NOTICE TO THE  ANNUAL GENERAL MEETING.

 

Notice is hereby given  that Thirty Eight  Annual General Meeting will be held on Saturday,  30^th    day of September-2023 at 11.30 AM at Radha Dham Farm House, Village Bakhtawarpur, Alipur Road, Delhi -110036 to transact the following business :-

ORDINARY  BUSSINESS :

1. To receive, consider and adopt the audited Financial Statements of the company for the financial year ended on 31st March, 2023 including Audited  Balance Sheet of the  company as  on   31^st March, 2023 and the Statement of Profit and Loss  and Cash Flow Statement for the year ended on   that date and  the  report of  the Board of Directors and Auditors thereon.
2. To appoint a Director in place of K. Muthu Swamy (DIN: 09178687) who retires by rotation and  being  eligible offers herself for  re-appointment.
3. To Re- appoint the Auditors and fix their remuneration and in this regard to consider and if thought fit, to pass, with or without modifications, the following resolution as Ordinary Resolution:

" RESOLVED THAT pursuant to Sections 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 (the “Act”) and the Companies (Audit and Auditors) Rules, 2014 (“Rules”) (including any statutory modification or re-enactment thereof, for the time being in force), the Company hereby give its consent for the  Re-appointment of M/s Devesh Parekh & Co, Chartered Accountants, 675, 6th Floor, Aggarwal Cyber plaza-2, Netaji Subhash place, Delhi-110034, (Firm Registration No. 013338N), as Auditors of the Company for a period of 5 years to hold office from the conclusion of this Annual General Meeting (AGM) till the conclusion of the ensuing fifth AGM of the Company to be held in the year 2028."

SPECIAL BUSINESS:

4. To consider and if thought fit, to pass with or without modifications the following resolution as an Ordinary Resolution:

 

     “Resolved that pursuant to the provisions of the section 148 and all applicable provisions of the Companies Act, 2013 act and the Companies (Audit and Accounts) Rules 2014, including any modifications and re enactments thereof  for the time being in force, the cost auditors appointed by the board of the directors of the company to conduct the audit of the cost records of the company ending 31st March, 2023, be paid remuneration as set out  in the statement  annexed to the notice convening this meeting.

 

       Resolved further that the board of the directors of the company be and is hereby authorized to take all such steps as may be necessary, proper expedient to give effect to this resolution.”

 

 

 

Place : New Delhi

Date : 02.09.2023

                                                                                      By Order of the Board of Directors

Regd Office:

4^th Floor, 402-412,412A,414                               For HPM Chemicals and Fertilizers Ltd.

  P.P. Trade Centre, Netaji                                  

Subhash Place, Pitampura, Delhi-110034

  CIN:U15313DL1985PLC021149                                                 (Ashok Kumar Aggarwal)

akhilkansal@hpmindia.com                                                                             Chairman

                                                                                                                       DIN: 01147859

                                                                                   BT-30, Shalimar Bagh, Delhi-110088

                   

                                                                                                                                                         

 

                                                       

Notes :

 

1. A member entitled  to attend  and vote at the  AGM (The "meeting")  is entitled  to appoint  a proxy to attend  and vote on a poll  instead of  himself and  such proxy need not to be  a member of the  The instrument appointing the proxy should, however, be deposited at the registered office of the company not less than forty Eight hours before the commencement of the meeting.

       

A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the company carrying voting rights. A member holding more than ten percent of the total share capital carrying voting rights may appoint single person as proxy and such person shall not act as a proxy for any other person or shareholder.

                                                                                                                                                           

2. Share holders seeking any information with regard to accounts are  requested to write to the  company at an early  date so as to enable the  management  to keep the information ready.
3. Corporate members intending to send their authorised representative are requested to send a duly certified copy of the board resolution authorising their representative to attend the meeting.
4. Pursuant to Section 102 of the Companies Act, 2013, an Explanatory Statement in respect of the Item No. 5 & 6 of the Notice is enclosed.
5. The ISIN no. of the company is ISIN CODE : INE08TS01014, all the shareholders are requested to demat the shares as per Rule 9A of the Companies (Prospectus and allotment of securities) Third Amendment Rules, 2018.

 

 

 

STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013.

