (A) CSR amount spent or unspent for the Financial Year 2021 - 2022: Rs. in Lakhs
Total Amount Total Amount Spent for the Financial Year 2021 — 2022
Spent for the Total Amount transferred to Amount transferred to any fund specified under
Financial Year Unspent CSR Account as per Schedule VII as per second proviso to section
2021 -2022 section 135(6). 135(5).
(Rs in lakhs) Amount Date of Name of the Amount Date of
(Rs. Lakhs) Transfer Fund transfer
Rs. 24.41 Lakhs - - - - -
(B) Details of csr amount spent against ongoing projects for the Financial Year 2021 - 2022:
(1) (2) (3) (4) (5) Location of (6) (7) (8) (9) (10) Mode (11)
Sr. | Name of | Item from | Local the Project Project |} Amount |} Amount | Amount | ofImple- | Mode of Imple-
No | Project | the listof | area Duration} allocated} spent | Transferred | mentation mentation -
activities | (Yes/No) for the in the tothe Un- | (Yes No) | Through Imple-
in Sched- project | current | spentCSR menting Agency
ule VIl to (Rs. in | financial | Account for
the Act State | District Lakhs) | Year (Rs. | the project Name | CSR
in Lakhs) | as per Sec- Regis-
tion 135(6) tration
(Rs. Lakhs) Number
(C) Details of CSR amount spent against other than ongoing projects for the Financial Year 2021- 2022:
(1) (2) (3) (4) (5) Location of the |(8) Amount] (10) Mode of (11)
Sr. Name of Project Item from the | Local area Project spentin |Implementa-| Mode of Implementation
No list of activities} (Yes/No) the currentition (Yes/No)| - Through Implementing
in Schedule VII financial Agency
to the Act Year (Rs.
in Lakhs)
State | District Name | CSR Registra-
tion Number
1 |Contribution towards cow] Environmental | In U.P Uttar | Bareilly 9.98 Through =| IWP CSR| CSRO00011873
fodder Sustainability | Bareilly | Pradesh Lakhs |Implementing] Trust
Agency
2 |Upliftment of people with livelihood | In Haryana | Haryana | Gurgaon] 14.43 Through =| IWP CSR| CSRO00011873
disability enhancement | Gurgaon Lakhs |Implementing] Trust
projects Agency
24.41
Total Lakhs
1 Two percent of average net profit of the company as per Section 135(5) 24.41
(9) (A) Details of unspent CSR amount for the preceding three Financial Years:
Sr | Preceding | Amount transferred Amount spent Amount transferred to any fund specified under Amount remaining
No | Financial to Unspent CSR in the reporting Schedule VIl as per Section 135(6), if any. to be spent in
Year Account under Financial Year (in | Name of the Amount Date of Transfer succeeding
section 135 (6) (in Rs) Fund (in Rs.) financial year
Rs)
1 2020-21 Nil Nil Nil Nil Nil Nil
(B) Details of CSR amount spent in the Financial Year for ongoing projects of the preceeding Financial
Year (s):
(10) In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or
acquired through CSR spent in the financial year (asset wise details):
Nil
(11) Specify the reason(s), if the company has failed to spend two percent of the average net profit as per
section 135(5) —
Not applicable
ANNEXURE - 3
by the Ministry of Corporate Affairs and Securities and India (Substantial Acquisition of Shares and
Exchange Board of India warranted due to the spread Takeovers) Regulations, 2011;
of the COVID-19 pandemic, | hereby report that in my (b) The Securities and Exchange Board of India
opinion, the Company has, during the audit period (Prohibition of Insider Trading) Regulations,
covering the financial year ended on 31st March 2022 2015;
(‘Audit Period’) complied with the statutory provisions (c) The Securities and Exchange Board of India
listed hereunder and also that the Company has proper (Issue of Capital and Disclosure Requirements)
Board-processes and compliance-mechanism in place Regulations, 2018 — No events / actions
occurred during the Audit Period in pursuance | have also examined compliance with the applicable
of this regulation; clauses of the Secretarial Standards issued by The
(d) The Securities and Exchange Board of India Institute of Company Secretaries of India.
(Share Based Employee Benefits) Regulations, | have relied on the representation made by the Company
2014 — No events / actions occurred during the and its Officers for systems and mechanism formed by
Audit Period in pursuance of this regulation; the Company for compliances under other applicable
(e) The Securities and Exchange Board of Acts, Laws and Regulations to the Company.
India (Issue and Listing of Debt Securities) During the period under review, the Company has
Regulations, 2008 — No events / actions complied with the provisions of the Act, Rules,
occurred during the Audit Period in pursuance Regulations, Guidelines, Standards, etc. mentioned
of this regulation; above.
(f) The Securities and Exchange Board of India | further report that:
(Registrars to an Issue and Share Transfer @ The Board of Directors of the Company is duly
Agents) Regulations, 1993 regarding the constituted with proper balance of Executive
Companies Act and dealing with client; Directors, Non-Executive Directors and Independent
(g) The Securities and Exchange Board of India Directors including a Woman Director. The changes
(Delisting of Equity Shares) Regulations, 2009 in the composition of the Board of Directors that took
— No events / actions occurred during the Audit place during the period under review were carried
Period in pursuance of this regulation; out in compliance with the provisions of the Act.
(h) The Securities and Exchange Board of India @ Adequate notice is given to all directors for the Board
(Buyback of Securities) Regulations, 1998 — Meetings, including Committees thereof, along with
No events / actions occurred during the Audit agenda and detailed notes on agenda at least seven
Period in pursuance of this regulation;; and days in advance, and a system exists for seeking
(i) The Securities and Exchange Board of and obtaining further information and clarifications
India (Listing Obligations and Disclosure on the agenda items before the meeting and for
a. Water (Prevention and Control of Pollution) Meetings are carried out unanimously and recorded
Act, 1974 and Air (Prevention and Control of in the minutes of the meetings of the Board of
c. Food Safety and Standards Act, 2006; and | further report that the compliance by the Company of
applicable financial laws such as direct and indirect tax
d. Boiler Act 1923 & Indian Boiler Regulation,
laws and maintenance of financial records and books
1950
of accounts have not been reviewed in this audit since b. Mr. Krishna Kumar Mohta (DIN: 00702306) as
the same have been subject to review by the statutory Managing Director and
financial auditors, tax auditors and other designated
c. Mr. Bharat Mohta as Wholetime Director of the
professionals.
Company.
| further report that as per the explanations given to me 2. Mr K.K. Damani (DIN: 01385252) retired and
and the representation made by the Management and submitted his resignation from the post of Executive
relied upon by me, there are adequate systems and Director of the Company w.e.f April 15, 2022.
processes in the Company commensurate with the size
and operations of the Company to monitor and ensure
compliance with applicable laws, rules, regulations and
guidelines.
M Shahnawaz & Associates
| further report that during the audit period, there were Company Secretaries
following specific events / actions having a major bearing Firm Regn. No. $2015WB331500
on Company’s affairs in pursuance of the above-referred
CS Md. Shahnawaz
laws, rules, regulations, guidelines, standards, etc.: (Proprietor)
Membership No.: 21427
1. The shareholders of the Company at their AGM
CP No.: 15076
held on September 28, 2021, have approved
UDIN: A021427C0000550813
reappointment of:
Note: This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part
of this report.
ANNEXURE-A
To,
The Members
THE INDIAN WOOD PRODUCTS CO LTD
CIN:L20101VWWB1919PLC003557
9 Brabourne Road, 7th floor,
Kolkata—700001
My report of even date is to be read along with this letter. 5. The compliance of the provisions of Corporate and
other applicable laws, rules, regulations, standards
1. Maintenance of secretarial record is the
is the responsibility of management. My examination
responsibility of the management of the company.
was limited to the verification of procedures on test
My responsibility is to express an opinion on these
basis.
secretarial records based on our audit.
6. The Secretarial Audit report is neither an assurance
| have followed the audit practices and processes
as to the future viability of the company nor of the
as were appropriate to obtain reasonable assurance
efficacy or effectiveness with which the management
about the correctness of the contents of the
has conducted the affairs of the company.
Secretarial records. The verification was done on
test basis to ensure that correct facts are reflected M Shahnawaz & Associates
in secretarial records. | believe that the processes Company Secretaries
and practices, | followed provide a reasonable basis Firm Regn. No: $2015WB331500
for our opinion.
CS Md. Shahnawaz
| have not verified the correctness and
(Proprietor)
appropriateness of financial records and Books of
Membership No.: 21427
Accounts of the Company.
CP No.: 15076
Wherever required, | have obtained the Management UDIN: A021 4270000550813
representation about the compliance of laws, rules
and regulations and happening of events etc. Kolkata
30 May 2022
CS Md. Shahnawaz
(Proprietor)
ACS No. 21427
C.P. No: 15076
UDIN: A021 427C000550758
Kolkata, 30 May, 2022
ANNEXURE- 4
INFORMATION PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5(1) OF
THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
(i) The ratio of the remuneration of each Executive Director to the median remuneration of the employees
of the Company for the financial year 2021-22
(ii) he percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer,
Company Secretary or Manager, if any, in the financial year
(iii) Percentage increase in the median remuneration of all employees in the financial year 2021-22:
The median remuneration of employees increased by 21% in the financial year 2021-22.
(iv) Number of permanent employees on the rolls of the Company as on 31st March, 2022:
There were 343 permanent employees on the rolls of the Company as on 31st March 2022.
(v) Comparison of average percentage increase in salary of employees other than Key Managerial Personnel
and the percentage increase in the remuneration paid to Key Managerial Personnel.
The average percentage increase of non-managerial employees other than Whole Time Director for FY 2021-22
was 21% as compared to last FY 2020-21. The average increase in the Managerial Remuneration during the FY
2021-22 is 6.27%. The Median Salary taken in 2021-22 is Rs. 522765 (Number of Employees 343) compare to
Median Salary taken for the previous year was Rs. 432481 (Number of Employees 367).
(vi) Affirmation that the remuneration is as per the Notification and Remuneration Policy of the Company:
It is hereby affirmed that the remuneration paid to all the Director, KMP, Senior Managerial Personnel and all
other employees of the Company during the financial year ended 31st March 2022 were as per the Nomination
and Remuneration Policy of the Company.
For and on behalf of Board of Directors of
The Indian Wood Products Co. Ltd.
ANNEXURE- 5
Top 10 Employees including those Employed throughout the financial year under review and were in
receipt of remuneration aggregating not less than Rs. 1, 02, 00,000 per annum
Sr Name Designation Nature of Qualification Age Date of | Remuneration The Last The
No. Employement} andExperience | (Years) |Commenceof| received | employementheld | Percentage of
Whether of the Employee Employement (Rs. in Lakhs) | before joining the | equity share
Contractual or} including previous Company held
Otherwise employement
1. | Bharat Mohta Whole Time | Contractual Bachelor of 47 | 30.10.2005 | 103.71 AEW Ltd. 11.94
Director Commerce
and Chief from Kolkata
Executive University
Officer and Business
Diploma from
ICFAI, 28 Years
4. |Krishna Kumar Principal | Contractual | B. Tech (Hons) 73° | 15.04.1998} 37.91 BEC Food Ltd. NA
Damani Advisor - Chem. Engg. ,51
Technical & Years
Strategy
5. |Ravi Chandak AGM Permanent | C.A.&M.B.A., 54 | 10.03.1998 26.76 Orient Fans Ltd. NA
(Commercial) 28 Years
6. |Raj Kumar Agarwal EVP Permanent | B.Com & LLB, 68 | 31.07.1982 21.75 AEW Ltd. NA
cum 50 Years
CFO
7. {Anil Kumar Agarwal | Sr. Manager | Permanent | Diploma inElect.| 65 | 18.10.1984 19.15 Camphor & Allied NA
Production Engg. , 45 Years Products Ltd.
Sr Name Designation Nature of Qualification Age Dateof | Remuneration The Last The
No. Employement} and Experience | (Years) |Commence of| received | employementheld | Percentage of
Whether of the Employee Employement| (Rs. in Lakhs) ) before joining the | equity share
Contractual or| including previous Company held
Otherwise employement
8. |Anand Kumar Rai | AGM (HR& | Permanent |M.A. (Social Work); 46 | 07.05.2012 19.10 MJP Rohailkhand NA
Admin) ,PHD & LLB, 23 University
Years
9. |Ram Kumar Binani Sr. Permanent | M.Com, 30 Years} 55 | 21.07.1993 17.07 Kothari Trading NA
Commercial & Investment Co.
Manager Pvt. Ltd
10. |Jagdish Chandra |Sr. Manager| Permanent|B.S.C &M.S.C.,| 55 |30.07.1999) 16.51 Mahesh Udyog NA
Tiwari Production 31 Years (BDM)
Notes :
1. None of the employees employed for part of the Financial Year 2021-2022, who is in receipt of remuneration in
excess of the prescribed limit.
2. Except for Mr. Krishna Kumar Mohta & Mr. Bharat Mohta, none of the employees mentioned above are related
to any of the Directors of the Company.
All appointments are terminable by notice on either side.
Remuneration includes salary, bonus, commission, various allowances, performances incentive, contribution to
provident and superannuation fundand taxable value of perquisites but excludes provision for gratuity and leave
encashment.
5. The term of Service of Mr. Krishna Kumar Mohta and Bharat Mohta are governed by the Special Resolution,
passed by the Shareholders of the Company dated September 28, 2021.
ANNEXURE
- 6
FORM NO. AOC —- 2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the
Companies(Accounts) Rules, 2014.
Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred
to in sub section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third
proviso thereto.
1. Details of contracts or arrangements or transactions not at Arm’s length basis.
SI. No. Particulars Details
A Name(s) of the related party & Nature of relationship NIL
B Nature of Contracts/arrangements/transaction NIL
Cc Duration of the Contract/arrangement/transaction NIL
D Salient terms of the contracts or arrangement or transaction including the value, if any NIL
E Justification for entering into such contracts or arrangements or transactions NIL
F Date of approval by the Board NIL
G Amount paid as advance if any NIL
H Date on which the special resolution was passed in General Meeting as required under NIL
first proviso to section 188
A Name(s) of the related party & Agro and Spice Pt Sumatra Resources Pt. Thea Universal
Nature of relationship Trading Pte Ltd International Subsidiary Trade
Joint Venture of Joint Venture Subsidiary of Joint
Company Company Venture Company
B Nature of contracts/ Purchase of Raw Purchase of Raw Purchase of Raw
arrangements/transaction material material material
Cc Duration of the contracts/ Ongoing Ongoing Ongoing
arrangements/transaction
D Salient terms of the contracts/ On Arm’s Length On Arm’s Length Basis On Arm’s Length
arrangements/transaction Basis Basis
E Date of approval by the Board 30th June 2021 30th June 2021 30th June 2021
F Amount paid as advance, if any NIL NIL NIL
Annexure — 7
K K Mohta
Kolkata Chairman & Managing Director
30 May, 2022 DIN - 00702306
the economy, as reflected in the significant rise in core increase in capital expenditure on infrastructure to build
inflation in many economies as well. back medium-term demand as well as aggressively
Major commodity prices, January 20128 to March 2022
implemented supply-side measures to prepare the
Index, 20192100
economy for a sustained long-term expansion.
Onset of COVID-19
pandemic
ores and Onset of
nor-preeious mrvetals wir in Ukraine The Indian economy grew 8.7 per cent in 2021-22, with
the gross domestic product (GDP) expanding 4.1% in
the March quarter from a year ago. The GDP growth for
2021-22 takes the economy above its pre-pandemic level
and is an improvement after contracting 6.6% in 2020-
21. But the January-March quarter expansion was the
weakest in the previous fiscal year. It is lesser than the
Rising inflation is posing an additional challenge to an
5.4% growth seen during the December quarter of 2021 -
inclusive recovery as it disproportionally affects low-
22. Incidentally, the economic growth during the entire
income households that spend a much larger share of
fiscal of 2021-22 has gradually spiralled downwards with
their income on food items. The decline in real incomes
each quarter.
is particularly pronounced in developing countries,
where poverty is more prevalent, wage growth remains In the first quarter of 2021-22, the economic growth had
constrained, and fiscal support measures to alleviate the been a stupendous 20.1%, which however was mainly
impact of higher oil and food prices on the vulnerable due to the low base effect. In the second quarter it was
groups are more limited. Surging food inflation is 8.4%, while it was 5.4% in third quarter. Now for the fourth
worsening food insecurity and pushing many below the quarter it has slid down to 4.1%. The GDP for 2021-22
poverty line as developing countries are still struggling though is lesser than the 8.9% growth estimated by the
with economic shocks from the pandemic. Ministry of Statistics and Programme Implementation
(MoSPI), which releases the GDP data. The 8.7% growth
Glebal annual inflation, 2010-2022
rea
Percentage also falls way short of the Reserve Bank of India’s (RBI)
estimation of 9.5% of GDP growth for 2021-22. Even the
March quarter growth of 4.1% is much lesser than RBI’s
projection for the period, which was estimated to be at
Averages@ world inflation 6.1%.
