CWD Ltd
Directors Reports
To
The Members, CWD Limited
Your Directors have immense pleasure in presenting the 7th (Seventh) Annual Report on
the business and operations of the Company together with the Audited Standalone and
Consolidated Financial Statements for the inancial year ended March 31, 2023.
1. FINANCIAL PERFORMANCE OF THE COMPANY:
The summary of consolidated and standalone inancial highlights for the inancial year
ended March 31, 2023 and the previous inancial year ended March 31, 2023 is given below:
Particulars |
Consolidated |
Standalone |
|
March 31, 2023 |
March 31, 2022 |
March 31, 2023 |
March 31, 2022 |
| Revenue from Operations |
2292.17 |
1,584.91 |
2292.18 |
1,566.37 |
| Less: Expenditure |
1995.30 |
1,166.36 |
1994.70 |
1,166.03 |
Proit before Depreciation |
566.09 |
546.40 |
566.70 |
528.23 |
| Less: Depreciation |
269.22 |
127.89 |
269.22 |
127.89 |
Proit before Tax |
296.87 |
418.51 |
297.47 |
400.34 |
| Tax Expenses: |
|
|
|
|
| Current Tax |
(65.41) |
(30.08) |
(65.41) |
(28.50) |
| Deferred Tax |
(15.61) |
(70.05) |
(15.61) |
(70.05) |
| Earlier years |
(0.41) |
(8.31) |
(0.41) |
- |
| MAT credit entitlement |
- |
- |
- |
(8.31) |
Proit after Tax |
215.43 |
310.06 |
216.04 |
293.47 |
1. STATE OF AFFAIRS/ REVIEW OF OPERATIONS
Standalone
The Total Income of the Company stood at 1 2292.18 Lakhs for the year ended March 31,
2023 as against 1 1566.37 Lakhs in the previous year. The Company made a net proit (after
tax) of 1 216.04 Lakhs for the year ended March 31, 2023 as compared to the 1 293.47 Lakhs
in the previous year.
Consolidated
The Total Income of the Company stood at 1 2292.17 Lakhs for the year ended March 31,
2023 as against 1 1,584.91 Lakhs in the previous year. The Company made a net proit (after
tax) of 1 215.43 Lakhs for the year ended March 31, 2023 as compared to the 1 310.10 Lakhs
in the previous year.
2. TRANSFER TO RESERVES
The Company has not transferred any amount to General Reserve. However, the Company has
retained the current year proit in the accumulated Proit and Loss account.
3. CASH FLOW AND CONSOLIDATED FINANCIAL STATEMENTS:
As required under regulation 34 of the SEBI (LODR) Regulations, 2015, a Cash Flow
Statement forms part of Annual Report.
4. DIVIDEND
In order to conserve the resources for future growth of the Company, the Board of
Directors has not declared any dividend for the year ended March 31, 2023.
5. TRANSFER OF UNPAID AND UNCLAIMED DIVIDENDS TO INVESTOR EDUCATION AND PROTECTION FUND
In accordance with the provisions of Sections 124, 125 and other applicable provisions,
if any, of the Act, read with the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules,
2016 (hereinafter referred to as "IEPF Rules") (including any statutory
modiication(s) or re-enactment(s) thereof for the time being in force), the amount of
dividend remaining unclaimed or unpaid for a period of seven years from the date of
transfer to the Unpaid Dividend Account is required to be transferred to the Investor
Education and Protection Fund ("IEPF") maintained by the Central Government.
Further, according to the IEPF Rules, the shares in respect of which dividend has not been
paid or claimed by the Shareholders for 7 (Seven) consecutive years or more are also
required to be transferred to the demat account created by the IEPF Authority.
Your Company does not have any unpaid and unclaimed dividend or shares relating thereto
which is required to be transferred to the IEPF till the date of this Report.
6. SHARE CAPITAL
Authorised Share Capital
The authorized share capital of the Company as at March 31, 2023 was 1 5, 00, 00,000
(Rupees Five Crore only) consisting of 1 50, 00,000 (Fifty Lakhs) equity shares of 1 10
(Rupees Ten) each.
Paid Up Share Capital
The paid-up Equity Share Capital as on March 31, 2023 was 1 3,61,14,000 (Rupees Three
Crore Sixty-One Lakhs Fourteen Thousand Only) divided into 1 36,11,400 (Thirty-Six Lakhs
Eleven Thousand Four Hundred only) equity shares of 1 10 (Rupees Ten) each. During the
year under review, the Company has not issued any equity shares with or without di
erential voting rights.
7. MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report on the operations of the Company, as
required under the Listing Regulations is provided in a separate section and forms an
integral part of this Report.
8. CHANGE IN NATURE OF BUSINESS, IF ANY
There has been no change in the nature of business of the Company.
9. SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES
Subsidiaries
As on March 31, 2023, your Company has 3 Subsidiary (CWD Manufacturing Private Limited,
CWD Innovations HK Limited & SDG Global Private Limited). There are no associate
companies or joint venture companies within the meaning of Section 2(6) of the Act.
During the year under review, there has been no change in the subsidiary companies of
the Company.
Associate and Joint Venture Companies
As on March 31, 2023, the Company does not have any associate and joint venture
companies.
10. DISCLOSURES BY DIRECTORS
The Board of Directors has submitted notice of interest in Form MBP 1 under Section
184(1) as well as intimation by directors in Form DIR 8 under Section 164(2) and
declarations as to compliance with the Code of Conduct of the Company.
11. CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements of the Company for the inancial year 2023 are
prepared in compliance with the applicable provisions of the Act. The audited Consolidated
Financial Statements together with the Auditors' Report thereon form part of the Annual
Report. Pursuant to Section 129(3) of the Act, a statement containing salient features of
the Financial Statements of each of the subsidiaries, associates and joint venture in the
prescribed Form AOC-1 forms part of the Annual Report as Annexure 1.
12. ANNUAL RETURN
The Annual Return of the Company in Form MGT-7 as provided under Section 92 of the Act
is available on the website of the Company at www.cwdin.com
13. NUMBER OF MEETING OF THE BOARD
The Board meetings are pre-scheduled well in advance to help Director's to plan their
schedules and ensure meaningful participation. However, if the need arises in case of
special and urgent business, the Board's approval is obtained by passing resolutions
through circulation, as permitted by law, which are conirmed in the subsequent Board
meeting. The Company has complied with Secretarial Standards issued by the Institute of
Company Secretaries of India on Board meetings.
The Board met Four (4) times during the year under review. The details of the number of
meetings of the Board held during the Financial Year 2022-23 are as under:
Sr. |
Name of Directors |
Number of Meeting attended out of Total Meeting held |
No. |
|
during the Financial Year 2022-23 |
| 1. |
Mr. Tejas Kothari |
04 out of 04 |
| 2. |
Mr. Siddhartha Xavier |
04 out of 04 |
| 3. |
Mrs. Amishi Kothari |
04 out of 04 |
| 4. |
Mr. Aditya Xavier |
04 out of 04 |
| 5. |
Mr. Pravin Kharwa |
04 out of 04 |
| 6. |
Mr. Rahul Dayama |
04 out of 04 |
14. CORPORATE SOCIAL RESPONSIBILITY
The Company does not fall under the criteria laid under the provisions of Section 135
of the Act and rules framed there under. Therefore, the provisions of Corporate Social
Responsibility are not applicable to the Company.
15. AUDITORS
Statutory Auditor
M/s D G M S & CO., Chartered Accountants (Firm Registration Number: 109823W) were
appointed as Statutory Auditor of the Company for a period of ive consecutive years at the
Annual General Meeting of the Members held on September 29, 2022 on a remuneration
mutually agreed upon by the Board of Directors and the Statutory Auditor. They have
conirmed to the Company that they are not disqualiied from continuing to act as the
Statutory Auditor of the Company.
The Statutory Auditors' Report forms part of the Annual Report. There is no audit
qualiication, reservation or adverse remark for the year under review.
There was no instance of fraud during the year under review, which required the
Statutory Auditor to report to the Audit Committee and / or Board under Section 143(12) of
Act and Rules framed thereunder.
Secretarial Auditor
Pursuant to the provisions of Section 204 of the Act and rules made thereunder, the
Company has appointed M/s. Parth Sharma & Co., Practicing Company Secretaries to
undertake the Secretarial Audit of the Company. The Secretarial Audit Report forms an
integral part of this Report as Annexure 2.
The Secretarial Audit Report does not contain any qualiication, reservation or adverse
remark
Cost Auditor
During the inancial year 2022-23, maintenance of cost records and the requirement of
cost audit, as prescribed under the provisions of Section 148 of the Act and Rules made
thereunder, were not applicable to the Company.
