To,
The Members,
Your Directors have pleasure in presenting this 12th Annual Report together
with the Audited Financial Statements for the financial year ended on 31st
March, 2023.
You being our valued partners in the Company, we share our vision of growth with you.
Our guiding principles are a blend of realism and optimism which has been and will be the
guiding force of all our future endeavors.
1. FINANCIAL PERFORMANCE:-
The Company's financial performance during the year ended 31st March, 2023
compared to the previous year is summarized below:
(Amount in '00)
Particulars |
F.Y. 2022-23 |
F.Y. 2021-22 |
Revenue from Operations |
1,999,380.10 |
1,616,673.93 |
Other Income |
46,208.05 |
25,622.40 |
Total Income |
2,045,588.14 |
1,642,296.33 |
Total Expenditure |
1,963,506.93 |
1,602,183.71 |
Profit/ (Loss) Before Tax & Exceptional/Extraordinary Items |
82,081.21 |
40,112.61 |
Less: |
|
|
Exceptional/Extraordinary items |
- |
- |
Profit/(Loss) Before Tax |
82,081.21 |
40,112.61 |
Less: Tax Expense : |
|
|
- Current Tax |
20,580.00 |
9,260.71 |
- Deferred Tax Liabilities/(Assets) |
267.08 |
138.02 |
Net Profit/(Loss) After Tax |
61,234.13 |
30,713.88 |
2. REVIEW OF OPERATIONS:-
During the year under review, the Company has posted higher Revenue from Operation of ?
1,999,380.10/- Hundreds as compared to ? 1,616,673.93/- Hundreds in the corresponding
previous year. Due to higher income generation during the year under review, the Company
has posted higher Net Profit after tax of ? 61,234.13/- Hundreds in the current year as
compared to the Net Profit after Tax of ? 30,713.88/- Hundreds in the corresponding
previous year. Your Directors are hopeful to earn rational profit in the years to come.
3. TRANSFER TO RESERVES:-
During the year under review, your Directors has decided to retain the entire amount of
profit for financial year 2022-23 in the statement of profit and loss and do not proposed
to transfer any amount to Reserves.
4. DIVIDEND:-
During the year under review, your Directors have not recommended any Dividend on
Equity Shares of the Company with a view to conserve resources for expansion of business.
Notwithstanding the fact that company does not fall under the mandatory criteria of
Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company has voluntarily adopted Dividend Distribution Policy and the said policy
is available at the following web-link: http: / / www.starlineps.com/Investors-Relations/
Code-of-Conduct&Policies / Policies / Dividend% 20Distribution % 20Policy.pdf.
During the year under review, the unclaimed dividend pertaining to the financial year
2021-22 has been transferred to the account called "Unpaid Equity Dividend
Account" as required under section 124 of the Companies Act 2013.
5. INVESTORS EDUCATION AND PROTECTION FUND:-
During the year, the Company was not liable to transfer any amount to the Investor
Education and Protection Fund as required under Section 124 and 125 of the Companies Act,
2013. Pursuant to the provisions of Investor Education and Protection Fund (Uploading of
Information regarding unpaid and unclaimed amounts lying with Companies) Rules, 2012, the
Company has uploaded the details of unpaid and unclaimed amounts lying with the Company as
on 31.03.2023 on the website of the Company, at web link: http:/ /
www.starlineps.com/Investors-Relations/Unpaid-unclaimed-Dividend / List%20of% 20Unpaid %
20and % 20Unclaimed % 20Interim%20Dividend.pdf.
6. PUBLIC DEPOSITS:-
During the year under review, your Company has neither accepted / renewed any deposits
during the year nor has any outstanding deposits within the meaning of Section 73 of the
Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.
7. SHARE CAPITAL:-
As on 31st March, 2023, the Issued, Subscribed & Paid up Equity Share
Capital of your Company stood at ? 21,61,50,000/- (Rupees Twenty One Crore Sixty One Lakh
Fifty Thousand) divided into 4,32,30,000 (Four Crore Thirty Two Lakh Thirty Thousand)
Equity Shares of Rs. 5/- each.
