Alkem Laboratories Ltd
Directors Reports
to the Members
Dear Members,
Alkem Laboratories Limited
Your Directors are pleased to present their 46th Annual
Report on the business and operations together with the Audited Financial Statements of
the Company for the financial year ended 31st March, 2020. Consolidated
performance of the Company and its subsidiaries has been referred to, wherever required.
FINANCIAL PERFORMANCE
|
Standalone |
Consolidated |
Particulars |
Year ended 31st
March, 2020 |
Year ended 31st
March, 2019 |
Year ended 31st
March, 2020 |
Year ended 31st
March, 2019 |
Income from Operations |
66,770.8 |
57,140.9 |
83,443.6 |
73,571.9 |
Other Income |
959.8 |
675.8 |
1,042.2 |
877.0 |
Total Revenue |
67,730.6 |
57,816.7 |
84,485.8 |
74,448.9 |
Profit before Interest, Depreciation and Tax |
15,636.3 |
11,132.9 |
15,776.2 |
12,024.7 |
Less: Interest |
387.1 |
282.6 |
650.6 |
546.3 |
Less: Depreciation |
1,868.4 |
1,410.7 |
2,527.6 |
1,931.8 |
Profit before tax |
13,380.8 |
9,439.6 |
12,597.9 |
9,546.6 |
Less: Provision for Taxation (net) |
736.6 |
1,441.2 |
1,104.8 |
1,810.2 |
Profit after tax and before Non-controlling
Interest |
12,644.2 |
7,998.4 |
11,493.1 |
7,736.4 |
Less: Non-controlling Interest |
- |
- |
222.4 |
131.3 |
Profit for the year |
12,644.2 |
7,998.4 |
11,270.7 |
7,605.1 |
Other comprehensive income |
(172.8) |
(41.8) |
268.6 |
310.0 |
Other comprehensive income attributable to
Non-Controlling Interest |
- |
- |
5.4 |
1.1 |
Total comprehensive income attributable to
owners of the Company |
12,471.4 |
7,956.6 |
11,544.7 |
7,916.2 |
Balance of other equity as of 01.04.2019 |
54,413.0 |
48,614.5 |
54,154.3 |
48,398.6 |
Dividend on Equity Shares |
(3,587.0) |
(1,793.5) |
(3,587.0) |
(1,793.5) |
Dividend Distribution Tax |
(732.1) |
(364.6) |
(743.8) |
(372.8) |
Employee Stock option exercised |
- |
- |
(2.1) |
- |
Employee Compensation Expenses |
- |
- |
1.5 |
5.8 |
Balance of other equity as of 31.03.2020 |
62,565.3 |
54,413.0 |
61,367.6 |
54,154.3 |
OVERVIEW OF FINANCIAL PERFORMANCE
During the financial year ended 31st March, 2020, the
Company's total revenue including other income was ' 67,730.6 Million on standalone
basis as against Rs 57,816.7 Million achieved in the previous year, registering a
growth of 17 %.
The export turnover of the Company during the financial year 2019-20
was Rs 15,917.1 Million as against Rs 12,159.5 Million achieved in the
previous year registering a growth of 31%.
During the financial year ended 31st March, 2020, the
Company and its subsidiaries achieved total revenue including other income of Rs 84,485.8
Million on consolidated basis, as against a turnover of Rs 74,448.9 Million
achieved in the previous year, registering a growth of 13%.
During the financial year ended 31st March, 2020, Standalone
Profit before interest, depreciation and tax increased by 40% at Rs 15,636.3
Million as against Rs 11,132.9 Million in the previous year, whereas Consolidated
Profit before interest, depreciation and tax increased by 31% at Rs 15,776.2
Million as against Rs 12,024.7 Million in the previous year. As a result,
Standalone Profit before tax grew by 42% over the previous year to Rs 13,380.8
Million and Consolidated Profit before tax was Rs 12,597.9 Million, which grew by 32% over
the previous year.