16. DIRECTORS OR KEY MANAGERIAL PERSONNEL
Directorate
Appointment / Re-Appointment
In accordance with the provisions of Section 152 of the Act, Mr. Aditya Xavier, (DIN:
06479014) Director of the Company is liable to retire by rotation at the ensuing Annual
General Meeting and being eligible o ers himself for re-appointment.
The Board recommends his re-appointment for the consideration of the Members of the
Company at the ensuing Annual General Meeting. Brief proile of Mr. Aditya Xavier has been
given in the Notice convening the Annual General Meeting.
Cessation
There is no cessation during the period under review.
Key Managerial Personnel (‘KMP')
During the year Mr. Abhishek Lohia was appointed as Company Secretary with e ect from
17th May,2022 . However, he has tender his resignation on 15th April,2023.
Independent Directors
All Independent Directors of the Company have given declarations that they meet the
conditions of independence as laid down under Section 149(6) of the Act and Regulation
16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"). In the opinion of the
Board, the Independent Directors ful'ill the said conditions of independence. The
Independent Directors have also conirmed that they have complied with the Company's Code
of Business Conduct & Ethics. In terms of requirements of the Listing Regulations, the
Board has identiied core skills, expertise and competencies of the Directors in the
context of the Company's businesses for e ective functioning.
Further, in terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the
Companies (Appointment and Qualiication of Directors) Rules, 2014, Independent Directors
of the Company have conirmed that they have registered themselves with the databank
maintained by the Indian Institute of Corporate A airs.
In the opinion of the Board, the Independent Directors are independent of the
management; possess the requisite integrity, experience, expertise, proiciency, and
qualiications.
17. FAMILIARISATION PROGRAMME FOR DIRECTORS
As a practice, all Directors (including Independent Directors) inducted to the Board go
through a structured orientation programme. Presentations are made by Senior Management
giving an overview of the operations, to familiarise the new Directors with the Company's
business operations. The Directors are given an orientation on the products of the
business, group structure and subsidiaries, Board constitution and procedures, matters
reserved for the Board, and the major risks and risk management strategy of the Company.
18. BOARD'S PERFORMANCE EVALUATION:
In compliance with the Act and Listing Regulations, the Board of Directors carried out
an annual evaluation of the Board itself, its Committees and individual Directors. The
entire Board carried out performance evaluation of each Independent Director excluding the
Independent Director being evaluated.
The evaluation was done after taking into consideration inputs received from the
Directors, setting out parameters of evaluation. Evaluation parameters of the Board and
Committees were mainly based on Disclosure of Information, Key functions of the Board and
Committees, Responsibilities of the Board and Committees, etc. Evaluation parameters of
Individual Directors including the Chairman of the Board and Independent Directors were
based on Knowledge to Perform the Role, Time and Level of Participation, Performance of
Duties and Level of Oversight and Professional Conduct etc.
Independent Directors in their separate meeting evaluated the performance of
Non-Independent Directors, Chairman of the Board and the Board as a whole.
19. COMMITTEES OF THE BOARD
Audit Committee
The Audit Committee of the Company is constituted as per Section 177 of the Act. The
Audit Committee acts as a link between the Statutory Auditors, Internal Auditors and the
Board of Directors. Its purpose, amongst others, is to assist the Board in fulilling its
oversight responsibilities of monitoring inancial reporting processes, reviewing the
Company's established systems and processes for internal inancial controls, governance and
reviewing the Company's statutory, internal audit activities and related party
transactions.
Composition, Meetings and Attendance
Sr. |
Name of Members |
Category |
Position in the |
No. of Meetings |
No. |
|
|
Committee |
attended during the |
|
|
|
|
year 2022-23 |
| 1 |
Mr. Parvin Kharva |
Independent Director |
Chairman |
04 out of 04 |
| 2 |
Mr. Tejas Kothari |
Jt. Managing Director & CFO |
Member |
04 out of 04 |
| 3 |
Mr. Rahul Dayama |
Independent Director |
Member |
04 out of 04 |
Financial Reporting and Related Processes:
Oversight of the Company's inancial reporting process and inancial information
submitted to the Stock Exchanges, regulatory authorities or the public.
Reviewing with the Management, the Half Yearly Unaudited Financial Statements and the
Auditor's Limited Review Report thereon / Audited Annual Financial Statements and
Auditors' Report thereon before submission to the Board for approval. This would, inter
alia, include reviewing changes in the accounting policies and reasons for the same, major
accounting estimates based on exercise of judgement by the Management, signiicant
adjustments made in the Financial Statements and / or recommendation, if any, made by the
Statutory Auditors in this regard.