The Company has neither issued shares with differential voting rights nor granted any
stock options or issue any sweat equity or issued any bonus shares. Further, the Company
has not bought back any of its securities during the year under review and hence no
details / information invited in this respect.
8. BOARD OF DIRECTORS:-
The following were the Directors on the Board at the beginning of financial year
2022-23:
i. Mr. Shwetkumar Koradiya |
Chairperson & Managing Director |
ii. Mr. Hardikbhai Patel |
Whole Time Director & Chief Financial Officer |
iii. Mrs. Bhumika Jariwala |
Independent Director |
iv. Mrs. Jenish Bhavsar |
Independent Director |
v. Mrs. Neha Patel |
Independent Director |
vi. Mr. Yashkumar Trivedi |
Independent Director |
During the said financial year, the following changes were occurred:
Mrs. Bhumika Jariwala (DIN: 08841902) Independent Director of the Company
resigned from the post of Directorship and Committee Membership of the Company w.e.f. 30th
September, 2022 and the same has been taken on record by Board of Directors in Board
Meeting held on 31st August, 2022.
Ms. Hiral Vinodbhai Patel (DIN 09719512) has been appointed as an Additional
Director of the Company in Independent capacity w.e.f. 1st September, 2022 in
the Board Meeting held on 31st August, 2022 and regularized as a Director of
the Company in Independent capacity in the last AGM held on 26th September,
2022 for a period of 5 years.
Mr. Hardikbhai Patel (DIN: 08566796), Whole Time Director of the Company liable
to retire by rotation was re-appointed in 11th Annual General Meeting of the
Company held on 26th September, 2022.
As on 31st March, 2023, Your Company has 6 (Six) Directors, namely,
i. Mr. Shwetkumar Koradiya |
Chairperson & Managing Director |
ii. Mr. Hardikbhai Patel - |
Whole Time Director & Chief Financial Officer |
iii. Mrs. Jenish Bhavsar - |
Independent Director |
iv. Mrs. Neha Patel - |
Independent Director |
v. Mr. Yashkumar Trivedi - |
Independent Director |
vi. Ms. Hiral Patel |
Independent Director |
Director Retire by rotation:
In accordance with the provisions of the Companies Act, 2013 and the Articles of
Association of the Company, Mr. Shwetkumar Koradiya, Chairperson & Managing Director
of the Company retires by rotation at the forthcoming 12th Annual General
Meeting of the Company and being eligible, offers himself for re-appointment. The Board
recommends his appointment for your approval.
Re-appointment of Director:
The term of appointment of Mrs. Jenish Bhavsar as an Independent Director of the
Company will be completed on 2nd November, 2023. The Board of Directors at
their Meeting convened on 29th August, 2023 approves her re-appointment for a
further period of next five years with effect from 3rd November, 2023 subject
to the approval of the shareholders at the ensuing Annual General Meeting.
9. KEY MANAGERIAL PERSONNEL:-
As on 31st March, 2023, Your Company has the following Key Managerial
Personnel (KMP):
(i) Mr.Shwetkumar Koradiya |
- Chairperson & Managing Director |
(ii) Mr. Hardikbhai Patel |
- Whole Time Director & Chief Financial Officer |
(iii) Ms. Swati Somani |
Company Secretary & Compliance Officer |
10. DECLARATION FROM INDEPENDENT DIRECTORS AND THEIR FAMILIARISATION PROGRAM:-
The Company has received necessary declaration from each Independent Directors under
Section 149(7) of the Companies Act, 2013, that he/ she meets the criteria of independence
as laid down in Section 149(6) of the Companies Act, 2013 and Regulation 25 and 16(1)(b)
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board
relies on their declaration of independence.
11. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:-
In compliance with the requirements of Listing Regulations, the Company has put in
place a Familiarization programme for Independent Directors to familiarize them with the
working of the Company, their roles, rights and responsibilities vis-a-vis the Company,
the industry in which the company operates, business model etc., along with updating on
various amendments in the Listing Regulations and the Companies Act, 2013.The detail of
the aforementioned programme as required under Regulation 46 of the SEBI Listing
Regulations is available on the company's website web-link http: / /
www.starlineps.com/Investors-Relations/ Code-of-Conduct&Policies / Other / F
amiliarisation %20Pro gram % 20for % 20Independent% 20Directors.pdf .
In the opinion of the Board, the Independent Directors of the Company possess the
integrity, requisite experience and expertise, relevant for the industry in which the
Company operates. Further, all the Independent Directors of the Company have successfully
registered with the Independent Director's Databank of the Indian Institute of Corporate
Affairs.
11. DIRECTORS' RESPONSIBILITY STATEMENT:-
Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, the Directors
confirm that-
(a) in the preparation of the Annual Accounts for the financial 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 affairs of the Company at the end of the Financial Year and of
the profit of the Company for that period;
(c) the Directors had taken proper and sufficient care for the maintenance of adequate
Accounting Records in accordance with the provisions of this Act 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) that the Directors have laid down Internal Financial Controls to be followed by the
Company and that such Internal Financial Controls are adequate and were operating
effectively during the year.
(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 effectively.
12. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:-
During the year under review, the Company has not made any investment or given any
Guarantees falling within the purview of Section 186 of the Act. However, the particulars
of loans granted pursuant to Section 179(3) of the Act are as under.
Sr. No. |
Name of the Party |
Amount as on 31.03.2023 |
1 |
VIRTUOUS COTFAB LLP |
1,20,00,000/- |
13. MEETINGS OF BOARD OF DIRECTORS :-
During the year under review, (5) five Board Meetings, (5) five Audit Committee
Meetings, (4) four Stakeholders Relationship Committee Meetings, (4) four Nomination and
Remuneration Committee Meeting and (1) one Separate Meeting of Independent Directors were
held. The details of which are given in the Corporate Governance Report. The intervening
gaps between the Meetings were within the period prescribed under the Companies Act, 2013
and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Notice
along with Agenda and Agenda items of each Board Meetings were given to each Director of
the Company.
MEETINGS OF MEMBERS:-
14. During the year under review, 11th Annual General Meeting of the Company
was held on 26th September, 2022 and no Extra Ordinary General Meeting was held
during the financial year.
15. COMMITTEE MEETINGS:-
The details pertaining to the composition of the Audit Committee and other Committees
and all Committee meetings held during the year 2022-23 are included in the Corporate
Governance Report. During the year, all the recommendations made by the all Committees
were accepted by the Board.
16. BOARD EVALUATION:-
In line with the Corporate Governance Guidelines of the Company, Annual Performance
Evaluation was conducted for all Board Members as well as the working of the Board and its
Committees. The Board evaluation framework has been designed in compliance with the
requirements under the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
The performance of Chairperson of the Board was reviewed by the Independent Directors
taking into account the views of the Executive Directors. The parameters considered were
leadership ability, adherence to corporate governance practices etc.
Evaluation of the Board was based on criteria such as composition and role of the
Board, Board communication and relationships, functioning of Board Committees, review of
performance and compensation to Executive Directors, succession planning, strategic
planning, etc.
Evaluation of Directors was based on criteria such as participation and contribution in
Board and Committee meetings, representation of shareholder interest and enhancing
shareholder value, experience and expertise to provide feedback and guidance to top
management on business strategy, governance and risk, understanding of the organization's
strategy, risk and environment, etc.
Evaluation of Committees was based on criteria such as adequate independence of each
Committee, frequency of meetings and time allocated for discussions at meetings,
functioning of Board Committees and effectiveness of its advice/recommendation to the
Board, etc. The Board has also noted areas requiring more focus in the future.
