EPack Prefab Technologies Ltd.-இன் இயக்குநர் அறிக்கை
Your directors are pleased to present their 27th Annual Report on the business and operations of EPACK Prefab
Technologies Limited (formerly known as EPACK Prefab Technologies Private Limited and Epack Polymers Private
Limited) (âthe Companyâ) along with the Audited Financial Statements (Standalone and Consolidated) for the financial
year ended March 31,2026.
1.FINANCIAL SUMMARY/PERFORMANCE OF THE COMPANY (STANDALONE & CONSOLIDATED)
Key highlights of the Company''s financial performance (standalone & consolidated) for the year ended March 31, 2026 are
as under:
(Amt in Rs. Crores)
|
Standalone For the Financial Year ended |
Consolidated For the Financial Year ended |
Growth |
|||
|
Particulars |
|||||
|
March 31, 2026 |
March 31, 2025 |
March 31, 2026 |
March 31, 2025 |
% |
|
|
Revenue from Operations |
1525.32 |
1133.92 |
1525.32 |
1133.91 |
34.52% |
|
Other Income |
17.18 |
4.57 |
17.18 |
6.57 |
161.34% |
|
Total Revenue (I) |
1542.50 |
1138.49 |
1542.50 |
1140.49 |
35.25% |
|
Profit Before Finance costs |
176.70 |
122.21 |
176.87 |
124.37 |
42.22% |
|
Finance Charges (III) |
31.42 |
24.21 |
31.45 |
24.25 |
|
|
Depreciation and |
22.94 |
17.28 |
22.96 |
17.31 |
|
|
Profit before prior period, |
122.35 |
80.72 |
122.46 |
80.90 |
47.88% |
|
Exceptional items |
(1.92) |
||||
|
Income Tax Expense (VII) |
29.78 |
21.54 |
29.83 |
21.57 |
|
|
Profit for the year |
92.57 |
59.18 |
92.64 |
59.32 |
56.16% |
|
Other comprehensive |
(0.07) |
(0.33) |
(0.07) |
(0.33) |
|
|
TOTAL COMPREHENSIVE |
92.50 |
58.84 |
92.57 |
58.99 |
56.92% |
|
Earnings Per Equity Share |
|||||
|
Basic |
9.94 |
7.63 |
9.95 |
7.65 |
|
|
Diluted |
9.94 |
7.38 |
9.95 |
7.39 |
|
2. OVERALL PERFORMANCE OF OUR COMPANY AND
STATE OF COMPANYâS AFFAIRS
It is the Twenty Seventh (27th) year of our Company. For the
Financial Year ended March 31, 2026, your Company
delivered a strong performance, reporting a consolidated
revenue from operations of Rs. 1525.31 Crores, reflecting a
healthy year-on-year growth of 34.52%. This growth has
been driven by sustained operational efficiency, enhanced
market reach, customer-centric strategies, and a focus on
value-added offerings. It underscores the resilience of the
Company''s business model and its ability to adapt to
evolving market dynamics.
The Profit After Tax (PAT) for the year stood at Rs. 92.64
Crores compared to Rs. 59.32 Crores in the previous
financial year. This represents a notable increase of
approximately 56.16%, showcasing the Company''s
continued emphasis on cost optimisation, improved
margin realisation, and robust financial discipline. The
improved profitability also reflects the positive outcomes
of strategic initiatives undertaken across business verticals.
In line with statutory requirements, the preparation is also
fully compliant with the Companies (Indian Accounting
Standards) Rules, 2015, as amended, which mandate the
application of Indian Accounting Standards (Ind AS).
The Board of Directors has not recommended any
dividend for the Financial Year 2025-26, in order to conserve
resources and strengthen the financial position of the
Company.
In accordance with Regulation 43A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (âSEBI LODR/ Listing Regulationsâ), the Board of
Directors has adopted a Dividend Distribution Policy. The
Policy, containing all requisite details as mandated under
SEBI LODR, is available on the Company''s website at
https://epackprefab.com/investor-relations/ .
There has been no change in the said Policy during the
Financial Year 2025-26.
During the year under review, the Company has not
transferred any amount to reserves. However, the
movement in Reserves and Surplus during the FY ended
March 31,2026, please refer to the Statement of Changes in
Equity and note 17C of standalone and note 17C of
consolidated financial statements.
5. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF THE COMPANY
AND ITS CAPITAL STRUCTURE AND MAJOR EVENTS
There are no material changes affecting the financial
position of the Company subsequent to the closure of the FY
2025-26 till the date of this report.
Initial Public Offering (âIPOâ) and Listing on Main Board -
BSE Limited (âBSEâ) and National Stock Exchange of India
Limited ("NSE")
During the Financial Year 2025-26, the Company initiated
the process of its Initial Public Offering (IPO) to raise capital
for strategic growth and expansion. The equity shares of
your Company got listed on Stock Exchanges with effect
from October 1, 2025. The IPO, comprising of Fresh Issue and
Offer for Sale (âOFSâ) by selling shareholders, was open for
subscription from September 24 to September 26, 2025. The
IPO was made through the Book Building Process in terms
of Regulation 6(1) and Regulation 31 of SEBI (Issue of Capital
and Disclosure Requirements) Regulations 2018 and Rule
19(2)(b) of the Securities Contracts (Regulation) Rules, 1957
(âSCRRâ).
The IPO comprised of 2,29,43,997 equity shares for cash at a
price of Rs. 204 /- per equity share (including a security
premium of Rs. 202/- per equity share) aggregating to Rs.
5,040 million comprising of:
⢠Fresh Issue of up to 14,705,882 equity shares
aggregating to Rs. 3,000 million by your Company; and
⢠Offer for Sale of up to 10,000,000 equity shares
aggregating to Rs. 2,040 million by the Selling
Shareholders (Promoters & Promoters Group).
The IPO received an encouraging response from leading
domestic and global institutional investors, NRIs, HNIs, and
retail investors. The Board places on record its appreciation
for the support extended by regulatory authorities, Book
Running Lead Managers, Stock Exchanges, Depositories,
Counsels, Consultants, Auditors, and employees of the
Company in making the IPO a success.
The Company received listing and trading approvals from
BSE and NSE vide letters dated September 30, 2025, and the
equity shares of the Company were duly admitted to trading
on both Stock Exchanges with effect from October 1,2025.
This listing marks a significant milestone in the Company''s
journey, enabling wider public participation, enhancing
transparency and corporate governance, and providing
increased liquidity to shareholders. It also reflects the
Company''s commitment to its growth strategy and
strengthening investor confidence by being part of the
regulated capital market framework.
6. CHANGE IN NATURE OF BUSINESS
There has been no change in the nature of business of the
Company during the Financial Year 2025-26. The Company
continues to operate in its established line of business,
consistently driving innovation across its product and
solution portfolio, Prefab Structures, and pre-engineered
buildings.
7. INVESTOR EDUCATION AND PROTECTION FUND
During the year under review, the Company was not
required to transfer any amounts and shares to the Investor
Education and Protection Fund (âIEPFâ) pursuant to the
provisions of Section 125 of the Companies Act, 2013 and the
rules made thereunder.
During the year under review, the Company has not
accepted any public deposits within the meaning of
Sections 73 and 76 of the Companies Act, 2013 read with the
rules made thereunder. Accordingly, the provisions of
Chapter V of the Companies Act, 2013 relating to
âAcceptance of Deposits by Companiesâ are not applicable
to the Company.
Further, there were no unclaimed or unpaid deposits lying
with the Company as at the end of the Financial Year 2025¬
26, and no principal or interest amounts were outstanding.
9. SHARE CAPITAL
Authorised Share Capital
Authorised share capital of the company as on March 31,
2026 stood at Rs. 24 Crore divided into 12 Crore equity
shares of Rs. 2/-each.
During the Financial Year ended March 31, 2026, the
paid-up share capital of the Company underwent the
following changes:
Pursuant to the Initial Public Offering and CCPS
Conversion, the Company issued 2,29,43,997 fully paid-up
equity shares of ^2 each to subscribers. As a result, the
paid-up share capital increased from ^15,50,16,000 to
^20,09,03,994.
Issued Any Equity Shares With Differential Voting Rights
The Company has not issued any equity shares with
differential voting rights.
Buy Back Of Securities
The Company has not bought back any equity shares
during the year under review.
Sweat Equity
The Company has not issued any Sweat equity shares
during the year under review.
The Company has not issued any Bonus Shares during the
year under review.
Right Issue Shares
The Company has not issued any Right Shares during the
year under review
Employees Stock Options (ESOPs)
Your Company implemented the âEPACK Employee Stock
Option Scheme - 2024â (âthe Schemeâ) to create, issue, offer,
grant, allot and/or transfer, from time to time, up to a
maximum of 16,91,464 options of face value ^2 each, that
may be granted in one or more tranches. These options are
convertible into an equivalent number of equity shares,
unless otherwise determined by the Compensation
Committee constituted by the Board, in accordance with
the provisions of the Scheme and the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021
(âSEBI SBEB Regulationsâ).
The Scheme was authorised by the Board of Directors on
December 18, 2024 and approved by the shareholders
through special resolutions passed at the Extra-Ordinary
General Meeting held on December 18, 2024. The Scheme
was subsequently ratified pursuant to resolutions of the
shareholders dated January 15, 2026.
In terms of Regulation 12(1) of the SEBI SBEB Regulations,
no company is permitted to make any fresh grant involving
the allotment or transfer of shares to its employees under
any scheme formulated prior to the listing of its shares,
unless such scheme is in conformity with the SEBI SBEB
Regulations and is ratified by its members subsequent to
listing.