 

Item no. 4

  The Board of Directors has appointed M/s Jain Sharma & Associates, Cost Accountants as the cost auditors of the Company to conduct the audit of the cost records maintained by the Company for the financial year 2023-24 in respect of its plants located at

1. SP-9C, RIICO Industrial Area, Khuskhera (Raj)
2. IGC, Samba (Dist. Jammu)

 

At a remuneration of Rs. 110000.00 +applicable taxes as the audit fees.

In accordance of the provisions of the section 148 of the  Companies Act, 2013 read with the Companies (Audit and Accounts) Rules, 2014, the remuneration payable to the cost auditor has to be ratified by the shareholders of the company.

Accordingly, consent of the members is sought for passing the ordinary resolution as set out in resolution 8 of the notice for ratification of the remuneration payable to the cost auditors for the financial year ending March, 2024.

Your Directors recommend passing the above resolution.

None of the Directors/KMP or their relative are interested in the said resolution.

The declaration of non disqualification of M/s Jain Sharma and Associates, Cost Accountants to act as the cost auditors of the company under section 148 is available for inspection at registered office of the company.

The certificate for independence of Cost Auditor is available for inspection at the registered office of the company.

 

 

 

Place : New Delhi

Date : 02.09.2023

                                                                                       By Order of the Board of Directors

Regd Office:

4^th Floor, 402-412,412A,414                               For HPM Chemicals and Fertilizers Ltd.

  P.P. Trade Centre, Netaji                                  

Subhash Place, Pitampura, Delhi-110034

  CIN:U15313DL1985PLC021149                                                 (Ashok Kumar Aggarwal)

akhilkansal@hpmindia.com                                                                             Chairman

                                                                                                                       DIN: 01147859

                                                                                   BT-30, Shalimar Bagh, Delhi-110088

 

 

 

DIRECTOR’S  REPORT  TO THE  MEMBERS

Your  Directors  have  pleasure  in presenting  the  38^th    Annual  Report  together  with the  Audited  Accounts  of the   company  for the   year ended  31^st March, 2023.

Financial  Results	As on 31/03/2023	As on 31/03/2022
	In Lacs	In Lacs
Turnover	55444.56	43784.10
Other Income	648.77	1052.30
Total Income	56093.33	44836.40
Profit before Interest, Depreciation and Tax	3218.69	3201.21
Less :
Interest and Financial Cost	579.35	299.26
Depreciation	731.57	617.70
Profit before taxation (PBT)	1907.77	2284.25
Less : Provision for  tax	545.00	580.00
Deferred Tax Benefit	42.35	17.00
Tax relating to prior years	8.08	-20.73
Profit for the year (PAT)	1312.32	1707.99
Add: Balance at the beginning of the year	21205.75	19202.75
Less: Appropriations:
Transfer to General Reserve	0.00	0.00
Interim Dividend	0.00	0.00
Income Tax on Interim Dividend	0.00	0.00
Balance  carried forward to balance sheet	22518.09	21205.75

 

Review of Performance :

 

During the  period  under review the net turnover of the company was Rs. 554.44 crores as against Rs. 437.84 crores reported last year. The company has achieved the growth of 26.72 %. The company has achieved the excellent growth due to good mansoon and expansion of marketing activities in all india during the period under review.

The hard work, dedication, high motivation and focus on parts of all members of the company has been the impelling factor for achieving a significant growth in business. By implementing SAP and networking all branches, factories and offices, the Company has integrated and provided real time information to facilitate quick and right  decisions.

Various reports on sales and procurement on a time scale help to take major business decisions. The wise and scientific mapping of entire business process has helped a lot to standardize and improve the operational processes, provided control mechanisms through sophisticated checks and balances, minimize duplication and reduce losses. Implementing SAP, HPM in real sense has taken a giant leap towards its goal to lead the industry as a most disciplined and dedicated corporate house.

Review and Production:

We have achieved significant breakthrough in developing new formulation technology for SC formulation, which has also contributed to the growth in production. Development of natural adjuvant for pesticide formulations is another achievement to cite and commend the efforts of our R&D. Further the company has erected the new technical plant for the manufacture of the Technical Grade Pesticides and started commercial production in 2021.