The Standalone net profit after tax for the financial year ended 31st
March, 2020 increased by 58% to Rs 12,644.2 Million over the previous year while
the Consolidated net profit after tax increased by 48 % over the previous year to Rs 11,270.7
Million.
DIVIDEND
During the financial year 2019-20, Board of Directors on 7th February,
2020 declared and paid an interim dividend at Rs 22/- (Rupees Twenty Two only) per
equity share of Rs 2/- (Rupees Two only) each, being 1100% of paid up share
capital. In addition, your Directors are pleased to recommend payment of Rs 3/-
(Rupees Three only) per equity share of the face value of Rs 2/- (Rupees Two only)
each as final dividend for the financial year 2019-20, for the approval of the Members at
the ensuing Annual General Meeting (AGM). If approved, the total dividend (interim and
final dividend) for the financial year 2019-20 will be Rs 25/- (Rupees Twenty five only)
per equity share of the face value of Rs 2/- (Rupees Two only) each as against the
total dividend of Rs 16/- (Rupees Sixteen only) per equity share of the face value
of Rs 2/- (Rupees Two only) each paid for the previous financial year.
In compliance with the requirement of Regulation 43A of the SEBI
(Listing Obligation and Disclosure Requirements) Regulations, 2015 (hereinafter referred
to as "SEBI LODR Regulations"), the Company has formulated its Dividend
Distribution Policy, which is available on the Company's website at https://www.
alkemlabs.com/pdf/policies/977928327Dividend_distribution_ policy.pdf
The said Policy is also annexed to this Report as Annexure A.
TRANSFER TO RESERVES
The Company has not transferred any amount to the General Reserve for
the financial year 2019-20.
SHARE CAPITAL
The paid up Equity Share Capital of the Company as on 31st March,
2020 was Rs 239.1 Million. The Company has neither issued shares with differential rights
as to dividend, voting or otherwise nor issued shares to the Employees or Directors of the
Company, under any Scheme (including sweat equity shares).
DEPOSITS
The Company has not accepted any deposits from the public/ members
under Section 73 of the Companies Act, 2013 (hereinafter referred to as "the
Act"), read with Companies (Acceptance of Deposits) Rules, 2014 during the year under
review. There are no deposits which are outstanding as on 31st March, 2020.
SUBSIDIARIES
As on 31st March, 2020, the Company had 21 subsidiaries. The
Company does not have any joint venture / associate company(ies) within the meaning of
Section 2(6) of the Act.
During the year under review, none of the companies ceased to be a
subsidiary of the Company, however, a new company named Ascend Laboratories SAS was
incorporated on 04th June, 2019 as a wholly owned subsidiary of the Company in
Colombia.
In addition to the above, on 08th April, 2020, a new company
named S&B Pharma LLC had been incorporated as a Step down subsidiary of the Company in
USA.
Pursuant to the first proviso to Section 129(3) of the Act and Rule 5
and Rule 8(1) of the Companies (Accounts) Rules, 2014, the salient features of financial
statements, performance and financial position of each subsidiary is given in Form AOC-1
as Annexure B to this Report.
The Audited Financial Statements of the subsidiaries are available on
the Company's website at www.alkemlabs.com pursuant to Section 136 of the Act.
MANAGEMENT DISCUSSION AND ANALYSIS
A detailed report on the Management Discussion and Analysis is provided
as a separate section forming part of this Report.
CORPORATE GOVERNANCE
A detailed report on the Corporate Governance systems and practices of
the Company is provided as a separate section along with a certificate from the Statutory
Auditors conforming the Company's compliance with the conditions of Corporate Governance,
forming part of this Report.