Accordingly, the approval of the Members was sought
through a postal ballot, which was passed on January 15,
2026, for ratification of the Scheme and issuance of
Employee Stock Options (âESOPsâ) to eligible employees, as
may be determined by the Nomination and Remuneration
Committee in accordance with the Scheme.
During the Financial Year (âFYâ) ended March 31, 2026,
pursuant to the exercise of stock options under the Scheme,
the Company allotted 1,63,294 equity shares of ^2 each in
dematerialised form to eligible employees. The relevant
corporate action and listing of these shares were under
process as on March 31, 2026 and later on it was duly
executed.
The Scheme is in full compliance with the SEBI SBEB
Regulations, and disclosures pursuant to Regulation 14
read with Part F of Schedule I of the said Regulations are
provided under Annexure I.
To ensure transparency and compliance, the Company has
obtained a certificate from M/s. SBYN & Associates LLP,
Practicing Company Secretaries, FRN: L2025UP018500,
Secretarial Auditors of the Company, confirming that the
Scheme has been implemented in accordance with the
SEBI SBEB Regulations. This certificate will be made
available for inspection by members at the ensuing Annual
General Meeting.
10. DIRECTORS AND KEY MANAGERIAL PERSONNELDirectors
As on March 31, 2026, your Company''s Board has total 10
(Ten) Directors comprising of Two Executive Directors,
Three Non-Executive and Non-Independent Directors and
Five Non-Executive Independent Directors including one
Woman Director.
The details of Board and Committee composition, tenure of
directors, and other details are available in the Corporate
Governance Report, which forms part of this Annual
Report.
In terms of the requirement of the SEBI LODR, the Board
has identified core skills, expertise, and competencies of
the Directors in the context of the Company''s business for
effective functioning. The key skills, expertise and core
competencies of the Board of Directors are detailed in the
Corporate Governance Report, which forms part of this
Annual Report.
Key Managerial Personnel (âKMPâ)
In terms of the provisions of Section 2(51) and Section 203 of
the Act, the following are the KMP of the Company as on
March 31,2026:
⢠Mr. Sanjay Singhania, Managing Director & Chief
Executive Officer
⢠Mr. Nikhil Bothra, Whole-Time Director
⢠Mr. Rahul Agarwal, Chief Financial Officer
During the period under review, Ms. Nikita Singh, Company
Secretary and Compliance Officer of the Company
resigned from her position with effect from January 15,
2026. Further, in her place the Board has appointed Ms.
Preeti Chauhan as a Company Secretary and Compliance
Officer of the Company with effect from April 6, 2026, and
regularising the compliance of Section 203 of the Act
Retirement by rotation and subsequent reappointment
As per Section 152 of the Companies Act, 2013, at least two-
third of the Directors shall be subject to retirement by
rotation. One-third of such Directors must retire from office
at each Annual General Meeting ("AGM") of the
shareholders and a retiring Director is eligible for re¬
election. In accordance with the provisions of the
Companies Act, 2013 and the Articles of Association of the
Companyâ.
Mr. Bajrang Bothra (DIN 00129286) Director of the
Company âliable to retire by rotationâ at the forthcoming
27th Annual General Meeting of the Company and being
eligible, offers himself for re- appointment. The Board
recommends the re-appointment of Mr. Bajrang Bothra
(DIN 00129286) as a Director for your approval. Brief details,
as required under Secretarial Standard-2 and Regulation
36 of SEBI LODR, are provided in the Notice of ensuing
AGM.
During the year under review, none of the directors of the
Company has resigned/ ceased from the post of
directorship of the Company.
The following are the Directors as on March 31,2026
|
Sr.No |
Name |
Designation |
DIN |
|
1 |
Bajrang Bothra |
Chairman (Non - Executive Director) |
00129286 |
|
2 |
Ajay DD Singhania |
Non - Executive Director |
00107555 |
|
3 |
Sanjay Singhania |
Managing Director & Chief Executive Officer |
01291342 |
|
4 |
Nikhil Bothra |
Whole Time Director |
10162778 |
|
5 |
Krishnan Ganesan |
Non-Executive Non-Independent Director |
07885495 |
|
6 |
Manorama Nagarajan |
Non-Executive Independent Director |
02517010 |
|
7 |
Manuj Agarwal |
Non-Executive Independent Director |
00078733 |
|
8 |
Bipin Garg |
Non-Executive Independent Director |
02927408 |
|
9 |
Ram Grovher |
Non-Executive Independent Director |
06577670 |
|
10 |
Dharam Chand Jain |
Non-Executive Independent Director |
10746346 |
11. INDEPENDENT DIRECTORS OF THE COMPANY
As of the date of this report, the Board of Directors
comprises 10 (Ten) Directors, including 5 (five) Independent
Directors. All Independent Directors have been appointed in
compliance with the applicable provisions of the Act and
SEBI LODR, ensuring adherence to the highest standards of
corporate governance. For further details, please refer to the
"Report on Corporate Governanceâ forming part of the
Annual Report.
Declaration of Independent Directorsâ of the Company
The Company has received declarations from all
Independent Directors, confirming that they meet and
continue to meet the criteria of independence as prescribed
under Section 149(6) of the Act, Rule 6(3) of the Companies
(Appointment and Qualifications of Directors) Rules, 2014,
and Regulation 16(1)(b) of the SEBI LODR.
Additionally, all Independent Directors have complied with
the Code for Independent Directors under Schedule IV to
the Act and have affirmed their adherence to the
Company''s Code of Conduct for the Board of Directors and
Senior Management Personnel.
In the opinion of the Board, there has been no change in
circumstances that may affect their independent status,
and the Board is satisfied with their integrity, expertise, and
experience, including their proficiency as per the Act and
applicable rules and regulations.
Furthermore, vide Rule 6 (1) & (2) of the Companies
(Appointment and Qualifications of Directors) Rules, 2014 all
Independent Directors have confirmed that their names are
registered in the databank maintained by the Indian
Institute of Corporate Affairs (IICA), in compliance with
regulatory requirements.
Familiarization Programme for the Independent
Directors
In compliance with the Companies Act and SEBI LODR, the
Company has implemented Familiarization Programmes
for Independent Directors. This programme is designed to
acquaint them with their roles, rights, and responsibilities as
Directors, as well as provide insights into the Company''s
operations, industry landscape, and business model.
Details of the Familiarization Programme are provided in
the Corporate Governance Report, which forms part of the
Annual Report. The same is also available on the Company''s
website and can be accessed at
https://epackprefab.com/investor-relations/.
Separate Meeting of Independent Directors
In compliance with Schedule IV of the Act and Regulation
25(3) of SEBI LODR, a separate meeting of the Independent
Directors was held on March 31, 2026. The meeting was
conducted without the presence of Non-Independent
Directors and Members of Management, enabling
unrestricted discussions and independent performance
evaluation of Non-Independent Directors and the Board
including Committee as a whole; of the Chairperson of the
Company, considering the views of Executive and Non¬
Executive Directors and discussed the quality, quantity and
timeliness of information flowing from the management to
the Board
12. DIRECTORSâ APPOINTMENT AND
REMUNERATION POLICY
The Company has adopted a Nomination and Remuneration
Policy governing the appointment and remuneration of
Directors, Key Managerial Personnel ("KMPâ), and Senior
Management. The policy lays down clear parameters for
evaluating qualifications, professional attributes,
independence of Directors, and other requirements in line
with Section 178(3) of the Companies Act, 2013.
As per the framework, any proposal for appointment of a
Director, KMP, or Senior Management personnel is first
reviewed and recommended by the Nomination and
Remuneration Committee, prior to consideration and
approval by the Board.
The policy also provides guidance on matters relating to
appointment, removal, and remuneration of Directors, KMP,
and Senior Management employees, ensuring transparency
and consistency in decision-making.
There were no amendments to the policy during the year
under review. The policy is available on the Company''s
website and can be accessed at
https://epackprefab.com/investor-relations/.
The Nomination and Remuneration Committee and Board
of Directors has carried out an annual evaluation of its own
performance, Board Committees, and individual directors
pursuant to the provisions of the Act and SEBI LODR.
The performance of the Board was evaluated by the
Nomination and Remuneration Committee and Board after
seeking inputs from all the directors on the basis of criteria
such as the board composition and structure, effectiveness
of board processes, information and functioning, etc. The
above criteria are broadly based on the Guidance Note on
Board Evaluation issued by the Securities and Exchange
Board of India. In a separate meeting of Independent
Directors, performance of Non-Independent Directors, the
Board as a whole and Chairman of the Company was
evaluated, taking into account the views of Executive and
Non-Executive Directors.
At the Board meeting that followed the meeting of the
Independent Directors and Nomination and Remuneration
Committee, the performance of the Board, its committees,
and individual directors was also discussed. Performance
evaluation of Independent Directors was done by the entire
Board
The Board members expressed satisfaction with the
evaluation process, reaffirming its effectiveness in
assessing governance, decision-making, and strategic
oversight.
14. BOARD OF DIRECTORS, ITS COMMITTEES AND
MEETINGS THEREOF
Number of Board Meetings
The Board of Directors (âthe Boardâ) plays a pivotal role in
defining the Company''s strategic direction, approving
policies and budgets, and ensuring that the interests of
the Company and its stakeholders are safeguarded. The
Board also monitors performance and ensures adherence
to applicable legal and regulatory standards.