The capacity of this plant has been further increased by adding the new lines to the technical plant and now the capacity has been enhanced from 900MT pa to approx. 7200 MT pa during the period under review.

Quality Review:

HPM has its reputation as a quality conscious company always thriving for the best of quality products and services. The company  has recently been re-certified for ISO 9001:2015 by the TUV-SUD Certification body for the another three years. HPM’s commitment to quality and its reputation can be visualized by the mere fact that each and every household in rural farming community  is familiar with HPM and its products. Adopting HPM’s product by crores of farmers’ across the country is further indicative of very high level of farmers’ satisfaction both in terms of quality and the cost-benefit ratio. In fact adherence to its quality standards and maintaining goodwill among its stakeholders has always remained the top priority for HPM. More than 300 samples of various batches of our products have been checked by the authorities last year. Maintaining the trend of the past, this year also we have an impeccable record of almost perfection during these checks  with our products conforming to all parameters.

Environment, Occupational Health & Safety :

As a responsible corporate entity the company is very sensible towards the protection of the environment as well as  safety and health of its workers.  The company has adopted a Safety, Health and Environment Policy as per its commitment to provide its workers a safe and hazard free work area and to protect the environment in general by strictly adhering to the National and International  norms related to the industry, as per ISO 14001:2015 and ISO 45001:2018 which has been certified by TUV SUD. The company has established Management System as per ISO-14001:2015 certified by TUV. The company has established management systems to deal with Occupational Health & Safety issues emanated from activities being performed at both units while manufacturing, packing & dispatch activities under OH&S 45001:2018 standards.  Socially, HPM is quite active & does organize various events in pro-bono. Therefore, HPM Group is also ambitious to achieve & qualify standards requirements laid down by SA 8000 meeting requirements of Corporate Social Responsibility.

Emergency Preparedness for Fire and chemical spillage planned in best possible manner and Mock drills are performed periodically for same. Suitable PPEs and number of Fire fighting equipment like hydrant and extinguishers are placed at various locations to cover the premises in case of fire emergency.

During the Covid-19 period, we took precautions as per the govt. guidelines and followed the drive to counter the infection spreads. Awareness programs related to covid-19 preventions are communicated by HRD to all employees. Change in the safe manufacturing processes, online meetings, sanitization drives, spray tunnels at entries, work from home culture are increases during the period.

Pollution Control:

The Company has taken various initiatives to keep the environment free from pollution. It has already installed various devices in the factories to control the pollution. It has recently installed the Emmy Plant. ETP plant are effectively treating effluent generated by the plant processes. Various consents to operate from PCB are taken for Hazardous waste management, Boiler operation, ETP operation etc. so that emission to environment can be limited to specified norms. Recently banned products by the Environment protection act 1986 are acknowledged and list of banned products removed from all the process of sale/manufacturing/purchase. With this commitment we drive our suppliers to follow the same by sending declaration for not to use banned products.

Prospects &  Profitability :

HPM is planning to have collaborations with many multinationals for newer eco-friendly products with greater efficacy. HPM has already taken several initiatives according to its ambitious plans to launch new formulations with the objectives of safer, easier application and economic for farmers with higher efficiency and environment friendly. HPM has also increased the capacity of the Technical plant and it suppose to increase the production and sale of technical products to many times in the coming years. Considering the prevailing domestic and international agriculture scenario we have valid reasons to be optimistic about achieving new heights in days to come.

Dividend :

In order to further strengthen the   financial base of the   company, your Board has not recommended a final dividend for the year 2022-23.

Amount transferred to Reserves:

No amount has been transferred to the General reserve during the year under review.

Fixed Deposits :

During the financial year the company has not accepted any fixed deposit from the public under section 73 and 74 of the companies Act, 2013 along with the rules made thereunder.

 

 

Capital Structure:

There is no change in the authorized and paid up share capital of the company during the year.

Number of Board Meetings:

During the year under review the Board of director has met 14 times on dated 04.04.22, 09.05.22, 25.05.22, 27.06.22, 15.07.22, 01.08.22, 05.09.22, 10.10.22, 19.10.22, 07.11.22, 24.11.22, 09.12.22, 13.02.23, 16.03.23.

Insurance:

The company has taken the required insurance coverage for its assets against the possible risks like fire, flood, marine etc.

