Aditya Spinners Ltd. - Annual Report 2023

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Place: Hyderabad Date: 24[th] July, 2023

To The Deputy General Manager, Corporate Relationship Department, BSE Limited, New Trading Ring, Rotunda Building, P.J. Towers, Dalal Street, Fort, Mumbai – 400001

Scrip Code: BSE: 521141

Dear Sir,

Sub: Submission of Annual Report including Notice of AGM for the Financial Year 2022-2023 under Regulation 34 of Securities and Exchange Board of India (LODR), Regulations, 2015.

With reference to the subject cited and in compliance of Regulation 34(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby furnish the Notice of the 31[st] Annual General Meeting to be held on 21[st] day of August, 2023 at 12:00 Noon through Video Conferencing/Other Audio-Visual mode and the Annual Report for the financial year 2022-2023.

This is for your information and records.

Thanking You

Yours faithfully,

For Aditya Spinners Limited

PRIYANKA Digitally signed by PRIYANKA BALDEWA BALDEWA Date: 2023.07.24 14:09:32 +05'30' Priyanka Baldewa Company Secretary & Compliance Officer Encl: a/a

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2022 -23

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BOARD OF DIRECTORS:	BOARD OF DIRECTORS:
N. Krishna Mohan - Chairman & Director(upto 30.04.2022)
K. VijayKumar - ManagingDirector
K. V. Nagalalitha - Director
K. Sriram - Director
R. Siva Kumar - Director
M. Narasimha Rao - Director – Independent
K. V Prasad - Director – Independent
N. Gopal - Director – Independent
K. Vijayulu Reddy - Director – Independent

CHIEF FINANCIAL OFFICER:P. Ramamoorthy

COMPANY SECRETARY P. Venkatasubba Rao (upto 15.07.2022) & COMPLIANCE OFFICER: Priyanka Baldewa(w.e.f 06.08.2022)

AUDITORS: T Mohan & Associates Chartered Accountants, 3-6-237, Unit 606, Lingapur la builde complex, Himayath Nagar,Hyderabad-500029,Telangana.

REGISTRAR & SHARE TRANSFER AGENTS:Venture Capital & Corporate Investments Pvt Ltd
“AURUM”, 4th & 5th Floors, Plot No.57,
Jayabheri Enclave Phase – II, Gachibowli,
Hyderabad – 500032, Telangana.
Ph: 040-23818475/76, Fax: 040-23868024
Email ID:	[email protected]

INTERNAL AUDITOR:P. Ramamoorthy

SECRETARIAL AUDITORS: Puttaparthi Jagannatham & Co. Company Secretaries 315,ESI,Hyderabad – 500038,Telangana.

REGD. OFFICE & FACTORY:Perindesam Village, K.V.B. Puram Mandal, Near Srikalahasti, Chittoor District, Andhra Pradesh -517643.

ADMINISTRATIVE/CORPORATE OFFICE:6-3-668/10/66, Durganagar Colony Punjagutta, Hyderabad -500082, Telangana. Tel.040-23404708 Email:[email protected], [email protected], Web: www.adityaspinners.net

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NOTICE OF 31[ST] ANNUAL GENERAL MEETING

Notice is hereby given that the 31[st] Annual General Meeting of the members of Aditya Spinners Limited (CIN: L40300AP1991PLC012337) will be held on Monday, the 21[st] day of August, 2023 at 12.00 Noon through Video Conferencing ("VC") /Other Audio-Visual Means ("OAVM") without the physical presence of the Members at a common venue, to transact the businesses mentioned below.

The proceedings of the AGM shall be deemed to be conducted at the Registered Office of the Company, which shall be the deemed Venue of the AGM in accordance with the Secretarial Standards.

ORDINARY BUSINESS:

1. Adoption of Audited Financial Statements and Board Report for the financial year ended March 31, 2023

To receive consider and adopt the Audited Financial Statements of the Company for the Financial year ended 31[st] March 2023 together with the Reports of the Board of Directors and Auditors thereon.

2. Appointment of Sri. K Vijay Kumar (DIN: 00769568) as a Director liable to retire by rotation

To Appoint a Director in place of Sri. K Vijay Kumar (DIN: 00769568), who retires by rotation and being eligible, offers himself for re appointment

3. Appointment of Sri K Sriram (DIN: 05103429) as a Director liable to retire by rotation

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To Appoint a Director in place of Sri K Sriram (DIN: 05103429), who retires by rotation and being eligible, offers himself for re appointment.

SPECIAL BUSINESS:

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4. Approve continuation of appointment of Sri R Siva Kumar(DIN:01791576) as Non-Executive Director

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To consider and, if thought fit, to pass, the following Resolution as a Special Resolution:

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“RESOLVED THAT pursuant to Regulation 17(1A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the applicable provisions of Companies Act, 2013 and relevant rules framed there under (including any statutory modification or re-enactment thereto), consent of members be and is hereby accorded for continuation of directorship of Sri R Siva Kumar (DIN: 01791576), as a Non-Executive, Non-Independent Director of the Company, liable to retire by rotation.”

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5. Approval for giving loans or guarantees or providing security under Section 185 of the Companies Act, 2013

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T o consider and, if thought fit, to pass, the following Resolution as a Special Resolution:

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“RESOLVED THAT pursuant to the provisions of Section 185 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the rules made thereunder, including any statutory modifications or re-enactments thereof, for the time being in force, consent of the members of the Company, be and is hereby accorded to the Board of Directors of the Company (hereinafter referred as the “Board”) to advance any loan including any loan represented by a book debt or give any guarantee or provide any security in connection with any loan taken to/by (i) Sri Chakra Cement Limited, (ii) Sri Subramanya Solar Power Projects LLP and (iii) Envean Leasing and Investments Limited, in which any director of the Company is deemed to be interested, for an amount not exceeding Rs.20,00,00,000/- (Rupees Twenty Crores only), in a financial year, to be utilized for the principal business activities by the borrowing companies.”

“RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, Sri Vijay Kumar Kapilavai, Managing Director or any other Director of the Company, be and are hereby authorized severally to negotiate, finalize and agree the terms and conditions of the aforesaid loan, guarantee or security, as they deem fit and expedient and to take all necessary steps to finalize and execute all such documents, agreements and writings and to do all such acts and things as may be necessary and also to agree to any amendments thereto from time to time.”

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6. Approval for making investments, giving loans, guarantees and security in excess of limits provided under Section 186 of the Companies Act, 2013

To consider and, if thought fit, to pass, the following Resolution as a Special Resolution:

“RESOLVED THAT pursuant to Section 186 and all other applicable provisions of the Companies Act, 2013 and the Rules framed thereunder and subject to such approvals as may be required in this regard, approval of the members be and is hereby accorded to the Board of Directors of the Company to (a) grant/give loans, from time to time, on such terms and conditions as it may deem expedient, to any person or other bodies corporate; (b) provide guarantee / security to secure any loan /obligations of any other person or bodies corporate; and (c) acquire by way of subscription, purchase or otherwise the securities of any other bodies corporate, in excess of limits prescribed under Section 186 of the Companies Act, 2013 by an aggregate sum of upto Rs.50,00,00,000/(Rupees Fifty Crores only), notwithstanding that the aggregate of loans and investments so far made and/or guarantees so far issued to entities, along with the investments, loans, guarantee, or security proposed to be made or given by the Board may exceed limits prescribed under Section 186 of the Companies Act, 2013.”

“RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, Sri Vijay Kumar Kapilavai, Managing Director or any other Director of the Company, be and are hereby authorized severally to do all such acts, deeds, things as they deem fit and expedient and to take all necessary steps to finalize and execute all such documents, agreements and writings and to do all such acts and things as may be necessary and also to agree to any amendments thereto from time to time.”

7. Approval for entering into the contracts/ arrangements /transactions with related parties

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To consider and, if thought fit, to pass, the following Resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 188 and other applicable provisions, if any, of the Companies Act, 2013 and Rule 15(3) of the Companies (Meetings of Board and its Powers) Rules, 2014, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 including any statutory modifications or re-enactments thereof, for the time being in force, consent of the members of the Company, be and is hereby accorded to the Board of Directors of the Company to enter into the following contracts/ arrangements/transactions with Related Parties:

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Sl .No	Name of the Company with whom transactions are being undertaken Yes and Nature of Relationship	Nature of Contract	Duration of Contract	Total amount of Transactions proposed (Rs.in Lakhs)	Name of the Director or Key Managerial Personnel who is related	Whether transaction done on Arm’s Length (/No)
1	Sri Chakra Cement Limited Enterprises where KMP along with their relatives have control or significant influence	Purchase of Cement	Ongoing	50	Sri K Vijay Kumar Sri K Sriram Smt K V Naga Lalitha	Yes
		Advancing of Loan	Ongoing	500	Sri K Vijay Kumar Sri K Sriram Smt K V Naga Lalitha	Yes
2	Envean Leasing & Investments Limited Enterprises where KMP along with their relatives have control or significant influence	Advancing of Loan	Ongoing	500	Sri K Vijay Kumar Sri K Sriram Smt K V Naga Lalitha	Yes
		Commission		150
3	Sri Subramanya Solar Power Projects LLP Enterprises where KMP along with their relatives have control or significant influence	Advancing of Loan	Ongoing	500	Sri K Vijay Kumar Sri K Sriram Smt K V Naga Lalitha	Yes

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“RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to finalize the terms and conditions of the contract/ arrangements/ transactions and to execute such other documents, agreements and also to agree to any amendments thereto from time to time as they may think fit for the aforesaid purpose and to do all such acts, deeds, matters and things as may be necessary for giving effect to the above resolution.”

By Order of the Board

Place: Hyderabad Sd/Date: 26.05.2023 K VIJAY KUMAR Managing Director DIN: 00769568

EXPLANATORY STATEMENT

As required under Section 102 of the Companies Act, 2013 (“Act”), the following explanatory statement sets out all material facts relating to the business mentioned under Item No. 4 to 7 of the accompanying Notice:

Item No. 4:

Pursuant to Regulation 17(1A) of SEBI (LODR) Regulations, 2015 every listed company shall continue the directorship of a Non - Executive Director who has attained the age of 75 years by passing a Special Resolution to that effect.

Sri R Siva Kumar (DIN: 01791576) is above 74 years of age and will be 75 years in this Financial Year and his services are beneficial to the Company. Based on his skills, rich experience, knowledge, contributions, continued valuable guidance to the management, his continuation as Director under Regulation 17(1A) of SEBI (LODR) regulations, 2015 has been recommended by the Board and the Nomination & Remuneration Committee subject to approval of members in the interest of the Company.

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Accordingly, consent of the Members is sought for passing Special Resolution as set out in items 4 of the Notice for continuation as Non-Executive Director of the Company.

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Disclosure under Regulation 36(3) of the Listing Regulations and Secretarial Standard-2 issued by the Institute of Company Secretaries of India are set out in the Annexure to the Explanatory Statement.

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Except the director who is being appointed, none of the other Directors and Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No 4.

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The Board of Directors recommends the resolution for your approval as a Special Resolution.

Item No. 5:

Pursuant to Section 185 of the Companies Act, 2013, a Company may advance any loan including any loan represented by a book debt or give any guarantee or provide any security in connection with any loan taken by any person in whom any of the directors of the company are interested, subject to the condition that: (1) a Special Resolution is passed by the Company in general meeting; and (2) the Loans are utilized by the borrowing company for its principal business activities.

In the ordinary course of business, the Company may advance loan or give guarantee. The Board of Directors at their meeting held on 26[th] May, 2023 approved to give loans, give guarantee and provide security not exceeding Rs.20,00,00,000/- (Rupees Twenty Crores only) in a financial year, in one or more tranches, to (i) Sri Chakra Cement Limited, (ii) Sri Subramanya Solar Power Projects LLP and (ii) Envean Leasing and Investments Limited, subject to approval of the members of the Company, and the amount shall be used by the borrowing companies for the purpose of their principal business activities.

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Accordingly, consent of the Members is sought for passing Special Resolution as set out in item 5 of the Notice.

Except Sri K Vijay Kumar, Sri K Sriram, Smt K V Naga Lalitha, none of the other Directors and Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No 5.

The Board of Directors recommends the resolution for your approval as a Special Resolution.

Item No. 6:

Section 186 of the Companies Act, 2013 permits the Company to invest the surplus funds of the Company in shares and securities of the any other body corporates in excess of the 60% of the aggregate of the paid-up share capital and free reserves and securities premium account of the Company or 100% of its free reserves and securities premium account of the Company, whichever is more, if the same is approved by the members of the Company.

Hence, it is proposed to obtain approval to grant loan, invest the funds of the Company in excess of the hundred per cent of its free reserves and securities premium account of the Company or sixty percent of the paid-up share capital, free reserves and securities premium account.

Accordingly, consent of the Members is sought for passing Special Resolution as set out in item 6 of the Notice.

None of the other Directors and Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item No 6.

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The Board of Directors recommends the resolution for your approval as a Special Resolution.

Item No. 7:

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Pursuant to the provisions of Section 188 of the Companies Act, 2013 and Rule 15(3) of the Companies (Meetings of Board and its Powers) Rules, 2014, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company shall not enter into contracts or arrangements with related parties except with the prior approval of the shareholders in respect of transactions set out therein.

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The Audit Committee and the Board of Directors of the Company at their meetings held on 26[th] May, 2023 have approved the proposal for entering into the specified Related Party transactions.

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Accordingly, consent of the Members is sought for passing Special Resolution as set out in item 7 of the Notice.

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The Board of Directors recommends the resolution for your approval as a Special Resolution.

By Order of the Board For ADITYA SPINNERS LIMITED

Place: Hyderabad Sd/Date: 26.05.2023 K VIJAY KUMAR Managing Director DIN: 00769568

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NOTES:

Pursuant to General Circular dated December 28, 2022 issued by the Ministry of Corporate Affairs (“MCA”) read with its earlier circulars dated April 8, 2020, April 13, 2020, May 5, 2020, January 13, 2021, December 14, 2021 and May 5, 2022 (collectively referred to as “MCA Circulars”), the companies are permitted to hold their Annual General Meeting (“AGM”) through video conferencing (“VC”) or other audio visual means (“OAVM”) up to September 30, 2023 without the physical presence of the Members at a common venue. Accordingly, in compliance with the provisions of the Act, SEBI Listing Regulations and MCA Circulars, the AGM of the Company is being held through VC / OAVM. In compliance with the provisions of the Companies Act, 2013 (‘Act’), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), MCA Circulars and SEBI Circulars, the AGM of the Company is being held through VC/OAVM so as to enable the members to attend and participate in the AGM through VC/OAVM. The Members are requested not to visit Corporate Office / Registered Office to attend the AGM. The proceedings of the AGM will be deemed to be conducted at the Registered Office of the Company which shall be the deemed Venue of the AGM.