Your Company has a professional Board with an optimum
combination of Executive, Non-Executive and
Independent Directors, including one Woman
Independent Director, possessing the right mix of
knowledge, skills and expertise. The Directors are
committed to maintaining the highest standards of
corporate governance.
In accordance with the provisions of the Act and SEBI
LODR, the Board convenes a minimum of four meetings
in each calendar year, with a gap of not more than 120 days
between any two consecutive meetings. Additional
meetings of the Board and its Committees are convened
as necessary for effective management of the Company''s
operations. The agenda and notes are prepared and
circulated in advance to all Directors.
During the financial year 2025-26, the Board met nine (9)
times, and the requisite quorum was present at all
meetings. A detailed update on the Board and its
Committees, including composition, number of meetings
held, and attendance of Directors, is provided in the
Corporate Governance Report forming part of this Annual
Report.
Committee(s) of the Board
To enable effective discharge of its responsibilities, the
Board has constituted various Committees in line with the
provisions of applicable laws. These include:
⢠Audit Committee
⢠Nomination and Remuneration Committee
⢠Stakeholders'' Relationship Committee
⢠Risk Management Committee
⢠Corporate Social Responsibility Committee
In addition, the Board had delegated certain operational
responsibilities to a non-statutory Executive Committee
for day-to-day affairs of the Company.
During the year under review, the Board also constituted a
non-statutory IPO Committee to oversee and complete
various legal, statutory and procedural compliances in
relation to the Company''s Initial Public Offering. Upon
successful completion of the IPO, the said Committee was
dissolved with effect from October 22, 2025.
The composition, terms of reference, number of meetings
held, and attendance of members of the aforesaid
Committees are detailed in the section âBoard''s
Committeesâ of the Corporate Governance Report forming
part of this Annual Report.
There were no instances during the year under review
where the Board did not accept any recommendation of its
Committees, thereby reinforcing the Company''s
commitment to sound governance practices.
15. CORPORATE SOCIAL RESPONSIBILITY (âCSRâ)
At EPACK Prefab, CSR reflects our commitment to
conducting business in a responsible and sustainable
manner. CSR for us means integrating ethical, equitable,
and environmentally conscious practices into our
operations, while being gender-sensitive and inclusive of
differently-abled individuals.
Our objective is to actively contribute to the social and
economic development of the communities in which we
operate, thereby fostering sustainability, improving the
quality of life of marginalised sections of society, and
supporting the nation''s progress on the human
development index.
CSR Objectives
1. Commitment to the common good through
responsible business practices and sound governance.
2. Community development initiatives, directly or
indirectly benefiting populations in and around the
Company''s work centres, with long-term impact on
quality of life and economic well-being. Engender a
sense of empathy and equity among employees of
EPACK Prefab to motivate them to give back to the
society.
3. Employee engagement and empathy, fostering a
culture of equity and motivating employees to
contribute meaningfully to society.
As per Section 134 of the companies act, The details of the
CSR Committee are provided in the Corporate Governance
Report, which forms part of this Annual Report. The CSR
Policy is available on the website of the Company at
https://epackprefab.com/investor-relations/. any change
therein in the policy in brief in the Board''s report. The
Annual Report on CSR activities, prepared in accordance
with Section 135 of the Act and the Companies (CSR Policy)
Rules, 2014, is annexed and forms part of this Report as
Annexure III.
16. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS UNDER SECTION 186 OF THE COMPANIES
ACT, 2013
In accordance with the provisions of Section 186 of the
Companies Act, 2013, during the year under review, there
were no transactions relating to loans granted, guarantees
issued, securities provided, and investments made. The
particulars of such transactions, together with the
prescribed disclosures, are set out in the Notes to the
Audited Financial Statements, which form an integral part
of this Annual Report.
The Company has complied with all applicable
requirements under Section 186 of the Act and the relevant
rules made thereunder.
17. RELATED PARTY TRANSACTIONS
The Company has adopted a Policy on Related Party
Transactions and Materiality Thresholds, formulated in line
with the provisions of the Companies Act, 2013 including
Section 188 and other applicable provisions of the Act, read
with Regulation 23, the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (âSEBI LODRâ).
This policy lays down a clear framework for the
identification, approval, and disclosure of transactions with
related parties. The policy is accessible on the Company''s
website at https://epackprefab.com/investor-
relations/#uagb-tabs tab2.
All related party transactions are reviewed and approved by
the Audit Committee in accordance with applicable
statutory requirements. For transactions that are repetitive
or recurring in nature, the Audit Committee grants prior
omnibus approval, ensuring compliance with both the
Companies Act and SEBI LODR.
During the financial year under review, the Company did
not enter into any material related party transactions as
defined under the aforesaid policy and SEBI LODR.
Transactions undertaken with related parties were strictly
in the ordinary course of business and conducted on an
arm''s length basis. Consequently, the disclosure required
under Section 134(3)(h) of the Companies Act, 2013 in Form
AOC-2 is not applicable for the Financial Year 2025-26 and
hence does not form part of this Report.
Comprehensive details of related party transactions are
provided in the Notes to the Audited Financial Statements,
which form an integral part of this Annual Report.
18. SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS OR TRIBUNALS
During the year under review, there were no orders of a
significant or material nature passed by any regulatory
authority, court, or tribunal which could affect the
Company''s going concern status or have an impact on its
future business operations.
However, members attention is drawn to note 41 in the
notes to accounts in the standalone financial statement
and to note 41 in the notes to accounts in the consolidated
financial statement which sets out information on
Commitments and Contingencies.
19. INTERNAL FINANCIAL CONTROLS
The Company has instituted a robust framework of
internal financial controls covering both financial
reporting and operational processes. These controls are
designed to ensure the orderly and efficient conduct of
business, adherence to approved policies, safeguarding of
assets, prevention and detection of frauds and
irregularities, accuracy and completeness of accounting
records, and timely preparation of reliable financial
information.
During the FY 2025-26, the effectiveness of such controls
was evaluated and tested, and no material weaknesses
were observed in their design or operation. The Board of
Directors, in the Directors'' Responsibility Statement, has
confirmed the adequacy and operating effectiveness of
these internal financial controls.
20. HOLDING, SUBSIDIARIES, JOINT VENTURES,
ASSOCIATE COMPANIES
As per rule 8, during the year no companies have become
or ceased to be Subsidiaries, joint ventures or associate
companies.
As on March 31, 2026, the Company has one wholly-owned
subsidiary, namely EPACK Prefab Solutions Private
Limited. Apart from this entity, the Company does not
have any other subsidiary, joint venture, or associate
company as on March 31,2026.
Further, at the Board Meeting held on August 1, 2026, the
Directors approved the Company''s expansion into the
Data Centre solutions business and accorded approval for
the incorporation of a new wholly-owned subsidiary to be
named EPACK Data Center Solutions Private Limited
(âEPACK Data Center Solutionsâ) or such other name as
approved by the Ministry of Corporate Affairs. This
proposed subsidiary will focus on delivering specialised
solutions for the Data Centre segment. The Board also
granted in-principle approval for an initial investment of
up to ^75 Crores in EPACK Data Center Solutions.
EPACK Prefab Solutions Private Limited
During the FY 2004-05, effective from March 31, 2005, the
Company incorporated EPACK Prefab Solutions Private
Limited as a wholly-owned subsidiary company. The
incorporation of this subsidiary is part of the Company''s
strategic growth plan and marks a significant step towards
enhancing manufacturing capabilities.
Pursuant to Section 136 of the Act, the Audited Financial
Statements, including Consolidated Financial Statements
and related documents, are available on the Company''s
website at https://epackprefab.com/investor-relations/.
21. AUDITORS & AUDITORS'' REPORT
Statutory Auditors and Auditors'' Report
M/s. Talati & Talati LLP, Chartered Accountants (Firm
Registration No. 110758W), were reappointed as Statutory
Auditors of the Company at the 25th Annual General
Meeting held on September 30, 2024 for five consecutive
years, up to the conclusion of the 29th AGM to be held in
year 2028. The Auditors have confirmed their eligibility and
that they are not disqualified from continuing in office.
The Independent Auditors'' Report on the Company''s
Standalone and Consolidated Financial Statements forms
part of this Annual Report. The report contains no
qualifications, reservations, adverse remarks, or
disclaimers. The Notes to the financial statements referred
to therein are self-explanatory and do not require further
elaboration.
In compliance with Section 204 of the Companies Act, 2013
and Regulation 24A of SEBI LODR, the Board appointed M/s.
SBYN & Associates LLP, Company Secretaries (Firm
Registration No. L2025UP018500), as Secretarial Auditors
for a period of five (5) consecutive years, i.e. FY 2025-26 to FY
2029-30. The Board, at its meeting held on May 27, 2025,
further ratified the appointment of M/s SBYN & Associates
LLP for a continuous term of five years, covering FY 2025-26
to FY 2029-30.
The Secretarial Audit Report for the year ended March 31,
2026, is annexed as Annexure II to this Report.
As per Section 148 of the Companies Act, 2013 read with the
Companies (Cost Records and Audit) Rules, 2014, the
Company is required to maintain cost records and have
them audited annually.
M/s. Cheena & Associates, Cost Accountants, were
appointed as Cost Auditors for FY 2025-26. The Cost Audit
Report for FY 2025-26 will be filed with the Ministry of
Corporate Affairs in due course.
Based on the recommendation of the Audit Committee,
the Board has re-appointed M/s. Cheena & Associates as
Cost Auditors for FY 2026-27. They have confirmed their
eligibility and consent to act.