Change in the Nature of Business

There is no change in the nature of business during the period under review.

Details of Significant & Material Orders:

No significant and material order has been passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company and Company’s operations in future, details of which needs to be disclosed in the Board’s Report as Section 134 (3)(q) read with Rule 8 of Companies (Accounts) Rules, 2014.

Details in Respect of Adequacy of Internal Financial Controls:

The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures. The board has considered and taken on record the internal audit report of the internal auditors.

Details of Subsidiary/Joint Venture/Associate Companies:

The Company has no subsidiary, associate or joint venture companies, as on March 31, 2023. During the year under review, no company has become or ceased to be Company’s subsidiaries, joint ventures or associate companies.

 

Director’s Responsibility Statement :

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirms that:

1. in the preparation of the annual accounts for the year ended March 31, 2023, the applicable accounting standards had been followed along with proper explanation relating to material departures;
2. 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 the year ;

• the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

1. the directors have prepared the annual accounts on a going concern basis;
2. 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. In terms of the requirement of Accounting Standards, Segment-wise Results are shown in the Notes to Accounts.

 

Risk Management:

The Company has formulated the Risk Management Policy through which the Company has identified various risks like, strategy risk, industry and competition risk, operation risk, liability risks, resource risk, technological risk, financial risk. The Company faces constant pressure from the evolving marketplace that impacts important issues in risk management and threatens profit margins. The Company emphasizes on those risks that threaten the achievement of business objectives of the Group over the short to medium term. Your Company has adopted the mechanism for periodic assessment to identify, analyse, and mitigation of the risk. The appropriate risk identification method will depend on the application area (i.e. nature of activities and the hazard groups), the nature of the project, the project phase, resources available, regulatory requirements and client requirements as to objectives, desired outcome and the required level of detail. The trend line assessment of risks, analysis of exposure and potential impact shall be carried out. Mitigation plans shall be finalized, owners identified, and progress of mitigation actions shall be regularly and periodically monitored and reviewed. Treatment options which are not necessarily mutually exclusive or appropriate in all circumstances shall be driven by outcomes that include:

• Avoiding the risk,
• Reducing (mitigating) the risk,
• Transferring (sharing) the risk and
• Retaining (accepting) the risk

Secretarial Audit Report:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the rules made thereunder, your Company had appointed Mr. Dinesh Dewan, Practising Company Secretary to undertake the Secretarial Audit of the Company. The Secretarial Audit Report for financial year 2022-23 is annexed, which forms part of this report as Annexure-B.

The following qualifications were observed by the Secretarial Auditor in her Report to which the

Board has shared the following explanations:

Qualification 1: The company has not complied the provisions of Section 185 of the companies Act, 2013 with regard to the loan given in earlier years to Mr. Nikhil Aggarwal, who is related to the director.

 

Response: No loan has been granted during the reporting period. However, the loan was given in earlier years to Mr. Nikhil Aggarwal who is related to directors, to meet his some serious exigencies and it would be recovered in due course.

Particulars of Employees:

During the year, the Company has no employee who was employed throughout the financial year, was in receipt of remuneration in aggregate of sixty lakh rupees or more or if employed for the part of the financial year was in receipt of remuneration of five lakh rupees or more per month and hence provisions of section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable.

 

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with rule 8 of The Companies (Accounts) Rules, 2014, have been furnished as per Annexure-A as  part of the   report.

 

 

Directors and KMP:

Mr. K. Mutthu Swamy (DIN: 09178687), Director of the company retires by rotation and being eligible offers himself for re-appointment.

Mrs. Tapasya Goel (DIN:  7605155), Managing Director, resigned wef 01.04.2022.

Appointment of Cost Auditor:

The company has re-appointed M/s Jain Sharma & Associates, Cost Accountants as the cost auditor for the financial year 2023-24.

Corporate Social Responsibility:

The Company is required to make contribution for the CSR activities as defined under the Companies Act, 2013 and rules made thereunder.

The Company incurred Rs. 47.00 (previous year Rs. 47.02 Lacs) in the CSR activities.

The company was required to incur Rs. 46.94 Lacs (previous year Rs. 46.73 lacs).

The CSR policy is annexed as the annexure.