7010-7070 is 7.9%.
numerous sectors, simplification of processes, removal tree such as Acacia Sundra, Acacia Catechuoides and
of legacy issues like ‘retrospective tax’, privatization and Acacia Catechu. Manufacture of Kattha is an important
production-linked incentives, higher rural income, and forest based industry.
the boost from pent-up household savings in addition It has medicinal values as well and is used in ayurvedic
to continued emphasis on infrastructure spending by medicines. It cures itching, indigestion, bronchitis and is
the government. Vaccination has played an important effective in treatment of leprosy, ulcers, boils, piles, and
role in minimizing loss of lives, boosting confidence in throat diseases etc. It’s by-product cutch has various
the economy towards the resumption of activity and industrial applications. It is one of the important sources
containing the sequential decline in output due to the of vegetable tanning material used extensively as an
second wave. Government CAPEX is budgeted to grow additive to the drilling mud used for oil drilling and for
to 2.9% of GDP in FY 2022-23 the highest in nearly two preservation of sailing rods, fishing nets, mail bags etc.
decades. Private corporate investment is also expected Both the products are versatile with varied applications.
to pick up in the second half of the year with improvement The process of Katha making is a long and arduous
in demand leading to increased manufacturing sector process, which takes up to 45 days. Each step in the
capacity utilization and rollout of the Production-Linked production process is closely monitored and proper
Incentive Scheme climatic conditions are maintained for optimum colour
India has also been witnessing significant inflationary and quality. Katha (Catechu) is one of the principal
ingredients used in the preparation of PAAN from betel
pressures similar to the global economy. The outlook
leaves, for chewing purposes when, in combination with
stands to be impacted given sustained inflation pressures
lime, it gives the characteristic red coloration. With the
in the next few quarters including the impact of Russia —
advent of Paan-Masala and its ever-growing popularity
Ukraine conflict, quicker tightening of financial conditions
among masses, the usages of katha have increased
with RBI’s rate hikes, high oil prices impacting current
multi folds during the last 4 decades.
account balance and fiscal deficit and subsequent
Covid-19 outbreaks. However the Indian economy is The overall size of the Katha Industries (B to B) is about
well prepared for any challenges that it might face in FY 2000 crores p.a. with the organized segment being
approx. 30%. It has also been estimated that the (B to C)
2022-23.
Katha market is approx. 2500 crores per annum, which
Indian Katha Industry is mainly consumption in Paan etc The demand of quality
In India chewing paan is quite popular. This habit is Katha is growing significantly. Our Company continues
predominantly followed in eastern India like Assam, Vest to be the leading player in Katha Industries
Bengal, Bihar, Orissa., Andhra Pradesh, Tamil Nadu, Indian Spice Industry
Karnataka and Maharashtra. In other words paan is
Since Historic times, India has been a front-runner in the
consumed in nearly all parts of the country. Katha is one
race for export of spices. A spice is a seed, fruit, root,
of the essential ingredients in the preparation of paan.
bark, or other plant substance primarily used for flavoring
The root of usages of Katha in India goes back to ancient
or coloring food. Spices are distinguished from herbs,
time. Katha was in use even before Morya Dynasty as
which are the leaves, flowers, or stems of plants used
Ayurvedic medicine. However, initial the manufacturing
for flavouring or as a garnish. Indian spices include a
of Katha was carried by unorganized sector. and it is a
variety of spices grown across the Indian subcontinent
mass consumption item. Katha and cutch are extracted
(a sub-region of South Asia). With different climates in
from wood of Khair tree. These trees with their botanical
different parts of the country, India produces a variety
name as Acacia are found in abundance in the forests
of spices, many of which are native to the subcontinent.
of Uttar Pradesh, Bihar, Rajasthan, Gujarat, Himachal
Others were imported from similar climates and have
Pradesh and Nepal. There are different varieties of this
since been cultivated locally for centuries. Pepper, It is a fact that industry of spice in India is divided. The
turmeric, cardamom, and cumin are some examples of largest spices-producing states in India are Madhya
Indian spices. A whole dried spice has the longest shelf Pradesh, Rajasthan, Gujarat, Andhra Pradesh,
life, so itcan be purchased and stored in larger amounts, Telangana, Karnataka, Maharashtra, Assam, Orissa,
making it cheaper on a per-serving basis. A fresh spice, Uttar Pradesh, West Bengal, Tamil Nadu and Kerala.
such as ginger, is usually more flavorful than its dried
Nem wite contribution to total production quantity im 2020-24
form, but fresh spices are more expensive and have
a much shorter shelf life. Some spices are not always
available either fresh or whole, for example turmeric, and
often must be purchased in ground form. Small seeds,
such as fennel and mustard seeds, are often used both
whole and in powder form.
Spices are used in different forms: whole, chopped, 10%
ground, roasted, sautéed, fried, and as a topping. They
= Chilli = Cumin =Tunnerix = Ginger = Coriander = Others
blend food to extract the nutrients and bind them in a
palatable form. Some spices are added at the end asa Source: Spicos Board of Incia
flavouring
The production of spices is huge and the farming and
India is the world’s largest spice producer. It is also the
small farms continue to play an important role in near
largest consumer and exporter of spices. The overall
future. These farms are usually owned by private Indian
production of different types of spices has been growing
Spices Traders and now by companies. The growing
rapidly over the last few years. Production in 2020-21
ambition and passion of local Indian companies to
stood at 10.7 million tonnes growing at an 8% CAGR
introduce fresh products has led to new revolutions in the
since 2014-15.
market. In order to meet this demand, various brands are
eet eC tS] looking towards other countries like Vietnam and China
to secure supplies. Sensing the increased profits from
export market, the MNCs are also trying to partner with
Indian companies with a purpose of meeting the global
demands of Indian spices.
The Indian spice market is largely unorganized and the
branded segment makes up about 15%. The branded
2020-21 market is dominated by players such as MTR, Catch,
Everest, Ramdev etc. Recently, Tata Chemicals has
Source: Spicom Hoard India launched its spices brand Tata Sampann Spices. The old
culture of buying loose spices and grinding them in old-
India produces about 75 of the 109 varieties listed by fashioned equipment called “Chakki’ is still dominant,
the International Organization for Standardization (ISO). But its reducing Year on Year which opens up the market
The most produced and exported spices are pepper, to organized players .
cardamom, chilli, ginger, turmeric, coriander, cumin, India is the largest exporter of spice and spice items.
celery, fennel, fenugreek, garlic, nutmeg & mace, curry For the year 2020-21, the country exported spices worth
powder, spice oils and oleoresins. Out of these spices, US$ 4.18 billion, a 34% increase from the year 2019-20.
chilli, cumin, turmeric, ginger and coriander make up The five-year CAGR of India’s spice export was 12%.
about 76% of the total production. In February 2022, the exports of spices from India
increased by 7.3% to US$ 291.17 million from US$ 271.4 organization has adopted stringent quality control tests
million in January 2022. In 2020-21, India exported 1.76 from intermediate stages of input of raw materials till
million tonnes of spices. This was a 46% increase from output of finished products. To achieve this, we have
2019-20 exports of 1.21 million tonnes. From 2016-17 to qualified team of 20 engineers & chemists who monitor
2020-21, the total exported quantity from India grew at a the operation and the quality.
CAGR of 17%.
We are well equipped with laboratory facilities and
For FY21, total volumes of chilli, cumin, turmeric and modern equipments such as HPTLC, GLC, Polarimeters,
ginger exports were 0.65, 0.3, 0.18 and 0.15 million TLC, Spectrophotometer, Moisture meter, Hygroscopes
tonnes. besides Kjeldahl extractor etc.
This initiative by the Spices Board of India aims to The Company also owns a research lab having plant &
support the exporter to adopt high tech processing equipments for Pilot Plant scale research for improving
technologies and upgrade the existing level of technology quality & research.
for the development of industry and to meet the changing
During the year under review, the Company has achieved
food safety standards of the importing countries. The
a sales volume of 3443.88 MT Katha in FY2022 as
initiative provides benefits of infrastructure development,
compared to 3210.85 MT in FY 2020 -2021 during the
promotion of Indian spice brands abroad, setting up
turbulence time. However the sales of Cutch (by-product)
infrastructure in the major spice growing centres,
increased from 802.08 MT in FY2021 to 1236.33 MT in
promotion of organic spices and special programmes for
FY2022, thereby registering a growth of 54.14%.
north-eastern entrepreneurs.
The Company has recorded a turnover of Rs 17789.63
Operations
Lakhs in FY2022, as compared with Rs. 15790.36 Lakhs
Katha in FY2021. IWP, with its focus and continuous monitoring
of the situation, has been able to achieve desired results
Our company is a strong player in the organized section
coupled with sustained production levels. The trend is
of Katha Industry in India with a market share of scenario.
likely to continue and we are hopeful to have a better
35~38%. Post launch of GST and E-Weay bill, the market
operational and financial performance with the revival of
share of the unorganized sector was expected to shrink
the overall economy during the further FY 2022-2023.
drastically, but unfortunately, still rampant tax evasion
continues, but fortunately the Govt is taking proactive Spices
steps. We remain hopeful in the coming financial year
India has always been known as the land of spices.
the implementation would improve. We also expect to
Given its culinary history and diversity, spices and
add new customers in comming year in view of the new
herbs are an integral part of our culture, tradition, and
plant in J&K now in operations.
health practices. To continue this legacy of spices, IVWP
During the year as already mentioned above and changes spices came into existence intending to provide pure,
in the prices of Raw Material increased significantly as authentic, and yet affordable spices in India. Initially,
against finished goods products i.e. Katha which effects we began to manufacture Haldi, Dhaniya, and Mirchi
in the profit of the Company powder. But, looking at the popularity and patronization
of our products, we also introduced an array of blended
The Catechin extraction unit set up in Indonesia
spices too. IVWWP Spices are now available in the states
through our Joint Venture Company in Singapore is fully
of Bihar Uttar Pradesh, Assam, and Delhi NCR. The
operational and Catechin extraction is imported in India
IWP Spice’s demand is growing steadily, today we
and used in the production of the Katha.
have over 29 variants of spices and blends, packaged
Achieving ultimate customer satisfaction is the prime in over 90 packaging options, to suit the requirements
outlook of the Company. To materialize this, the of every customer, however, the Company is facing stiff
e Strong demand for the small packet spices in the Sales and Other 17789.63| 15,790.36] 19,491.15
mass consumption segment customers with lower Income
disposable income
Earnings before 927.80} 1,129.60] 2,080.09
Threats:
interest, tax,
e Impact of Covid-19 Pandemic depreciation and
e@ Growing competition from the other similar amortisation
manufacturers in informal sector
Profit before Tax (118.19) 50.77| 1,047.64
Changes in Government Policy
Profit after Tax (103.73) 32.74 758.98
Strong presence of large branded _ spices
manufacturers EPS (0.16) 0.05 1.19
However on consolidated basis, revenue from role definitions, inter alia, are aimed at ensuring
operations for FY2022 at Rs 17789.63 Lakhs. Profit after formulation of appropriate risk management policies
tax (“PAT”) for the year was Rs. (58.47) Lakhs. and procedures, their effective implementation,
independent monitoring and reporting by internal
Risks and Concern
audit.
Risk and its Management: Risk accompanies prospects.
e Appropriate structures are in place to proactively
As a responsible corporate, it is the endeavor of the
monitor and manage the inherent risks in businesses
management to minimize the risks inherent in the
with proper risk profiling.
business with the view to maximize returns from
business situations. @ Wherever possible and necessary, appropriate
insurance cover is taken for financial risk mitigation.
The architecture: At the heart of the Company’s risk
Confirmation of compliance with applicable statutory
mitigation strategy is a comprehensive and integrated
requirements are obtained from the respective unit/
risk management framework that comprises prudential
divisions and subjected to an elaborate verification
norms, structured reporting and control. This approach
process.
ensures that the risk management discipline is centrally
initiated by the senior management but prudently e@ Quarterly reports on statutory compliances, duly
decentralized across the organization, percolating to certified, are submitted to the Audit Committee as
managers at various organizational levels helping them well as the Board of Directors for review.
mitigate risks at the transactional level. e Status of Demand/Notices on the Company, under
The discipline: The Company has clearly identified and various Acts and Rules, as well as status of litigations
segregated its risks into separate components, namely are reported to the Board of Directors every quarter.
operational, financial, strategic and growth execution. Internal Control Systems
All the identified risks are inter-linked with the Annual
The Company has both external and internal audit
Business Plans of the Company, so as to facilitate
systems in place. Auditors have access to all records
Company-wide reviews.
and information of the Company. The Board recognizes
The review: A Risk Management Committee of the Board the work of the auditors as an independent check on
of Directors, comprising Board Members, has been the information received from the management on the
constituted to review periodically updates on identified operations and performance of the Company. The Board
risks, implementation of mitigation plans and adequacy and the management periodically review the findings and
thereof, identification of new risk areas etc. recommendations of the statutory and internal auditors
The Board of Directors also reviews the Risk and takes corrective actions whenever necessary.
identification process and mitigation plans regularly. A The Company maintains a system of internal controls
senior executive has been entrusted at all the levels of designed to provide reasonable assurance regarding:
business operation in the Company whose role is not
e Effectiveness and efficiency of operations.
only to identify the Risk but also to educate about the
identified risk and to develop Risk Management culture e Adequacy of safeguards for assets.
within the business. e Reliability of financial controls.
Keycountermeasures: The Company hasinstitutionalized @ Compliance with applicable laws and regulations.
certain risk mitigation procedures outline as under:
Corporate Social Responsibility
e Roles and responsibilities of the various entities in
Company’s CSR policy covers activities in the field of
relation to risk management have been clearly laid
eradication of extreme hunger and poverty, promotion of
down. A range of responsibilities, from the strategic
education, promotion of gender equality, empowerment
to the operational, is specified therein. These
The Company has created a trust in the name of IVWWP Operating Profit Margin (%) 4.66% 3.05%
CSR Trust for undertaking CSR activities for and on Net Profit Margin (%) 0.21% | (0.58) %
behalf of the Company.
Return on Net worth 0.09% | (0.29) %
During FY2021-22, in compliance with Section 135 of
Current Ratio (times) 1.43 1.43
the Act, an amount of Rs.24.42 Lakhs is required to be
spent by the Company on CSR activities. The Company Debtors Turnover (times) 3.37 3.80
has spent Rs.24.42 Lakhs as CSR activities towards Debt-equity (times) 0.49 0.52
Animal Welfare, Women Empowerment and Upliftment
Interest Coverage Ratio 1.07 0.82
of People with disability through IWP CSR Trust. There
(times)
are no unspent CSR amount as on 31st March 2022.
Human Resources and Industrial Relations Cautionary Statement
Our employees are our core resource and the Company Statements in this Management Discussion and Analysis
has continuously evolved policies to strengthen its report detailing the Company's objectives, projections,
employee value proposition. Your Company was able estimates, expectations or predictions may be “forward-
to attract and retain best talent in the market and the looking statements” within the meaning of applicable
same can be felt in the past growth of the Company. securities laws and regulations. Actual results could differ
The Company is constantly working on providing the materially from those expressed or implied. Important
best working environment to its Human Resources with factors that could make a difference to the Company’s
a view to inculcate leadership, autonomy and towards operations include global and Indian demand-supply
this objective; your company spends large efforts on conditions, raw material prices, finished goods prices,
training. Your Company shall always place all necessary cyclical demand and pricing in the Company’s products
emphasis on continuous development of its Human and their principal markets, changes in Government
Resources. The belief “great people create great regulations, tax regimes, economic developments
organization” has been at the core of the Company’s within India and the countries with which the Company
approach to its people. conducts business and other factors such as litigation
and/or labor negotiations.