As per Section 148 of the Companies Act 2013, read with the
Companies (Cost Records and Audit) Rules 2014, our
Company is required to maintain cost records and
accordingly such accounts and records are maintained.
Section 138 of the Act read with Rule 13 of the Companies
(Accounts) Rules, 2014, M/s Singhi & Co. were appointed as
Internal Auditors at the Board Meeting held on February 9,
2025, to conduct the Internal Audit from FY 2025-26.
During the year under review, M/s. Singhi & Co. carried out
the internal audit assignments, and their reports were
presented to and reviewed by the Audit Committee for the
year ended March 31,2026.
The comments given by the Statutory Auditors, Cost
Auditors and Secretarial Auditors in their respective
report(s) for the FY ended March 31, 2026 are self¬
explanatory and hence, do not call for any further
explanations or comments under Section 134, 148 and
204(3) of the Act respectively. Further, the respective
reports of the Statutory Auditors, Cost Auditors, Secretarial
Auditors and Internal Auditors contain no qualification,
reservation, adverse remark, disclaimer or other remarks
requiring any explanation or comments by the Board.
22. REPORTING OF FRAUD BY AUDITORS
The Company confirms that during the year under review,
no instances of fraud were reported neither the Statutory
Auditors nor Secretarial Auditors nor Cost Auditors nor
Internal Auditors under the provisions of Section 143(12) of
the Companies Act, 2013 and the applicable rules.
No such reports have been submitted to the Audit
Committee, the Board of Directors, or the Central
Government, thereby reaffirming the effectiveness of the
Company''s internal control framework and its
commitment to ethical business practices.
23. SECRETARIAL AUDIT OF MATERIAL UNLISTED
INDIAN SUBSIDIARY
There is no material unlisted Indian subsidiary of the
Company as on March 31, 2026 and as such the
requirement under Regulation 24A of Listing Regulations
regarding the Secretarial Audit of material unlisted Indian
subsidiary is not applicable to the Company for FY 2025-26.
24. CONSOLIDATION OF FINANCIALS
In accordance with the requirements of Section 129(3) of the
Companies Act, 2013, read together with the Companies
(Accounts) Rules, 2014, the Company has prepared its
Consolidated Financial Statements in compliance with the
Indian Accounting Standards (Ind AS) issued by the
Institute of Chartered Accountants of India.
The Audited Consolidated Financial Statements, along with
the Independent Auditors'' Report thereon, form an integral
part of this Annual Report and provide a comprehensive
view of the financial performance and position of the
Company together with its subsidiary.
25. CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO
As required under the provisions of Section 134 of the
Companies Act, 2013, read with Rule 8 of the Companies
(Accounts) Rules, 2014, the particulars relating to energy
conservation, technology absorption, and foreign exchange
earnings and expenditure are provided in Annexure IV,
which forms an integral part of this Report.
26. BUSINESS PERFORMANCE AND FUTURE
OUTLOOK
It is with great pride that we present this report as our first
Annual Report as a listed entity for the Financial Year
2025-26. This milestone marks a defining chapter in the
journey of EPACK Prefab, as we share our progress with a
broad base of shareholders across the country.
The year under review has been exceptional, reflecting a
strong upward trajectory in business performance. These
achievements build upon the momentum of prior years
and demonstrate the successful execution of long-term
strategies, relentless effort, and a commitment to
excellence.
Following our public listing on October 1, 2025, the
transition from a closely held company to a listed
organisation has been both enriching and transformative.
Over the past twelve months, we have engaged extensively
with investors through meetings, fund interactions, and
virtual platforms and these dialogues have reinforced our
confidence in the Company''s direction.
With the continued support of shareholders and the
guidance of our Board of Directors, we remain focused on
accelerating growth, aligning our strategies with India''s
broader economic development, and creating long-term
value through transparency, governance, and operational
excellence.
Large Indian corporations and multinational enterprises
are expanding rapidly, and EPACK Prefab is
well-positioned to participate meaningfully in this growth.
Our reputation as a customer-centric organisation has
been strengthened by consistent delivery, reliability, and
collaborative partnerships. The trust placed in us by
leading companies across the country is both an
endorsement of our capabilities and a responsibility to
continually raise our standards.
We also introduced ESOPs for senior and high-performing
employees, recognising their pivotal role in driving EPACK
Prefab''s success. Alongside our employees, we
acknowledge the invaluable contributions of our extended
ecosystem - vendors, transporters, job workers, and
erectors -whose collaboration is integral to our growth.
We extend our gratitude to our banking partners for their
continued trust and support, and to the exceptional team
that successfully led our IPO process and ensures smooth
post-listing compliance.
Looking ahead, Team EPACK Prefab assures shareholders
and investors of our unwavering commitment to
sustained, high-quality growth, while remaining firmly
anchored in customer-centricity, transparency, and ethical
business practices.
Pursuant to the provisions of Section 134(3)(a) of the
Companies Act, 2013, the draft Annual Return as on March
31, 2026, has been prepared in accordance with Section
92(3) of the Act read with Rule 11(1) of the Companies
(Management and Administration) Rules, 2014.
The Annual Return has been made available on the
Company''s website and can be accessed at
https://epackprefab.com/investor-relations/
28. ADEQUACY OF INTERNAL CONTROLS SYSTEMS
AND COMPLIANCE WITH LAWS
The Company has established a comprehensive and
effective internal control framework, designed in line with
the scale, nature, and complexity of its operations. These
controls ensure operational efficiency, safeguard assets,
prevent and detect frauds and irregularities, support
compliance with applicable laws and regulations,
maintain accuracy in financial reporting, and enable
timely preparation of reliable financial information.
To further strengthen this framework, the Company has
appointed M/s Singhi & Co. as its Internal Auditors. The
Audit Committee periodically reviews the internal audit
reports, observations, and recommended action plans,
thereby ensuring continuous improvement in internal
processes and sustained compliance with statutory
requirements.
The Company has implemented a comprehensive Risk
Management Policy and Framework, adopting a holistic
approach to safeguard the organisation against diverse
operational, financial, and strategic risks. This framework
enables the systematic identification, assessment, and
mitigation of risks that may materially affect the
achievement of business objectives. Risks are continuously
monitored, and appropriate mitigation measures are put in
place to address them effectively.
In line with the requirements of Regulation 21 of the SEBI
LODR the Company has constituted a Risk Management
Committee. The Committee is responsible for formulating,
overseeing, and periodically reviewing the Risk
Management Policy. Its key functions include identifying
critical risks, monitoring mitigation strategies, evaluating
the adequacy of internal control systems, and ensuring that
robust methodologies and processes are adopted. The
Committee also reviews risks in the context of evolving
industry dynamics and increasing complexities, and
regularly apprises the Board of Directors of its deliberations,
recommendations, and action plans.
The Company''s Risk Management Policy is available on its
website athttps://epackprefab.com/investor-relations.
Additional details in this regard are provided in the
Corporate Governance Report, forming part of this Annual
Report.
In accordance with Section 177(9) of the Companies Act,
2013 and Regulation 22 of the SEBI LODR the Company has
established a vigil mechanism/ whistle-blower framework
that provides directors, employees, and stakeholders with a
secure channel to report concerns relating to unethical
practices, misconduct, fraud, violations of the Code of
Conduct, or leaks/ suspected leaks of unpublished
price-sensitive information, without fear of retaliation.
The mechanism ensures direct access to the Chairperson of
the Audit Committee for directors, employees, and business
associates, thereby fostering a culture of transparency,
accountability, and integrity across the organisation.
A detailed description of the vigil mechanism is included in
the Corporate Governance Report, and the Vigil Mechanism
Policy is available on the Company''s website at
https://epackprefab.com/investor-relations.
31. REGISTRAR AND SHARE TRANSFER AGENT
The share transfer and related activities are being carried
out by KFin Technologies Limited, Registrar and Share
Transfer Agent of the Company at the following address:
KFin Technologies Limited
Selenium Building, Tower B, Plot No. 31-32, Financial
District,Nanakramguda, Serilingampally, Hyderabad,
Rangareddy, Telangana - 500 032
Toll Free No.: 1800 309 4001
E-mail:[email protected]
32. 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 (''POSH Policy'') in line with the provisions of the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the rules
thereunder (''POSH Act'') for prevention and redressal of
complaints of sexual harassment at workplace. The
Company is committed to provide equal opportunities
without regard to their race, caste, sex, religion, colour,
nationality, disability, etc.
All women associates (permanent, temporary, contractual
and trainees) as well as any women visiting the Company''s
office premises or women service providers are covered
under this POSH Policy. All employees are treated with
dignity with a view to maintain a work environment free of
sexual harassment whether physical, verbal or
psychological.
The Company has also complied with provisions relating to
the constitution of Internal Complaints Committee as per
the POSH Act.
No case was filed or disposed off during the year under
review and accordingly no case is pending for more than
90 days, pursuant to POSH Act.
34. MATERNITY BENEFIT ACT, 1961
The Company affirms that it has complied with all
applicable provisions of the Maternity Benefit Act, 1961.
Necessary policies and practices have been implemented
to safeguard the rights and welfare of women employees,
ensuring that statutory benefits under the Act are duly
extended and no complaint has been received in this
regard from any employee.
35. PARTICULARS OF EMPLOYEES AND
REMUNERATION
In terms of provisions of Section 197(12) of the Act read with
the Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, a
statement showing the names and other particulars of the
employees drawing remuneration in excess of the
prescribed limits are available with the Company Secretary.