2. Printed copy of the Annual report (Including Notice) is not being sent to the Members in view of e- AGM Circular.

3. The detailed procedure for participation in the meeting through VC/OAVM is available at the Company’s website www.adityaspinners.net. The Members can join the AGM through the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM available for 1,000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

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The Explanatory statement pursuant to Section 102(1) of the Companies Act, 2013 (“Act”), in respect to the special businesses to be transacted at the AGM is annexed hereto. Additional information as per Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and Secretarial Standard -2 (“SS-2”) on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director retiring by rotation seeking re-appointment at this AGM are furnished in the Notice of AGM

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5. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars stated above the Company is providing facility of remote e-voting to its members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.

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6. AGM convened through VC/OAVM is in compliance with applicable provisions of the Companies Act, 2013 read with MCA General Circulars and SEBI Circulars stated above.

7. The attendance of Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning quorum under Section 103 of the Companies Act, 2013.

8. The Notice can also be accessed from the websites of the Company at http://adityaspinners.net, Stock Exchange BSE Limited at www.bseindia.com and the AGM Notice is also available on the website of CDSL (agency for providing the Remote e-Voting facility) www.evotingindia.com

9. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice. However, Pursuant to Section 112 and Section 113 of the Companies Act, 2013, representatives of the President of India or the Governor of State or the Body Corporates are entitled to attend the AGM through VC/OAVM and cast their votes through e-voting.

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10. The Register of Members and Share Transfer Books of the Company shall remain closed from Tuesday, the 15[th] day of August, 2023 to Tuesday, the 21[st] day of August, 2023 (Both days inclusive) for the purpose of the Annual General Meeting .

11. The voting rights of the members shall be in proportion to their share in the paid-up equity share capital of the Company as on the Cut-off date i.e. Monday, the 14[th] day of August, 2023.

12. The Company has appointed CS Puttaparthi Jagannatham, Corporate Advocate, Hyderabad, to act as the Scrutinizer for conducting the remote e-voting process as well as the e-voting system on the date of the AGM, in a fair and transparent manner.

13. Members holding shares in electronic form and in physical form are hereby informed that the members desirous of either registering bank particulars or changing bank particulars already registered against their respective folios are requested to write to the Registrar and Share Transfer Agent.

14. To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any change in address or demise of any member as soon as possible. Members are also advised not to leave their demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned Depository Participant and holdings should be verified.

15 . ATTENTION SHAREHOLDER : SEBI, vide Circular No. SEBI/HO/MIRSD/MIRSD-POD-1/P/CIR/2023/37 dated March 16, 2023 has mandated furnishing of PAN, Address with pincode, email address, mobile number, bank account details, specimen signature and nomination by holders of physical securities. Folios wherein any one of the cited documents/details are not available on or after October 01, 2023, shall be frozen by the Registrar and Transfer Agent of the Company. The requisite disclosure requirement in Form ISR-1 is enclosed at the end of the report for reference of the shareholders.

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16 . Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated 25[th] January 2022 has mandated the Listed Companies to issue securities in demat form only while processing service requests viz. Issue of duplicate securities certificate; claim from Unclaimed Suspense Account; Renewal/Exchange of securities certificate; Endorsement; Sub-division/Splitting of securities certificate; Consolidation of securities certificates/folios; Transmission and Transposition. Accordingly, Shareholders are requested to make service requests by submitting a duly filled and signed Form ISR–4, the format of which is available on the Company’s website under Investors Corner and on the website of the Company’s RTA. Member may also send email to obtain format by sending an email to [email protected] or the RTA. It may be noted that any service request can be processed only after the folio is KYC compliant.

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17 . As per the provisions of Section 72 of the Act, the facility for making nomination is available to the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a Member desires to opt-out or cancel the earlier nomination and record a fresh nomination, the Member may submit the same in Form ISR-3 or Form SH-14, as the case may be. The member may request a copy of the same, if required by sending an email to [email protected] or the RTA.

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18. Details in respect of the Directors seeking appointment/re-appointment at the Annual General Meeting, forms integral part of the notice. The Directors have furnished the requisite declarations for their appointment/re-appointment.

19. The Register of Directors’ and Key Managerial Personnel and their shareholding maintained under Section 170 of the Companies Act, 2013, the Register of contracts or arrangements in which the Directors are interested under Section 189 of the Companies Act, 2013 and all other documents referred to in the Notice will be available for inspection in electronic mode by sending an e-mail to [email protected].

20. Members desirous of obtaining any information concerning the accounts and operations of the Company are requested to address their questions in writing to the Company at least 7 (Seven) days before the date of the Meeting so that the information required may be made available at the Meeting.

21. The Company is pleased to provide members, facility to exercise their right to vote at the 31[st] Annual General Meeting (AGM) by electronic means through e-Voting Services provided by Central Depository Services (India) Limited (CDSL).

22 . The attendance of the Shareholders attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Act.

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23 . Since the AGM will be held through VC/OAVM, the Route Map and Proxy Form and Attendance Slip are not annexed in this Notice

24. Notices/ documents including the Annual Report are now being sent by electronic mode to the shareholders whose e-mail address has been registered with the Company. Members who would like to receive such notices/documents in electronic mode in lieu of physical copy and who have not registered their e-mail addresses so far or who would like to update their e-mail addresses already registered, are requested to register/update their e-mail address.

In respect of electronic shareholding – through their respective Depository Participants.
In respect of physical shareholding – by sending a request to the Company’s Share Transfer Agent at M/s Venture Capital & Corporate Investments Limited at their registered office or contact at 040-23818475/76, Email ID: [email protected], mentioning therein the Company’s name i.e., Aditya Spinners Limited, their folio number and e-mail address.

CDSL e-Voting System – For e-voting and Joining Virtual meetings.

Members may note that the 31[st] AGM of the Company will be convened through VC in compliance with the applicable provisions of the Act, read with the Circulars. The facility to attend the meeting through VC will be provided by the Company. Hence, Members can attend and participate in the ensuing AGM through VC/OAVM.
Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.

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The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to atleast 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

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The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of the Companies Act, 2013.

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Pursuant to the provisions of section 105 of the Act and Regulation 44(4) of the SEBI Listing Regulations, a member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a member of the Company. Since this AGM is being held through VC/OAVM pursuant to the applicable MCA Circulars, physical attendance of members has been dispensed with. Accordingly, the facility for appointment of Proxies by the members will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or body corporate can attend the AGM through VC/OAVM and cast their votes through e-voting.
In line with the Ministry of Corporate Affairs (MCA) Circulars, the Notice calling the AGM has been uploaded on the website of the Company at www.adityaspinnres.net. The Notice can also be accessed from the websites of the Stock Exchanges i.e., BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e-Voting facility and e-voting system during the AGM i.e., www.evotingindia.com.
The AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular stated above.

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THE INSTRUCTIONS OF SHAREHOLDERS FOR E-VOTING AND JOINING VIRTUAL MEETINGS ARE AS UNDER:

(i) The voting period begins on 18[th] August, 2023 at 09.00 AM and ends on 20[th] August, 2023 at 05:00 PM. During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of 14[th] August, 2023 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.
(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders , by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

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Pursuant to above said SEBI Circular , Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

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Type of Login Method shareholders Individual 1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user Shareholders id and password. Option will be made available to reach e-Voting page without any further holding authentication. The URL for users to login to Easi / Easiest are securities in https://web.cdslindia.com/myeasi/home/login or visit www.cdslindia.com and click on Login Demat mode icon and select New System Myeasi. with CDSL 2) After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-Voting is in progress as per the information provided by company. On clicking the e-Voting option, the user will be able to see e-Voting page of the e- Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e., CDSL/NSDL/KARVY/LINKINTIME, so that the user can visit the e-Voting service providers’ website directly.
3) If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page or click on https://evoting.cdslindia.com/Evoting/EvotingLogin The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.