Review the Management Discussion & Analysis of inancial and operational
performance.
Discuss with the Statutory Auditors its judgement about the quality and appropriateness
of the Company's accounting principles with reference to the Indian Accounting Standard
(IND-AS).
Review the investments made by the Company.
All the Members on the Audit Committee have the requisite qualiication for appointment
on the Committee and possess sound knowledge of inance, accounting practices and internal
controls.
Nomination and Remuneration Committee
In compliance with Section 178 of the Act and Regulation 19 of Listing Regulations, the
Board has constituted the Nomination and Remuneration Committee.
Composition, Meetings and Attendance
Sr. |
Name of Members |
Category |
Position in the |
No. of Meetings |
No. |
|
|
Committee |
attended during the |
|
|
|
|
year 2022-23 |
| 1 |
Mr. Parvin Kharva |
Independent Director |
Chairman |
01 out of 01 |
| 2 |
Mr. Rahul Dayama |
Independent Director |
Member |
01 out of 01 |
| 3 |
Ms. Amishi Kothari |
Non-Executive Director |
Member |
01 out of 01 |
Terms of Reference
The terms of reference of the Committee inter alia, include the following:
Succession planning of the Board of Directors and Senior Management Employees;
Identifying and selection of candidates for appointment as Directors / Independent
Directors based on certain laid down criteria;
Identifying potential individuals for appointment as Key Managerial Personnel and to
other Senior Management positions;
Formulate and review from time to time the policy for selection and appointment of
Directors, Key Managerial Personnel and senior management employees and their
remuneration;
Review the performance of the Board of Directors and Senior Management Employees based
on certain criteria as approved by the Board.
The Company has formulated a Remuneration Policy which is annexed to the Board's Report
in "Annexure I".
Stakeholders Relationship Committee
In compliance with the provisions of Section 178 of the Act, the Board has constituted
the Stakeholders' Relationship Committee. The Stakeholders' Relationship Committee
(‘SRC') considers and resolves the grievances of shareholders, and other security
holders, including complaints relating to non-receipt of annual report, transfer and
transmission of securities, non-receipt of dividends/interests and such other grievances
as may be raised by the security holders from time to time.
Composition, Meetings and Attendance
Sr. |
Name of Members |
Category |
Position in the |
No. of Meetings |
No. |
|
|
Committee |
attended during the |
|
|
|
|
year 2022-23 |
| 1 |
Ms. Amishi Kothari |
Non-Executive Director |
Member |
01 out of 01 |
| 2 |
Mr. Aditya Xavier |
Whole-Time Director |
Member |
01 out of 01 |
| 3 |
Mr. Rahul Dayama |
Independent Director |
Member |
01 out of 01 |
Terms of Reference
The terms of reference of the Committee are:
Transfer/Transmission of shares/debentures and such other securities as may be issued
by the Company from time to time;
Issue of duplicate share certiicates for shares/debentures and other securities
reported lost, defaced or destroyed, as per the laid down procedure;
Issue new certiicates against subdivision of shares, renewal, split or consolidation of
share certiicates /certiicates relating to other securities;
Issue and allot right shares / bonus shares pursuant to a Rights Issue / Bonus Issue
made by the Company, subject to such approvals as may be required;
To grant Employee Stock Options pursuant to approved Employees' Stock Option Scheme(s),
if any, and to allot shares pursuant to options exercised;
To issue and allot debentures, bonds and other securities, subject to such approvals as
may be required;
To approve and monitor dematerialization of shares / debentures / other securities and
all matters incidental or related thereto;
To authorize the Company Secretary and Head Compliance / other Oficers of the Share
Department to attend to matters relating to non-receipt of annual reports, notices,
non-receipt of declared dividend / interest, change of address for correspondence etc. and
to monitor action taken;
Monitoring expeditious redressal of investors / stakeholders grievances; all other
matters incidental or related to shares, debenture.
During the year, no complaints were received from shareholders. There are no balance
complaints.
The Company had no share transfers pending as on March 31, 2023.
Mr. Tejas Kothari is the Compliance Oficer.
20. DEPOSITS
The Company has not invited/ accepted any deposits from the public during the year
ended March 31, 2023. There were no unclaimed or unpaid deposits as on March 31, 2023.
Details of Deposits not in compliance with the requirements of the Act
Since the Company has not accepted any deposits during the inancial year ended on March
31, 2023, there has been no non-compliance with the requirements of the Act.
21. COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR
DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER
MATTERS PROVIDED UNDER SUB-SECTION (3) OF SECTION 178
The Company has in place a policy for remuneration of Directors and KMP as well as a
well-deined criterion for the selection of candidates for appointment to the said
positions, which has been approved by the Board. The Policy broadly lays down the guiding
principles, philosophy and the basis for payment of remuneration to the Executive and
Non-Executive Directors (by way of sitting fees and commission) and KMP.
The criteria for the selection of candidates for the above positions cover various
factors and attributes, which are considered by the Nomination & Remuneration
Committee and the Board of Directors while selecting candidates. The policy on
remuneration of Directors and KMP is available at the website of the Company and can be
accessed at www.cwdin.com
The Board of Directors of the Company also formulated and adopted the policy on the
‘Diversity of the Board'. The details of the same are available at the website of the
Company and can be accessed at www.cwdin.com
22. CORPORATE GOVERNANCE
In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
exempts companies which have listed their speciied securities on SME Exchange from
compliance with corporate governance provisions.
23. RISK ASSESSMENT AND MANAGEMENT
Your Company has a Risk Management Policy to identify, evaluate risks and
opportunities. This framework seeks to create transparency, minimise adverse impact on the
business objectives and enhance the Company's competitive advantage. This framework is
intended to assist in decision making process that will minimise potential losses, improve
the management in the phase of uncertainty and the approach to new opportunities, thereby
helping the Company to achieve its objectives.
Your Company has been on a continuous basis reviewing and streamlining its various
operational and business risks involved in its business as part of its risk management
policy. Your Company also takes all e orts to train its employees from time to time to
handle and minimize these risks.
24. VIGIL MECHANISM / WHISTLE BLOWER POLICY
To oversee and review the Vigil Mechanism/ Whistle-Blower function established by the
Company to report the genuine concerns against the suspected or conirmed fraudulent
activities, allegations of corruption, violation of the Company's Code of Conduct. The
Company will provide adequate safeguards against victimisation of persons who use this
mechanism. Such persons shall have direct access to the Chairman of the Audit Committee
when appropriate. During the year under review, no complaints were received under the
Whistle Blower Policy.
The Whistle Blower Policy has been posted on the website of the Company at
www.cwdin.com
25. PARTICULARS OF LOANS, INVESTMENTS AND GUARANTEES
The details of Loans, Guarantees and Investments covered under the provisions of
Section 186 of the Act read with the Companies (Meetings of Board and its Powers) Rules,
2014 are given in the Notes to the Financial Statements.
26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information on conservation of energy, technology absorption and foreign exchange
earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with
Rule 8 of The Companies (Accounts) Rules, 2014, forms an integral part of this Report as
Annexure 3.
27. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement under section 134(3) (C) of the Companies Act, 2013 with
respect to Directors' Responsibility Statement, it is hereby conirmed that:
a) In the preparation of the annual accounts for the inancial year ended March 31,
2023, the applicable accounting standards had been followed along with proper explanation
relating to material departures;
b) The directors had selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudent so as to give a true and
fair view of the state of a airs of the company as at March 31, 2023 and of the proit and
loss of the company for that period;
c) The directors had taken proper and suficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013 for
safeguarding the assets of the company and for preventing and detecting fraud and other
irregularities;
d) The directors had prepared the annual accounts on a going concern basis;
e) The directors, had laid down internal inancial controls to be followed by the
Company and that such internal inancial controls are adequate and were operating e
ectively; and
f) The directors had devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating e ectively.
28. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company's internal control systems are commensurate with the nature of its
business, and the size and complexity of its operations and such internal inancial
controls concerning the Financial Statements are adequate.
Further, Statutory Auditors in its report expressed an unmodiied opinion on the
adequacy and operating e ectiveness of the Company's internal inancial controls.
29. PARTICULARS OF EMPLOYEES AND REMUNERATION
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 forms the part to this Report.
There was no employee in the Company who drew remuneration as per the limits speciied
under Rule 5(2) of the Companies (Appointment and Remuneration) Rules, 2014.
30. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
The Board of Directors has adopted a policy on related party transactions. As per the
Policy on related party transactions, all transactions with related parties were reviewed
and approved by the Audit Committee. A statement giving details of all related party
transactions entered pursuant to omnibus approval so granted is placed before the Audit
Committee on a half yearly basis for its review. The Policy on Related Party Transactions
is available on the website of the company at www.cwdin.com
The objective of the policy is to ensure proper approval, disclosure and reporting of
transactions that are or may be executed by and between the Company and any of its related
parties. All the transactions/contracts/ arrangements, falling within the purview of
provisions of section 188 of the Act, entered by the Company with related parties during
the year under review are in ordinary course of business and an arm's length has been
maintained in the transaction. The Company has not entered into any new material contract
or arrangement with related parties during the year under review. Therefore, there is no
requirement to report any transaction in Form AOC-2 in terms of Section 188 and 134 of the
Act, read with Rule 8 of the Companies (Accounts) Rule, 2014.
31. SECRETARIAL STANDARDS
During the year under review, your Company has complied with the applicable Secretarial
Standards issued by the Institute of Company Secretaries of India.
32. LISTING FEES
Your Company has paid requisite annual listing fees to BSE Limited (BSE) where its
equity shares are listed.
33. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
The Company has in place a Policy on Prevention of Sexual Harassment in line with the
requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition
& Redressal) Act, 2013.
Internal Complaints Committee (ICC) has been set up to redress complaints received
regarding sexual harassment. All employees (permanent, contractual, temporary, trainees)
are covered under this policy.
During the year, no complaint was received by the Company.
34. MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY
No material changes and commitments, have occurred between the end of the inancial year
of the Company to which the inancial statements relate and the date of the report which
may a ect the inancial position of the Company or its status as a "Going
Concern"
35. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
During the year under review there has been no such signiicant and material orders
passed by the regulators or courts or tribunals impacting the going concern status and
company's operations in future.
36. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE
FINANCIAL YEAR
During the Financial Year 2022-23, there was noapplic ation made and proceeding
initiated /pending under the Insolvency and Bankruptcy Code, 2016, by any Financial and/or
Operational Creditors against your Company.
As on the date of this report, there is no application or proceeding pending against
your company under the Insolvency and Bankruptcy Code, 2016.
37. THE DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF VALUATION AT THE TIME OF ONE-TIME
SETTLEMENT AND THE VALUATION DONE AT THE TIME OF TAKING A LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF
During the Financial Year 2022-23, the Company has not made any onetime settlement with
any Bank or Financial Institutions.
38. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
The Business Responsibility and Sustainability Report as required by Regulation 34(2)
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
("Listing Regulations"), is not applicable to the Company.
39. OTHER DISCLOSURE
During the Financial Year under review:
a) The Company has not issued Equity Shares with di erential rights as to dividend,
voting or otherwise, pursuant to the provisions of Section 43 of the Act and Rules made
thereunder.
b) The Company has not issued any Sweat Equity Shares to its Directors or employees.
c) No Director of the Company is in receipt of any remuneration or commission from its
subsidiaries.
d) There was no revision of inancial statements
e) The Company has not made any provisions of money or has not provided any loan to the
employees of the Company for purchase of shares of the Company, pursuant to the provisions
of Section 67 of the Act and Rules made thereunder.
f) The Company's securities were not suspended.
40. CAUTIONARY STATEMENT
Statements in the Director's Report and the Management Discussion and Analysis
describing the Company's objectives, expectations or predictions, may be forward looking
within the meaning of applicable securities laws and regulations. Actual results may di er
materially from those expressed in the statement. Important factors that could inluence
the Company's operations include: global and domestic demand and supply conditions, and
other business policies, changes in government regulations and tax laws, overall economic
growth rate etc., economic developments within India and the countries within which the
Company conducts business etc.
41. ACKNOWLEDGEMENTS
The Board of Directors wish to place on record its deep sense of appreciation for the
committed services by all the employees of the Company. The Board of Directors would also
like to express their sincere appreciation for the assistance and co-operation received
from the inancial institutions, banks, government and regulatory authorities, stock
exchanges, customers, vendors, members, debenture holders and debenture trustee during the
year under review.
Registered Ofice: |
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By Order of Board of Directors |
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| 101, 1st Floor, Plot No. 439, |
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FOR CWD LIMITED |
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| Hasham Premji Building, |
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| Kalbadevi Road, |
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Mr. Sidhhartha Xavier |
Mr. Tejas Kothari |
| Mumbai 400 002 |
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Jt. Managing Director Jt. Managing Director |
| Tel: +91 - 90290 25141 |
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DIN:03166884 DIN: 01308288 |
| CIN: U31900MH2016PLC281796 |
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Mumbai |
Mumbai |
| Website: www.cwdin.com |
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Tuesday, 5th September,2023 |
Tuesday, 5th September,2023 |
| Email: compliance@cwdin.com |
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