In terms of the second proviso to Section 136(1) of the Act,
the Annual Report excluding the aforesaid information is
being sent to the members of the Company. Any member
interested in obtaining such particulars may write to the
Company Secretary of the Company and the same will be
furnished on request.
In accordance with the provisions of Section 197(12) of the
Companies Act, 2013, read together with Rule 5 of the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the disclosures relating
to the remuneration and other details of Directors and
employees are provided in Annexure V, which forms an
integral part of this Report.
36. DIRECTORS'' RESPONSIBILITY STATEMENT
In terms of Section 134(5) of the Companies Act, 2013, your
directors hereby confirm that:
A. In the preparation of the annual accounts for the year
ended March 31, 2026, the applicable accounting
standards read with requirements set out under
Schedule III to the Act, have been followed and there
are no material departures from the same;
B. The Directors have 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 as at March 31, 2026 and of the profit of the
Company for the year ended on that date;
C. The Directors 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. The Directors have prepared the annual accounts on
a ''going concern'' basis;
E. The Directors have laid down internal financial
controls to be followed by the Company and that such
internal financial controls are adequate and are
operating effectively; and
37. DETAILS OF APPLICATION MADE OR
PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016
During the year under review, the Company confirms that
no proceedings were initiated or pending under the
provisions of the Insolvency and Bankruptcy Code, 2016 (as
amended), whether filed by the Company or against the
Company, before the National Company Law Tribunal
(NCLT) or any other judicial authority, as on March 31,2026.
This reflects the Company''s continued emphasis on
maintaining a sound financial position, robust governance
practices, and adherence to statutory obligations.
38. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF
THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE
TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF
The Company confirms that during the year under review, it
has not entered into any one-time settlement
arrangements with banks or financial institutions.
Consequently, there is no difference in valuation between
assessments carried out for loan purposes and those that
would have been undertaken for settlement purposes.
Accordingly, no disclosure is required under this head for
the financial year ended March 31,2026
39. COMPLIANCE BY LARGE CORPORATE
Your Company does not fall under the category of large
corporate, as defined by SEBI vide its Circular No.
SEBI/HO/DDHS/DDHS- RACPOD1/P/CIR/2023/172 dated
October 19, 2023, accordingly no disclosure is required in
this regard.
40. DISCLOSURE OF CERTAIN TYPE OF AGREEMENTS
Binding Listed Entity Pursuant to Regulation 30A(2) of
Listing Regulations, there is no agreement impacting the
management or control of the Company or imposing any
restrictions or create any liability upon the Company.
During the financial year 2025-26, the Companyâs credit
ratings were reviewed and upgraded by ICRA Limited. The
details of the credit ratings are as follows:
|
Rating Agency |
Credit Rating |
|
ICRA |
Long Term Rating [ICRA]A (Stable) (Rating upgraded from [ICRA]A Short Term Rating [ICRA]A1 (Rating upgraded from [ICRA]A2 ) |
These ratings reflect the Company''s strong financial fundamentals, stable outlook, and its ability to meet both short-term
and long-term obligations in a timely and effective manner.
42. COMPLIANCE OF APPLICABLE SECRETARIAL
STANDARD
The Company has complied with all applicable Secretarial
Standards issued by the Institute of Company Secretaries
of India (âICSIâ), as mandated under the Companies Act,
2013.
Specifically, adherence has been ensured to:
⢠Secretarial Standard-1 (SS-1);- on Meetings of the Board
of Directors
⢠Secretarial Standard-2 (SS-2);- on General Meetings
By following these standards, the Company reinforces its
commitment to sound governance practices, procedural
uniformity, and transparency in the conduct of its
corporate affairs.
43. EXPLANATION FOR D E V I AT I O N (S ) /
VARIATION(S) IN USE OF PROCEEDS FROM OBJECTS
STATED IN OFFER DOCUMENT
Pursuant to Regulation 32(4) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Board of Directors confirms that there have been
no deviations or variations in the utilisation of proceeds as
compared to the Objects stated in the Prospectus dated
September 28, 2025.
The proceeds have been applied strictly in line with the
stated purposes, thereby ensuring transparency,
accountability, and compliance with the regulatory
framework.
44. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT
In compliance with the provisions of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Management Discussion and Analysis Report for
the year under review has been presented in a separate
section of this Annual Report. This Report provides a
detailed overview of the Companyâs business
environment, operational performance, financial results,
risks, opportunities, and future outlook, and forms an
integral part of the Annual Report.
For EPACK Prefab Technologies Limited, the foundation of
corporate governance rests on the principles of integrity,
transparency, accountability, and strict adherence to
regulatory standards. The Company has consistently
adopted best-in-class governance practices to ensure that
the Board functions effectively, promotes long-term value
creation for shareholders, and safeguards the interests of
minority stakeholders.
Timely, accurate, and comprehensive disclosures remain a
cornerstone of the Company''s governance framework,
underscoring its commitment to transparency and ethical
conduct.
In compliance with Regulation 34 read with Schedule V of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, a detailed Corporate Governance Report
forms an integral part of this Annual Report. A certificate
issued by M/s. SBYN & Associates LLP, Company Secretaries
(Firm Registration No. L2025UP018500), confirming
compliance with corporate governance requirements
under the Listing Regulations, is annexed to the Corporate
Governance Report.
Further, the Company has adopted a range of policies and
codes aligned with governance and regulatory
requirements. Hyperlinks to these policies are provided
below for ease of reference:
https://epackprefab.com/investor-relations/.
The Company adopts a strategic and forward-looking
approach to talent management, firmly recognising
employees as critical stakeholders in its growth journey. By
embracing new technologies, adapting to evolving
business models, and fostering a culture of continuous
learning, the Company sustains its competitive edge in the
industry.
As on March 31, 2026, the Company''s workforce comprised
3,515 staff members and workers directly on its payroll
along with addition to contractual workers engaged
through third-party arrangements.
To nurture a caring and high-performing community,
employees are regularly trained to enhance operational
performance, improve productivity, and ensure strict
compliance with quality and safety standards. The
Company remains deeply committed to providing a safe,
inclusive, and enabling work environment that
encourages both personal and professional growth.
Structured training and development programmes are
conducted to strengthen operational efficiency and
cultivate a future-ready workforce.
The Company also ensures compliance with all statutory
welfare obligations, including contributions to PF, ESI, and
LWF, with contractors mandated to submit proof of
remittances periodically, thereby reinforcing transparency
and employee welfare.
To strengthen engagement and motivation, the Company
undertakes a variety of initiatives that build a positive
workplace culture. These include sports activities such as
the skip-level meetings, employee satisfaction surveys,
and training programmes on topics ranging from
Intellectual Property Rights and Code of Conduct to
leadership and professional development. Regular
feedback sessions with Heads of Departments, festival
celebrations and observance of special days like Women''s
Day and Environment Day, and POSH awareness
programmes further enrich the employee experience.
Additionally, personalised gestures such as birthday and
anniversary celebrations and welcome sessions for new
joiners reflect the Company''s commitment to cultivating a
motivated, inclusive, and future-ready workforce.
During the financial year under review, the Board of
Directors confirms the following:
A. The Company does not operate any scheme for the
provision of funds to employees or trustees for the
purchase of its own shares. Accordingly, no
disclosure is required under Section 67(3) of the
Companies Act, 2013.
B. No events have arisen that would necessitate
reporting of any difference between valuations
undertaken at the time of a one-time settlement
and those carried out while availing loans from
banks or financial institutions.
C. Neither the Managing Director nor the Whole-time
Directors of the Company receive any
remuneration or commission from its subsidiary.
D. No political contribution was made during the year
under review.
The Board of Directors places on record its sincere
appreciation for the steadfast support and cooperation
extended by all stakeholders during the year. The Directors
express their deep gratitude to the Company''s employees
at every level for their dedication, commitment, and hard
work, which have been instrumental in driving the
organisation''s growth and success.
The Board also conveys its heartfelt thanks to the
shareholders for their continued trust and confidence in
the Company and its management. Further, the Directors
acknowledge the valuable support received from the
Company''s vendors, investors, business partners, and
associates, as well as the Central and State Government
authorities, departments, and agencies, whose
collaboration and assistance have significantly contributed
to the Company''s progress.
For and on behalf of the Board of Directors
Epack Prefab Technologies Limited
Sd/- Sd/-
Sanjay Singhania Nikhil Bothra
Whole-Time
Managing Director & CEO
Director
Date: August 31, 2026
DIN: 01291342 DIN: 10162778
Place: Greater Noida
Your Directors take pleasure in presenting the 26th Annual report of the Company on the business
and operations of the company and the audited financial statements for the Financial Year ended as
on March 31, 2025.