17. PREVENTION OF INSIDER TRADING:-
The Company has adopted a Code of Conduct for Prevention of Insider Trading in
compliance with the SEBI (Prohibition & Insider Trading) Regulations, 2015, as amended
from time to time, with a view to regulate the trading in securities by the Directors and
Designated Employees of the Company. The Code requires pre-clearance for dealing in the
Company's shares and prohibits the purchase or sale of shares of the Company by the
Directors and the designated employees while in possession of unpublished price sensitive
information in relation to the Company and during the period when the 'Trading Window' is
closed. The Board is responsible for implementation of the code. All Directors and the
designated Employees have confirmed compliance with the code.
18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND
OUTGO:-
The particulars required to be included in terms of Section 134(3) (m) of the Companies
Act, 2013 with regard to Conservation of Energy, Technology absorption, Foreign Exchange
earnings and outgo are given below:
a. Conservation of Energy:
Your Company is engaged in Trading activity. Hence, there are no extra steps taken for
energy saving. However, regular steps have been taken to improve energy consumption by
using LED lights in office premises. The Company is using inverter as an alternate source
of energy. During the year, the Company has not made any capital investment on energy
conservation equipment.
b. Technology Absorption:
The project of your Company has no technology absorption, hence no particulars are
offered.
c. Foreign Exchange Earning and Outgo:
The foreign Exchange earnings and expenditure of the Company is NIL.
19. ANNUAL RETURN:-
A copy of the Annual Return of the Company for the Financial year 2022-23, as required
under Section 92 (3) of the Companies Act, 2013 and Rule 12 of the Companies (Management
and Administration) Rules, 2014 shall be placed on the Company's website. The web-link as
required under the Act is as under http: / / www.starlineps.com/Investors-Relations/
Annual-Return/Draft%20Form MGT 7 web.pdf
20. INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:-
The Company has established proper and adequate system of internal control to ensure
that all resources are put to optimum use and are well protected against loss and all
transactions are authorized, recorded and reported correctly and there is proper adherence
to policies and guidelines, safeguarding its assets, prevention and detection of frauds
and errors, accuracy and completeness of the accounting records and timely preparation of
reliable financial disclosures, processes in terms of efficiencies and effectiveness. The
Company's internal control systems are also periodically tested and certified by the
internal auditors. The Audit Committee constituted by the Board constantly reviews the
internal control systems.
21. VIGIL MECHANISM (WHISTLE BLOWER POLICY):-
In compliance with the provisions of section 177(9) of the Companies Act, 2013 and
Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company has established a vigil mechanism for the Directors and employees of the
Company to report concerns about unethical behaviour, actual or suspected incidents of
fraud or violation of Code of Conduct.
Under this policy, your Company encourages its employees to report any reporting of
fraudulent financial or other information to the stakeholders, and any conduct that
results in violation of the Company's code of business conduct, to the management (on an
anonymous basis, if employees so desire). The Vigil Mechanism / Whistle Blower Policy may
be accessed on the Company's website at http: / / www.starlineps.com/Investors-Relations/
Code-of-Conduct&Policies/ Policies/Vigil%20Mechanism% 20or % 20Whistle % 20Blower %
20Policy.pdf.
22. POLICY ON APPOINTMENT & REMUNERATION OF DIRECTORS AND KEY
MANAGERIAL PERSONNEL:-
Pursuant to provision of Section 178(3) of the Companies Act, 2013, the Board has
framed a Policy for selection, appointment and remuneration of Directors and Key
Managerial Personnel including criteria for determining qualifications, positive
attributes and independence of Directors. The salient features of the Nomination and
Remuneration Policy of the Company has been disclosed in the Corporate Governance Report,
which is a part of this report. The said Policy is available on the Company's website on
http:/ / www.starlineps.com/Investors-Relations/Code-of-Conduct&Policies/ Policies /
Nomination % 20& % 20Remuneration % 20Policy.pdf.
23. TOINT VENTURES, SUBSIDIARIES AND ASSOCIATES:-
As on 31st March, 2023, your Company does not have any Joint Ventures,
Subsidiaries and Associates Company.
24. CORPORATE SOCIAL RESPONSIBILITY 1CSR1:-
Your Company does not fall under the purview of the provisions of the CSR expenditure
and Composition of Committee as provided in the Section 135 of the Companies Act, 2013,
hence no particulars are required to be given in this matter.
25. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY:-
All related party transactions that were entered into during the financial year were at
arm's length basis and were in the ordinary course of business. All related Party
Transactions were placed before the Audit Committee and the Board for approval. Prior
omnibus approval of the Audit Committee has been obtained for the transactions which are
of a foreseen and in repetitive nature. None of the Directors or any Key Managerial
Personnel has any material pecuniary relationships or transactions vis-a-vis the Company.
Policy on Transactions with Related Parties as approved by the Board is uploaded on the
Company's website at web link http:/ /
www.starlineps.com/Investors-Relations/Code-of-Conduct&Policies/Policies/Policy%20on%20Related%20Party%20Transaction.pdf.
During the year, your Company has not entered into any significant material related
party transactions/contracts/arrangements. Accordingly, the disclosure of related party
transactions/contracts/arrangements as required under Section 134(3) (h) of the Companies
Act, 2013 in Form AOC-2 is not applicable. Suitable disclosure as required under IND AS-24
has been made in Note to the Financial Statement.
26. PARTICULARS OF EMPLOYEES:-
Disclosures relating 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 part of this Report "Annexure-1".
Information on particulars of employees' remuneration as per Section 197(12) of the Act
read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is reported to be Nil as there are no employees who are in receipt
of remuneration above the prescribed limit.
The details of top ten employees in terms of remuneration drawn for financial year
2022-23 are as under:
Sr. N o. |
Name of Employee |
Designation |
Age (in years) |
Salary (per annum) |
Qualification |
Experience (in years) |
Date of Joining |
Last Employment |
1 |
Ms. Vidhi Shah |
Jewellery Designing |
31 |
4,20,000 |
B.Com |
3 |
01/09/2020 |
- |
2 |
Ms. Meeta Shah |
Back Office Executive |
51 |
3,00,000 |
B.Com |
3 |
01/07/2020 |
- |
3 |
Ms. Swati Somani |
Company Secretary & Compliance Officer |
25 |
2,91,000 |
BBA, C.S. |
1 |
25/05/2022 |
|
4 |
Ms. Mamta Gandhi |
Accountant |
55 |
3,60,000 |
B.Com |
4 |
01/01/2022 |
- |
5 |
Mr. Jinay Koradiya |
Sales Executive |
34 |
2,10,000 |
B.Com |
6 |
01/10/2022 |
- |
Note:
1. None of the employees mentioned above are related to any of the Directors of the
Company.
2. All appointments are on permanent basis.
3. None of the employees mentioned above hold any of the shares of the Company along
with their spouse and dependent children.
27. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013:-
The Company has zero tolerance for sexual harassment at workplace and has adopted a
policy on prevention, prohibition and redressal of sexual harassment at workplace in line
with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the rules thereunder at workplace. The Company
has complied with provisions relating to the constitution of Internal Complaints Committee
under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.
During the Financial Year 2022-23, the Company had not received any complaints and no
complaints were pending as on 31st March, 2023. Further, the Company ensures
that there is a healthy and safe atmosphere for every women employee at the workplace. The
policy on Sexual Harassment at Workplace is placed on the Company's website at http: /
/ www.starlineps.com/Investors-Relations/
Code-of-Conduct&Policies/Policies/Policy%20on%20Sexual%
20Harassment%20at%20Workplace.pdf.
28. STATUTORY AUDITORS' AND REPORT:-
M/s. Kansariwala & Chevli, Chartered Accountants, Surat (Firm Registration No.
123689W) were appointed as Statutory Auditors of the Company for a period of five years
i.e., from the conclusion of the 10th Annual General Meeting till the
conclusion of the 15th Annual General Meeting to be held in the year 2026.
The Statutory Auditors have given a confirmation to the effect that they are eligible
to continue with their appointment and that they have not been disqualified in any manner
from continuing as Statutory Auditors.
The Auditors' Report does not contain any qualification. Notes to Accounts and Auditors
remarks in their report are self-explanatory and do not call for any further comments.