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Individual 1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of Shareholders NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on holding a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on securities in the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new demat mode screen will open. You will have to enter your User ID and Password. After successful with NSDL authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
2) If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting

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Individual You can also login using the login credentials of your demat account through your Shareholders (holding Depository Participant registered with NSDL/CDSL for e-Voting facility. After Successful securities in demat login, you will be able to see e-Voting option. Once you click on e-Voting option, you mode) login through will be redirected to NSDL/CDSL Depository site after successful authentication, their Depository wherein you can see e-Voting feature. Click on company name or e-Voting service Participants provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

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Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

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Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL

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Login type	Helpdesk details
Individual Shareholders holding securities in Demat mode withCDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] contact at 022- 23058738 and 22-23058542-43.
Individual Shareholders holding securities in Demat mode withNSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30

(v) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in Demat form.
1) The shareholders should log on to the e-voting website www.evotingindia.com.
2) Click on “Shareholders” module.
3) Now enter your User ID
- a. For CDSL: 16 digits beneficiary ID, b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
- c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
4) Next enter the Image Verification as displayed and Click on Login. 5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
6) If you are a first-time user follow the steps given below:

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	For Physical shareholders and other than individual shareholders holding shares in Demat.
PAN	Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) • Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details ORDate of Birth(DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login. • If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details field.

(vi) After entering these details appropriately, click on “SUBMIT” tab.
(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
(viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
(ix) Click on the EVSN for the relevant on which you choose to vote.

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(x) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

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(xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

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(xii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
(xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

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(xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

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(xv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

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(xvi) Additional Facility for Non – Individual Shareholders and Custodians –For Remote Voting only.
Non-Individual shareholders (i.e., other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.
A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.
A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected], if they have voted from individual tab & not uploaded same in the CDSL e- voting system for the scrutinizer to verify the same.

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INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:

The procedure for attending meeting & e-Voting on the day of the AGM is same as the instructions mentioned above for e-voting.
The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.
Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM .
Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance atleast 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (company email id). The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (company email id). These queries will be replied to by the company suitably by email.

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Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

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Only those shareholders, who are present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available during the AGM.\

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If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.

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PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

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For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to Company/RTA email id.
For Demat shareholders -, Please update your email id & mobile no. with your respective Depository Participant (DP)
For Individual Demat shareholders – Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at 022- 23058738 and 02223058542/43.

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL,) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call on 022-23058542/43.

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DETAILS OF DIRECTORS SEEKING APPOINTMENT/ RE-APPOINTMENT AT THE ANNUAL GENERAL MEETING (Pursuant to Regulation 36 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015, the brief profile of Directors eligible for re-appointment vide item no. 2, 3 & 4 is as follows:)

Name of the Director	K VIJAY KUMAR	K SRIRAM	R SIVA KUMAR
Date of Birth	01/01/1964	05/04/1992	26/10/1948
Nationality	INDIAN	INDIAN	INDIAN
Date of Appointment on the Board	04/05/2009	14/08/2017	01/04/2002
Qualifications	Commerce Graduate	Mech. Engineer Masters in Industrial Engineering	M. Tech, MBA
Expertise in specific functional area	He has about more than Three decades of experience in various positions in production, marketing and control of company affairs	Technical Consultant with experience in Cement Manufacturing & Solar Power. Involved in P V Yarn Manufacturing for the Past 2 Years and Cement manufacturing from more than 2years	He has about more than four decades of experience in various positions in production, marketing and control of company affairs
Number of shares held in the company	50,80,320 Equity Shares	NIL	22,800 Equity Shares
Directorships held in other companies	1.Envean Leasing and Investments Limited 2.Sri Chakra Cement Limited 3. Sri Bhava Steel and Power Limited 4.Prabhu Cement Limited	Sri Chakra Cement Limited Envean Leasing and Investments Limited	Nil
Chairman / Member in the committees of the Boards of companies in which he is Director	Member of Share Transfer Committee & Corporate Social Responsibility Committee of Sri Chakra Cement Limited	Nil	Nil
Name of listed entities in which the Director has Resigned in the past three years	Nil	Nil	Nil
Relationship with other directors Interse	Related to Sri K Sriram & Smt K V Naga Lalitha	Related to Sri K Vijay Kumar & Smt K V Naga Lalitha	Nil
By Order of the Board For ADITYA SPINNERS LIMITED Place: Hyderabad, Sd/- Date: 26.05.2023 K VIJAY KUMAR Managing Director DIN: 00769568

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DIRECTORS’ REPORT

The Members

Your Directors have pleasure in presenting the 31[st] Annual Report of the company together with the Audited statement of Accounts for the year ended 31[st] March 2023.

FINANCIAL RESULTS:

		(Rs. in Lakhs)	(Rs. in Lakhs)
SL.NO	PARTICULARS	2022-23	2021-22
01	Gross Income	6947.87	6443.40
02	Finance Charges	164.09	180.12
03	Provision for Depreciation	228.10	202.08
04	Net Profit before Tax	384.15	348.01
05	Provision for Tax	(17.44)	7.67
06	Net Profit after Tax	401.59	340.34
07	Total Comprehensive Income	1948.45	316.11

STATE OF COMPANY’S AFFAIRS :

During the year under review, the Company had achieved a sales turnover of Rs 6889.37 lakhs as against Rs 6401.00 lakhs made during the previous year. For the year 2022-23 the company earned a net profit after Tax of Rs 401.59 lakhs (Includes Deferred Tax income of Rs. 17.44 lakhs) as against the net profit after Tax of Rs. 340.34 lakhs made during the previous year.

DIRECTORS AND KEY MANAGERIAL PERSONNEL :

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In accordance with the provisions of the Act and Articles of Association of the Company the Board is duly constituted. During the financial year under review, Sri R Siva Kumar (DIN: 01791576) and Smt K V Naga Lalitha (DIN: 02223430), Directors retired by rotation and being eligible were reappointed.

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Sri Vijayulu Reddy Kaliki (DIN: 03154329), who was appointed as an Additional Director (Independent Category) w.e.f. 9[th] November, 2021 was regularised in the previous Annual general Meeting.

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Sri N Gopal has been on the Board for one term of 5 years as an Independent Director and ceased to be Director on completion of first term at the 30[th] Annual General Meeting held on 6[th] September, 2022. He was then re-appointed as an Additional Director to act as an Independent Director for a period of 5 (Five) years effective from 29[th] November, 2022 by Board and subsequently regularized/approved by the members by way of Postal Ballot.

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Sri K Vijay Kumar (DIN: 00769568) & Sri K Sriram (DIN:05103429), Directors are subject to retirement by rotation at the ensuing Annual General Meeting and being eligible offered themselves for reappointment and the same is placed before the members for approval.

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Sri. Venkatasubba Rao has resigned as the Company Secretary & Compliance Officer of the Company w.e.f 15.07.2022. Consequently, the Board at its meeting held on 6[th] August, 2022 has appointed Ms. Priyanka Baldewa as the Company Secretary & Compliance Officer u/s 203 of the Companies Act, 2013 w.e.f 06.08.2022.