All 4 (four) Independent Directors of the Company are him/her in other companies including Chairmanships,
free from any business or other relationship with the and notifies the changes that occurred therein during
Company or its promoters that could materially influence
the term of their directorship in the Company. Table 1
their judgment. The Board is well diversified and consists
gives the composition of IWP’s Board, their positions,
of one Women Independent Directors.
relationship with other Directors, dates of joining the
Each Director informs the Company on an annual
Board, number of Directorships and memberships of the
basis about the Board and Board Committee positions
Board’s Committee held by each of them
Act, 2013. None of the Directors on the Board hold directorships in more than ten public companies. Further, none of them is a member of
more than ten committees or chairman of more than five committees across all the public companies in which he or she is a director
(2) Membership/Chairmanship in Audit and Stakeholders’ Relationship Committee of all public limited companies, whether listed or not, including
As per declarations received from the Directors, as on 31 Directors, who are subject to retire by rotation, retire
March 2022, none of the Directors of the Company are every year; and approval of shareholders is sought for
related to each other in terms of Section 2(77) of the Act, the re-appointment of such retiring members, if eligible.
except Mr. Bharat Mohta who is the son of Mr Krishna
Executive Directors are appointed by Board for a
Kumar Mohta.
period not exceeding three years at a time and are
DECLARATION OF INDEPENDENCE: eligible for re-appointment upon completion of the term.
In terms of Regulation 25(8) of SEBI Listing Regulations, Their appointments are subsequently approved by the
the Company had received declarations on the criteria shareholders.
of Independence as prescribed in Section 149(6) of
Mr. Bharat Mohta, Director, (Din 00392090) retires by
the Companies Act, 2013, Regulation 16(1)(b) and
rotation at the forthcoming Annual General Meeting, and
Regulation 25(8) of SEBI (LODR) Regulations, 2015,
being eligible, seeks re-appointment.
from all the Independent Directors of the Company as on
31st March 2022. They have also registered themselves SELECTION AND APPOINTMENT OF NEW
in the databank with the Institute of Corporate Affairs of DIRECTORS
India as an Independent Director as per Rule 6(1) of the Induction of any new member on the Board of Directors
Companies (Appointment and Qualifications of Directors) is the responsibility of the Nomination and Remuneration
Rules, 2014. Committee. Taking into account the existing composition
Based on the declarations received from the Independent and organization of the Board, and the requirement of
Directors, the Board confirms that the Independent new skill sets, if any, the Nomination and Remuneration
Directors fulfil the conditions specified in Section 149 Committee reviews potential candidates in terms of their
of the Companies Act, 2013 and as mentioned under expertise, skills, attributes, personal and professional
Regulation 16(1)(b) of the SEBI Listing Regulations and backgrounds, gender and their ability to attend
that they are independent of the management. meetings. The potential Board member for the office of
TERM OF BOARD MEMBERSHIP Independent Director is also assessed on the basis of
independence criteria defined in Section 149(6) of the
The Board, on the recommendations of the Nomination
Companies Act, 2013 and Regulation 16(1)(b) of Listing
and Remuneration Committee, considers the
Regulations. The Committee then places the details of
appointment and re-appointment of Directors.
such candidates that meet these criteria to the Board of
Section 149 of the Companies Act, 2013, provides that Directors for their consideration. If the Board approves,
an Independent Director can be appointed for a term of the person is appointed as an Additional Director, subject
up to five consecutive years on the Board of a Company to the approval of shareholders in the Company’s Annual
and shall be eligible for re-appointment on passing of General Meeting.
special resolution by the shareholders of the Company.
BOARD EVALUATION
The Independent Directors shall not be liable to retire by
rotation. The Board has carried out an annual evaluation of its own
performance, as well as the working of its committees.
Accordingly, all the Independent Directors of the
The Nomination and Remuneration Committee laid
Company were appointed under Section 149 of the
down the criteria for such performance evaluation.
Companies Act, 2013, for a term ranging up to 5 years.
The evaluation process was carried out internally in
As per the provisions of the Companies Act, 2013, one- FY2021-22. The contribution and impact of individual
third of the Board members other than Independent members were evaluated on parameters such as level
Table 3: Directors’ attendance at Board meetings and AGM held during FY 2021-22
Name Meetings held in Number of Board | Attendance in last AGM
Director’s tenure Meeting Attended on 28 September 2021
The Board and its Committee meetings at IVVP’s typically Fatal or serious accidents, dangerous occurrences,
comprise one-day sessions. In the course of these any material effluentor pollution problems.
meetings, the business unit heads and key management Any material default in financial obligations to and
personnel make presentations to the Board. The Board by the listed entity, or substantial non-payment for
is updated on the discussions at the Committee meetings goods sold by the listed entity.
and their recommendations through the Chairman of the
Any issue,which involves possible public or product
respective Committees.
liability claims of substantial nature, including
INFORMATION GIVEN TO THE BOARD any judgment or order which, may have passed
The Company provides the following information, inter structures on the conduct of the listed entity or taken
alia, to the Board and Board-level Committees, either as adverse view regarding another enterprise that may
part of the agenda papers in advance of the meetings or have negative implications on the listed entity.
by way of presentations and discussion material during Details of any joint venture or collaboration
the meetings: agreement.
@ Annual operating plans and budgets and any Transactions that involve substantial payment
updates. towards goodwill, brand equity, or intellectual
@ Capital budgets and any updates. property.
@ Quarterly results for the listed entity and its operating Significant labour problems and their proposed
divisions or business segments. solutions. Any significant development in Human
@ Minutes of meetings of audit committee and other Resources/Industrial Relations front like signing
committees of the board of directors. of wage agreement, implementation of Voluntary
Retirement Scheme etc.
@ The information on recruitment and remuneration
of senior officers just below the level of board of Sale of investments, subsidiaries, assets which are
directors, including the appointment or removal material in nature and not in the normal course of
of the Chief Financial Officer and the Company business.
Secretary. Quarterly details of foreign exchange exposures and
@ Show cause, demand, prosecution notices and the steps taken by management to limit the risks of
penalty notices, which are materially important. adverse exchange rate movement, if material.
Table 4:Remuneration paid or payable to the Directors during FY2021-22 (Rs. in lacs)
THE CRITERIA FOR MAKING PAYMENTS TO THE Periodic presentations are made by senior management
EXECUTIVE DIRECTORS ARE: on business and performance updates of the Company,
The Nomination and Remuneration Committee business risk and its mitigation strategy. The Company
recommends the remuneration for the Executive has uploaded its Familiarization Programme for
Chairman and Managing Director, other Executive Independent Directors on the website of the Company at
Directors, Senior Management and Key Managerial www.iwpkatha.com.
Personnel. The payment of remuneration to the Executive RISK MANAGEMENT
Directors is approved by the Board and Members. There The Company has enterprise-wide risk management
has been no change in the remuneration policy during (ERM) system in place. An independent Risk
the financial year. The Directors are also entitled to Management Committee of the Board oversees and
commission and reimbursement of expenses incurred reviews the risk management framework, assessment
by them for undertaking their duties as Directors of the of risks, and management and minimization procedures.
Company. The Committee reports its findings and observations to
In determining the remuneration of Executive Chairman the Board. Risk management practices of the Company
and Managing Director, Executive Directors, Senior are covered in the chapter on Management Discussion
Management Employees and Key Managerial Personnel, and Analysis in this annual report.
the Nomination and Remuneration Committee and the COMPLIANCE REVIEWS
Board considers the following: IWP’s has a dedicated team under an_ identified
@ the balance between fixed salary, perquisites and Compliance Officer for overseeing compliance activities,
retirement benefits reflecting short and long-term including monitoring, and a defined framework to review
performance objectives, appropriate to the working the compliances with all laws applicable to the Company.
of the Company and its goals. The compliance status is periodically updated to the
@ alignment of remuneration of Directors and Key senior management team including the CEO and the
Managerial Personnel with long-term interests of the CFO through review meetings. Presentations are made
Company. in the quarterly Audit Committee meetings regarding the
status on compliance and the reports are also shared
@ Company’s performance vis-a-vis the individuals’
with Board members. The CFO and the Company
achievement & experience, industry benchmark and
Secretary of Company furnishes a certificate at each
current compensation trends in the market.
Board meeting, held for approval of financial results,
The Non-Executive Directors are not entitled to any confirming the overall compliance by the Company with
remuneration. applicable statutes including financial and commercial
FAMILIARIZATION PROGRAM FOR INDEPENDENT laws.
DIRECTOR CODE OF CONDUCT FOR BOARD MEMBERS AND
To familiarize a new Independent Director with the SENIOR MANAGEMENT
Company, its policies and procedures, a familiarize kit As per the Listing Regulations and the Companies Act,
containing informative documents about the Company 2013, the Company adopted a ‘The Code of Conduct
like past five years Annual Reports, CSR Report, for Board Members and Senior Management which
Memorandum and Articles of Association, Company’s applies to all its directors and employees, and affiliates.
Code of Conduct, presentation on financial and It is the responsibility of all Directors and employees to
operational highlights etc. are provided to him/her. familiarize themselves with this Code and comply with
The new Independent Director meets individually with its standards.
each Board member, KMPs and senior management The Board and the Senior Managementaffirm compliance
personnel. Visits to plant location(s) are also organized with the Code of Business Conduct and Ethics annually. A
for the new Director to understand the Company’s certificate of the Chief Executive Officer of the Company
product and operations. to this effect is enclosed as Annexure- A.
Composition of the Board Committees as on 31st March, 2022, are disclosed in Table-5:
Drisha Poddar
Bharat Mohta - - 4 1 2
Drisha Poddar - - - - -
Surendra Bagri - - 4 1 -
(1) The Company is in compliance with the provisions of Regulation 18 of Listing Regulations, as amended, on the time gap between any 2 (two)
Audit Committee Meetings.
based on the exercise of judgment by well as post-audit discussion to ascertain any area
management; of concern;
d. significant adjustments made in the financial 17. to look into the reasons for substantial defaults in
statements arising out of audit findings; the payment to the depositors, debenture holders,
e. compliance with listing and other legal share holders (in case of non-payment of declared
requirements relating to financial statements; dividends) and creditors;
f. disclosure of any related party transactions; 18. to review the functioning of the whistle blower
g. modified opinion(s) in the draft audit report; mechanism;
reviewing, with the management, the quarterly 19. approval of the appointment of a chief financial
financial statements before submission to the board officer after assessing the qualifications, experience
for approval: and background, etc. of the candidate;
reviewing, with the management, the statement of 20. Carrying out any other function as in mentioned in
uses/application of funds raised through an issue the terms of reference of the audit committee.
(public issue, rights issue, preferential issue, etc.), B. The audit committee shall mandatorily review
the statement of funds utilized for purposes other the following information:
than those stated in the offer document/prospectus/ 1. management discussion and analysis of financial
condition and results of operations;
notice and the report submitted by the monitoring
agency monitoring the utilization of proceeds of 2. statement of significant related party transactions
(as defined by the audit committee), submitted by
a public or rights issue, and making appropriate
management;
recommendations to the board to take up steps in
3. management letters/letters of internal control
this matter,
weaknesses issued by the statutory auditors;
reviewing and monitoring the auditor‘s independence 4. internal audit reports relating to internal control
and performance, and effectiveness of audit process; weaknesses;and
approval or any subsequent modification of 5. the appointment, removal and terms of remuneration
transactions of the Company with related parties; of the internal auditor shall be subject to review by
scrutiny of inter-corporate loans and investments; the audit committee.
. valuation of undertakings or assets of the Company, 6. statement of deviations:
wherever it is necessary; a. quarterly statement of deviation(s) including
11. evaluation of internal financial controls and risk report of monitoring agency, if applicable,
submitted to stock exchange(s) in terms of
management systems;
Regulation 32(1).
12. reviewing, with the management, performance of
b. annual statement of funds utilized for purposes
statutory and internal auditors, adequacy of the other than those stated in the offer document/
internal control systems; prospectus/ notice in terms of Regulation 32(7).
13. reviewing the adequacy of the internal audit All members of the Audit Committee are financially
function, if any, including the structure of the internal
literate and bring in expertise in the fields of finance,
audit department, staffing and seniority of the
economics, strategy and management.
official heading the department, reporting structure
coverage and frequency of internal audit; The Audit Committee meets the key members of the
14. discussion with internal auditors of any significant finance team and internal audit team along with the
findings and follow up thereon; CEO and the CFO to discuss matters relating to audit,
15. reviewing the findings of any internal investigations compliance and accounting. During the year, the
by the internal auditors into matters where there is Committee also meets Statutory Auditors without the
suspected fraud or irregularity or a failure of internal presence of the management
on more than one occasion.
control systems of material nature and reporting the The Chairman and Managing Director, the CEO, the
matter to the board;
CFO and the Internal Auditor are permanent invitees to
16. discussion with statutory auditors before the audit
all Audit Committee meetings. The Statutory Auditors
commences, about the nature and scope of audit as
of the Company was present in all the Audit Committee The CEO and the CFO are special invitees to the
meetings held during the year. The Company Secretary Nomination and Remuneration Committee meetings.
officiates as the secretary of the Committee. The Company Secretary officiates as the secretary of
the Committee.
The Chairman and Managing Director, the CEO, the
Stakeholders’ Relationship Committee
CFO and the Internal Auditor are permanent invitees to
all Audit Committee meetings. The Statutory Auditors The Stakeholders’ Relationship Committee is empowered
of the Company was present in all the Audit Committee to perform the functions of the Board relating to the
meetings held during the year. The Company Secretary handling of shareholders’ queries and grievances. It
officiates as the secretary of the Committee. primarily focuses on:
Nomination and Remuneration Committee @ Review the process and mechanism of Redressal
of investor grievances and suggest measures
The Nomination and Remuneration Committee is entirely
for improving the system of redressal of investor
comprised of Non- Executive Director. The primary
grievances.
functions of the Committee are to:
@ Review and resolve the pending investor's
@ Examine the structure, composition and functioning
complaints, if any, relating to the transfer of shares,
of the Board, and recommend changes, as
non-receipt of share certificate(s), non-receipt of
necessary, to improve the Board’s effectiveness.
dividend warrants, non-receipt of the annual report
@ Formulation of the criteria for determining and any other grievance/complaints with Company
qualifications, positive attributes and independence or any officer of the Company arising out in discharge
of a director and recommend to the Board a policy, of his duties.
relating to the remuneration of the directors, key
@ Over see the performance of the Registrar & Share
managerial personnel and other employees;
Transfer Agent and also review and take note of
@ Formulation of criteria for evaluation of Independent complaints directly received and resolve them.
Directors and the Board; @ Review of corporate actions related to security
@ Devising a policy on Board diversity; holders.
@ ldentifying persons who are qualified to become The Chairman of the Committee is a Non-Executive Non-
directors and who may be appointed in senior Independent Director. The Company Secretary officiates
management in accordance with the criterial as the secretary of the Committee. The Company has
aid down and recommend to the Board for their received and resolved all complaints within the stipulated
appointment and removal. time as received from the shareholders during FY2021-
@ Whether to extend or continue the term of 22, and no complaints were pending at the end of
appointment of the independent director, on the FY2021-22.
basis of the report of performance evaluation of Corporate Social Responsibility Committee
independent directors.
The CSR Committee is empowered to perform the
@ Regularlyexaminewaysto strengthenthe Company's functions of the Board relating to handling the social
organizational health, by improving the hiring, initiatives. Its primary functions are to:
retention, motivation, development,deployment and
@ Formulate, review and recommend to the Board, a
behaviour of management and other employees.
CSR policy indicating the activities to be undertaken
In this context, the Committee also reviews the by the Company as specified in Schedule VII of the
framework and processes for motivating and rewarding Companies Act, 2013.
performance at all levels of the organization reviews
@ Recommend the amount of expenditure to be
the resulting compensation awards, and makes
incurred on the initiatives as per the CSR policy.
appropriate proposals for Board approval. In particular,
it recommends all forms of compensation to be granted @ Provide guidance on various CSR _ initiatives
to Directors, executive officers and senior management undertaken by the Company and monitoring their
employees of the Company. progress.
@ Monitor implementation and adherence to the CSR @ Overall Company performance, including those of
Policy of the Company from time to time. various business units.
Annexure A
Compliance with the Code of Conduct for Board Members and Senior Management
[Declaration as per Regulation 34(3) Listing Regulations]
| hereby confirm that all the members of the Board and senior management personnel have affirmed that they have
complied with the Company's Code of Conduct for Board Members and Senior Management for the FY2021 -22.
To
The Members of
The Indian Wood Products Co Ltd.
CIN NO. L20101WB1919PLC003557
| have examined the relevant records of The Indian Wood Products Co Ltd (“the Company”) for the purpose of
certifying compliance of conditions of Corporate Governance as stipulated in Regulations 17 to 27 and clauses
(b) to (i) and (t) of sub-regulation (2) of Regulation 46 and para C, D and E of Schedule V of the Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing
Regulations) for the period from April 1, 2021 to March 31, 2022. We have obtained all the information and
explanations which to the best of our knowledge and belief were necessary for the purposes of certification.