29. REPORTING OF FRAUDS:-
There was no instance of fraud during the year under review, which required the
Statutory Auditors or Secretarial Auditors to report to the Audit Committee, Board and/ or
Central Government under Section 143(12) of the Companies Act, 2013 and Rules framed
thereunder.
30. INTERNAL AUDITORS AND REPORT:-
M/s. Atit Shah & Associates, Chartered Accountants of Surat (Firm Registration No.
131493W) is acting as Internal Auditors of the Company and has conducted periodic audit of
all operations of the Company. The Audit Committee of the Board of Directors has reviewed
the findings of Internal Auditors regularly.
31. SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT:-
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed Mr. Manish R. Patel, Company Secretary in Practice of Surat (Certificate of
Practice No. 9360) to undertake the Secretarial Audit of the Company for the Financial
Year 2022-23. The Secretarial Audit Report for the F.Y 2022-23 in form MR-3 is attached to
this report as "Annexure-2". The report contains following qualification,
reservation or adverse remarks:
Sr. No |
Secretarial Auditors' Qualification, Reservation or adverse remarks |
Management Justification |
1 |
Pursuant to SEBI Circular No.: SEBI/HO/CFD/DCR1/ CIR/P/2018/85 dated 28th May,
2018, regarding System- driven Disclosures of Designated Depository, the Company has not
submitted requisite information in time to the Designated Depository |
The remark is self-explanatory and the Company will take appropriate steps for timely
compliance in future. |
In terms of the provisions of the Circular No CIR/ CFD/CMD1/27/2019 dated 8th February,
2019 issued by Securities and Exchange Board of India (SEBI), Mr. Manish R. Patel, Company
Secretary in Practice of Surat (Certificate of Practice No. 9360) have issued the Annual
Secretarial Compliance Report for the financial year ended 31st March, 2023.
The above said Report for financial year 2022-23 has been submitted to the stock exchanges
within 60 days of the end of the said financial year and available on website of the
company http:/ /www.starlineps.com/Investors-Relations/Reg24A-Annual%20Secretarial%
20Compliance/Secretarial% 20Compliance%20Report% 20for%20FY%202022 -23.pdf
32. MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT:-
The Management's Discussion and Analysis Report provides a perspective of economic and
social aspects material to your Company's strategy and its ability to create and sustain
value to your Company's key stakeholders. Pursuant to the provisions of Regulation 34 read
with Schedule V of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Management's Discussion and Analysis
Report capturing your Company's performance, industry trends and other material changes
with respect to your Company for the year ended 31st March, 2023 is attached to
this report as "Annexure - 3".
33. CORPORATE GOVERNANCE:-
The Report on Corporate Governance for FY 2022-23 as stipulated under Regulation 34(3)
read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, is attached herewith and forms a part of this report" Annexure
-4".
Your Company is committed to maintain the highest standards of Corporate Governance,
reinforcing the valuable relationship between the Company and its Stakeholders.
34. MATERIAL CHANGES AND COMMITMENTS OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR
AND THE DATE OF THE BOARD REPORT:-
There are no material changes and commitments, affecting the financial position of the
Company which occurred between the end of the financial year to which the financial
statements relate and the date of this report.
35. PREPARATION OF ANNUAL ACCOUNTS FOR FINANCIAL YEAR 2022-23:-
Pursuant to the MCA Circular regarding applicability of the Companies (Indian
Accounting Standards (IND AS) Rules, 2015 the Company is required to prepare its Financial
Statements for the Financial year ended 31st March, 2023 in accordance with IND
AS.
36. CHANGE IN THE NATURE OF BUSINESS:-
For sustained growth in the future, Company wants to rely on its main business of
trading of Precious Metals, Stones & Jewellery. Hence, there is no change in the
nature of the business of the Company during the year under review.
37. LISTING FEES:-
The Company has paid the applicable listing fees to the Stock Exchange till date.