The Committee members of the CSR Committee are:

1. Ashok Kumar Aggarwal (CMD)
2. K Muthu Swamy (Director)
3. Vikram Chettri (Independent Director)
4. The detail of the meetings of the CSR Committee is as below:

Sl. No.	Name of Director	Designation / Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1.	Ashok Kumar Aggarwal	CMD	4	4
2.	K Muthu Swamy	Director	4	4
3.	Vikram Chettri	Independent Director	4	4

 

Industrial Relations :

The relation between the management and the workers have  remained  cordial during the year under review.

Particulars of Loans Given, Investment Made, Guarantees Given and Securities Provided:

The company has not given any loan during the period under review. Further the company has not given any guarantees and has not made any investments and has not provided any security covered under the provisions of section 186 of the Companies Act, 2013.

Particulars of Contracts or Arrangements With Related Parties :

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm’s length basis. No material contracts or arrangements with related parties were entered into during the year under review. Accordingly, no transactions are being reported in Form No. AOC-2 in terms of Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014.

Your Directors draw attention of the members to Note 33 and 34 to the financial statement which sets out related party disclosures.

Material Changes and Commitments

There have been no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report.

Auditors and Auditors’ Report

In the AGM held on 29.09.2018, M/s Devesh Parikh & Associates, Chartered Accountants was appointment as Statutory Auditors of the Company to hold office for the period of 5 consecutive years from the conclusion of this AGM until the conclusion of the sixth consecutive AGM for 2022-23.

The audit committee has approved the re-appointment of M/s Devesh Parikh & Associates, Chartered Accountants as Statutory Auditors of the Company to hold office for the further period of 5 consecutive years from the conclusion of this AGM until the conclusion of the sixth consecutive AGM for 2027-28.

M/s Devesh Parikh & Associates, Chartered Accountants has given their consent for the re-appointment and they have also provided the certificate that if re-appointed they will be eligible to act as the statutory Auditors.

The Notes on financial statement referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.

Explanation for qualifications, reservations or disclaimers in the audit report:

• The company has granted unsecured loan of Rs. 22487459.00 in earlier years to Mr. Nikhil Aggarwal, related to directors to meet his some serious exigencies and it would be recovered in due course. However no amount has been given in the period under review.

 

Disclosure Under the Sexual Harassment of Women at Workplace (Prevention, Prohibition And Redressal) Act, 2013

During the year under review there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Declaration by independent directors

The Company has received necessary declaration from each independent director under Section 149(7) of the Companies Act, 2013, that he / she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013

Compliance with Secretarial Standard

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively.

Various Committees of the board:

Apart from the CSR committee below are the other committees of the board:

1. Audit Committee:

 

 

Sl. No.	Name of Director	Designation / Nature of Directorship	Number of meetings of Audit Committee held during the year	Number of meetings of Audit Committee attended during the year
1.	Ashok Kumar Aggarwal	CMD	3	3
2.	Prakash Kumar	Independent Director	3	3
3.	Vikram Chettri	Independent Director	3	3

 

2. Nomination and Remuneration Committee

 

Sl. No.	Name of Director	Designation / Nature of Directorship	Number of meetings of Audit Committee held during the year	Number of meetings of Audit Committee attended during the year
1.	Ashok Kumar Aggarwal	CMD	2	2
2.	Prakash Kumar	Independent Director	2	2
3.	Vikram Chettri	Independent Director	2	2
4.	Mrs. Santosh Aggawal	Non-Executive Director	2	2

 

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Fraud and corruption free culture has always been at the Company’s core. In view of the potential risk of fraud, corruption and unethical behavior that could adversely impact the Company’s operation, performance and reputation, the Company has established a robust Whistle Blower Policy in accordance with the provisions of the Act.

There was no fraud reported by the Auditors of the Company under Section 143(12) of the Companies Act, 2013, to the Audit Committee or the Board of Directors during the year under review. Therefore, no detail is required to be disclosed under Section 134(3)(ca) of the Act.

WEB LINK OF ANNUAL RETURN, IF ANY:

The Company is having website i.e. www.hpmindia.com and annual return of the Company has published on such website.

PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016

There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year under review.