BUSINESS RESPONSIBILITY REPORT
As stipulated under Regulation 34 of SEBI LODR Regulations, the
Business Responsibility Report, describing the initiatives taken by the Company from an
environmental, social and governance perspective, is provided as a separate section
forming part of this Report.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company's CSR initiatives are as per the Company's CSR Policy. Our
CSR program aims to address the immediate and long term needs of the community and focus
on where we can make the major impact on marginalized sections of the society. The
Company's CSR strategy involves a multi-sectoral inclusive approach to focus on community
needs. It strives to improve the well-being of our communities by focusing on education,
vocational training, healthcare and sanitation, environmental concerns and rural
development. The Company implements these activities directly or through strategic trust-
based partnerships with various NGOs. During the financial year 2019-20, the Company has
addressed the requirements of local communities in the vicinity of its manufacturing
facilities and R&D centers through focused projects in the areas of education, health
and hygiene, environment and community development.
As a part of CSR initiatives, during the Covid-19 pandemic, the Company
arranged distribution of essential items to cater the needs of the society at large and
has also contributed towards the Prime Minister's Citizen Assistance and Relief in
Emergency Situations (PM CARES) Fund.
Details about the Company's CSR Policy and initiatives undertaken by
the Company during financial year 2019-20 are outlined in the Report on CSR Activities
annexed to this Report as Annexure C.
DIRECTORS AND KEY MANAGERIAL PERSONNEL Appointments
The Board of Directors of the Company on the recommendation of the
Nomination and Remuneration Committee approved the re-appointment of Mr. Basudeo N. Singh
(DIN: 00760310) as an Executive Chairman of the Company for a period of 5 (five)
consecutive years w.e.f 01st April, 2020 upto 31st March, 2025
subject to the approval of the shareholders. The Shareholders of the Company through
Postal Ballot on 04th April, 2020, approved the said appointment of Mr. Basudeo
N. Singh as an Executive Chairman of the Company, not liable to retire by rotation, for a
period of 5 (five) consecutive years w.e.f. 01st April, 2020 upto 31st
March, 2025.
The Board of Directors of the Company on recommendation of the
Nomination and Remuneration Committee appointed Mr. Sarvesh Singh (DIN: 01278229) as an
Additional Director designated as an Executive Director of the Company for a period of 5
(five) consecutive years w.e.f. 11th November, 2019 upto 10th
November, 2024. The Shareholders of the Company through Postal Ballot on 04th
April, 2020 approved the appointment of Mr. Sarvesh Singh as a Whole Time Director
designated as an Executive Director of the Company for a period of 5 (five) consecutive
years w.e.f. 11th November, 2019 upto 10th November, 2024.
As per the provisions of Section 161 read with Section 149 of the Act,
the Articles of Association of the Company and considering the expertise and experience of
Mr. Narendra Kumar Aneja in the field of GRC (Governance, Risk and Compliance) assignment,
management consultancy and high standards of integrity possessed by him, the Board of
Directors of the Company approved the appointment of Mr. Narendra Kumar Aneja (DIN:
00124302) as an Additional Director designated as an Independent Director of the Company
for a period of 5 (five) consecutive years w.e.f. 16th March, 2020 upto 15th
March, 2025 subject to the approval of the shareholders. The Shareholders of the
Company through Postal Ballot on 04th April, 2020, approved the said
appointment of Mr. Narendra Kumar Aneja as an Independent Director of the Company for a
period of 5 (five) consecutive years, w.e.f. 16th March, 2020 upto 15th
March, 2025.
Resignations/ Retirements/ Demise/ Completion of Tenure
Late Mr. Samprada Singh, Chairman Emeritus and Founder Promoter of the
Company expired on 27th July, 2019. He had served on the Board of the Company
since its incorporation. He had rich and varied experience of over 45 years in the Indian
pharmaceutical industry and had received various prestigious awards for his contribution.
He had spearheaded the Company since its incorporation and under his guidance the Company
has grown to its current stature. The Directors placed on record their sincere
appreciation for the valuable strategic guidance and leadership provided by him to the
Company since its inception.
Mr. Akhouri Maheshwar Prasad (DIN: 07066439) completed his tenure as an
Independent Director on the Board of Directors of the Company on 15th March,
2020. The Board placed on record its appreciation for his valuable contribution during his
tenure as a Director of the Company.