1. FINANCIAL SUMMARY / PERFORMANCE OF THE COMPANY (STANDALONE &
CONSOLIDATED)
the companyâs performance during the year as compared with that during the previous year is below:
|
Particulars |
Standalone |
Consolidated |
||
|
For the |
For the |
For the |
For the Financial Year |
|
|
Revenue from |
113391.72 |
90490.17 |
113391.72 |
90490.17 |
|
Other income |
457.42 |
147.33 |
657.42 |
147.33 |
|
Total revenue |
113849.14 |
90637.51 |
114049.14 |
90637.51 |
|
Total Expenses |
105777.54 |
84795.70 |
105767.66 |
84784.34 |
|
Profit before tax |
8071.62 |
5841.81 |
8281.48 |
5853.17 |
|
Less: Share of Minority |
- |
- |
- |
|
|
Add: Share of Associates |
- |
- |
(192.23) |
(5.66) |
|
Less: Tax Expense |
||||
|
-Current Tax |
1957.50 |
1413.14 |
1960.70 |
1416.86 |
|
-Deferred Tax |
151.96 |
134.93 |
151.85 |
134.75 |
|
-Tax related to previous |
44.49 |
0.00 |
44.49 |
|
|
Profit/ (loss) of the Year |
5917.67 |
4293.73 |
5932.22 |
4295.90 |
|
Earnings per equity share |
||||
|
Basic |
7.63 |
5.54 |
7.65 |
5.54 |
|
Diluted |
7.38 |
5.54 |
7.39 |
5.54 |
2. OVERALL PERFORMANCE OF OUR COMPANY VXD STATE OF COMPANYâS
AFFAIRS
It is the Twenty Sixth (26th) year of our Company. The Company, pursuant to its business strategies
and working environment, earned a profit after tax of Rs. 5932.22 Lakh in financial year 2024-25 in comparison to the profit after tax of Rs. 4295.90 Lakh during the Financial Year 2023-24.
3. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL
POSITION OF THE COMPANY AND) ITS CAPITAL STRUCTURE AND) MAJOR EVENTS
In the opinion of the Board, there have been no material changes and commitments which would
have affected the financial position of the Company, which have occurred between the end of the
financial year to which the financial statements relate and date of the report.
The major even Is during the financial year 2024-25 are as follows:
a. Increase in Authorised share capital of the Company from Rs. 4.00.00.000''- (Four Crores)
divided into 40.00.000 (Forty Lacs) Equity Shares of Rs. 10.''- (Rupees Ten) each to Rs.
24.00. 00.000/- (Rupees Twenty-Four Crores only) consisting of Equity Share Capital of Rs.
22.00. 00.000 < Rupees Twenty- Two Crores) divided into 2.20.00.000 (Two Crores Twenty Lacs)
Equity Shares of Rs. 10/- (Rupees Ten only) each, and Preference Share Capital of Rs.
2.00. 00.000 (Rupees Two Crores only) divided into 20.00.000 (Twenty Lacs) Preference Shares
of Rs. 10/- (Rupees Ten only) with effect from September 30.2024.
b. Sub-division of Authorised Share capital of the Company as Rs. 24.00.00.000 - (Rupees Twenty
Four Crores only) divided into 11.00.00.000 (Eleven Crores) equity shares of Rs. 2/- (Rupees
Two only) each and 1.00.00.000 (One Crore) preference shares of Rs. 2 - (Rupees Two only)
each with effect from September 30. 2024
c. Issue of 5,81.31.000 (Five Crores Eighty One Lakh and Thirty One Thousand only) fully paid-
up bonus equity shares of Rs. 2/- (Rupees Two only) each (â Bonus Equity Shares") credited as
fully paid-up to the eligible members of the Company whose names appear in the Register of
Members.'' Register of Beneficial Owners, on the ârecord dateâ i.e September 27. 2024. in the
ratio of 3 (Three) Bonus Equity Shares of Rs. 2 (Rupees Two each) for every 01 (one) existing
fully paid-up Equity Share of Rs. 2.''- (Rupees Two only) each held by them vide Ordinary
Resolution dated September 30, 2024.
d. Name change of the Company from Epack Polymers Private Limited to Epack Prefab
Technologies Private Limited pursuant to Certificate of Incorporation dated December 04. 2024.
e. Conversion of Company from a private to a Public Limited Company pursuant to Certificate of
Incorporation dated December 11. 2024 and consequent change m name and alteration of
Memorandum of Association. Further, the company also adopted new set of articles in order to
comply with the relevant applicable laws.
f. During the year, your Company has introduced employee recognition scheme EPACK Prefab
Employee Stock Option Scheme 2024 (âESOP SCHEME"). The members of your Company, at
the Extra Ordinary General Meeting held on December 18. 2024. approved âESOP SCHEMEâ
for the present and/or future permanent employees of your Company and its subsidiary
Companies or associate Companies.
g. Issuance and allotment of 7.065.217 Compulsorily Convertible Preference Shares (CCPS> in
aggregate to South Asia Growth Fund III Holdings LLC and South Asia EBT Trust III vide
Special resolution and Board resolution dated December 19. 2024 and December 20. 2024
respectively which may be converted to a maximum of 10.743.792 Equity Shares, prior to filing
of the Red Herring Prospectus with the ROC.
h. Filing of Draft Red Herring Prospectus with the intention to get listed on National Stock
Exchange and Bombay Stock Exchange through Mam Board IPO vide In-principle application
dated January 21, 2025.
4. CHANGE IN .NATURE OF BUSINESS
There is no change in the nature of business of the company during the Financial Year 2024-25.
5. DIVIDEND
1''he Board of Directors have not recommended any dividend for the Financial Year 2024-25.
6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND
PROTECTION FUND RESERVES
Since there was no unpaid unclaimed Dividend declared or paid by the Company, therefore,
provisions of Section 125 of the Companies Act. 2013 does not apply.
7. TRANSFER TO RESERVES
The provision of the Companies Act. 2013 does not mandate any transfer of profits to General
Reserve. Hence. Company has not transferred any amount to general reserve out of the profits of the
year.
8. DEPOSITS
During the year under review, our Company has not accepted any deposits under section 73 of the
act and rules thereunder and no amount of principal or interest was outstanding as at the end of
financial year 2023-24. There were no unclaimed or unpaid deposits lying with your Company. Hence
Reporting of any non-compliance with the requirement of chapter- V of the act "Acceptance of
Deposit by Companiesâ is not applicable on your company.
9. SHARE CAPITAL
There is no change in the share capital of the Company during the financial year except as mentioned
below.
a. Increase in Authorised share capital of the Company from Rs. 4.00,00.000/- (Four Crores)
divided into 40.00.000 (Forty Lacs) Equity Shines of Rs. 10 - (Rupees Ten) each to Rs.
24.00. 00.000 - (Rupees Twenty-Four Crores only) consisting of Equity Share Capital of Rs.
22.00. 00.000 (Rupees Twenty-Two Crores) divided into 2.20.00.000 (Two Crores Twenty Lacs)
Equity Shares of Rs. 10/- (Rupees Ten only) each, and Preference Share Capital of Rs.
2.00. 00.000 (Rupees Two Crores only) divided into 20.00.000 (Twenty Lacs) Preference Shares
of Rs. 10/- (Rupees Ten only) with effect from September 30. 2024.
b. Sub-division of Authorised Share capital of the Company as Rs. 24.00.00.000 - (Rupees Twenty
Four Crores only) divided into 11,00.00.000 (Eleven Crores) equity'' shares of Rs. 2/- (Rupees
Two only! each and 1.00.00.000 (One Crore) preference shares of Rs. 2/- (Rupees Two only)
each with effect from September 30. 2024
c. Issue of 5.S 1.31.000 (Five Crores Eighty One Lakh and Thirty One Thousand only ) fully paid-
up bonus equity shares of Rs. 2 - (Rupees Two only) each (âBonus Equity Sharesâ) credited as
fully paid-up to the eligible members of the Company whose names appear in the Register of
Members Register of Beneficial Owners, on the ârecord dateâ i.e September 27. 2024. in the
ratio of 3 (Three) Bonus Equity Shares of Rs. 2 (Rupees Two each) for every 01 (one) existing
fully paid-up Equity Share of Rs. 2/- (Rupees Two only) each held by them vide Ordinary
Resolution dated September 30. 2024.
10.DIRECTORS AND KEY MANAGEMENT PERSONNEL
¦APPOINTED OR HAVE RESIGNED DURING THE YEAR
During the Year under review. Laxmi Pat Bothra. Pradeep Pradhan and Devaki Nand an Pareek have
resigned from the Directorship of the Company w.e.f. October 28. 2024
During the year under review. Nikita Singh was appointed as Company Secretary of the Company
on October 14. 2024 and Rahul Agarwal was appointed as Chief Financial Officer of the Company
w.e.f. November 11.2024
During the year under review, Mr. Bajrang Bothra was re-designated as Chairman of the Company
w.e.f. December 04. 2024. Kikhil Bothra. Director was re-designated as Whole-time Director w.e.f.
December 04. 2024 and Sanjay Singhania. Director was re-designated as Managing Director and
Chief Executive Officer of the Company w.e.f. December 04, 2024.
During the year under review. Ms. Manorama Nagarajan. Mr. Manuj Agarwal. Mr. Bipin Garg. Mr.
Ram Grovher. Mr. Dharam Chand Jam was appointed as a Non-Executive Independent Director and
Mr. Krishnan Ganesan was appointed as a Non-Executive Nominee Director in Extra-Ordinary
General Meeting held on December 20. 2024.
The Board of Directors as on the date of signing of this report is as follows:
Directors at present:
|
Sr. No. |
Name |
Designation |
DIN |
|
Bajrang Bothra |
Chairman |
00129286 |
|
|
2. |
Ajay DD Singhania |
Director |
00107555 |
|
3. |
Sanjay Singhania |
Managing Director & Chief Executive Officer |
01291342 |
|
4. |
Niklul Bothra |
Whole Time Director |
10162778 |
|
5. |
Krishnan Ganesan |
Non-Executive Nominee Director |
07885495 |
|
6. |
Manonuna Nagarajan |
Nou-Executive Independent Director |
02517010 |
|
7. |
Manuj Agarwal |
Non-Executive Independent Director |
00078733 |
|
8. |
Bipin (iarg |
Non-Executive Independent Director |
02927408 |
|
9. |
Ram Grovher |
Non-Executive Independent Director |
06577670 |
|
10. |
Dharam Chand Jain |
Non-Executive Independent Director |
10746346 |
11. BOARD MEETINGS
The agenda and Notice for the Meetings are prepared and circulated in advance to the Directors. The
Board of Directors of the Company met 23 (Twenty-Three) times during the Financial Year and the
gap between two meetings of the Board does not exceed 120 days as prescribed in the Companies
Act, 2013 (herein alter "the Actâ).