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DIRECTOR’S RESPONSIBILITY STATEMENT:

Pursuant to section 134(3) (c) of the Companies Act, 2013, the Directors confirm that:

In the preparation of Annual Accounts, the applicable Indian accounting standards had been followed and there are no material departures from the same.
The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the company at the end of the financial year and the profit and loss of the company for that period.
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.
Annual accounts were prepared on a going concern basis., and
Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.
The proper system was devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

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DECLARATION BY INDEPENDENT DIRECTORS :

The Company has received the necessary declaration from all Independent Directors under section 149(7) of the Companies Act, 2013 that they meet the criteria of Independence laid down in section 149(6) of the Companies Act, 2013.

BOARD MEETINGS :

The Board met four times during the year under review and the particulars of meeting held and attended by each Director are detailed in the Corporate Governance Report.

POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION

The Company’s policy lays down the criteria for determining qualifications, positive attributes, Independence of a director and other matter as provided under sub-section (s) of section 178 of the Companies Act, 2013.

The current policy is to have an appropriate mix of executive and Independent Directors to maintain the independence of the Board in terms of the provisions of Section 178 of the Companies Act, 2013. The Board consists of one Executive Director and four Non-Executive, Non-Independent Directors in addition to four independent Directors as on the closure of financial year. We affirm that the remuneration paid to the directors is as per the terms laid out in the nomination and remuneration policy of the Company.

AUDIT COMMITTEE :

Pursuant to the provisions of Section 177 of the Companies Act, 2013 the Company constituted the Audit Committee with the following directors.

Sri K. Vijayulu Reddy, Independent Director & Chairman.
Sri K. V. Prasad, Independent Director
Smt K V Naga Lalitha, Non-Executive Director.

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AUDITORS:

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Statutory Auditors: At the 30th Annual General Meeting held on 6[th] day of September 2022, M/s T Mohan & Associates (formerly Known as Lakshmi & Associates), Chartered Accountants were reappointed as Statutory Auditors of the Company to hold office for a period of five consecutive years commencing from the financial year 2022-23. In this regard, the Company has received a certificate from the auditors to the effect that if they are reappointed, it would be in accordance with the provisions of section 141 of the Companies Act, 2013. Their term expires at the ensuing Annual General Meeting and their re-appointment is placed for approval of members at ensuing Annual General Meeting.
Secretarial Auditors : M/s Puttaparthi Jagannatham & Co., Company Secretaries, Hyderabad, are the Secretarial Auditors appointed by the Board of Directors of the Company for the year 2022-23 and the report is attached to this Directors’ Report vide ANNEXURE-1.

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VIGIL MECHANISM:

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Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Company has not denied access to any personnel to approach the management on any issue.

LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 :

Details of Loans, Guarantees and investments covered under the provisions of section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All transactions with related parties were in the ordinary course and arm’s length basis. There are no material transactions; hence disclosure under Form AOC-2 is not required.

PARTICULARS OF EMPLOYEES AS PER THE RULE-5(2) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULE, 2014 .

There is no employee who was in receipt of remuneration in excess of the limits specified.

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The information required pursuant to section 197 of the of the Companies Act, 2013 read with Rule 5(1) of the companies (Appointment and Remuneration of Managing personnel) Rules, 2014 and companies (particulars of employees) Rules, 1975, in respect of employees of the company and Director is given in a separate annexure to this report vide ANNEXURE-2.

CONVERSATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO :

Information required under section 134(3) (m) of the of the Companies Act, 2013 read with Rule 8 of the companies (Accounts) Rules, 2014 is given in ANNEXURE-3.

RISK MANAGEMENT POLICY:

The Company has been addressing various risks impacting the company and the policy of the Company on risk management is set out in the Management Discussion and Analysis which forms part of this report.

DEPOSITORY SYSTEM

Your Company's shares are tradable compulsorily in electronic form and your Company has connectivity with both the Depositories i.e. National Securities Depository Limited (NSDL) and Central Depository Service (India) Limited (CDSL). As per the SEBI (Listing Obligations & Disclosure Requirements) (Fourth Amendment) Regulations, 2018, vide Gazette notification dated 8[th] June, 2018 & 30[th] November, 2018 mandated that Share transfer shall be mandatorily carried out in dematerialized form only w.e.f. from 1[st] April, 2019. In view of the numerous advantages offered by the Depository System, members are requested to avail the facility of Dematerialization of the Company's shares on either of the Depositories mentioned as aforesaid.

BOARD EVALUATION :

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The evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board. The evaluation process has been explained in the Corporate Governance report section in this Annual Report. The Board approved the evaluation results as collated by the nomination and remuneration committee. None of the Independent Directors are due for reappointment.

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ANNUAL RETURN:

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The Annual Return of the company has been placed at the website of the company and can be accessed at http://adityaspinners.net/

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MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

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As required under the Listing Regulations a statement on the Management Discussion and Analysis Report is attached to this Report vide ANNEXURE-4.

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CORPORATE GOVERNANCE REPORT:

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Your Company has taken adequate steps to adhere to all the stipulations laid down in 27 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015. A report on the Corporate Governance is included as a part of this report. Certificate from the Secretarial Auditors of the company M/s. Puttaparthi Jagannatham & Co, Company Secretaries, Hyderabad, confirming the compliance with the conditions of Corporate Governance as stipulated under above regulations is included as parts of this report vide ANNEXURE-5.

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 aforementioned clause is not applicable to the Company during the financial year ended as on 31st March, 2023 as the Company has not taken any loan from the banks or financial institutions under the above-mentioned scheme and accordingly there is no instance of one time settlement.

Your Directors state that no disclosure or reporting is required in respect of the following items as they are not apprised there were no transactions on these items during the year under review.

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Details relating to deposits covered under chapter 5 of the Act.
No significant or material orders were passed by the Regulators or courts or tribunal which impact two going concern status and the company’s operations in future.
There are no such instances of frauds reported by Auditors under Section 143(12) and hence the reporting clause is not applicable to the Company.
No cases were filed pursuant to the sexual harassment of women at workplace (prevention, prohibition and Redressal) Act, 2013 as per the internal complaints committee (ICC).
No Dividend was recommended by the Board.
Your Directors do not propose to carry any amount to General Reserve Account.
No Issue of equity shares with differential rights as to Dividend, voting or otherwise.
No Issue of shares to employees of the company under any revenue.
Corporate social responsibility policy not applicable for the year under report.
The Company has complied with all the applicable Secretarial Standards issued by The Institute of Company Secretaries of India and notified by the Central Government
The Company has maintained cost records under Section 148(1) of the Companies Act, 2013. However, Cost Audit is not applicable
The Business Responsibility Reporting as required by Regulation 34(2) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, is not applicable to your Company for the financial year ending March 31, 2023

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There is no change in the nature of the business of the company during the year under report.
There were no such companies which have come or ceased to be the company’s subsidiaries, joint ventures or associate companies during the year.
There were no significant material events occurred between the closure of the books of accounts for the year 2022-23 and the date of this report.

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The company has adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31[st] March 2023 based on the internal controls over financial reporting.

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During the period under review, there was no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016

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ACKNOWLEDGEMENT:

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Your Directors take this opportunity to express their sincere appreciation for the support and cooperation received from the various departments of the Government, Bankers, suppliers, customers and shareholders.

The Directors also wish to place on record, their appreciation for the committed services of the company’s employees.