Directors liable to Retirement by Rotation
Mr. Dhananjay Kumar Singh (DIN: 00739153) and Mr. Balmiki Prasad Singh
(DIN: 00739856) are liable to retire by rotation at the ensuing AGM pursuant to the
provisions of Section 152 of the Act read with the Companies (Appointment and
Qualification of Directors) Rules, 2014 and the Articles of Association of the Company and
being eligible they have offered themselves for reappointment. Appropriate resolutions for
their re-appointment are included in the Notice of AGM for seeking approval of Members.
The Directors recommend their re-appointment for your approval.
Particulars in pursuance of Regulation 36 of the SEBI LODR Regulations
read with Secretarial Standard - 2 on General Meetings relating to Mr. Dhananjay Kumar
Singh and Mr. Balmiki Prasad Singh are given in the Notice of AGM.
Key Managerial Personnel
Mr. Sandeep Singh, Managing Director, Mr. Rajesh Dubey, President
Finance and Chief Financial Officer and Mr. Manish Narang, President - Legal, Company
Secretary and Compliance Officer are the Key Managerial Personnel of the Company as on 31st
March, 2020, in accordance with the provisions of Section 203 of the Act read with
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Independent Directors
The Independent Directors hold office for a fixed term of 5 (five)
years and are not liable to retire by rotation.
Declaration of independence from Independent Directors
The Company has received declarations from all the Independent
Directors confirming that they meet the criteria of independence as prescribed under the
provisions of the Act, read with the Schedules and Rules issued thereunder, as well as
clause (b) of sub-regulation (1) of Regulation 16 of the SEBI LODR Regulations (including
any statutory modification(s) or re-enactment(s) thereof for the time being in force). In
terms of Regulation 25(8) of the SEBI LODR Regulations, the Independent Directors have
confirmed that they are not aware of any circumstance or situation, which exist or may be
reasonably anticipated, that could impair or impact their ability to discharge their
duties with an objective independent judgement and without any external influence.
The terms and conditions of appointment of the Independent Directors
are posted on Company's website https://www.
alkemlabs.com/pdf/policies/996508366Terms_of_appointment- Independent_directors.pdf.
Familiarization Program
In compliance with the requirements of SEBI LODR Regulations, the
Company has put in place a framework for Directors'
Familiarization Programme to familiarize them with their roles, rights
and responsibilities as Directors, the working of the Company, nature of the industry in
which the Company operates, business model etc. The details of the Familiarization
Programme conducted during the financial year under review are explained in the Corporate
Governance Report. The same is also available on the Company's website at
https://www.alkemlabs.com/ corporate-governance.
Annual Evaluation of Board's Performance
The details of the Evaluation of the individual Directors, Board as a
whole and all the Committees of the Board etc. have been provided in the Corporate
Governance Report, which forms part this Report.
As per the provisions of Schedule IV of the Act and Regulation 25(3) of
the SEBI Listing Regulations, atleast one separate meeting of the Independent Directors of
the Company shall be held in a year. However, in order to address the COVID-19 pandemic,
Ministry of Corporate Affairs vide General Circular No. 11/ 2020 dated 24th
March, 2020, stated that if the Independent Directors of a company have not been able to
hold the said meeting for the financial year 2019-20, the same shall not be viewed as a
violation. The said circular further mentions that the Independent Directors however, may
share their views amongst themselves through telephone or e-mail or any other mode of
communication, if they deem it to be necessary. The Company was unable to hold a separate
Independent Directors meeting for FY 2019-20 but the Independent Directors in line with
the said circular shared their views amongst themselves telephonically.
Remuneration Policy
The Company follows a policy for selection and appointment of
Directors, Senior Management and their remuneration, which is available on the Company's
website at https://www.alkemlabs. com/pdf/policies/1378936118Nomination-and-Remuneration-
Policy_modified%2027052016.pdf. The said policy is annexed to this Report as Annexure D.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
The disclosure 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 is annexed to this Report as Annexure E.