ONE-TIME SETTLEMENT WITH THE BANKS OR FINANCIAL INSTITUTIONS

There was no instance of onetime settlement with any Bank or Financial Institution during the year under review.

 Acknowledgement :

Your  directors  would like to  express their  grateful appreciation  for the  continued  support and  co-operation received from its shareholders, bankers and  sincerely thanks  all the  employees of the  company for their  contribution. The Directors  also express  the  gratitude to the   distributors and  dealers for their  continued  support in promoting the  products of the   company.

The  Directors would  also  like to acknowledge  the  support received  from research organisations, business  associates and  last but not least, the  farmers, who have  reposed  their  trust  and  confidence in the   company and  its  products.

 

 

 

 

 

       For  and  on behalf of the Board of Directors

Date  :02.09.2023

Place :New Delhi                                                                            

                                                                                       

                                                                                        (Ashok Aggarwal)                  (Santosh Aggarwal)

                                                                                        CMD                                                                      Director

                                                                                                (DIN: 01147859)                               (DIN: 07232441)

 

Annexure A

 

CONSERVATION OF  ENERGY, TECHNOLOGY ABSORPTION  & FOREIGN EXCHANGE  EARNINGS  AND  OUT GO.

Information Required under under Section 134(3)(m) of the Companies Act, 2013 read with rule 8 of The Companies (Accounts) Rules, 2014

• Conservation of Energy : The company continues its endeavor to improve energy conservation and utilization. HPM has already taken steps towards conservation of the energy by replacing petroleum based raw materials to natural oils in its formulations, such as suspension concentrate. Maximum utilization of natural light and use of energy efficient CFLs, timely maintenance of equipment’s are other such steps towards conservation of the energy. The company is working for the implementation of EnMS (Energy Maintenance System) based on ISO 50001. As the company has already adopted an integrated management system based on ISO 9001, ISO 14001 and BS OHSAS 18001, it would be easier to integrate ISO 50001 with the existing IMS. An energy management policy of the company is being framed and an energy management team comprising the technical experts and operators have been formed to implement the system. Once implemented the company will reap the benefits of increased efficiency, reduced costs and improved energy performance.

 

• Technology Absorption :

 

Research & Development :

1. Specific Areas in which R&D carried out by the company:

• special emphasis on development of new products and cost reduction.
• developed new combination of molecules to reduce the development of resistance of single molecule.
• Improvement in the overall process, quality of Pesticides and Insecticides
• Process development for manufacturing of molecules.

2. Benefits desired as  a result of R&D: Product improvement, cost reduction and improvement in customer satisfaction besides pollution abatement are the main benefits derived from the efforts of R&D.
3. Future plan of action: Development of new Products and Process and to introduce new herbicides products and PGRS products. In crop nutrition segment the company has plans to introduce certain value added products for organic farming too.
4. Expenditure on R&D: No specific expenditure exclusively on R&D has been incurred.

Technology absorption, adoption and  innovation :

1. Efforts made: The indigenous technology available is continuously being upgraded. This is being achieved by proper knowledge management, peer interaction and encouraging the innovative ideas, their validation and adoption.
2. Benefits derived: HPM has achieved significant break-through in its production technology through IMS based on PDCA.. Production of pesticide active ingredient has significantly reduced HPM's dependence on import.
3. Particulars of Imported Technology: Not Applicable

 

• Foreign Exchange earnings and outgo: We have been continuously exploring new export markets. During the year, the company was able to generate export earnings of NIL (previous year Rs. NIL) and foreign exchange out go during the year is Rs. 1,77,87,461.35 and the CIF value of imports is Rs. 1227857894.00. The particulars of foreign exchange earnings and outgo are contained in note 30 and 31 of the financial statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORM A

 

Disclosure of particulars with respect to conservation of  energy (to the  extent  possible).

Power of  Fuel Consumption :

1. Electricity 31/03/2023                                         31/03/2022

(a)  Purchased (KWH)                                                                                            

        Total amount (Rs.)                                           31670685.99                                      26199444.00      

                                                       

(b)  Own Generation

        Through D. G. sets (Rs.)                                 3101677.00                                          433630.00

2. Consumption of units : The company is multi divisional unit, producing a variety of products, proper allocation of energy cannot be ascertained.