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For and on behalf of the board For ADITYA SPINNERS LIMITED

Sd/Sd/K Vijay Kumar K Sriram Director DIN: 00769568 DIN: 05103429

Date: 26.05.2023

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ANNEXURE –1 FORM NO. MR-3 Secretarial Audit Report FOR THE FINANCIAL YEAR ENDED 31[ST] MARCH, 2023

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

The Members of

Aditya Spinners Limited Factory site at Perindesam Vilk V B Puram Mandal Near Srikalahasti, Dist- Chittoor, Andhra Pradesh.

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate governance practice by Aditya Spinners Limited (hereinafter called “the Company” ). Secretarial Audit was conducted in manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s Books, Papers, Minutes Books, Forms and Returns filed and other Records maintained by the Company and also the information provided by the Company, its officers, agents and authorised representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the period covering the financial year ended 31[st] March, 2023, complied with the statutory provisions listed hereunder and also that the Company has proper Board process and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March, 2023 according to the provisions of:

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The Companies Act, 2013 (the Act) and the rules made there under;
The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under;
The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; Not Applicable during the period under review;

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d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; Not Applicable during the period under review;
e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; Not Applicable during the period under review;
f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; Not Applicable during the period under review;
g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; Not Applicable during the period under review;
h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; Not Applicable during the period under review;
i) The Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015; and
j) The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018 .

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We have also examined compliances with the applicable clauses of the following:

i) Secretarial Standards issued by The Institute of Company Secretaries of India with relating to Board Meetings and General Meetings.
ii) The Listing Agreements entered by the Company with BSE Limited (BSE) on 31st March, 2023 read with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
iii) Other Specifically applicable laws to the Company in respect of which we relied on the Internal Audit report and noted relevant compliances and observations made by the Internal Auditor.
iv) Other Specifically applicable laws to the Company:
National Textile Policy, 2000;
The Textile Committee Act, 1963;
The Textile Undertakings Act, 1995; &
Textiles (Development and Regulation) Oder, 2001.
During the financial year under report, the Company has complied with the provisions of the Acts to the extent applicable and the Rules, Regulations, Guidelines, Standards, etc., mentioned above subject to the following:
i) As per the information and explanations provided by the company, its officers, agents and authorized representatives during the conduct of Secretarial Audit, we report that the provisions of the Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of:

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External Commercial Borrowings were not attracted to the Company under the financial year under report;
Foreign Direct Investment (FDI) were not attracted to the company under the financial year under report;
Overseas Direct Investment by Residents in Joint Venture/ Wholly Owned Subsidiary abroad were not attracted to the company under the financial year under report.

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ii) As per the information and explanations provided by the company, its officers, agents and authorized representatives during the conduct of secretarial audit, we report that the Company has not made any GDRs/ADRs or any Commercial Instrument under the financial year under Report.

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We have relied on the information and representation made by the Company and its Officers for systems and mechanism formed by the Company for compliances under other applicable Acts, Laws and Regulations to the Company as stated under para-6 above.

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8. We further report that:

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(i) based on the information provided by the Company, its officers and its authorised representatives during the conduct of the audit and also on review of quarterly reports by respective Department Heads/Company Secretary/ CEO taken on record by the Board of Directors of the Company, adequate systems and processes and control mechanism exist in the company to monitor and ensure the compliance of with the applicable general laws like labour laws, competition law and environment laws.
(ii) The Compliance by the Company of applicable financial laws like direct and indirect laws has not been reviewed in this Audit since the same have been subject to review by Statutory Financial Audit and Other designated professionals.
(iii) The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors.
(iv) adequate notice is given to all Directors to schedule the Board and Committee Meetings, agenda and detailed notes on agenda were sent electronically well in advance or shorter consent were taken in other cases, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
(v) all the decisions at the Board Meetings and Committee Meetings have been carried out unanimously as recorded in the Minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

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We further report that,

(i) There are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
(ii) There were no specific events/actions in pursuance of the above referred laws, rules, regulations, etc., having a major bearing on the Company’s affairs except as reported in the Financial Audit Report.

Place: Hyderabad Date: 25[th] May, 2023

For Puttaparthi Jagannatham & Co. Company Secretaries Sd/CS Navajyoth Puttaparthi Partner FCS No: 9896; CP No: 16041 Peer Review Certificate No. 1158/2021 UDIN: F009896E000373248

*This report is to be read with our letter with given date which is annexed as 'Annexure A’ and forms an integral part of this report.

ANNEXURE A’

To, The Members of Aditya Spinners Limited Factory site at Perindesam Vilk V B Puram Mandal Near Srikalahasti, Dist- Chittoor, Andhra Pradesh.

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Our report with given date is to be read along with this letter.

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Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.

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We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.
Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.
The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

Place: Hyderabad Date: 25[th] May, 2023

For Puttaparthi Jagannatham & Co. Company Secretaries Sd/CS Navajyoth Puttaparthi Partner FCS No: 9896; CP No: 16041 Peer Review Certificate No. 1158/2021 UDIN: F009896E000373248

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ANNEXURE-2

Statement of Disclosure of Remuneration under Section 197 of Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

 Ratio of remuneration of each Executive Director to the median remuneration of the Employees of the company for the financial year 2022-23, the percentage increase in remuneration of Chief Executive Officer, Chief Financial Officer and other Executive Director and Company Secretary during the financial year 2022-23.

S.No.	Name of Director/KMP	Designation	Ratio of remuneration of each Director to median remuneration of Employees	Percentage increase in Remuneration
1	K. VijayKumar	ManagingDirector	1: 18.38	NIL
2	P. Ramamoorthy	CFO	1: 2.21	NIL
3	Priyanka Baldewa	CompanySecretary	1: 3.68	NIL
Note:

 The Non-Executive Directors of the Company are entitled for sitting fee and commission as per the statutory provisions and within the limits approved by the shareholders. The details of remuneration of Non-Executive Directors are provided in the Corporate Governance Report and are governed by the Differential Remuneration Policy as detailed in the said report. The ratio of remuneration and percentage increase for Non-Executive Directors Remuneration is therefore not considered for the purpose above.

Percentage increase in remuneration indicates annual target total compensation increases, as approved by the Nomination and Remuneration committee of the Company during the financial year 2022-2023.
An employee for the purpose above includes all employees excluding employees governed under collective bargaining.

 The percentage increase in the median remuneration of Employees for the financial year was 8 %.

 The Company has 197 permanent Employees on the rolls of Company as on 31[st] March, 2023.

Relationship between average increase in remuneration and company’s performance:

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Every year, the salary increase for the Company is decided on the basis of a benchmarking exercise that is undertaken with similar profile organisations. The final salary increases given are a function of Company’s market competitiveness in this comparator group as well as overall business affordability. During the year, similar approach was followed to establish the remuneration increases to the Employees Variable compensation is an integral part of our total reward package and is directly linked to an individual performance rating and business performance. Salary increase during the year was in line with Company’s performance as well as pre Company’s market competitiveness.

Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company:

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In line with Company’s reward philosophy, merit increase and annual bonus pay-outs of its Employees including Key Managerial Personnel are directly linked to individual performance as well as that of the business. Given the superior business performance and the performance rating of the Key Managerial Personnel, appropriate reward by way of merit increase or variable pay have been awarded to the Key managerial Personnel for the current year. This was duly reviewed and approved by the Nomination and Remuneration Committee of the Company.

Average percentage increase made in the salaries of Employees other than the managerial personnel in the financial year was 4% whereas the increase in the managerial personnel remuneration was NIL. The average increases every year is an outcome of Company’s market competitiveness as against its peer group companies.
The key parameters for any variable component of remuneration:

Package for all Employees including Executive Directors, Annual Bonus is directly linked to an individual performance rating and business performance. At the start of the year, every Employee (including Executive Directors), have key targets assigned for the year in addition to their job fundamentals. These are drawn from the organisational strategic plan and are then reviewed for consistency and stretch, Business targets are a combination of goals such as Underlying Volume Growth, Underlying Sales Growth, Core Operating Margin etc.