Further a statement showing the names and other particulars of top ten
employees in terms of remuneration drawn and of employees drawing remuneration in excess
of the limits required under Section 197(12) of the Act read with Rule 5(2) and Rule 5(3)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms
part of this Report. However, in terms of first proviso to Section 136(1) of the Act, the
Annual Report and Annual Financial Statements are being sent by email to the Members and
others entitled thereto, excluding the aforesaid information. The said information is
available for inspection by the Members at the Registered Office of the Company during the
business hours on all working days up to the date of AGM and also shall be provided
electronically to any Member on a written request to obtain a copy of the same to the
Company Secretary.
NUMBER OF MEETINGS OF THE BOARD
The Board of Directors met 7 (Seven) times during the financial year
2019-20. The details of the Board Meetings and the attendance of Directors thereat are
provided in the Corporate Governance Report, which forms part of this Report.
COMMITTEES OF THE BOARD Audit Committee
The Audit Committee comprises of Mr. Ranjal Laxmana Shenoy, Chairman
and Mr. Sandeep Singh, Mr. Mritunjay Kumar Singh, Ms. Sudha Ravi, Ms. Sangeeta Singh and
Mr. Narendra Kumar Aneja (inducted as Member w.e.f. 16th March, 2020) as
Members. Mr. Akhouri Maheshwar Prasad was a Member of this Committee upto 15th
March, 2020. The brief terms of reference of the Audit Committee and the particulars of
meetings held and attendance thereat are mentioned in the Corporate Governance Report
which forms part of this Report.
Nomination and Remuneration Committee
The Nomination and Remuneration Committee comprises of Mr. Arun Kumar
Purwar, Chairman and Mr. Basudeo N. Singh, Ms. Sangeeta Singh and Mr. Ranjal Laxmana
Shenoy (inducted as Member w.e.f. 16th March, 2020) as Members. Mr. Akhouri
Maheshwar Prasad was a Member of this Committee upto 15th March, 2020. The
brief terms of reference of the Nomination and Remuneration Committee and the particulars
of meetings held and attendance thereat are mentioned in the Corporate Governance Report
which forms part of this Report.
Corporate Social Responsibility Committee
The Corporate Social Responsibility Committee comprises of Mr. Ranjal
Laxmana Shenoy, Chairman and Mr. Dhananjay Kumar Singh, Mr. Balmiki Prasad Singh, Mr.
Mritunjay Kumar Singh and Mr. Arun Kumar Purwar as Members. The brief terms of reference
of the Corporate Social Responsibility Committee and the particulars of meetings held and
attendance thereat are mentioned in the Corporate Governance Report which forms part of
this Report.
Stakeholders' Relationship Committee
The Stakeholders' Relationship Committee comprises of Mr. Ranjal
Laxmana Shenoy, Chairman and Mr. Dhananjay Kumar Singh and Mr. Mritunjay Kumar Singh as
Members. Mr. Akhouri Maheshwar Prasad was a Member of this Committee upto 15th March,
2020. The brief terms of reference of the Stakeholders' Relationship Committee and the
particulars of meetings held and attendance thereat are mentioned in the Corporate
Governance Report which forms part of this Report.
Risk Management Committee
The Risk Management Committee comprises of Mr. Dhananjay Kumar Singh,
Chairman and Mr. Mritunjay Kumar Singh, Mr. Sandeep Singh, Ms. Sudha Ravi, Dr. Dheeraj
Sharma and Mr. Narendra Kumar Aneja (inducted as Member w.e.f. 16th March,
2020) as Members. The brief terms of reference of the Risk Management Committee and the
particulars of meeting held and attendance thereat are mentioned in the Corporate
Governance Report which forms part of this Report.
RISK MANAGEMENT
The Company's Board of Directors has overall responsibility for the
establishment and oversight of the Company's risk management framework. The Company has a
Board approved Risk Management Policy. The Board of Directors has constituted a Risk
Management Committee which is delegated with the responsibility of overseeing various
strategic, operational and financial risks that the organization faces, along with
assessment of risks, their management and mitigation procedures. A detailed analysis of
the business risks and opportunities is given under Management Discussion and Analysis.