In our opinion and to the best of our information and according to the explanations given to us and the
representations made by the Management, we certify that the Company has complied with all the mandatory
conditions of Corporate Governance as stipulated in the above mentioned Listing Regulations, during the
year ended March 31, 2022.
| further state that this certificate is neither an assurance as to the future viability of the Company nor the
efficiency or effectiveness with which the management has conducted the affairs of the Company.
Annexure B
CHIEF EXECUTIVE OFFICER (CEO) AND CHIEF FINANCIAL OFFICER (CFO)
CERTIFICATION
{Pursuant to Regulation 17(8) of the Listing Regulations}
involvement therein of the management or any employee having a significant role in the Company’s internal
control system over financial reporting.
For and on behalf of the Board
Below table gives the details of date, time, location and business transacted through special resolution at last three
Annual General Meetings:
During the year, the Company did not pass any special resolution through postal ballot. The details of the previous
postal ballots are available on the website, at www.iwpkatha.com.
As per the Circulars issued by the Ministry of Corporate Affairs and the SEBI, from time to time, the 102nd Annual
General Meeting of the Company is scheduled to be held on Monday, 26 September 2022, at 3.00 P.M through
Video Conference /Other Audio-Visual Means (“VC/OAVM”) facility. The venue if the AGM shall be deemed to be
the register office of the Company at Bombay Mutual Building, 7th Floor, 9 Brabourne Road, Kolkata- 700001. The
detailed instructions for participation and voting at the meeting is available in the notice of the 102nd AGM.
Proposal to Conduct Postal Ballot for any Matter in the Ensuing Annual General Meeting
There is no proposal to conduct a postal ballot for any matter in the ensuing Annual General Meeting.
From 20th September 2022 to 26th September 2022 (both days inclusive) for the purpose of payment of dividend
in AGM.
3. Dividend
Dividend, if approved by the shareholders at the 102nd Annual General Meeting, shall be paid to all the
Shareholders whose name appears on the registrar of members as on closing hours of 19 September 2022,
being the Record Date fixed for this purpose. Dividend will be credited/dispatched on or after 26 September
2022.
4. Financial Calendar
The financial year of the Company starts on 1st April every year and ends on 31st March subsequent year.
Indicative calendar of events for the financial year 2022-23 are as under
For the quarter ending 30 June 2022 Second week of August 2022
For the quarter and half- year ending 30 September 2022 Second week of November 2022
For the quarter and nine months ending 31 December 2022 Second week of February 2023
For the year ending 31 March 2023 Fourth week of May 2023
AGM for the year ending 31 March 2023 Last week of August 2023
Listing fees to BSE Limited for the listing of equity shares have been paid for the FY 2022-23. The Custodian fee
for NSDL & CDSL has also been paid for the FY2022-23.
ISIN is a unique identification number of traded scrip. This number has to be quoted in each transaction relating
to the dematerialized securities of the Company. The ISIN of the Company's equity shares is INE586E01020.
The Equity Shares of the Company are presently listed on BSE Limited. The monthly high/low and the total
number of shares traded per month on the BSE during FY2022 are given below:
High/low and number of shares traded per month on BSE during FY2022
BSE
Month High (Rs.) Low (Rs.) Total Number of equity
Shares Traded
Apr 2021 41.00 30.70 166818
May 2021 42.00 29.70 560405
Jun 2021 56.60 47.00 1438065
July 2021 51.35 47.60 654926
August 2021 49.35 38.60 404205
September 2021 41.95 35.95 192423
October 2021 43.00 40.45 377542
November 2021 42.40 34.95 354994
December 2021 40.90 38.10 624361
January 2022 38.90 36.30 438245
February 2022 45.95 34.60 1333377
March 2022 40.90 33.20 641193
5000 60
55000
50000
45000
40000
35000
30000
25000
20000
15000
10000
Sensex eo IP
In terms of Regulation 40(1) of SEBI Listing Regulations, as amended, Securities can be only in dematerialized
form w.e.f. April 1, 2019, except in case of request received for transmission or transposition of securities.
Members holding shares in physical form are requested to convert their holdings to dematerialized form. Transfer
of Equity shares in electronic form is affected through the depositories with no involvement of the Company.
The share transfersfAransmission/splits and /or issue of duplicate share certificates are processed on behalf
of the Company by the Registrar and Transfer Agents, M/s. Niche Technologies Pvt. Ltd. and is then placed
before the Stakeholder Relationship Committee to approve transfers. The Company Secretary addressed all the
requests weekly.
All queries and requests relating to share /debenture transfers/ transmissions may be addressed to our Registrar
and Transfer Agents.
The Company periodically reviews the operations of its Registrar and Transfer Agent.
All shares issued by the Company carry equal voting rights, and one share confirms one vote.
Shareholders / Debenture Holders holding physical shares/debentures may, if they so desire, may send
their nominations in Form SH13 to the Registrar & Transfer Agents of the Company. Those holding shares in
dematerialized form may contact their respective Depository Participant (DP) to avail nomination facility.
15. Outstanding ADR’s & GDR’s Warrants or any other convertible instruments, conversion date and likely
impact on equity shares
During the FY2021-22, the Company has not issued any ADR’s GDR’s, Warrants or any other convertible
instruments. The Company at present has no outstanding ADR’s/GDR’s/Warrants to be converted that have an
impact on the equity shares of the Company.
The Company is exposed to the risk of price fluctuation of raw materials as well as finished goods. The company
proactively manages these risks through forward booking, inventory management and proactive vendor
development practices. The Company's reputation for quality, products differentiation, coupled with existence of
a powerful brand image with a robust marketing network mitigates the impact of price risk on finished goods.
ICRA Limited (ICRA) has affirmed the long-term credit rating of (ICRA) BBB-(Negative) and a short-term rating
(ICRA) A3 (pronounced ICRAA three)
The Company’s scrip forms part of the compulsory dematerialization segment for all investors. To facilitate easy
access of the dematerialized system to the investors, the Company has signed up with both the depositories
namely National Securities Depository Limited (“NSDL”) and the Central Depository Services (India) Limited
(“CDSL’) — and has established connectivity with the depositories through its Registrar and Transfer Agents,
Niche Technologies Pvt. Ltd.
Dematerialization of shares is done through Niche Technologies Pvt. Ltd. and on an average the dematerialization
process is completed within 10 days from the date of receipt of a valid dematerialization request along with the
relevant documents. Chart 1 gives the breakup of dematerialized shares and shares in certificate form as on 31
March 2022 as compared with that as on 31 March 2021.
The breakup of dematerialized shares and shares in certificate form as on March 31, 2022 as under:
LOO Oe,
90.908
Oo
5.23% 84.86%
80.00%
FO,
60:00%
50.00%
40,00%
20 O03
OOS,
through the policy envisages encouraging the employees of the Company to report the higher authorities any
unethical, improper, illegal, or questionable acts, deeds & things which the management or any superior may
indulge in. This policy has been circulated to the employees of the Company. However, no employee has been
denied access to the Audit Committee.
Details of Compliance with mandatory requirements and adoption of the non-mandatory requirements
The Company has complied with the mandatory requirements of Corporate Governance under listing Regulations
and is in the process of implementation of non- mandatory requirements.
Disclosure of Accounting Treatments
The financial statements of the Company have been prepared in accordance with Indian Accounting Standard
(IndAS) to comply in all material aspects under Section 133 of the Companies Act, 2013 read with Rule 7 of the
Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013 (“the 2013 Act’)/
Companies Act, 1956 (“the Act 1956”), as applicable. These financial statements have been prepared on an
accrual basis and under the historical cost conventions.
20. Name, Designation & Address of Compliance Officer and RTA for Complaints & Correspondence
Mr. Anup Gupta
Company Secretary & Compliance Officer
The Indian Wood Products Co Ltd
9 Brabourne Road, 7th Floor,
Kolkata — 700001
Tel: 82320 23820
Registered / Corporate Office Address for Correspondence
The Indian Wood Products Co Ltd
9 Brabourne Road, 7th Floor,
Kolkata — 700001
Tel: 82320 23820
Email Id: [email protected]
CIN: L20101VVB1919PLC003557
23. Transfer of Unpaid / Unclaimed Amounts and Shares to Investor Education and Protection Fund
In line with the IEPF Rules, the Company sends a reminder letter to all such shareholders, whose dividend has
remained unpaid/unclaimed for a consecutive period of 7 years with a request to claim the dividends, failing
which the shares would be transferred to IEPF Authority on the due date. The details of unclaimed dividend are
available at the Company's website www.iwpkatha.com.
During the year under review, the Company has credited Rs. 1,27,217/- to the Investor Education and
Protection Fund(IEPF) pursuant to the provision of the Companies Act, 2013.
In accordance with the provision of the Companies Act, 2013 the Company has transferred 16,525 Equity Shares
of Rs. 2/-, to the credit of IEPF Authority, on January 25, 2022, in respect of which dividend had not been paid or
claimed by the members for Seven consecutive years.
In order to educate the shareholders and with an intent to protect their rights, the Company sends reminders to
all such shareholders, whose dividend has remained unpaid/unclaimed for a consecutive period of 7 years with
a request to claim the dividends, failing which the shares would be transferred to IEPF Authority on the due date
which is available at the Company’s website www.iwpkatha.com.
The following table provides a list of years for which unclaimed dividends and their corresponding shares would
become eligible to be transferred to the IEPF on the dates mentioned below:
Year Type of dividend Dividend per Date of Due date for Amount (Rs.)?
share (Rs.)! declaration transfer
2014-15 Final Dividend 1.25 28.09.2015 28.11.2022 168278.75
2015-16 Final Dividend 1.25 28.06.2016 28.11.2023 171526.25
2016-17 Final Dividend 0.60 18.09.2017 18.11.2024 311823.60
2017-18 Final Dividend 1.25 17.09.2018 17.11.2025 639302.50
2018-19 Final Dividend 0.20 17.09.2019 17.11.2026 781639.40
2019-20 Final Dividend 0.10 25.09.2020 25.11.2027 358851 .50
2020-21 Final Dividend 0.10 28.09.2021 29.11.2028 347729.00
“) Not adjusted for bonus issue ° Amount unclaimed as on March 31, 2022
Dividends remitted to IEPF during the last three years
Year Type of dividend | Dividend declared on | Date of transfer to IEPF | Amount transferred to IEPF (Rs.)
2021-22 | Final Dividend 25.09.2014 26.11.2021 127217
2020-21 | Final Dividend 24.09.2013 26.11.2020 123227
2019-20 | Final Dividend 11.09.2012 04.11.2019 120358
24. Reminder to Investors:
Reminders for unclaimed shares, unpaid dividend are sent to the shareholders as per records every years.
We have determined that there are no other key audit performance,changes in equity and cash flows of the
matters to communicate in our report. Company in accordance with the accounting principles
generally accepted in India, including the Indian
Other Information
Accounting Standards specified under section 133 of
The Company’s Board of Directors is responsible for the the Act. This responsibility also includes maintenance
other information. The other information comprises the of adequate accounting records in accordance with the
information included in the Company’s annual report but provisions of the Act for safeguarding of the assets of
does not include the standalone financial statements and the Company and for preventing and detecting frauds
our auditors’ report thereon. and other irregularities; selection and application of
Our opinion on the standalone financial statements does appropriate accounting policies; making judgments
not cover the other information and we do not express and estimates that are reasonable and prudent; and
any form of assurance conclusion thereon. design, implementation and maintenance of adequate
internal financial controls, that were operating effectively
In connection with our audit of the standalone financial for ensuring the accuracy and completeness of the
statements, our responsibility is to read the other accounting records, relevant to the preparation and
information and, in doing so, consider whether the other presentation of the standalone financial statement that
information is materially inconsistent with the standalone give a true and fair view and are free from material
financial statements or our knowledge obtained in the misstatement, whether due to fraud or error.
audit, or otherwise appears to be materially misstated.
In preparing the standalone financial statements,
If, based on the work we have performed on the other managementis responsible for assessing the Company's
information obtained prior to the date of this auditor’s ability to continue as a going concern, disclosing,
report, we conclude that there is a material misstatement as applicable, matters related to going concern and
of this other information, we are required to report that using the going concern basis of accounting unless
fact. We have nothing to report in this regard. management either intends to liquidate the Company or
Responsibility of Management and Those Charged to cease operations, or has no realistic alternative but to
with Governance’ for Standalone Financial do so.
Statements Those Board of Directors are also responsible for
The Company’s Board of Directors is responsible for overseeing the Company’s financial reporting process.
the matters stated in section 134(5) of the Companies Auditor’s Responsibilities for the Audit of the
Act, 2013 (‘the Act”) with respect to the preparation Standalone Financial Statements
of these standalone financial statements that give a
true and fair view of the financial position, financial Our objectives are to obtain reasonable assurance
about whether the standalone financial statements as a use of the going concern basis of accounting and, based
whole are free from material misstatement, whether due on the audit evidence obtained, whether a material
to fraud or error, and to issue an auditor’s report that uncertainty exists related to events or conditions that
includes our opinion. Reasonable assurance is a high may cast significant doubt on the Company's ability
level of assurance, but is not a guarantee that an audit to continue as a going concern. If we conclude that a
conducted in accordance with SAs will always detect a material uncertainty exists, we are required to draw
material misstatement when it exists. Misstatements can attention in our auditor’s report to the related disclosures
arise from fraud or error and are considered material if, in the Standalone Financial Statements or, if such
individually or in the aggregate, they could reasonably disclosures are inadequate, to modify our opinion. Our
be expected to influence the economic decisions of conclusions are based on the audit evidence obtained
users taken on the basis of these Standalone Financial up to the date of our auditor’s report. However, future
Statements. events or conditions may cause the Company to cease
professional judgement and maintain professional @ Evaluate the overall presentation, structure and
scepticism throughout the audit. We also: content of the standalone financial statements, including
@ Identify and assess the risks of material misstatement the disclosures,and whether the standalone financial
of the Standalone financial statements,whether due statements represent the underlying transactions and
to fraud or error, design and perform audit procedures events in a manner that achieves fair presentation.
responsive to those risks, and obtain audit evidence that We communicate with those charged with governance
is sufficient and appropriate to provide a basis for our regarding, among other matters, the planned scope and
opinion. The risk of not detecting a material misstatement timing of the audit and significant audit findings including
resulting from fraud is higher than for one resulting from any significant deficiencies in internal control that we
error, as fraud may involve collusion, forgery, intentional identify during our audit.
omissions, misrepresentations, or the override of internal
We also provide those charged with governance with
control.
a statement that we have complied with relevant
@ Obtainan understanding of internal financial controls
ethical requirements regarding independence, and
relevant to the audit in order to design audit procedures
to communicate with them all relationships and other
that are appropriate in the circumstances. Under section
matters that may reasonably be thought to bear on our
143(3)(i) of the Companies Act,2013,we are also
independence, and where applicable, related safeguards.
responsible for expressing our opinion on whether the
From the matters communicated with those charged with
company has adequate internal financial controls system
governance, we determine those matters that were of
in place and the operating effectiveness of such controls.
most significance in the audit of the financial statements
@® Evaluate the appropriateness of accounting policies
of the current period and are therefore the key audit
used and the reasonableness of accounting estimates
matters. VWWe describe these matters in our auditor's report
and related disclosures made by management.
unless law or regulation precludes public disclosure about
@® Conclude on the appropriateness of management's the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in the operating effectiveness of such controls, refer to our
our report because the adverse consequences of doing separate Report in “Annexure A’. Our report expresses
so would reasonably be expected to outweigh the public an unmodified opinion on the adequacy and operating
interest benefits of such communication. effectiveness of the Company's internal financial controls
over financial reporting.
Report on Other Legal and Regulatory Requirements
(g) With respect to the matter to be included in the
As required by the Companies (Auditor’s Report) Order,
Auditor's Report under section 197(16)
2016 (“the Order”), issued by the Central Government
of India in terms of sub-section (11) of section 143 of In our opinion and according to the information and
the Companies Act, 2013, we give in the Annexure “B” a explanation given to us, the remuneration paid by the
statement on the matters specified in paragraphs 3 and Company to its directors during the current year is in
4 of the Order, to the extent applicable. accordance with the provisions of section 197 of the Act.