The ratio of the remuneration of the highest and Director to that of the Employees who are not Directors but receive remuneration in excess of the highest paid Director during the year is not applicable.
It is hereby affirmed that the remuneration paid during the year is as per the Remuneration Policy of the Company.

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ANNEXURE –3

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO ETC.

Information conservation of Energy, Technology absorption, Foreign Exchange earnings and outgo required to be disclosed under section 134 (3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, are given in the Annexure B to this report.

 CONSERVATION OF ENERGY

Energy Conservation Measures are taken regularly and energy audits are being internally conducted and efforts are being made to improve the performance of DG sets with the help of suitable additives.
Additional investment and proposals, if any, being implemented for reduction in consumption of energy: - Nil-
Impact of measures of (a) and (b) above for reduction in energy consumption and consequent impact on the cost of production of goods: Being studied.
Total energy consumption and energy consumption per unit of production as per Form A of the Annexure to the Rules in respect of industries specified in the schedule thereto:

	FORM – A	FORM – A
Particulars	As at 31 March 2023	As at 31 March 2022
A. Power and Fuel Consumption: Electricity:
a) Purchases(Units in Lakhs)	128.81	135.92
Total Amount(Rs. In Lakhs)	1093.10	965.44
Rateper Unit in(Rs.)	8.48	6.23
b) Own Captive Generation:	14.03	NIL
B. Consumptionper unit ofproduction:
Yarnproduction(in MTS.)	2396.20	2181.51
Energy consumption (KWH) per kg. of yarn	5.96	6.23
 TECHNOLOGY ABSORPTION: NIL  FOREIGN EXCHANGE EARNINGS: NIL

FOREIGN EXCHANGE OUT GO: Rs.166.62 lacs

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For and on behalf of the board For ADITYA SPINNERS LIMITED Sd/Sd/K Vijay Kumar K Sriram Director DIN: 00769568 DIN: 05103429

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Date: 26.05.2023

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ANNEXURE-4 MANAGEMENT DISCUSSION AND ANALYSIS REPORT

1. INDUSTRY STRUCTURE & DEVELOPMENTS:

The Textile Industry is a vital sector of the Indian economy with a rich history dating back centuries. It is one of the major contributors to India’s Gross Domestic Product (GDP) and also one of the largest employers in India. The Indian textile industry is diverse, encompassing a wide range of textiles, including man-made fibres (MMF). The Textile Industry is a vital sector of the Indian economy with a rich history dating back centuries. It is one of the major contributors to India’s Gross Domestic Product (GDP) and also one of the largest employers in India. The Indian textile industry is diverse, encompassing a wide range of textiles, including man-made fibres (MMF).

Since past few months, exports in MMF textile products are declining, as there is reduction in demand for textile products in the western countries as an outcome of Russia-Ukraine war. Similarly, prices of raw materials such as dyes and chemicals, imported from European countries have increased. As a result, the entire value chain has got affected.

In a bid to give a boost to the Textile Industry, the Central Government has increased the budget outlay from Rs. 3579 crores in 2022-23 to Rs. 4389.34 crores for 2023-24. Also, the government has increased the budget outlay of Amended Technology Upgradation Fund (ATUF) from Rs. 650 crores in 2022-23 to Rs. 900 crores in 2023-24.

The Textile Industry is one of the oldest Industry in the country and plays an important role in the country’s economy in terms of Industrial Production, Employment and foreign exchange earnings. The Textile Industry has achieved a good growth in last two decades in terms of installed spindles and yarn production. This could happen due to buoyant domestic and international demand, conducive Government Policies. This industry provides indirect employment to large number of workforce and also helps to develop many related ancillaries which generates further employment. It is the second largest employment provider after the agricultural sector. India is the second largest textile exporter and the fifth largest in apparel exports globally, with a share of 6% and 4% respectively. Exports contributes major revenue to the exchequer and is expected to increase to $300 billion by 2024-25 resulting in tripling the Indian market share from 5% to 15%.

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The Company’s production, supply and sales have suffered due to COVID-19 but since the markets opened up and work was resumed, the company has tried to recover the losses incurred and increase the productivity to an optimum level to decrease the costs. The overall performance of the company as compared to previous year has been better, keeping in mind the impact of COVID-19 on the economy.

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It is hoped that textile industry may perform better in the years to come, provided the prices of raw material are stable. These are favourable indicators for the reasonable growth of textile industry in the country.

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The capital expenditure of Rs. 1165.90 lakhs was incurred during the year out of which 2.2 MW of Solar Plant was commissioned in the month of November 2022. Further, The Company has generated 1402904 units in the second half-year ending for the Financial Year which had effect of decreasing the power cost. From the upcoming year, there will be estimated annual generation of 3565000 units per year.

MARKETING:

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Your Company is constantly focussing its efforts to cater to high end users. The Company has got excellent relations with all its customers who have been dealing with the Company over the years, by adhering to quality standards, delivery schedules and competitive prices. The demand in domestic as well as export market is improving gradually.

Government Initiatives:

The Indian government has introduced a number of schemes and policies to promote exports in textile sector. 100% FDI is allowed in textile sector under automatic route.

2. STRENGTHS, OPPORTUNITIES, WEAKNESS AND THREATS:

STRENGTH:

Continuous raw material availability that helps industry to control costs and reduce the lead times across the operation.
Availability of Skilled Manpower provides competitive advantage to industry.

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Large and diversified segments in this industry that provide wide variety of products

OPPORTUNITIES:

Through investing in people, digitalisation, research & development, reaching out to untapped global markets, green energy and supply chain diversification, margins can be improved
The cultural diversity and rich heritage of the country offers good inspiration base for designs and thus ensuing value addition in the proud range.
Natural demand drivers including rising income levels, increasing urbanisation and growth of the purchasing population drive domestic demand.

WEAKNESSES:

Fragmented Industry restricts the scope of enlarging base and emergence as global leaders.
Lack of desirable levels of Technological Development affects the productivity and other activities in whole value chain.
Continuous Quality Improvement is need of the hour as there are different demand patterns all over the world.

THREATS:

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The rapid deterioration of the global economic outlook following the Russia -Ukraine war and mass lay-offs of employees by global corporations, has severely impacted demand and margins.
Change in Government policies may affect the industry.

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The financial costs, taxes, increasing competition, closing of borders and lockdowns and availability of working capital are other major threats

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3. SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE:

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The Company is mainly engaged in the business of manufacturer of blended yarn and accordingly this is the only Single Reportable Segment.

4. OUTLOOK:

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The Company continuous to be an important player in the field of blended yarn in medium and fined count segment with specialised products. There are good prospects for increasing exports of yarn to European Countries. The company is making all efforts to explore new markets apart from current markets.

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5. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

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The Company has an adequate and effective internal control system commensurate with the size and complexity of the organization. The Company has undertaken a comprehensive review of all internal control systems to take care of the needs of the expanding size of the Company and believes that these systems provide, among other things, a reasonable assurance that transactions are executed with management authorization. It also ensures that they are recorded in all material respect to permit preparation of financial statements in conformity with established accounting principles along with the assets of the Company being adequately safeguarded against significant misuse or loss. The company has also upgraded the IT support systems. A system of internal audit to meet the statutory requirement as well as to ensure proper implementation of management and accounting controls is in place.