 

 

 

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

 

1. Brief outline on CSR Policy of the Company.

 

The Company would carry out its CSR activities with the objective of overall community development and for philanthropic activities. The Company shall undertake any of the following activity/activities:

 

• Eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation and making available safe drinking water;
• Promoting education, including special education and employment enhancing vocational skills especially among children, women, elderly and the differently abled and livelihood enhancement projects;
• Promoting gender equality, empowering women, setting up homes and hostels for women and orphans; setting up old age homes, day care centres and such other facilities for senior citizens and measures for reducing inequalities faced by socially and economically backward groups;
• Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, agro-forestry, conservation of natural resources and maintaining quality of soil, air and water;
• Protection of national heritage, art and culture including restoration of buildings and sites of historical importance and works of art; setting up public libraries; promotion and development of traditional arts and handicrafts;
• Measures for the benefit of armed forces veterans, war widows and their dependants;
• Training to promote rural sport, nationally recognised sports, Paralympic sports and Olympic sports;
• Contribution to the Prime Minister’s National Relief Fund or any other fund set up by the Central Government for socio-economic development and relief and welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities and women;
• Contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government;
• Rural development projects.
• Such other matters as may be prescribed under applicable statute;
• Such other activity as may be thought fit by the CSR Committee and approved by the Board.

The Company has formulated the CSR policy pursuant to Section 135 of the Companies Act and Schedule VII.

 

 

 

 

2. Composition of CSR Committee:

 

Sl. No.	Name of Director	Designation / Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1.	Ashok Kumar Aggarwal	CMD	4	4
2.	K Muthu Swamy	Director	4	4
3.	Vikram Chettri	Independent Director	4	4

 

 

3. Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.

 

4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report).: Not Applicable

 

5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any: Not Applicable

 

Sl. No.	Financial Year	Amount available for set-off from preceding financial years (in Rs)	Amount required to be set-off for the financial year, if any (in Rs)
1
2
3
	Total

 

6. Average net profit of the company as per section 135(5).

Financial Year	Profit
2019-20	228306302
2020-21	247345443
2021-22	228427334
	70,40,79,079
Average profit	23,46,93,026
CSR@2	46,93,861

 

7. (a) Two percent of average net profit of the company as per section 135(5): Rs. 46.93 Lacs

 

(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years.: NIL

(c) Amount required to be set off for the financial year, if any: NIL

(d) Total CSR obligation for the financial year (7a+7b-7c).: Rs. 46.93 Lacs

8. (a) CSR amount spent or unspent for the financial year:

Total Amount Spent for the Financial Year. (in Rs. Lacs)	Amount Unspent (in Rs.)
	Total Amount transferred to Unspent CSR Account as per section 135(6).		Amount transferred to any fund specified under Schedule VII as per second proviso to section 135(5).
Rs. 47.00 Lacs	NA	NA	NA	NA	NA

 

(b) Details of CSR amount spent against ongoing projects for the financial year: NA

(1)	(2)	(3)	(4)	(5)		(6)	(7)	(8)	(9)	(10)	(11)
Sl. No.	Name of the Project.	Item from the list of activities in Schedule VII to the Act.	Local area (Yes/No).	Location of the project.		Project duration.	Amount allocated for the project (in Rs.).	Amount spent in the current financial Year (in Rs.).	Amount transferred to Unspent CSR Account for the project as per Section 135(6) (in Rs.).	Mode of Implementation - Direct (Yes/No).	Mode of Implementation - Through Implementing Agency
				State.	District.						Name	CSR Registration number.
1.
2.
3.
	Total

 

(c) Details of CSR amount spent against other than ongoing projects for the financial year:

(1)	(2)	(3)	(4)	(5)		(6)	(7)	(8)
Sl. No.	Name of the Project	Item from the list of activities in schedule VII to the Act.	Local area (Yes/ No).	Location of the project.		Amount spent for the project (in Rs. Lacs).	Mode of implementation - Direct (Yes/No).	Mode of implementation - Through implementing agency.
				State.	District.			Name.	CSR registration number.
1.	NA	Promoting Education	Y	Noida		5.00	Y	VARDHMAN WELFARE EDUCATION SOCIETY	CSR00010497
2.	NA	Promoting Health	Y	Delhi		21.00	Y	MAHARAJA AGRASEN HOSPITAL	CSR00001343
3.	NA	Social Welfare	Y	Mathura		11.00	Y	JAN JAGRATI SEVARTH SANSTHAN	CSR00006903
4.	NA	Social Welfare	Y	Delhi		2.50	Y	AAS FOUNDATION	CSR00008545
5.	NA	Social Welfare	Y	Mumbai		7.50	Y	OMKAR ANDH APANG SAMAJIK SANSTHAN	CSR00003196
	Total					47.00