As required by Section 143(3) of the Act, we report that: The remuneration paid to any director is not in excess
of the limit laid down under Section 197 of the Act. The
(a) We have sought and obtained all the information and
Ministry of Corporate Affairs has not prescribed other
explanations which to the best of our knowledge and
details under section 197 (16) which are required to be
belief were necessary for the purposes of our audit.
commented upon by us.
(b) In our opinion, proper books of account as required
(h) With respect to the other matters to be included in
by law have been kept by the Company so far as it
the Auditor’s Report in accordance with Rule 11 of the
appears from our examination of those book.
Companies (Audit and Auditors) Rules, 2014, in our
(c) The Standalone Balance Sheet, the Standalone opinion and to the best of our information and according
Statement of Profit and Loss including Other to the explanations given to us:
Comprehensive Income, the Standalone Cash Flow
i. The Company has disclosed the impact of pending
Statement and the Standalone Statement of Changes in
litigations on its financial position in its Standalone
Equity dealt with by this Report are in agreement with the
Financial Statements — Refer Note No.- 50
books of account.
ii. The Company did not have any long-term contracts
(d) In our opinion, the aforesaid Standalone Financial
including derivative contracts for which there were any
Statements comply with the Indian Accounting Standards
material foreseeable losses.
specified under Section 133 of the Act read with relevant
rules issued thereunder. ili. There has been no delay in transferring the amounts
required to be transferred to the Investor Education and
(e) On the basis of the written representations received
from the directors as on 31st March, 2022 taken on Protection Fund by the Company.
record by the Board of Directors, none of the directors is iv. a) The management has represented that, to the
disqualified as on 31st March, 2022 from being appointed best of its knowledge and belief, other than as disclosed
as a director in terms of Section 164 (2) of the Act. in the notes to the accounts, no funds have been
(f) With respect to the adequacy of the internal financial advanced or loaned or invested (either from borrowed
controls over financial reporting of the Company and funds or share premium or any other sources or kind
of funds) by the company to or in any other person circumstances, nothing has come to our attention that
or entity, including foreign entities (“Intermediaries’), has caused us to believe that the representations under
with the understanding, whether recorded in writing or sub-clause (i) and (ii) of Rule 11 (e) as provided under (a)
otherwise, that the Intermediary shall, whether, directly and (b) above, contain any material misstatement
or indirectly lend or invest in other persons or entities
v. The dividend proposed in the previous year,
identified in any manner whatsoever by or on behalf of
declared and paid by the Company during the year is in
the company (“Ultimate Beneficiaries”) or provide any
accordance with section 123 of the Act, as applicable.
guarantee, security or the like on behalf of the Ultimate
As stated in Note 16 to the financial statement, the Board
Beneficiaries.
of Directors of the Company has proposed dividend for
b) The management has represented, that, to the
the year which is subject to the approval of the members
best of its knowledge and belief, other than as disclosed
at the ensuing Annual General Meeting. The amount of
in the notes to the accounts, no funds have been
dividend proposed is in accordance with section 123 of
received by the company from any person or entity,
the Act, as applicable.
including foreign entities (“Funding Parties”), with the
understanding, whether recorded in writing or otherwise,
that the company shall, whether, directly or indirectly,
lend or invest in other persons or entities identified in any For Agrawal Tondon & Co.
manner whatsoever by or on behalf of the Funding Party Chartered Accountants
FRN — 329088E
(“Ultimate Beneficiaries”) or provide any guarantee,
security or the like on behalf
of the Ultimate Beneficiaries. Radhakrishan Tondon
Place: Kolkata Partner
c) Based on the audit procedures that have
Dated: 30th May 2022 Membership No. 060534
been considered reasonable and appropriate in the UDIN No. 22060534AJXBJJ5493
We have audited the internal financial controls over Our audit involves performing procedures to obtain audit
financial reporting of The Indian Wood Products Co Ltd evidence about the adequacy of the internal financial
(‘the Company”) as of March 31, 2022 to the extent of controls system over financial reporting and_ their
records available with us in conjunction with our audit of operating effectiveness. Our audit of internal financial
the standalone financial statements of the Company for controls over financial reporting included obtaining an
the year ended on that date. understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness
Management’s Responsibility for Internal Financial
exists, and testing and evaluating the design and
Controls
operating effectiveness of internal control based on the
The Board of Directors of the Company is responsible for assessed risk. The procedures selected depend on the
establishing and maintaining internal financial controls auditor’s judgement, including the assessment of the
based on the internal control over financial reporting risks of material misstatement of the standalone financial
criteria established by the Company considering the statements, whether due to fraud or error.
essential components of internal control stated in the
We believe that the audit evidence we have obtained, is
Guidance Note on Audit of Internal Financial Controls
sufficient and appropriate to provide a basis for our audit
Over Financial Reporting issued by the Institute of
opinion on the Company's internal financial controls
Chartered Accountants of India. These responsibilities
system over financial reporting.
include the design, implementation and maintenance of
adequate internal financial controls that were operating Meaning of Internal Financial Controls Over Financial
effectively for ensuring the orderly and efficient conduct of Reporting
its business, the safeguarding ofits assets, the prevention
A Company’s internal financial control over financial
and detection of frauds and errors, the accuracy and
reporting is a process designed to provide reasonable
completeness of the accounting records, and the timely
assurance regarding the reliability of financial reporting
preparation of reliable financial information, as required
and the preparation of financial statements for external
under the Companies Act, 2013.
purposes in accordance with generally accepted
Auditor’s Responsibility accounting principles. A Company's internal financial
control over financial reporting includes those policies
Our responsibility is to express an opinion on the
and procedures that
internal financial controls over financial reporting of
the Company based on our audit. We conducted our (1) pertain to the maintenance of records that, in
audit in accordance with the Guidance Note on Audit of reasonable detail, accurately and fairly reflect the
Internal Financial Controls Over Financial Reporting (the transactions and dispositions of the assets of the
“Guidance Note”) issued by the Institute of Chartered company;
Accountants of India and the Standards on Auditing
prescribed under Section 143(10) of the Companies
Act, 2013, to the extent applicable to an audit of internal (2) provide reasonable assurance that transactions
financial controls. Those Standards and the Guidance are recorded as necessary to permit preparation
Note require that we comply with ethical requirements of Standalone Financial Statements in accordance
and plan and perform the audit to obtain reasonable with generally accepted accounting principles, and
(b) The Company has a regular programme of iii. During the year, the company has not made any
verification to cover all the items of Property, Plant and investments in, provided any guarantee or security, or
Equipment in a phased manner which, in our opinion, is granted any loans or advances in the nature of loans,
reasonable having regard to the size of the Company secured or unsecured, to companies, firms, Limited
and the nature of its assets. According to the information Liability Partnerships, or any other parties. Accordingly,
and explanations given to us, some of the Property, paragraph 3(iii)(a), (b), (c), (d), (e), (f)of the Order is not
plant and equipment has been physically verified by the applicable to the Company.
management in accordance with the programme and no iv. In our opinion and according to the information and
material discrepancies were noticed on such verification. explanations given to us, the Company has complied
(c) With respect to immovable properties (other than with the provisions of Sections 185 and 186 of the Act
properties where the Company is the lessee and the lease in respect of loans granted, making investments and
agreements are duly executed in favour of the Company) providing guarantees and securities as applicable.
disclosed in the financial statements included in property, v. The Company has not accepted any deposit or
plant and equipment, according to the information and amounts which are deemed to be deposit. Hence,
explanations given to us and based on the examination reporting under clause 3 (v) of the Order is not applicable.
of the registered sale deed / title deed provided to us, we
report that, the title deeds of such immovable properties vi. The maintenance of cost records has not been
are held in the name of the Company as at the balance specified for the activities of the Company by the Central
sheet date Government under section 148(1) of the Companies Act,
2013.
(d) The Company has not revalued any of its Property,
Plant and Equipment and intangible assets during the vii. According to the information and explanations given
year. to us in respect of statutory dues:
(e) No proceedings have been initiated during the year (a) In our opinion, the Company has generally been
or are pending against the Company as at 31 March regular in depositing undisputed statutory dues, including
2022 for holding any benami property under the Benami Goods and Services tax, Provident Fund, Employees’
Transactions (Prohibition) Act, 1988 (as amended in State Insurance, Income Tax, Cess and other material
2016) and rules made thereunder. statutory dues applicable to it with the appropriate
authorities during the year.
ii. (a) According to the information and explanations
Statement of Standalone Profit & Loss for the year ended 31st March 2022 (% in Lacs)
Particulars Note 2021-22 2020-21
Standalone Cash Flow Statement for the year ended 31st March 2022
(® in Lacs)
Investment in shares
Standalone Cash Flow Statement for the year ended 31st March 2022 (Contd.) — @ in Lacs)
Balance at the Changes in Share Restated balance at Changes in equity Balance at the
beginning of the Current Capital due to the begnining of the share capital during end of the Current
Reporting Period Prior Period Errors current reporting period the current year Reporting Period
Balance at the Changes in Share Restated balance at Changes in equity Balance at the
beginning of the Current Capital due to the begnining of the share capital during end of the Current
Reporting Period Prior Period Errors current reporting period the current year Reporting Period
Other Equity
Balance at the begnining of the Current Reporting Period 0.03) 34,248.59 (92.04) | 35,436.33
Restated balance at the begnining of the current reporting period 0.03] 34,248.59 (92.04) | 34,156.58
Balance at the end of the Current Reporting Period 0.03) 34,080.89 (52.67) | 34,028.25
Other Equity
Balance at the begnining of the Previous Reporting Period 0.03 | 34,279.83 (100.95) | 34,178.90
Restated balance at the begnining of the current reporting period 0.03] 34,279.83 (100.95) | 34,178.91
Balance at the end of the Previous Reporting Period 0.03 | 34,248.59 (92.04) | 34,156.58
NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2022
Note 1 - Background and Operations iii. Defined Benefit Plan Assets measured at fair value;
The Indian Wood Products Company Limited (the b) Property, Plant and Equipment
Company) is a public Company domiciled in India and was Freehold land is carried at the revalued figure as per
incorporated on 23rd December, 1919 under the provisions the Valuation done by the management based on circle
of the Companies Act, 1913. The Company was listed with rate of 1st April’16. All the other items of Property, Plant
The Calcutta Stock Exchange Ltd upto 11thAugust, 2018, as and Equipment are stated at cost of acquisition, less
voluntary delisting permission was granted by the exchange accumulated depreciation/amortisation and impairments,
and at present the Company is listed only with BSE Ltd. if any, cost of acquisition includes taxes, duties, freight
The registered office of the Company is at Bombay Mutual and other incidental expenses related to acquisition and
Building, 9, Brabourne Road, 7th Floor, Kolkata-700001
installation.
and has a head office and works at Izzatnagar, Bareily(U.P).
Indirect expenses during construction period, which are
The Company is primarily engaged in the manufacturing of
required to bring the asset in the condition for its intended
Katha in India. Registered Address of other places where
use by the Company and are directly attributable to bringing
manufacturing activities are carried on are disclosed
the asset to its position, are also capitalized.
suitably in this report elsewhere.
Subsequent costs are included in the asset's carrying
Note 2 - Significant Accounting Policies
amount or recognised as a separate asset, as appropriate,
This note provides a list of the significant accounting policies only when it is probable that future economic benefits
adopted in preparation of these Financial Statements. associated with the item will flow to the Company and the
These policies have been consistently applied to all the cost of the item can be measured reliably. The carrying
years presented unless otherwise stated. amount of any component accounted for as a separate
The financial statements were approved by Board of asset is derecognized upon disposal or when no future
Directors on 30th June, 2022. economic benefits are expected from its use or disposal.
a) Basis of Preparation: All other repairs & maintenance are charged to profit or loss
during the reporting period in which they are incurred.
|. Compliance with IND AS:
Capital work-in-progress comprises cost of fixed assets that
These Financial Statements comply in all material aspects
are not yet ready for their intended use at the year end.
with Indian Accounting Standards (IND AS) notified under
section 133 of the Companies Act, 2013 (the Act) read with Depreciation and amortization:
rule 4 of the Companies (Indian Accounting standards) Depreciation is calculated using the straight-line method
Rules, 2015 & Companies (Indian Accounting Standards) to allocate cost of Property, Plant and Equipment, net of
Amendment Rules 2016. The Company adopted Ind AS residual values, over their estimated useful lives as follows:
from 1st April, 2017.
Asset Class Useful Life (In years)
Il. Historical cost convention: Building 3 to 60
The Financial Statements have been prepared on a Plant & Machinery* 10 to 30
historical cost basis, except for the following: Electric Installations* 10 to 30
Laboratory Apparatus 10
i. Land which is revalued as on 1st April’'16
Motor Vehicles* 8 to 10
ii. Certain Financial Assets and Liabilities (including
Computers* 3 to 8
derivative instruments) and contingent consideration that
Office Equipment’s* 3 to 15
are measured at fair value; and
Furniture and Fixtures 10
Deferred income tax is provided in full, using the Balance iii. Defined Benefit Plan - Gratuity:
Sheet method, on temporary differences arising between Liabilities with regard to the gratuity benefits payable in
the tax bases of assets and liabilities and their carrying future are determined by actuarial valuation at each Balance
amounts _ in the financial statements. Deferred income tax Sheet date using the Projected Unit Credit method and
is determined using tax rates (and laws) that have been contributed to Employees Gratuity Fund. Actuarial gains
enacted or substantially enacted by the end of the reporting and losses arising from changesin actuarial assumptions
period and are expected to apply when the related deferred are recognized in other comprehensive income and the
income tax asset is realized or the deferred income tax Statement of Profit and Loss in a subsequent period.
liability is settled.
The company contributes to a Group Insurance - cum -
Current and deferred tax is recognized in the Statement Gratuity Scheme with Life Insurance Corporation of India
of Profit and Loss, except to the extent that it relates to towards meeting its gratuity obligation.
items recognized in other comprehensive income or directly
iv. Bonus and Production Linked Incentive:
in equity. In this case, the tax is also recognized in other
comprehensive income or directly in equity, respectively. The Company recognizes a liability and expenses for
bonuses as per Bonus Act'1949. The Company also
|) Borrowing Cost:
recognizes a liability and expenses for Incentive Bonuses
Borrowing costs thatare directly attributable to the acquisition as per agreement entered into with the worker union. The
or construction of a qualifying asset are capitalised during Company recognizes a provision where there is a past
the period of time that is required to complete and prepare practice that has created constructive obligations and a
the asset for its intended use or sale. Qualifying assets are reliable estimate of such obligations.
assets that necessarily take a substantial period of time to
v. Leave encashment/ Compensated absences:
get ready for their intended use or sale.
The Company provides for the encashment of leave with
Other borrowing costs are expensed out in the Statement
pay subject to certain rules. The employees are entitled
of Profit & Loss Account in the period in which they are
to accumulate leave subject to certain limits, for future
incurred.
encashment / availment. The liability is provided at each
Particulars Freehold] Building) Computer] Effluent] Electrical) Furni-] Laboratory) Motor Car Office} Plant &|Refrigeration] Trollies) Tube! Weighing Total
Land* Equipment] Treatment! Installa-| ture&| Apparatus] & Vehicle] Equipments|Machinery] & Cooling) & Trays] Well] Scale
Plant tions} Fixtures System
Gross Block
At April 01, 2020 35,737.74] 483.09 28.99) 97.73) 195.47} 101.37 6.05) 380.50 32.19] 907.63 848.04) 173.91] 5.00} 4.66) 39,002.38
Additions -| 206.45 1,98} 24.49) 34.41) 0.43 18.92 19.19 0.84] 265.34 158.24) 43.71] 0.20) 11.88] 786.06
Disposals / deductions =| (6.04)) (15.77) (4.49) (14.08}] (2.96}) (6.59) (2.70}) (26.17) (31.90) -|(1.75)] (3.22)) (115.67)
At March 31, 2021 35,737.74] 683.50 15.20) 122.22) 225.39] 87.71 22.01] 393.09 30.33) 1,146.80 974.38) 217.61) 3.45} 13.31) 39,672.77
Additions -| 1.47 411] 14.01) 10.35) = 1.02 0.07 0.40) 12.79 25.64] 3.75) 0.36} 0.07) 74.04
Disposals / deductions - (0.10) (0.45) (0.95)
At March 31, 2022 35,737.74] 684.97 19.31] 136.23} 235.74) 88.63 22.08) 392.64 30.73] 1,159.59} 1,000.02} 221.36] 3.81) 13.38) 39,746.26
Accumulated
Depreciation
At April 1, 2020 -| 46.70 17.67 5.26) 89.04) 23.00 115 95.94 15.11] 336.31 334.66) 34.10) 0.54) 1.48) 1,000.97
Charge for the year 30.89 4.90 5.61) 20.05) 9.81 2.13 54.79 5.81) 67.71 66.22} 13.79) 0.34) 1.24) 283.31
Disposals (4.96)) (14.99) (4.30}| (13.94}| (2.81}), (6.27) (2.58}) (22.00) (29.05) (1.66)) (3.01}} (105.16)
At March 31, 2021 -| 72.64 7.59) 10.87} 104.79} 19.27 0.47) 144.46 18.33) 382.02 371.84] 47.90) (0.78)} (0.29)) 1,179.12
Charge for the year 30.74 3.61 6.84) 17.70} 9.70 1.98) 52.76 5.44] 71.37 70.46] 13.77) 0.34) 1.17) 285.88
o
Disposals / deductions (0.07) (0.07) S
3
ey
At March 31, 2022 -| 103.38 11.20) = 17.71] 122.49) 28.90 2.45) 197.22 23.77| 453.39 442.30) 61.67} (0.44)) 0.88) 1,464.93 a
i}
3
Net Block o
a
At March 31, 2021 35,737.74] 610.86 7.62) 111.36} 120.59} 68.44 21.54) 248.63 12.00] 764.78 602.54) 169.72) 4.23} 13.60) 38,493.66 3
>
3
At March 31, 2022 35,737.74] 581.59 8.12) 118.53) 113.24) 59.73 19.63) 195.42 6.96] 706.20 557.72) 159.70) 4.25) 12.50) 38,281.32 @.