DIRECTORS' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief, your Directors confirm that:
(a) in the preparation of the annual accounts for the financial year
ended 31st March, 2020, the applicable accounting standards have been followed
along with proper explanation relating to material departures, if any;
(b) they have selected such accounting policies and applied
consistently and made judgements and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company as at 31st
March, 2020 and of the profit of the Company for the year ended on that date;
(c) they have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the Act, for safeguarding
the assets of the Company and for preventing and detecting fraud and other irregularities;
(d) they have prepared the annual financial statements on a going
concern basis;
(e) they have laid down internal financial controls to be followed by
the Company and that such internal financial controls are adequate and operating
effectively; and
(f) they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
SECRETARIAL STANDARDS
The Directors state that applicable Secretarial Standards, i.e. SS-1
relating to 'Meetings of the Board of Directors' and SS-2 relating to 'General Meetings'
have been duly followed by the Company.
AUDITORS AND AUDITORS' REPORT Statutory Auditor
Pursuant to the provisions of Section 139 of the Act and the Companies
(Audit and Auditors) Rules, 2014 (including any statutory modification(s) or
re-enactment(s) thereof, for the time being in force), M/s. B S R & Co. LLP (Firm
Registration No: 101248W/W-100022), Chartered Accountants, the Statutory
Auditors of the Company, were re-appointed by the Shareholders at the
Forty-Fifth AGM of the Company held on 27th August, 2019, for another term of 5
(five) years from the conclusion of Forty-Fifth AGM of the Company until the conclusion of
the Fiftieth AGM, on such remuneration, inclusive of applicable taxes and reimbursement of
travelling and out of pocket expenses incurred in connection with the audit, as
recommended by the Audit Committee and as may be mutually agreed between the Board of
Directors of the Company and the Statutory Auditors from time to time. The Company has
received a certificate from the said Auditors that they are eligible to hold office as the
Auditors of the Company for the current year and are not disqualified from being so
appointed.
The Auditors' Report for financial year ended 31st March,
2020, does not contain any qualification, reservation or adverse remark.
Cost Auditor
The Company is required to maintain cost records for certain products
as specified by the Central Government under subsection (1) of Section 148 of the Act, and
accordingly such accounts and records are made and maintained in the prescribed manner.
Pursuant to the provisions of Section 148 of the Act and the Rules made
thereunder read with notifications/ circulars issued by the Ministry of Corporate Affairs
from time-to-time and as per the recommendation of the Audit Committee, the Board of
Directors at its meeting held on 30th May, 2019, had appointed Mr. Suresh D.
Shenoy, Cost Accountant (Membership No. 8318), as the Cost Auditor of the Company for the
financial year 2019- 20 to conduct the audit of the cost records of the Company. A
resolution for ratification of the remuneration payable to the Cost Auditor is included in
the Notice of AGM for seeking approval of Members. The Cost Audit Report will be filed
within the period stipulated under the Act.
Secretarial Auditor
Pursuant to the provisions of Section 204 of the Act read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of
Directors had appointed M/s. Manish Ghia & Associates, Practicing Company Secretaries,
(Membership No. F6252, COP No. 3531) to conduct the Secretarial Audit of the Company for
the financial year 2019-20. The Secretarial Audit Report is annexed to this Report as
Annexure F. The said Report does not contain any qualification, reservation or adverse
remark.
EXTRACT OF ANNUAL RETURN
As required under Section 92(3) of the Act and the Rules made
thereunder, extract of the Annual Return in Form MGT- 9 is annexed to this Report as
Annexure G. Further, the Annual Return of the Company in prescribed Form MGT-7 is
available on the website of the Company at https://www.alkemlabs.com/ annual-returns.php
RELATED PARTY TRANSACTIONS
All the Related Party Transactions entered into during financial year
2019-20 by the Company, were at arm's length basis, in the ordinary course of business and
in compliance with the
applicable provisions of the Act and the SEBI LODR Regulations and are
in conformity with the Company's Policy on Related Party Transactions.