 

(d) Amount spent in Administrative Overheads: NIL

(e) Amount spent on Impact Assessment, if applicable : Not Applicable

(f) Total amount spent for the Financial Year (8b+8c+8d+8e): Rs. 47.00 Lacs

(g) Excess amount for set off, if any: NIL

Sl. No.	Particular	Amount (in Rs.)
(i)	Two percent of average net profit of the company as per section 135(5)
(ii)	Total amount spent for the Financial Year
(iii)	Excess amount spent for the financial year [(ii)-(i)]
(iv)	Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any
(v)	Amount available for set off in succeeding financial years [(iii)-(iv)]

 

9. (a) Details of Unspent CSR amount for the preceding three financial years: NIL

 

Sl. No.	Preceding Financial Year.	Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.)	Amount spent in the reporting Financial Year (in Rs.).	Amount transferred to any fund specified under Schedule VII as per section 135(6), if any.			Amount remaining to be spent in succeeding financial years. (in Rs.)
				Name of the Fund	Amount (in Rs).	Date of transfer.
1.
2.
3.
	Total

 

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): NIL

(1)	(2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)
Sl. No.	Project ID.	Name of the Project.	Financial Year in which the project was commenced.	Project duration.	Total amount allocated for the project (in Rs.).	Amount spent on the project in the reporting Financial Year (in Rs).	Cumulative amount spent at the end of reporting Financial Year. (in Rs.)	Status of the project - Completed /Ongoing.
1
2
3
	Total

 

10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year: Not Applicable

 

(asset-wise details).

 

(a) Date of creation or acquisition of the capital asset(s).

(b) Amount of CSR spent for creation or acquisition of capital asset.

(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc.

(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset).

   

11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5).: Not Applicable

 

                                                                                    By Order of the Board of Directors

Regd Office:

4^th Floor, 402-412,412A,414                               For HPM Chemicals and Fertilizers Ltd.

  P.P. Trade Centre, Netaji                                  

Subhash Place, Pitampura, Delhi-110034

  CIN:U15313DL1985PLC021149                                                 (Ashok Kumar Aggarwal)

akhilkansal@hpmindia.com                                                                             Chairman

                                                                                                                       DIN: 01147859

                                                                                   BT-30, Shalimar Bagh, Delhi-110088

 

 

 

 

Certified True copy of the resolution passed by the members of the company in the AGM held on Saturday,  30^th    day of September-2023 at 11.30 AM at Radha Dham Farm House, Village Bakhtawarpur, Alipur Road, Delhi -110036

The members considered and passed the following resolution:

 

" RESOLVED THAT pursuant to Sections 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 (the “Act”) and the Companies (Audit and Auditors) Rules, 2014 (“Rules”) (including any statutory modification or re-enactment thereof, for the time being in force), the members hereby give its consent for the  Re-appointment of M/s Devesh Parekh & Co, Chartered Accountants, 675, 6th Floor, Aggarwal Cyber plaza-2, Netaji Subhash place, Delhi-110034, (Firm Registration No. 013338N), as Auditors of the Company for a period of 5 years to hold office from the conclusion of this Annual General Meeting (AGM) till the conclusion of the ensuing fifth AGM of the Company to be held in the year 2028."

 

Regd Office:

4^th Floor, 402-412,412A,414                                 For HPM Chemicals and Fertilizers Ltd.

  P.P. Trade Centre, Netaji                                  

Subhash Place, Pitampura, Delhi-110034

  CIN:U15313DL1985PLC021149                                                 (Ashok Kumar Aggarwal)

akhilkansal@hpmindia.com                                                                             Chairman

                                                                                                                       DIN: 01147859

BT-30, Shalimar Bagh, Delhi-110088