Further, the meeting of Independent Director was held on
Details of Board Meetings of our Company held during the year under reviews are as follows:
|
S. No. |
Date of Board .Meeting |
|
I. |
April 02. 2024 |
|
2. |
June 28.2024 |
|
3. |
July 24.2024 |
|
4. |
July 31,2024 |
|
5. |
September 02. 2024 |
|
6. |
September 05.2024 |
|
7. |
September 16.2024 |
|
8. |
September 30.2024 |
|
9. |
October 04. 2024 |
|
10. |
October 14. 2024 |
|
11. |
October IS. 2024 |
|
12. |
October 23. 2024 |
|
13. |
October 28. 2024 |
|
14. |
November 08. 2024 |
|
15. |
November 12. 2024 |
|
16. |
November 15. 2024 |
|
17. |
December 04. 2024 |
|
18. |
December 11.2024 |
|
19. |
December 17. 2024 |
|
20. |
December 18. 2024 |
|
21. |
December 19.2024 |
|
22. |
December 20.2024 |
|
23. |
January 21. 2025 |
A. ATTENDANCE OF DIRECTORS
|
S. No |
Name of the Directors |
Board Meetings |
||
|
No. of meetings |
No. of meetings |
%or attendance |
||
|
1. |
Mr. Ajay DD Singhania |
23 |
13 |
56.52 |
|
2. |
Mr Bajrang Bothra |
23 |
S |
34.78 |
|
3. |
Mr. Laxrni Pat Bothra |
13 |
5 |
38.46 |
|
4. |
Mr. Sanjay Singhania |
23 |
21 |
91.30 |
|
5. |
Mr. Nikhil Bothra |
23 |
19 |
S2.61 |
|
6. |
Ms. Manorama Nagarajan |
01 |
01 |
100.00 |
|
7. |
Mr. Manuj Agarwal |
01 |
01 |
100.00 |
|
8. |
Mr. Bipin Garg |
01 |
00 |
00.00 |
|
9. |
Mr. Ram Grovher |
01 |
01 |
100.00 |
|
10. |
Mr. Krislinan Ganesan |
01 |
01 |
100.00 |
|
11. |
Mr. Dharam Chand Jain |
01 |
00 |
00.00 |
|
12. |
Pradeep Pradhan |
13 |
01 |
7.69 |
|
13. |
Devaki Nandan Pareek |
13 |
01 |
7.69 |
B. COMMITTEES OF BOARD)
Audit Committer Meeting
The composition of Audit Committee as on March 31,2025 are as follows:
|
S. No. |
Name of Director |
Category |
Designation |
|
1. |
Manorama Nagarajan |
Independent Non- Executive Director |
Chairperson |
|
2, |
Manuj Agarwal |
Independent Non- Executive Director |
Member |
|
3. |
Ram Grovher |
Independent Non- Executive Director |
Member |
|
4. |
Sanjay Singhania |
Executive Director |
Member |
|
5. |
Krishnan Ganesan |
Nominee Non- Executive Director |
Member |
Nomination and Remuneration Committee
The composition ofNomination and Remuneration as on March 31. 2025 are as follows:
|
S. No. |
Name of Director |
Category |
Designation |
|
1. |
Ram Grovher |
Independent Non- Executive Director |
Chairperson |
|
2. |
Manuj Agarwal |
Independent Non- Executive Director |
Member |
|
3. |
Dharam Chand Jain |
Independent Non- Executive Director |
Member |
|
4. |
Ajay DD Singhania |
Non-Executive Director |
Member |
|
5. |
Krishnan Ganesan |
Nominee Non- Executive Director |
Member |
Stakeholderâs Relationship Committee
The composition of Stakeholderâs Relationship Committee as on March 31. 2025 are as follows:
|
S. No. |
Name of Director |
Category |
Designation |
|
1. |
Bajrang Bothra |
Non- Executive Director |
Chairperson |
|
2. |
Nikhil Bothra |
Executive Director |
Member |
|
3, |
Dharam Chand Jain |
Independent Non- Executive Director |
Member |
|
4. |
Bipin Garg |
Independent Non- Executive Director |
Member |
Risk Management KSC and Safety Committee
The Composition of'' Risk Management ESG and Safety Committee as on March 31, 2025 are as
follows:
|
S. No. |
Name of Director |
Category |
Designation |
|
1. |
Sanjay Singhania |
Executive Director |
Chairperson |
|
2. |
Niklul Bothra |
Executive Director |
Member |
|
3. |
Manorama Nagarajan |
Independent Non- Executive Director |
Member |
|
4. |
Manuj Agarwal |
Independent Non- Executive Director |
Member |
|
5. 1 |
Krishnan Ganesan |
Nominee Non-Executive Director |
Member |
Corporate Social Responsibility Committee
The Composition of Corporate Social Responsibility Committee as on March 31, 2025 are as
follows:
|
S. No. |
Name of Director |
Category |
Designation I |
|
1. |
Niklul Bothra |
Executive Director |
Chairperson |
|
2, |
Sanjay Singhania |
Executive Director |
Member |
|
4. |
Manuj Agarwal |
Independent Non- Executive Director |
Member |
IPO Committee
Further, during the year, the Board had constituted IPO Committee a non- Statutory Committees for
specific purpose. The IPO Committee of the Board was constituted to carryout and complete various
legal, statutory and procedural compliances in relation to the IPO of the Company.
12. FAMILIARIZATION PROGRAMME FOR THE INDEPENDENT DIRECTORS
In compliance with the requirements of the SEBI listing Regulations, your Company has put in place
a familiarization programme for the Independent Directors to familiarize them with their roles, rights
and responsibility as Directors, working of the Company, nature of the industry in which the
Company operates, business model etc.
13. SEPARATE MEETING OF INDEPENDENT DIRECTORS
Pursuant to Schedule IV to the Act and SEBI Listing Regulations One < 1 > meetings of Independent
Directors were held during the year i.e. on March 31. 2025 without the attendance of Non-
Independent Directors.
14. CORPORATE SOCIAL RESPONSIBILITY (âCSR"!
As the Company has a CSR Policy incorporated and the requirement of disclosures as per Rule 9 of
Companies (Corporate Social Responsibility Policy) Rules. 2014 are applicable on the Company.
The Board of Directors contributed to various organizations which are registered at Ministry of
Corporate Affairs by filing CSR-1. for the purpose of the CSR projects and the expenditures were
made as per the budget approved by the Board.
The annual report on our CSR projects/activities is annexed as âAnnexure B" forming pari of this
repot.
15. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186
OF THE COMPANIES ACT. 2013
Particulars of loans, guarantees given and investments made during the year in accordance with
Section 186 of the Companies Act. 2013 forms pan of the notes to the financial statements. All the
loans, guarantees & securities are given, and investments are made for the business purpose.
16. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS
There has been no significant and material order passed by any regulator, courts or tribunals
impacting the going concern status and operations of your Company in future.
17. INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINA.NCLVL
STATEMENTS
The Company has established an internal control system, commensurate with the size, nature, scale
and complexity of its operations. This ensures that all assets are safeguarded and protected against
loss faun unauthorised use or disposition and all financial transactions are authorised, recorded and
reported correctly.
18. HOLDING. SUBSIDIARIES. JOINT VENTURES. ASSOCIATE COMPANIES
The Company does not have any Holding Company.
The Company has following wholly owned Subsidiary Associate Companies during the Financial
Year:
|
S. No |
Company Name |
CIN/ Company |
No. of equity |
Percentage |
|
1. |
EPACK Prefab |
U27106DL2005PTC134579 |
12.500 |
100% |
Currently, our Company holds 9.09 % Equity shares of EPACK Petrochem Solutions Private Limited
and it has only one Wholly owned subsidiary i.c. EPACK Prefab Solutions Private Limited.
Statement containing detailed features of the financial statement of wholly owned Subsidiary in AOC-
I is annexed herewith as AnnexureA.
The Company does not have any associate company and Joint Venture.
19. LITIGATION
No material litigation was outstanding as on March 31.2025.
20. RELATED PARTY TRANSACTIONS
During the year, the Company entered into related party transactions which are in the ordinary course
of business and are on arm''s length basis, there four. disclosure in form AOC-2 is not applicable on
the Company.
For details on Related Party Transactions, you may refer Note no. 42 to Financial statements forming
part of the Annual Report.
21. AUDITORS & AUDITORS'' REPORT
1.1. Statutory Auditors and Auditorsâ Report
M/s Talati & Talati LLP. Chartered Accountants (FRN NO. 110758W) are the Statutory
Auditors of the Company, till the conclusion of the 29th (Twenty-Ninth) Annual General
Meeting (AGM) at a remuneration to be determined by the Board of Directors of the Company.
The Notes to the Financial Statements referred in the Auditor''s Report is self-explanatory'' and
therefore does not call for any comments under section 134 of the Companies Act 2013. The
Auditor''s Report is enclosed with financial statements in this .Annual Report.