2
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Fyel
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3
3.2 Capital Work-in-Progress o
3Pa
a
Particulars Opening as on | Additions | Capitalised | Closing as at | Additions | Capitalised/ | Closing as at
01.04.2020 31.03.2021 Transferred 31.03.2022
Machine under erection 1032.28 31.93 1030.53 33.68 0.00 7.43 26.25
ee)
THE INDIAN WOOD PRODUCTS COMPANY LIMITED
Particulars As at As at
31 March, 2022 | 31 March, 2021
*Note: M/s Agro and Spice Trading Pte Ltd, Singapore is 50% Joint Venture of the Company as at Balance Sheet Date.
Particulars As at As at
31 March, 2022 | 31 March, 2021
Others
Particulars As at As at
31 March, 2022 | 31 March, 2021
Capital Advances 130.37 130.37
Advance other than capital advance
Prepaid Expenses 5.17 8.78
Tax payment under Protest (Refer Note 50) 92.51 90.01
Total 228.05 229.16
As at As at
Particulars 31 March, 2022 31 March, 2021
(At lower of cost and net realisable value)
Particulars As at As at
31 March, 2022 | 31 March, 2021
Trade Receivable Considered good- unsecured (Refer Note No. 47) 5,076.47 4,277.04
Particulars As at As at
31 March, 2022 | 31 March, 2021
Balance with banks
Particulars As at As at
31 March, 2022 | 31 March, 2021
As at As at
Particulars
31 March, 2022 31 March, 2021
Particulars As at As at
31 March, 2022 | 31 March, 2021
Others - 0.72
Total - 0.72.
Particulars As at As at
31 March, 2022 | 31 March, 2021
Total 39.54 -
Particulars As at Asat
31 March, 2022 | 31 March, 2021
Particulars ake fe
31 March, 2022 | 31 March, 2021
Authorised
Add: 5,682 Equity Shares Forfeited (amount originally paid up) 0.30 0.30
As at 31.03.2022 As at 31.03.2021
Particulars
No. of shares | Amount | No. of shares Amount
Shares outstanding at the beginning of the year 6,39,72,720 1,279.45 6,39,72,720 1,279.45
Shares outstanding at the end of the year 6,39,72,720 1,279.45 6,39,72,720 1,279.45
As at 31.03.2022 As at 31.03.2021
Particulars
No. of shares % No. of shares %
As at 31st March 2022 the Company does not have any outstanding options.
(e) Information regarding issue of shares for the period of five years immediately preceding the date at
which the Balance Sheet is prepared:
i) |The Company has not issued any shares without payment being received in cash
ii) In the FY 2016-17 the Company has alloted 47,97,654 equity shares of Rs. 10 each as fully paid up by
way of bonus shares in the ratio of 3 shares for every 1 share held.
In the FY 2018-19 the Company has alloted 3,19,86,360 equity shares of Rs. 2 each as fully paid up by
way of bonus shares in the ratio of 1:1.
Particulars As at As at
31 March, 2022 | 31 March, 2021
a) Retained Earnings: Retained earnings are the free reserves , less any transfers to general reserve, dividends
or other distributions paid to shareholders.
b) Remeasurements of Net Defined Benefit Plans: Differences between the interest income on plan assets
and the return actually achieved, and any changes in the liabilities over the year due to changes in actuarial
assumptions or experience adjustments within the plans, are recognised in other comprehensive income and are
adjusted to retained earnings.
Particulars As at As at
31 March, 2022 | 31 March, 2021
General Reserve - Opening 28,104.42 28,104.42
Note (ii) - The Board of Director has recommended a Dividend of Re. 0.05 per Equity Share of Rs. 2/- each subject
to the approval of Shareholders in the ensuing Annual General Meeting. Proposed Dividend as above amounting
to Rs. 31.99 lakhs for the Financial Year 2021-22 has not been recognised as liability as on 31-03-2022 in term
of Revised “IND AS 10 - Events after the Reporting Period”. Consequently the same has not be appropriated from
Surplus during the Year.
Particulars As at As at
31 March, 2022 | 31 March, 2021
Measured at Amortised Cost
Secured
Term Loan (Refer Note :- 37)
From Banks 1,321.11 965.34
As at As at
Particulars
31 March, 2022 31 March, 2021
Deferred tax liability
on difference in tax base of Property, plant and Equipment other than land 59.16 73.32
on Amortisation of upfront fees - 0.36
on revaluation of land 7,361.89 7,361.89
7,421.05 7,435.57
Deferred tax Assets
on remeasurement of defined benefit liability 2.39 15.63
on other taxable temporary difference 2.85 2.85
5.24 18.48
Total Net Liability 7,415.81 7,417.10
As at As at
Particulars
31 March, 2022 31 March, 2021
Provision for employee benefits
Leave Encashment 25.19 34.46
Total 25.19 34.46
As at As at
Particulars 31 March, 2022 31 March, 2021
Trade Payable
Total outstanding dues of micro enterprise and small enterprise -
Total outstanding dues of creditors other than micro enterprises and small 1,919.37 1,737.00
enterprises (Refer Note - 46)
Total 1,919.37 1,737.00
Particulars As at As at
31 March, 2022 | 31 March, 2021
Payable to Employees 167.09 195.12
Unclaimed Dividend 27.79 25.66
Interest accrued but not due 11.27 43.36
Total 206.15 264.15
Note 24 - Provisions
Particulars As at As at
31 March, 2022 | 31 March, 2021
Provision for employee benefits
Leave Encashment 23.24 26.46
Others
Rates & Taxes 115.36 125.36
Total 138.60 151.82
Particulars As at As at
31 March, 2022 | 31 March, 2021
Contract Liability 384.32 103.37
Other statutory liabilities 578.84 692.75
Total 963.16 796.13
Total - 30.00
(b) Weighted Average Number of Equity Shares in calculation of Basic and 6,39,72,720 6,39,72,720
Diluted EPS
. . Country of As at As at
ae eae Operation | 31 March, 2022 | 31 March, 2021
Joint Ventures . ° 6
Agro and Spice Trading Pte Ltd Singapore 50% 90%
Subsidaries of Joint Venture
PT Sumatra Resources International .
Indonesia
PT Thea Universal Trade
Key Management Personnel (KMP)
Name Position Held
Mr. Krishna Kumar Mohta Chairman & Managing Director
Mr. Bharat Mohta CEO & Whole Time Director
Mr. Krishna Kumar Damani Executive Director (till 15th April 2021)
Mr. Raj Kumar Agarwal Chief Financial Officer
Mr. Anup Gupta Company Secretary
Other Directors
Name Position Held
Mr. Rajendra Prasad Chetani Non-Executive Non-Independent Director
Mr. Sanjay Kumar Maheswary Independent Director
Mr. Vinod Kumar Maheshwary Independent Director
Mrs. Drisha Poddar Independent Director
Mr. Surendra Bagri Independent Director
Relatives of Key Mangement Personnel
Name Position Held
Mrs. Savita Mohta Spouse of Mr. K. K. Mohta (Chairman & Managing Director)
Mrs. Avanti Mohta Spouse of Mr. Bharat Mohta (WTD & CEO)
M/s Krishna Kumar Mohta HUF Karta is Chairman & Managing Director
M/s Bharat Mohta HUF Karta is (WTD & CEO)
Enterprises having significant influence
37. a) Working Capital facilities and Capital Expenditure Term Loan including LC & Buyers Credit Limit are from Union
Bank of India, DBS Bank India Ltd and Citi Bank on multiple banking system secured by charge of stocks of Raw
material, Katha and Cutch whether Raw or in process of manufacture and all articles manufactured there from,
Stores, Book debts, Plant & Machinery and certain other assets and mortgaged by deposit of title deeds of Land
at Bareilly measuring 91,600 square meter on pari — passu basis and have been guaranteed by two Promoter
Directors.
37. b) Term Loan facility availed from Citi Bank, Kolkata secured by charge of Stock of Raw Material Katha & Cutch
whether Raw or in process of manufacture and all articles manufactured there from, plant & machinery and
certain other assets and mortgaged by deposit of title deeds of Land at Jammu & Kashmir and have been
guaranted by one of the Promoter Director.
(® in lacs)
Banks Rate of Interest Non Current Current
DBS Bank India Ltd
Cash Credit Account MCLR + 1.15% - 266.93
7.10% - 1,400.00
CITI Bank
Term Loan 9% 128.35 97.57
Cash Credit Account 8.25% (183.85)
38. The Company operates in only one primary Business Segment,i.e, manufacturing and trading in Katha and in only one
Geographic Segment i.e., India.Accordingly there are no separate reportable segment as per IND AS 108.
39. As at March 31, 2022, there are no outstanding dues to Micro, Small and Medium Enterprises. There are no interest
due or outstanding on the same.
Set out below are the carrying amounts of right-to-use assets recognised an d the movement during the period:
(® in Lacs)
Particulars 31 March 2022 31 March 2021
Initial recognition on adoption of Ind AS 116
As on begining of the year 491.89 605.33
Reclassified from PPE (leasehold land) to ROU asset on adoption of Ind - -
AS 116
Addition during the year 42.68 -
Depreciation Expense 99.52 113.44
As at End of the year 435.06 491.89
Set out below are the carrying amounts of lease liabilties and the movement during the period: (® in Lacs)
Particulars 31 March 2022 31 March 2021
As on begining of the year 335.24 433.29
Addition during the year - -
Repayment during the year (78.74) (98.05)
As at End of the year 256.50 335.24
The estimates of future salary increases have been considered in actuarial valuation after taking into consideration
the impact of inflation, seniority, promotion and other relevant factors such as supply and demand situation in the
employment market.
The expected return on plan assets is based on market expectation, at the beginning of the period, which is
used for calculating returns over the entire life of the related obligation. The Gratuity Scheme is invested in group
Gratuity-Cum-Life assurance cash accumulation policy offered by Life Insurance Corporation of India.
Sensitivity Analysis for Significant Assumptions as on 31st March, 2021 are as Follows :
*The Weighted Average Duration of the Defined Benefit Obligation as at 31st March 2022 is 58 years.
The assumed movement in basis points for interest rate sensitivity is based on the currently observable market
environment.
Foreign Currency Risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because
of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange
rates relates primarily to the Company’s operating activities. Such foreign currency exposures are hedged by the
Company.
Credit Risk
Credit risk is the risk that the counter party will not meet its obligation under a financial instruments or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily
trade receivables).
The Company extends credit to customers in normal course of business. The Company considers factors such as
credit track record in the market and past dealings for extension of credit to customers. The Company monitors
the payment track record of the customers and Outstanding receivables are regularly monitored.
Liquidity Risk
Liquidity Risk is the risk that the company may not be able to meet its present and future cash and collateral
obligations without incurring unacceptable losses.
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of
Bank loans, Credit purchases etc.
The table below provides undiscounted cash flows towards Financial Liability into relevant maturity based on the
remaining period at the balance sheet date to the contract maturity date.
There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current
period.
(i) MSME - - - - -
Particulars Less than 4 > Years 5-3 Years More Then 3 Total
(i) MSME - - - - -
impaired
(iv) Disputed Trade Receivables
- considered goods - - - - - -
impaired
(iv) Disputed Trade Receivables
- considered goods - - - - - -
The Company did not have any material transactions with companies struck off under Section 248 of the Companies
Act, 2013 or Section 560 of Companies Act, 1956 during the financial year.
53 For better presentation previous year’s figures have been regrouped / re-arranged wherever necessary.
Considering the judgmentand estimates involved in revenue @ We discussed and obtained an understanding from
recognition, it is considered to be a key audit matter. the management on the key assumptions applied and
inputs used in estimating provisions for discounts, sales
incentives and sales returns and compared the same
with the past trends and the provision made by the
management.
We have determined that there are no other key audit Venture in accordance with the accounting principles
matters to communicate in our report. generally accepted in India, including the Indian Accounting
Standards specified under section 133 of the Act. The
Other Information
respective Board of Directors of the companies included
The Parent's Board of Directors is responsible for the in the Group and of its Joint Venture are responsible
other information. The other information comprises the for maintenance of adequate accounting records in
information included in Parent Company’s Annual report but accordance with the provisions of the Act for safeguarding
does not include the financial statements and our auditor’s the assets of the Group and for preventing and detecting
report thereon. frauds and other irregularities; selection and application
Our opinion on the Consolidated Financial Statements does of appropriate accounting policies; making judgments
not cover the other information and we do not express any and estimates that are reasonable and prudent; and the
form of assurance conclusion thereon. design, implementation and maintenance of adequate
internal financial controls, that were operating effectively
In connection with our audit of the Consolidated Financial
for ensuring accuracy and completeness of the accounting
Statements, our responsibility is to read the other information
records, relevant to the preparation and presentation of the
and, in doing so, consider whether the other information
financial statements that give a true and fair view and are
is materially inconsistent with the Consolidated Financial
free from material misstatement, whether due to fraud or
Statements or our knowledge obtained in the audit, or
error, which have been used for the purpose of preparation
otherwise appears to be materially misstated.
of the consolidated financial statements by the Directors of
If, based on the work we have performed on the other the Parent Company, as aforesaid.
information obtained prior to the date of this auditor’s report,
In preparing the consolidated financial statements, the
we conclude that there is a material misstatement of this
respective Board of Directors of the companies included
other information, we are required to report that fact. We
in the Group and of its Joint Venture are responsible for
have nothing to report in this regard.
assessing the ability of the Group and of its Joint Venture
Responsibility of Management and Those Charged with to continue as a going concern, disclosing, as applicable,
Governance for Consolidated Financial Statements matters related to going concern and using the going
concern basis of accounting unless management either
The Parent's Board of Directors is responsible for the
intends to liquidate the Group or to cease operations, or
matters stated in section 134(5) of the Companies Act,
has no realistic alternative but to do so.
2013 (“the Act”) with respect to the preparation of these
consolidated financial statements that give a true and fair The respective Board of Directors of the companies included
view of the consolidated financial position, consolidated in the Group and of its Joint venture are responsible for
financial performance,consolidated changes in equity and overseeing the financial reporting process of the Group of
consolidated cash flows of the Group including its Joint its Joint venture.
Auditor’s Responsibilities for the Audit of the doubt on the Group ability to continue as a going concern.
Consolidated Financial Statements If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report
to the related
Our objectives are to obtain reasonable assurance about
disclosures in the Consolidated Financial Statements or, if
whether the consolidated financial statements as a whole
such disclosures are inadequate, to modify our opinion. Our
are free from material misstatement, whether due to fraud
conclusions are based on the audit evidence obtained up
or error, and to issue an auditor’s report that includes our to the date of our auditor’s report. However, future events
opinion. Reasonable assurance is a high level of assurance, or conditions may cause the Group and its Joint Venture to
but is not a guarantee that an audit conducted in accordance cease to continue as a going concern.
with SAs will always detect a material misstatement when it
@ Evaluate the overall presentation, structure and
exists. Misstatements can arise from fraud or error and are content of the Consolidated Financial Statements, including
considered material if, individually or in the aggregate, they the disclosures,and whether the Consolidated Financial
could reasonably be expected to influence the economic Statements represent the underlying transactions and
decisions of users taken on the basis of these Consolidated events in a manner that achieves fair presentation.