38. RISK MANAGEMENT:-
Notwithstanding the fact that the Company is outside the purview of the applicability
of Risk Management Committee as per SEBI (LODR) Regulations 2015, the Company has in place
a mechanism to identify, assess, monitor and mitigate various risks to key business
objectives. The Board of the Company has also constituted a Risk Management Committee to
frame, implement and monitor the risk management plan for the Company. The said committee
is responsible for reviewing the risk management plan and ensuring its effectiveness. The
Audit Committee has additional oversight in the areas of financial risks and controls.
The details pertaining to the composition of the Risk Management Committee are included
in the Corporate Governance Report, which is a part of this report. A detailed exercise is
being carried out to identify, evaluate, monitor and manage both business and non-business
risks. At present; there are no risks which in the opinion of the Board threaten the
existence of the Company.
39. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND
TRIBUNALS:-
During the year under review, no significant or material orders were passed by the
Regulators or Courts or Tribunals which would impact the going concern status of the
Company and its operations in future.
40. MAINTENANCE OF COST RECORD &AUDIT:-
Your Company is not required to maintain cost records as specified by the Central
Government under Section 148(1) of the Companies Act, 2013. The provision of cost audit
does not apply to your Company.
41. DISCLOUSURE ON SECRETARIAL STANDARDS COMPLIANCE:-
During the year under review, your Company has complied with all the applicable
Secretarial Standards issued by The Institute of Company Secretaries of India and approved
by the Central Government pursuant to Section 118 of the Companies Act, 2013.
42. DISPATCH OF ANNUAL REPORT THROUGH ELECTRONIC MODE:-
In compliance with the aforesaid MCA Circulars and SEBI Circular, Notice of the AGM
along with the Annual Report 2022-23 is being sent only through electronic mode to those
Members whose email addresses are registered with the Company, RTA or CDSL / NSDL
("Depositories").
Members may note that the Notice and Annual Report 2022-23 will also be available on
the Company's website www.starlineps.com , website of the Stock Exchange i.e. BSE Limited
at www.bseindia.com and on the website of National Securities Depository Limited
("NSDL") at www.evoting.nsdl.com.
43. HUMAN RESOURCES:-
The Company treats its "Human Resources" as one of its most important assets.
The Company's culture promotes an environment that is transparent, flexible, fulfilling
and purposeful. The Company is driven by passionate and highly engaged workforce. This is
evident from the fact that the Companycontinues to remain the industry benchmark for
talent retention.
During the year under review, there was a cordial relationship with all the employees.
The Directors would like to acknowledge and appreciate the contribution of all employees
towards the performance of the Company.
44. DISCLOSURE ABOUT THE APPLICATION AS MADE OR ANY PROCEEDING IS PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE (IBC), 2016:-
During the year under review, no application has been made or any proceeding is pending
under the Insolvency and Bankruptcy Code (IBC), 2016.
45. DISCLOSURE ABOUT THE DIFFERENCE BETWEEN THE AMOUNTS OF VALUATION EXECUTED AT THE
TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUION ALONG WITH THE REASON THEREOF:
During the year under review, no valuation has been executed with Bankers of the
Company for one time settlement hence the question of difference between the amounts of
valuation at the time of one time settlement and valuation at the time of taking loan does
not arises.
46. ACKNOWLEDGEMENTS AND APPRECIATIONS:-
Your Directors would like to express their appreciation for the assistance and
co-operation received from the Financial Institutions, the Bankers, Government
authorities, customers, vendors and shareholders during the year under review. Your
Directors also wish to record their recognition of the customer support and patronage by
the corporate houses in and around Surat.
Your Directors also wish to place on record their deep sense of appreciation for the
commitment displayed by all executives, officers and staff, which enable the Company to
deliver a good allround record performance.
By Order of the Board of Directors
STARLINEPS ENTERPRISES LIMITED
SHWETKUMAR KORADIYA
Chairperson & Managing Director
DIN: 03489858
REGISTERED OFFICE:-
Shop - F/1, 1st floor, Athwa Ark Shopping Centre, Opp. Yatim Khana, Athwa
Gate,
Surat-395001, Gujarat, India
Place: Surat
Date: 29/08/2023
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