It is to be noted that although the Auditors have not qualified the report but in the Consolidated
Financial Statements for the financial year 2024-25 they have included a ⢠Matter of Emphasis''
paragraph drawing attention to the financial statements, which relates to the Companyâs
Subsidiary (F.pack Prefab Solutions Private Limited) wherein the net worth is fully eroded and
has negative net worth of Rs 70.67 Lakhs However, the financial statement of subsidiary is
prepared on a going concern basis given there is no business conducted therein.
The Board, having reviewed the relevant note and the underlying facts and explanations,
concurs that the disclosure is adequate and the matter does not affect the audit opinion or the
true and fair presentation of the financial statements.
1.2. Internal Auditors and Internal Auditors'' report
M/s Singh & Co., Chartered Accountants, (having FRN No. 302049E) are the Internal
Auditors of the Company at a remuneration as determined by the Board of Directors of the
Company.
1.3. Cost Auditors & Cost Audit Report
The Board of Directors has appointed M/s. Cheena and Associates. Cost Accountants (Firm
Registration Number 000397) as the Cost Auditors of the Company for the Financial Year 2023-
24 under section 148 of the Companies Act 2013 M s. Cheena and Associates have confirmed
that then appointment is within the limits of section 141(3) (g) of the Companies Act 2013 and
have also certified that they are free from any disqualifications specified under section 141(3)
and proviso to section 148(3) read with section 141(4) of the Companies Act 2013.
The Board has also received Consent from the Cost Auditors. As per the provisions of the
Companies Act 2013 the remuneration payable to the Cost Auditor is required to be placed before
the Members in a General Meeting for their ratification. Accordingly, a Resolution seeking
Membersâ ratification for the remuneration payable to M/s. Cheena and Associates. Cost
Accountants. Cost Auditors is included in the Notice convening the Annual General Meeting.
Cost Records
As per Section 148 of the Companies Act 2013 read with the Companies (Cost Records and
Audit) Rules 2014 our Company is required to maintain cost records and accordingly such
accounts and records are maintained.
Cost Auditorsâ Report
There has been no qualification, reservation or adverse remarks made by the Auditor in their
report for the financial year ended 31''1 March. 2025.
1.4. Secretarial Auditor & Its Report
Pursuant to Section 204 of the Act. read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules. 2014. the Board of Directors had appointed shirin Bhatt and
Associates. Company Secretaries, as Secretarial Auditors for the financial year ended March 31.
2025.
The Secretarial Auditor has subnutted their report, confirming, inter-alia. compliance by the
Company of all the provisions of applicable corporate laws and does not contain any
qualification, reservation, disclaimer or adverse remark. The Secretarial Audit Report is annexed
as Annexure E of this Report.
22. CONSOLIDATED FINANCIAL STATEMENT
In accordance with the Section 129 of the Companies Act, 2013 (the "Actâ) and applicable rules, if
any and Generally Accepted Account mg Principles (GAAP) on Consolidated Financial Statements
has been followed while preparing the Consolidated Financial Statements of the Company for the
Financial Year 2024-25.
23. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION FOREIGN EXCHANGE.
EARNINGS AND OUTFLOW
The information required under Section 134 (3)(m) of the Companies Act. 2013 rend with Rule 8(3)
of Companies (Accounts) Rules. 2014. is appended hereto as âAnnexure C" and forms part of this
Report.
24. ANNUAL RETURN
The Annual Return of your Company for the FY 2024-25 shall be placed on the website at
https:/ www.epackprefab.com.
25. RISK MANAGEMENT POLICY
Risk management is embedded in the Company''s operating framework. The Company believes that
managing risks goes hand-in-hand with maximizing returns. To this effect, there is a robust process
in place to identity key risks across the group and priorities relevant action plans to mitigate these
risks.
Risk Management framework is reviewed periodically by the Board, which includes discussing the
management submissions on risks, prioritizing key risks and approving action plans to mitigate such
risks.
the Company has a duly approved Risk Management Policy. The objective of this policy is to have
a well-defined approach to risk. The policy lays down broad guidelines lor the appropriate authority
so as to enable it to do timely identification, assessment, and prioritization of risks affecting the
Company in the short and foreseeable future. The policy suggests framing an appropriate response
action for the key risks identified, so as to make sure that risk are adequately compensated or
mitigated. There is no element of risk, which may threaten the existence of the Company.
The internal audit function is responsible to assist the Board of Directors on an independent basis
with a full status of the risk assessments and management.
26. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT , WORKPLACE
(PREVENTION, PROHIBITION & REDRESSAL) ACT. 2013
Your Company has always believed in providing a safe and harassment free workplace for every
women employee working with our Company Your Company always endeavors to create an
environment that is free from discrimination and harassment including sexual Harassment.
The Company has zero tolerance for sexual harassment at workplace and. therefore, has in place a
policyâ on prevention of sexual harassment at workplace. The said policy is in line with the provisions
of the Sexual Harassment of Women at Workplace (Prevention. Prohibition and Redressal) Act. 2013
and the Rules thereunder.
The policy aims at prevention of harassment of women employeesâ contractors and lays down the
guidelines for identification, reporting and prevention of sexual harassment. The Company has
complied with the provisions relating to the constitution of the Internal Complaints Committee (ICC)
and (he same has been duly constituted in compliance with the Sexual Harassment of Women at
workplace (Prevention. Prohibition and Redressal) Act 2013. The said Committee is responsible for
redressal of complaints related to sexual harassment and follows the guidelines provided in the policy
The following is a summary of sexual liarassment complaints received and disposed of during the
year
⢠No. of complaints received: 0
⢠No. of complaints disposed of: NA
⢠No. of complaints pending: 0
27. VIGIL- MECHANISM POLICY
Pursuant to the provision of Section 177(9) of the Act read with Rule 7 of the Companies (Meetings
of Board and its Powers) Rules. 2014. the Company has formulated Vigil Mechanism Policy for all
the employees of the Company. Directors and stakeholders of the Company to report, serious and
genuine unethical behaviour, actual or suspected fraud and violation of the Companyâs code of
conduct or ethics policy. It also provides adequate safeguards against victimisation of persons.
The main objective of this policy is to provide a platform to all the employees of the Company.
Directors and stakeholders to raise concerns regarding any irregularity, misconduct or unethical
matters / dealings within the Company which have a negative bearing on the organisation either
financially or otherwise.
28. REPORTING OF FRAUD)
There have been no instances of fraud reported by the Statutory Auditors or Internal Auditor under
I43( 12) of the Companies Act. 2013 and Rules framed thereunder either to the Board of Directors or
to the Central Government
29. PARTICULARS OF EMPLOYEES AND) MANAGERIAL REMUNERATION
The particulars of employees as required to be given under Section 197(12) of the Companies Act.
2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules. 2014 is not applicable on the Company.
30. RISK MANAGEMENT AND COMPLIANCE
Key business risks and their mitigation are considered as a pan of the annual, strategic business plans
and reviewed regularly by the Management.
The Company has put in place a defined framework and state-of-the-art enterprise resource planning
(ERP) system to record data for accounting and management information purposes and for efficient
exchange of information.
31. DECLARATION BY INDEPENDENT DIRECTOR
Pursuant to Section 149(7) of the Act. the Company has received declarations from all Independent
Directors confirming that they meet the criteria of independence as specified in Section 149(6) of the
Act, as amended, read with Rules framed thereunder.
In the opinion of the Board, there has been no change in the circumstances which may affect then-
status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise,
and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules
thereunder) of both the Independent Directors on the Board. Further, in terms of Section 150 read
with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules. 2014. as amended
from tune to time. Independent Directors of the Company have included their names in the data bank
of hide pendent Directors maintained with the Indian Institute of Corporate Affairs.
32. DIRECTORSâ RESPONSIBILITY STATEMENT
In terms of Section 134(5) of the Companies Act 2013. your directors hereby confirm that:
a) in the preparation of the annual accounts, 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
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 at the end of the financial year and of the profit and loss 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; and
o) the directors had devised proper systems to ensure compliance with the provisions of all applicable
law''s and that such systems were adequate and operating effectively.
0 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.
33. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER
INSOLVENCY AND BANKRUPTCY CODE, 2016
The Company is not required to make any disclosure or reporting as there were no application made
or proceeding pending under Insolvency and Bankruptcy Code, 2016.
34. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME
SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND
FINANCIAL INSTITUTIONS
During the Financial Year 2024-25. no event has taken place that give rise to reporting of details
w.r.L difference between amount of the valuation done at the time of one-time settlement and the
valuation done while taking loan from the Banks or Financial Institutions. Hence the above-
mentioned provision of the act was not applicable to the Company-
35. COMPETENCE OF APPLICABLE SECRETARIAL STANDARD
During the reporting financial year, the Company has duly complied with all the applicable
Secretarial standards issued by the Institute of Company Secretaries of India.
36. ACKNOWLEDGEMENTS
We the Directors wish to express our sincere thanks to bankers, business associated, consultants and
various government authorities for their continued support extended to your companyâs activities
during the year under review. We as Directors also acknowledges gratefully the shareholder for their
support and confidence reposed on the Company.
For and on behalf of Board of Directors
Epack Prefab Technologies Limited
Nikhil Bothra
DIN: 10162778
Managing Director & CEO Whole Tune Director
D-144. Sector-47. Gautam Buddha B-l 16. Sector 40. Gautam
Nagar. Noida. Buddha Nagar. Noida.
Uttar Pradesh-201301 Uttar Pradesh-201301
Date: 7th July. 2025
Place: Greater Noida
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