During the financial year 2019-20, the Company did not enter into any
material related party transactions, i.e. transactions exceeding ten percent of the
consolidated turnover as per the last audited financial statements. Accordingly, the
disclosure of related party transactions as required under Section 134(3) (h) of the Act
in Form AOC-2 is not applicable. The Related Party Transactions Policy as approved by the
Board is uploaded on the Company's website at https://www.alkemlabs.com/
pdf/policies/84051713915915Policy_on_Related_Party_ Transactions.pdf
PARTICULARS OF LOANS/GUARANTEES GIVEN AND INVESTMENTS MADE AND
SECURITIES PROVIDED
The particulars of loans, guarantees, investments and securities
provided covered under the provisions of Section 186 of the Act have been disclosed in the
notes to the financial statements forming part of the Annual Report.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to the provisions of Section 177(9) of the Act, the Board of
Directors of the Company has framed the Vigil Mechanism / Whistle Blower Policy for
Directors and Employees of the Company. Under the said policy, provisions have been made
to safeguard persons who use this mechanism from victimization. The policy also provides
access to the Chairperson of the Audit Committee under certain circumstances. The Whistle
Blower Policy is uploaded on the website of the Company at https://
www.alkemlabs.com/pdf/policies/961507913Whistle_Blower_ Policy.pdf
PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
The Company has adopted a policy in line with the provisions of Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the
Rules made thereunder.
Internal Complaints Committees have been set up at the head office of
the Company as well as at all the Company's plants and R&D Centers to redress
complaints received on sexual harassment. During the financial year 2019-20, the Company
had not received any complaints of sexual harassment.
DISCLOSURES UNDER THE ACT Change in Nature of Business, if any:
During the financial year 2019-20, there was no change in the nature of
business of the Company.
Material Changes and Commitments affecting the financial position of
the Company:
There are no material changes and commitments which have occurred
between the end of the financial year and the date of the Report which have affected the
financial position of the Company.
Significant and Material Orders:
There are no significant and material orders passed by the regulators
or courts or tribunals during the year impacting the going concern status and the
Company's operations in future.
Reporting of Frauds by Auditors:
During the year under review, an employee of the Company was found to
have perpetrated misappropriation of the Company's funds aggregating to an amount of Rs
116.5 Million. As at 31st March, 2020, Company was able to recover an amount of
Rs 83.8 Million and has also secured recovery of balance amount so misappropriated. The
details of the same have been explained in the notes to financial statements forming part
of the Annual Report.
DETAILS ON INTERNAL FINANCIAL CONTROLS RELATED TO FINANCIAL STATEMENTS
The Company has designed and implemented a process driven framework for
Internal Financial Controls (IFC) as mandated under the Act. The Company's policies,
guidelines and procedures provide for adequate checks and balances and are meant to ensure
that all transactions are authorized, recorded and reported correctly.
During the financial year under review, Internal Auditors of the
Company with the external audit consultants have reviewed the effectiveness and efficiency
of these systems and procedures. As per the said assessment, Board is of the view that IFC
were adequate and effective during the financial year.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information on conservation of energy, technology absorption and
foreign exchange earnings and outgo as stipulated under Section 134(3)(m) of the Act and
the Rules framed thereunder is annexed herewith as Annexure H to this Report.
ACKNOWLEDGEMENT
Your Directors would like to express sincere gratitude to all valuable
stakeholders of the Company viz., the Central and State Government Departments,
Organizations, Agencies, our customers, shareholders, dealers, vendors, banks, medical
fraternity, patients and other business associates for their excellent support and
co-operation extended by them during the financial year under review.
The Board of Directors also places on record its appreciation for the
significant contribution made by the employees of the Company through their dedication,
hard work and unstinted commitment.
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For and on behalf of the Board |
|
Alkem Laboratories Limited |
|
Basudeo N. Singh |
Place: Mumbai |
Executive Chairman |
Date: 05th June, 2020 |
DIN:00760310 |