Financial Statements. @ Obtain sufficient appropriate audit evidence regarding
As part of an audit in accordance with SAs, we exercise the financial information of the entities or business activities
professional judgement and maintain professional within the Group and its Joint Venture to express an opinion
scepticism throughout the audit. We also: on the consolidated financial statements. We are responsible
for the direction, supervision and performance of the audit
e@ Identify and assess the risks of material misstatement
of the financial statements of such entities included in the
of the consolidated financial statements,whether due consolidated financial statements of which we are the
to fraud or error, design and perform audit procedures independent auditors. For the other entities included in the
responsive to those risks, and obtain audit evidence that is consolidated financial statements, which have been audited
sufficient and appropriate to provide a basis for our opinion. by other auditors, such other auditors remain responsible
The risk of not detecting a material misstatement resulting for the direction, supervision and performance of the audits
from fraud is higher than for one resulting from error, as carried out by them. We remain solely responsible for our
fraud may involve collusion, forgery, intentional omissions, audit opinion.
misrepresentations, or the override of internal control. We communicate with those charged with governance
@ Obtain an understanding of internal financial controls regarding, among other matters, the planned scope and
relevant to the audit in order to design audit procedures that timing of the audit and significant audit findings including
any significant deficiencies in internal control that we identify
are appropriate in the circumstances. Under section 143(3)
during our audit.
(i) of the Companies Act,2013,we are also responsible
for expressing our opinion on whether the company has We also provide those charged with governance with a
adequate internal financial controls system in place and the statement that we have complied with relevant ethical
operating effectiveness of such controls. requirements regarding independence, and to communicate
with them all relationships and other matters that may
@ Evaluate the appropriateness of accounting policies reasonably be thought to bear on our independence, and
used and the reasonableness of accounting estimates and where applicable, related safeguards.
related disclosures made by management.
From the matters communicated with those charged with
@ Conclude on the appropriateness of management's governance, we determine those matters that were of most
use of the going concern basis of accounting and, based on significance in the audit of the financial statements of the
the audit evidence obtained, whether a material uncertainty current period and are therefore the key audit matters. We
exists related to events or conditions that may cast significant describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or the joint venture referred to in the Other Matters section
when, in extremely rare circumstances, we determine that a above we report, to the extent applicable that:
matter should not be communicated in our report because
(a) We have sought and obtained all the information
the adverse consequences of doing so would reasonably
and explanations which to the best of our
be expected to outweigh the public interest benefits of such
knowledge and belief were necessary for the
communication.
purposes of our audit of the aforesaid consolidated
Other Matters financial statements.
We did not audit the financial statements of a foreign Joint (b) Inour opinion, proper books of account as required
Venture, whose financial statements reflect total assets of by law relating to preparation of the aforesaid
Rs. 3648.92 lakhs as at 31st March 2022 and total revenues consolidated financial statements have been kept
of Rs.6860.87 lakhs for the year ended on that date, as so far as it appears from our examination of those
considered in the consolidated financial statements. The books and the reports of the other auditor.
consolidated annual financial results include the Company’s (c) The Consolidated Balance Sheet, the Consolidated
share of net profit of Rs. 45.26 lakhs and Company’s share Statement of Profit and Loss including Other
of other comprehensive income of Rs. 4.55 lakhs and Comprehensive Income, the Consolidated Cash
company’s share of total comprehensive income of Rs. 49.81 Flow Statement and Consolidated Statement of
lakhs for the year ended March 31, 2022, as considered in Changes in Equity dealt with by this Report are
the consolidated financial statements, in respect of one joint in agreement with the relevant books of account
venture, whose financial statements have not been audited maintained for the purpose of preparation of the
by us. These financial statements have been audited by consolidated financial statements.
other auditors whose reports have been furnished to us
(d) In our opinion, the aforesaid Consolidated
by the Management and our opinion on the consolidated
Financial Statements comply with the Indian
financial statements, in so far as it relates to the amounts
Accounting Standards specified under Section
and disclosures included in respect of the joint venture and
133 of the Act read with relevant rules issued
our report in terms of subsection (3) of Section 143 of the
thereunder.
Act, in so far as it relates to the aforesaid joint venture is
based solely on the reports of the other auditors. (e) On the basis of the written representations
received from the directors as on 31st March,
Our opinion on the consolidated financial statements above
2022 taken on record by the Board of Directors
and our report on Other Legal and Regulatory Requirements
of the Parent, none of the directors is disqualified
below, is not modified in respect of the above matters with
as on 31st March 2022 from being appointed as a
respect to our reliance on the work done and the reports of
director in terms of Section 164 (2) of the Act.
the other auditor.
(f) With respect to the adequacy of the internal
Report on Other Legal and Regulatory Requirements
financial controls over financial reporting of the
1. Asrequired by the Companies (Auditor’s Report) Order, Parent Company and the operating effectiveness
2020 (“the Order’) issued by the Central Government of such controls and since the Parent Company
of India in terms of Section 143(11) of the Act, we has only one Joint Venture that has been
give in the “Annexure A” a statement on the matters incorporated outside India, no further reporting
specified in paragraphs 3 and 4 of the Order, to the needs to be done and the report on internal
extent applicable: financial controls over financial reporting under
2. As required by Section 143(3) of the Act, based on our clause (i) of sub-section 3 of Section 143 of the
audit and on the consideration of the reports of the Act of the standalone financial statements fulfils
other auditors on the separate financial statements of the requirement.
(9) With respect to the matter to be included in the guarantee, security or the like on behalf of the
Auditor’s Report under section 197(16) Ultimate Beneficiaries.
In our opinion and according to the information b) The management of parent company has
and explanation given to us, the remuneration paid represented, that, to the best of its knowledge
by the Parent Company to its directors during the and belief, other than as disclosed in the notes
current year is in accordance with the provisions to the accounts, no funds have been received by
of section 197 of the Act. The remuneration paid the parent company from any person or entity,
to any director is not in excess of the limit laid including foreign entities (“Funding Parties”), with
down under Section 197 of the Act. The Ministry of the understanding, whether recorded in writing
Corporate Affairs has not prescribed other details or otherwise, that the company shall, whether,
under section 197 (16) which are required to be directly or indirectly, lend or invest in other persons
commented upon by us. or entities identified in any manner whatsoever
by or on behalf of the Funding Party (“Ultimate
With respect to the other matters to be included in
Beneficiaries”) or provide any guarantee, security
the Auditor’s Report in accordance with Rule 11 of
or the like on behalf of the Ultimate Beneficiaries.
the Companies (Audit and Auditors) Rules, 2014,
in our opinion and to the best of our information c) Based on the audit procedures that have
and according to the explanations given to us: been considered reasonable and appropriate
in the circumstances, nothing has come to our
The Parent Company and its Joint Venture has
attention that has caused us to believe that the
disclosed the impact of pending litigations on its
representations under sub-clause (i) and (ii) of
financial position in its Consolidated Financial
Rule 11 (e) as provided under (a) and (b) above,
Statements — Refer Note No.- 53
contain any material misstatement
The Parent Company and its Joint Venture did not
The dividend proposed in the previous year,
have any long-term contracts including derivative
declared and paid by the Parent Company during
contracts for which there were any material
the year is in accordance with section 123 of the
foreseeable losses.
Act, as applicable.
There has been no delay in transferring the
As stated in Note 16 to the Consolidated financial
amounts required to be transferred to the Investor
statement, the Board of Directors of the Parent
Education and Protection Fund by the Parent
Company has proposed dividend for the year
Company.
which is subject to the approval of the members at
a) The management of parent company has the ensuing Annual General Meeting. The amount
represented that, to the best of its knowledge of dividend proposed is in accordance with section
and belief, other than as disclosed in the notes
123 of the Act, as applicable.
to the accounts, no funds have been advanced
or loaned or invested (either from borrowed
funds or share premium or any other sources For Agrawal Tondon & Co.
or kind of funds) by the Parent company to or Chartered Accountants
in any other person or entity, including foreign FRN — 329088E
entities (“Intermediaries”), with the understanding,
whether recorded in writing or otherwise, that the Radhakrishan Tondon
Intermediary shall, whether, directly or indirectly Place: Kolkata Partner
lend or invest in other persons or entities identified Dated: 30th May 2022 Membership No. 060534
in any manner whatsoever by or on behalf of the UDIN No. 22060534AJXBY 04783
company (“Ultimate Beneficiaries’) or provide any
In terms of the information and explanations sought by us and given by the Parent Company and the books of account and
records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:
(xxi) There are no qualifications or adverse remarks in Companies (Auditors report) Order, 2020 of the Parent Company.
Joint Venture Company included in the Consolidated financial statement is not incorporated in India.
Radhakrishan Tondon
Place: Kolkata Partner
Dated: 30th May 2022 Membership No. 060534
UDIN No. 22060534AJXBY 04783
Consolidated Statement of Profit & Loss for the year ended March 31, 2022
(® in Lacs)
| Particulars | Note | 2021-22 | 2020-21 |
Revenue From Operations
Revenue From Operations 27 17,760.83 15,742.83
Other Income 28 28.80 47.53
Total income 17,789.63 15,790.36
Expenses:
Cost of material consumed 29 10,998.05 9,585.51
Purchase of stock in trade 612.44 521.93
Change in inventories of finished goods and work -in-progress 30 (246.68) (1,038.42)
Employee benefit expense 31 2,013.78 2,175.17
Finance costs 32 660.59 682.41
Depreciation and amortisation expense 3.1 385.40 396.75
Other expenses 33 3,484.24 3,416.24
Total expense 17,907.82 15,739.59
Profit (Loss) before share of consolidated Profit of Joint Venture (118.19) 50.77
Share of Consolidated Profit of Joint Venture 45.26 175.46
Profit/(loss) before tax (72.93) 226.23
Income Tax expense:
Current tax 34 - 30.00
Deferred tax 34 (14.46) (11.97)
Total Tax Expense (14.46) 18.03
Profit/(loss) for the period (58.47) 208.20
Other Comprehensive Income
Items that will not be reclassified to profit or loss
Remeausurement of net defined benefit liability 52.61 11.91
Share of Other Comprehensive (Income)/loss through Joint Venture 4.55 11.36
Income tax relating to the above 34 (13.24) (3.00)
Other Comprehensive Income/(loss) for the period 43.92 20.27
Total Comprehensive Income/(loss) for the period (14.55) 228.47
Earnings per equity share (for continuing operation): 35
- Basic (0.09) 0.33
- Diluted (0.09) 0.33
Significant accounting policies 1-2
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2022
(® in Lacs)
Adjustment for
Loss/ (Gain) on sale of Property, Plant & Equipment (0.26) 1,044.36 1.44 1,069.29
Adjustment for
Exceptional Items - -
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2022 (conia.)
(® in Lacs)
Balance at the Changes in Share Restated balance | Changes in equity Balance at the
beginning of the | Capital due to Prior | atthe begnining share capital end of the Current
Current Reporting Period Errors of the current during the current Reporting Period
Period reporting period year
Balance at the Changes in Share Restated balance | Changes in equity Balance at the
beginning of the | Capital due to Prior | atthe begnining share capital end of the Current
Current Reporting Period Errors of the current during the current Reporting Period
Period reporting period year
Other
Reserve & surplus | Comprehensive
Particulars income Total
Balance at the begnining of the Current Reporting 0.03} 34,124.76 (200.90) 33,923.88
Period
Restated balance at the begnining of the current 0.03} 34,124.76 (200.90) 33,923.89
reporting period
Balance at the end of the Current Reporting Period 0.03} 34,002.32 (156.98) 33,845.37
Other Equity
Other
Reserve & surplus Comprehensive
Particulars income Total
Balance at the begnining of the Previous Reporting 0.03 33,980.54 (221.17) 33,759.40
Period
Restated balance at the begnining of the current 0.03 33,980.54 (221.17) 33,759.40
reporting period
Balance at the end of the Previous Reporting Period 0.03 34,124.76 (200.90) 33,923.88
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2022
1. Corporate Information or losses of the investee in consolidated profit and loss, and
The Consolidated financial statements comprise financial the group’s share of other comprehensive income of the
statements of The Indian Wood Products Company Limited investee in consolidated other comprehensive income.
(‘the Parent Company”) and its joint ventures (collectively c) Property, Plant and Equipment
referred to as “the Group’) for the year ended 31st March Freehold land is carried at the revalued figure as per
2022. The Group is primarily engaged in the manufacturing the Valuation done by the management based on circle
of Katha, processed Gambier and trading of spices. rate of 1st April’16. All the other items of Property, Plant
2. Significant Accounting Policies and Equipment are stated at cost of acquisition, less
This note provides a list of the significant accounting policies accumulated depreciation/amortisation and impairments,
if any, cost of acquisition includes taxes, duties, freight
adopted in preparation of these Consolidated Financial
and other incidental expenses related to acquisition and
Statements. These policies have been consistently applied
installation. Indirect expenses during construction period,
to all the years presented unless otherwise stated.
which are required to bring the asset in the condition for its
The Consolidated Financial Statements were approved by
intended use by the Company and are directly attributable
Board of Directors on May 30, 2022.
to bringing the asset to its position, are also capitalized.
a) Basis of Preparation:
Subsequent costs are included in the asset's carrying
|. Compliance with IND AS: amount or recognised as a separate asset, as appropriate,
These Consolidated Financial Statements comply in all only when it is probable that future economic benefits
material aspects with Indian Accounting Standards (IND AS) associated with the item will flow to the Company and the
notified under section 133 of the Companies Act, 2013 (the cost of the item can be measured reliably. The carrying
Act) read with rule 4 of the Companies (Indian Accounting amount of any component accounted for as a separate
standards) Rules, 2015 & Companies (Indian Accounting asset is de-recognized upon disposal or when no future
Standards) Amendment Rules 2016. The Company adopted economic benefits are expected from its use or disposal.
Ind AS from 1st April, 2017. All other repairs & maintenance are charged to profit or loss
during the reporting period in which they are incurred.
ll. Historical cost convention:
Capital work-in-progress comprises cost of fixed assets that
The Consolidated Financial Statements have been prepared
are not yet ready for their intended use at the year end.
on a historical cost basis, except for the following:
Depreciation and amortization:
i. Land which is revalued as on 1st April’'16
Depreciation is calculated using the straight-line method
ii. Certain Financial Assets and Liabilities (including
to allocate cost of Property, Plant and Equipment, net of
derivative instruments) and contingent consideration that
residual values, over their estimated useful lives as follows:
are measured at fair value; and
iii. Defined Benefit Plan Assets measured at fair value;
Asset Class Useful Life (In years) |
Building 3 to 60
b) Principal of Consolidation and Equity Accounting
Plant & Machinery* 10 to 30
Joint Venture
Electric Installations* 10 to 30
Interests in joint ventures are accounted for using the equity
method (see below), after initially being recognized at cost Laboratory Apparatus 10
in the consolidated balance sheet. Motor Vehicles* 8 to 10
Equity Method Computers* 3 to 8
Liabilities for wages and salaries, including non- monetary Re-measurements, comprising of actuarial gains and
benefits that are expected to be settled wholly within 12 losses excluding amounts included in net interest on the
months after the end of the period in which the employees net defined benefit liability and the return on plan assets
render the related service are recognized in respect of (excluding amounts included in net interest on the net
employees’ services upto the end of the reporting and are defined benefit liability), are recognised immediately in
measured at the amounts expected to be paid when the the balance sheet with a corresponding debit or credit to
liabilities are settled. The liabilities are presented as current retained earnings through Other Comprehensive Income in
employee benefit obligations in the balance sheet. the period in which they occur. Re-measurements are not
reclassified to profit or loss in subsequent periods.
ii. Defined Contribution Plan - Provident fund:
0) Provisions and Contingent Liabilities and Assets:
Contribution to Provident fund is made at a predetermined
rate and charged to revenue on accrual basis. Contingent Liabilities are disclosed in respect of possible
obligations that arise from past events but their existence will
iii. Defined Benefit Plan - Gratuity:
be confirmed by the occurrence or non-occurrence of one or
Particulars Freehold] Building] Computer| Effluent] Electrical] Furni-| Laboratory) Motor Car Office} Plant &|Refrigeration} Trollies) Tube] Weighing Total
Land* Equipment} Treatment] Installa-) ture&! Apparatus} & Vehicle] Equipments|Machinery| & Cooling] & Trays] Well] Scale
Plant tions} Fixtures System =
a
Gross Block mm
Fd
AtApril 1, 2020 35,737.74] 483.09} 28.99} 97.73] 195.47] 101.37 6.05} 380.50 32.19] 907.63 848.04) 173.91] 5.00} 4.66)/39,002.38 g
>
Fa
Additions 206.45 1.98) 2449) 3441) 0.43) 18.92} 19.19 0.84) 265.34 158.24) 43.71] 0.20) 11.88) 786.06 PS
o
(e)
Disposals / deductions (6.04) (15.77) (4.49}) (14.08}} (2.96)|_ (6.59) (2.70}) (28.17) (31.90) -| (1.75)} (3.22)) (115.67) is)
a
z
At March 31, 2021 35,737.74] 683.50} 15.20} 122.22) 225.39] 87.71 22.01] 393.09 30.33) 1,146.80 974.38) 217.61] 3.45} 13.31)39,672.77 (e)
S
a
Additions -| 1.47 411] 14.01) 10.35) 1.02 0.07 0.40} = 12.79 25.64) 3.75] 0.36) 0.07} 74.04 iSS
o
Disposals / deductions - (0.10) (0.45) (0.55) 2
ie)
At March 31, 2022 35,737.74] 684.97) 19.31} 136.23) 235.74] 88.63) 22.08) 392.64 30.73) 1,159.59} 1,000.02) 221.36) 3.81] 13.38)39,746.26 ca2
Fd
Accumulated Depreciation <
C
AtApril 1, 2020 -| 46.70) 17.67 5.26) 89.04] 23.00 1.15} 95.94 15.11} 336.31 334.66) 34.10] 0.54) 1.48) 1,000.97 ES=
iu
Charge for the year 30.89 4.90 5.61] 20.05] 9.81 213) 54.79 5.81] 67.71 66.22) 13.79] 0.34) 1.24] 283.31 o
Disposals (4.96}) (14.99) (4.30}) (13.54)} (2.81)} (6.27) (2.58}) (22.00) (29.05) (1.66)) (3.01)} (105.16)
At March 31, 2021 -| 72.64 7.59) 10.87) 104.79) 19.27 0.47) 144.46 18.33) 382.02 371.84) 47.90] (0.78)} (0.29)) 1,179.12
Charge for the year 30.74 3.61 6.84 17.70} = 9.70 1.98} 52.76 5.44 71.37 70.46) 13.77] 0.34) 1.17) 285.88
Disposals / deductions - - - || -| (0.07) - || || || || | | -| (0.07)
At March 31, 2022 -| 103.38) 11.20) 17.71) 122.49) 28.90 2.45} 197.22 23.77) 453.39 442.30] 61.67] (0.44)} 0.88] 1,464.93
Net Block
At March 31, 2021 35,737.74] 610.86 7.62} 111.36] 120.59] 68.44) = 21.54) 248.63 12.00) 764.78 602.54) 169.72) 4.23} 13.60) 38,493.66
At March 31, 2022 35,737.74] 581.59 8.12} 118.53] 113.24] 59.73) 19.63] 195.42 6.96) 706.20 557.72) 159.70) 4.25} 12.50) 38,281.32
Particulars ae aa
31 March, 2022 | 31 March, 2021
M/s. Agro and Spice Trading Pte Ltd, Singapore* (Refer Note No. 49) 748.98 699.17
*Note: M/s Agro and Spice Trading Pte Ltd, Singapore is 50% Joint Venture of the Company as at Balance Sheet
Date.
Particulars eeaa ee
31 March, 2022 | 31 March, 2021
Capital Advances 130.37 130.37
As at As at
Particulars
31 March, 2022 31 March, 2021
(At lower of cost and net realisable value)
Particulars As at As at
31 March, 2022 | 31 March, 2021
Trade Receivable Considered good- unsecured (Refer Note No. 47) 5,076.47 4,277.04
Particulars As at As at
31 March, 2022 | 31 March, 2021
Balance with banks
As at As at
Particulars
31 March, 2022 31 March, 2021
As at As at
Particulars
31 March, 2022 31 March, 2021
Measured at Amortised Cost
Particulars | aon ee |
31 March, 2022 | 31 March, 2021
Others - 0.72
Total - 072,
Particulars As at As at
31 March, 2022 | 31 March, 2021
Advance Tax (Net of provision) 39.54 -
Total 39.54 -
As at As at
Particulars
31 March, 2022 31 March, 2021
Advance other than capital advance
Advance to Suppliers 1,858.20 1,600.27
Other Advances 67.28 44.86
Prepaid Charges 37.55 23.28
Balances with Government Authorities 531.20 706.66
Total 2,494.23 2,375.07
As at 31.03.2022 As at 31.03.2021
Particulars
No. of shares | in Lakhs No. of shares | 2 in Lakhs
Shares outstanding at the beginning of the year 6,39,72,720 1,279.45 6,39,72,720 1,279.45
Change during the year
Shares outstanding at the end of the year 6,39,72,720 1,279.45 6,39,72,720 1,279.45
As at 31.03.2022 As at 31.03.2021
Name of Shareholders
No. ofshares| % No. ofshares | %
Security Company Limited 1,23,25,442 19.27 1,23,25,442 19.27
Savita Mohta 91,60,200 14.32 91,60,200 14.32
Bharat Mohta 76,37,530 11.94 76,37 ,530 11.94
Avanti Mohta 75,26,160 11.76 75,26,160 11.76
Bharat Mohta HUF 45,50,000 7.11 45,50,000 7.11
(e) Information regarding issue of shares for the period of five years immediately preceding the date at
which the Balance Sheet is prepared:
i) |The Company has not issued any shares without payment being received in cash
ii) In the FY 2016-17 the Company has alloted 47,97,654 equity shares of Rs. 10 each as fully paid up by way of
bonus shares in the ratio of 3 shares for every 1 share held.
In the FY 2018-19 the Company has alloted 3,19,86,360 equity shares of Rs. 2 each as fully paid up by way of
bonus shares in the ratio of 1:1.
iii) The Company has not undertaken any buy-back of shares.
Shares held by promoters at the end of the year % Change during the
Particulars As at As at
31 March, 2022 | 31 March, 2021
Particulars As at As at
31 March, 2022 | 31 March, 2021
Particulars eke AS ah
31 March, 2022 | 31 March, 2021
Measured at Amortised Cost
Secured
1,403.56 1,105.40
97095 8 8=——815.73
Unsecured
Particulars As at As at
31 March, 2022 | 31 March, 2021
As at As at
Particulars
31 March, 2022 31 March, 2021
Deferred tax liability
on difference in tax base of Property, plant and Equipment other than land 59.16 73.32
on Amortisation of upfront fees - 0.36
on revaluation of land 7,361.89 7,361.89
7,421.05 7,435.57
Deferred tax Assets
on remeasurement of defined benefit liability 2.39 15.63
on other taxable temporary difference 2.85 2.85
5.24 18.48
Total Net Liability 7,415.81 7,417.10
As at As at
Particulars
31 March, 2022 31 March, 2021
Provision for employee benefits
Leave Encashment 25.19 34.46
Total 25.19 34.46
As at As at
Particulars
31 March, 2022 31 March, 2021
Measured at Amortised Cost
Secured
Current Maturity of Long Term Borrowing (Refer Note :- 37)
Term Loans from Banks 388.96 232.40
Vehicle Loans 43.65 57.27
Loan repayable on demand
From banks (Refer note :- 37)
Cash Credit 2,417.89 3,365.63
Working Capital Demand Loan 3,500.00 2,100.00
Total 6,350.50 5,755.30
As at As at
Particulars
31 March, 2022 31 March, 2021
Trade Payable
Total outstanding dues of creditors other than micro enterprises and small 1,919.37 1,737.00
enterprises (Refer Note - 46)
Particulars As at As at
31 March, 2022 | 31 March, 2021
Note 24 - Provisions
Particulars As at As at
31 March, 2022 | 31 March, 2021
Particulars As at As at
31 March, 2022 | 31 March, 2021
Total - 34.35
Particulars As at As at
31 March, 2022 | 31 March, 2021
12,536.87 11,011.02
(b) Weighted Average Number of Equity Shares in calculation of Basic and 6,39,72,720 6,39,72,720
Diluted EPS
Basic and Diluted EPS (a) / (b) (0.09) 0.33
Mr. Krishna Kumar Damani Executive Director (till 15th April 2021)
Other Directors
Mrs. Avanti Mohta Spouse of Mr. Bharat Mohta (WTD & CEO)
M/s Krishna Kumar Mohta HUF Karta is Chairman & Managing Director
37 a) Working Capital facilities and Capital Expenditure Term Loan including LC & Buyers Credit Limit are from
Union Bank of India, DBS Bank India Limited and Citi Bank on multiple banking system secured by charge of stocks
of Raw material, Katha and Cutch whether Raw or in process of manufacture and all articles manufactured there
from, Stores, Book debts, Plant & Machinery and certain other assets and mortgaged by deposit of title deeds of
Land at Bareilly measuring 91,600 square meter on pari — passu basis and have been guaranteed by two Promoter
Directors.
37 b) TermLoan facility availed from Citi Bank, Kolkata secured by charge of Stock of Raw Material Katha & Cutch
whether Raw or in process of manufacture and all articles manufactured there from, plant & machinery and certain
other assets and mortgaged by deposit of title deeds of Land at Jammu & Kashmir and have been guaranted by one
of the Promoter Director. (Zin Lacs)
CITI Bank
Term Loan 9% 128.35 97.57
38 The Group has only one reportable operation sgment i.e. manufacturing and trading of Katha as per Ind AS -
108. The group has considered following for the disclosure of geographical information:
Geographical Information (® in Lacs)
As at As at
Particulars
31 March 2022 31 March 2021
41. Leases:
The Parent Company has lease contracts for guest house and office spaces used in its operations. The Parent
Company also hold leasehold land having lease term of 40 years.
Leases
Group as a leasee
Set out below are the carrying amounts of right-of-use assets recognised and the movement during the period:
Set out below are the carrying amounts of lease liabilties and the movement during the period:
Present Value of Defined Benefit Obligation at the Beginning | 202.60 560.89 201.80 539.63
of the Year
Actuarial (Gains)/Losses Arising from Changes in Financial Assumptions (4.59) (24.84) 1.62 9.14
Actuarial (Gains)/Losses Arising from Changes in Experience Adjustments (2.48) (29.97) (1.34) (20.98)
Fair Value of Plan Assets at the Beginning of the Year 141.68 571.41 128.74 538.81
Return on Plan Assets, (Excluding Amount Included in net Interest Expense) | (2.23) (2.21) 1.07 0.07
Net Value of remeasurements on the obligation and plan assets (4.84) - (0.78) -
Expenses Recognized in the Statement of Profit and Loss 36.66 30.35 43.90 35.04
The estimates of future salary increases have been considered in actuarial valuation after taking into consideration
the impact of inflation, seniority, promotion and other relevant factors such as supply and demand situation in the
employment market.
The expected return on plan assets is based on market expectation, at the beginning of the period, which is used for
calculating returns over the entire life of the related obligation. The Gratuity Scheme is invested in group Gratuity-
Cum-Life assurance cash accumulation policy offered by Life Insurance Corporation of India.
Sensitivity Analysis for Significant Assumptions as on 31st March, 2021 are as Follows :
The Weighted Average Duration of the Defined Benefit Obligation as at 31st March 2022 is 58 years.
The assumed movement in basis points for interest rate sensitivity is based on the currently observable market
environment.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates
primarily to the Company’s operating activities. Such foreign currency exposures are hedged by the Company.
b. Credit Risk
Credit risk is the risk that the counter party will not meet its obligation under a financial instruments or customer
contract, leading to a financial loss. The group is exposed to credit risk from its operating activities (primarily trade
receivables).
The Group extends credit to customers in normal course of business. The Group considers factors such as credit
track record in the market and past dealings for extension of credit to customers. The Company monitors the payment
track record of the customers and Outstanding receivables are regularly monitored.
c. Liquidity Risk
Liquidity Risk is the risk that the company may not be able to meetits present and future cash and collateral obligations
without incurring unacceptable losses.
The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of Bank
loans, Credit purchases etc.
The table below provides undiscounted cash flows towards Financial Liability into relevant maturity based on the
remaining period at the balance sheet date to the contract maturity date.
45 Capital Management
For the purpose of the Company's Capital Management, Capital includes issued equity capital, shares premium and
all other Equity Reserves attributable to the Equity holders of the Parent. The Primary objective of the Company's
capital management is to maximise the Shareholder value.
The Company manages its capital structure and makes adjustments inlight of changes in economic conditions and
the requirements of the financial covenants. (& in Lacs)
Particulars As at As at
31 March, 2022 | 31 March, 2021
Borrowings 7,457.35 6,668.93
50 Additional Information pertaining to the Parent Company and Joint Venture as per Schedule Ill of
Companies Act 2013
Net Assets Share in Profit & Loss Share in Other Share in Total
(Total assets minus total comprehensive comprehensive income
liabilities) income (OCI) (TCI)
Name of the entity
As % of As % of As % of As % of
consolidated net} NetAssets | consolidated Amount | consolidated | Amount consolidated Amount
assets profit or loss profit or loss profit or loss
Parent
The Indian Wood Product) 100.52% | 35,308.00) 177.40% -103.73 | 89.64% 39.37 442.23% 64.36
Company limited
Joint Ventures
Foreign
Agro and Spice Trading Pte Ltd -0.52% | (182.88)| -77.40% 45.26 | 10.36% 4.55 | -342.23% | 49.81
51 The main Products of the Parent Company i.e. Katha & Cutch along with its Raw Materials like Khair Wood,
Katha Lugdi, Cutch Lugdi, are covered under U. P. Forest Act and a transit fee has to be paid on movement of all
these items. Uttar Pradesh Government by its various amendments changed the transit fee from Rs. 38/- Per M.T to
Rs. 200/- Per Cubic Meter and Subsequently 5% advolrum.
Subsequently Honourable Supreme Court by its final order dated 15/09/2017 directed Uttar Pradesh Government to
collect transit fees @ Rs 38/- Per M.T only and refund the excess amount collected from parties along with interest
@ 9% per annum.
In view of the above, an excess amount of Rs. 1000.29 lakhs paid as transit fees to the Forest Department of Uttar
Pradesh is refundable with interest @ 9% per annum. The parent company has made necessary applications which
is under process and will be accounted for as and when the parent company will get the refund.
a) Demand for sales tax amounting to Rs. 146.64 lacs (Rs. 146.64 lacs) which are not acknowledged as debts.
Against the same company has paid under protest a total of Rs. 26.53 lacs (Rs. 26.53 lacs) included in loans and
Advances and TDR of Rs. 2.64 lacs (Rs. 2.64 lacs) are deposited with the sales tax authorities.
b) Mandi Samitee demand on Katha amounting to Rs. 2.38 lacs (Rs. 2.38 Lacs) has been disputed by the Company
and stayed by Honourable High Court, Allahabad.
c) During the FY 2017 - 18, Commissioner of Customs, Nnhava Sheva had passed an Ex-Party Judgement and
raised a demand of Rs. 341.78 Lacs and imposed a penalty of Rs 3,41.78 Lacs against a Show Cause Notice issued
by the Additional Director General, Directorate of Revenue Intelligence, Kolkata in the year 2010. The said order
passed by the Commissioner being contrary to law and against the principle of natural justice, based on assumption
and presumptions without any evidence on record and was not acceptable to the Company, hence an appeal was
preferred by the Company before CESTAT Nhava Sheva by producing evidence of pre-deposit of Rs.40.00 lacs
being 11.7% of duty demanded against the requirement of 7.5% of the duty demanded while filing the appeal.
Simultaneously, (2) two of the Whole Time Directors were also made liable in the above said order on whom a
penalty of Rs.15.00 lacs and Rs.10.00 lacs respectively imposed. An appeal was also preferred on their behalf and
a sum of Rs.1.90 las was deposited by the Company and the amount is appearing in Loans & Advances account.
Consequently, as per the legal advice obtained, no provision is made at this stage. Final adjustment if any will be
done as and when the matter is crystalized.
The Group did not have any material transactions with companies struck off under Section 248 of the Companies Act,
2013 or Section 560 of Companies Act, 1956 during the financial year.
(b) Benami Property held under Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder
55 For better presentation previous year’s figures have been regrouped / re-arranged wherever necessary.
Chartered Accountants
Firm Registration Number - 329088E Krishna Kumar Mohta Bharat Mohta
; Chairman & MD WTD & CEO
Radhakrishan Tondon DIN: 00702306 DIN: 00392090
Partner
Membership No.: 060534 R.K. Agarwal Anup Gupta