Key elements of the Internal Control Systems are as follows:

Existence of Authority Manuals and periodical updating of the same for all Functions.
Existence of clearly defined organisational structure and authority.
Existence of corporate policies for Financial Reporting and Accounting.
Existence of Management information system updated from time to time as may be required.
Existence of Annual Budgets and Long-Term Business Plans.

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Existence of Internal Audit System.
Periodical review of opportunities and risk factors depending on the Global / Domestic Scenario and to undertake measures as may be necessary.

The Audit Committee is periodically reviewing the Internal Audit Reports for the auditing carried out in all the key areas of the operations. Additionally, the Audit Committee approves all the audit plans and reports for significant issues raised by the Internal and External Auditors. Regular reports on the business development, future plans and projections are given to the Board of Directors. Internal Audit Reports are regularly circulated for perusal of Senior Management for appropriate action as required.

Nominal foreseeable risks of the Company’s assets are adequately covered by comprehensive insurance.

Risk assessments, inspections and safety audits are carried out periodically.

6. FINANCIAL AND OPERATIONAL PERFORMANCE:

Attention is drawn to refer Director’s Report on performance review.

7. HUMAN RESOURCES DEVELOPMENT AND INDUSTRIAL RELATIIONS:

There are no material developments in the Human Resources area. The industrial relations have been generally satisfactory. The Company constantly reviews the man power requirements and has a properly equipped Department to take care of the requirements. The Company has constituted an Internal Complaint Committee (ICC) in pursuant to the provisions of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 for prevention, prohibition, and Redressal of complaints / grievances on sexual harassment of women at work places.

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The Company continued the welfare activities for the employees, which include Medical Care, Group Insurance, and Canteen Facility. To enrich the skills of employees and enrich their experience, the Company arranges Practical Training Courses by Internal and External Faculty.

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8. ACCOUNTING TREATMENT

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In the preparation of the financial statements the Company has followed the Indian Accounting Standards (IND AS) specified under Section 133 of the Act, read with relevant rules made there under. The Significant Accounting policies which are consistently applied have been set out in the notes to the financial statements.

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9. CAUTIONARY STATEMENT:

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Readers are advised to kindly note that the above discussion contains statements about risks, concerns, opportunities, etc., which are valid only at the time of making the statements. Statements made in this report describing the Company’s projections, estimates, expectations or predictions may be ‘forward looking predictions within the meaning of applicable securities laws and regulations. Actual results may differ from such estimates, projections, etc. whether expressed or implied. Factors which would make a significant difference to the Company’s operations include availability of quality raw materials, market prices in the domestic and overseas markets, changes in Govt. Regulations and tax laws, economic conditions affecting demand/ supplies and other environmental factors over which the Company does not have any control.

For and on behalf of the board For ADITYA SPINNERS LIMITED

Sd/Sd/K Vijay Kumar K Sriram Director DIN: 00769568 DIN: 05103429

Date: 26.05.2023

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ANNEXURE—5 REPORT ON CORPORATE GOVERNANCE

In accordance with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 on Corporate Governance, your Company is complying with the guidelines. The report for current year is as follows:

1. COMPANYS’ PHILOSOPHY:

The Company’s policies, practices and philosophy adopted since inception are in line with ethical Corporate Governance Practices. The composition of Company board is well balanced with a view to manage the affairs of the Company efficiently and professionally. The management believes that corporate growth, goals, transparency, and enhanced shareholder value are to be achieved only through good Corporate Governance.

2. BOARD OF DIRECTORS:

The Board of Directors of the Company have an optimum combination of Executive, Non-Executive and Independent Directors, who have in-depth of business knowledge of business, in addition to the expertise in their areas of specialisation. The Board of the Company comprises eight Directors that include one Women Director.

 The composition and category of Directors as on 31[st] March, 2023 are follows:

Category	Name of Director	Designation
Promoter Executive Director	Sri K VijayKumar	ManagingDirector
Promoter and Non-executive Director	Smt. K. V. Nagalalitha	Director
	Sri. R. Siva Kumar	Director
	Sri. K. Sriram	Director
Independent and Non-Executive Director	Sri. K. V. Prasad	Director
	Sri. M. Narasimha Rao	Director
	Sri. Nemani Gopal	Director
	Sri K Vijayulu Reddy	Director

 Number and date of Board Meetings held and attendance of each Director at the Board Meetings and at the last AGM:

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During the year 2022-23 the Board met four times on 28-05-2022, 06-08-2022, 11-11-2022, and 1302-2023. The following table shows details of Directors attendance at the board meeting and at the last annual general meeting, number of memberships held by the directors in the board committees of various other companies.


Name of the Director	No. of Board Meetings attended	Last AGM attended Yes/No
Sri. R. Siva Kumar	04	Yes
Sri. K. Vijay Kumar	04	Yes
Sri. K. Sriram	04	Yes
Smt. K. V. Nagalalitha	04	Yes
Sri. K. V. Prasad	04	No
Sri. M. Narasimha Rao	04	No
Sri. N. Gopal	02	No
Sri K Vijayulu Reddy	04	Yes

 Particulars of Directorships of other Companies

OTHER DIRECTORSHIPS	OTHER DIRECTORSHIPS
Name of the Company	Position
Prabhu Cements Limited Envean Leasing and Investment Limited Sri Bhava Steel and Power Limited Sri Chakra Cement Limited	Director Director Director ManagingDirector
Nil	Nil
Envean Leasing and Investments Limited Sri Chakra Cement Limited	Director Wholetime Director

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 Smt. K.V. Nagalalitha Non-Executive Director	Prabhu Cements Limited Envean Leasing and Investment Limited Krishna Rama Industrial Investment Limited Sri Chakra Cement Limited Sri Bhava Steel and Power Limited	Director Managing Director Director Director Director
 Sri. K. V. Prasad Independent Director	K K Spintex India Private Limited Aneesh Textiles Private Limited Sarika Parboiled Rice Mill Private Limited Andhra Pradesh Textile Mills Association	Managing Director Managing Director Director Director
 Sri. M. Narasimha Rao Independent Director	Nil	Nil
 Sri. Nemani Gopal Independent Director	Sri Chakra Cement Limited	Independent Director
 Sri K Vijayulu Reddy Independent Director	Sri Chakra Cement Limited	Independent Director

 No. of other Board Committees they are members/Chairman:

Audit Committee	Stakeholders Relationship Committee	Nomination and Remuneration Committee	Share Transfer Committee
Sri. K. Vijayulu Reddy Chairman	Sri. K. Vijayulu Reddy Chairman	Sri. M . Narasimharao, Chairman	Sri K Vijay Kumar, Chairman
Smt. K.V. Nagalalitha, Member	Smt. K.V. Nagalalitha, Member	Sri. K V Prasad, Member	Smt. K.V. Nagalalitha, Member
Sri. K.V. Prasad, Member	Sri. M. Narasimharao, Member	Smt. K. V. Nagalalitha, Member	Sri K Sriram, Member
3. INDEPENDENT DIRECTORS:

The Board hereby confirms that independent directors fulfil the conditions specified in SEBI Regulations and are independent of the management.

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 Confirmation and Declarations:

The Company has complied with the definition of Independence as per Regulation 16 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and according to the Provisions of section 149(6) Companies Act, 2013. The Company has also obtained declarations from all the Independent Directors pursuant to section 149 (7) of the Companies Act, 2013.

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 Training of Independent directors:

Whenever new Non-executive and Independent Directors are inducted in the Board they are introduced to our Company’s culture through appropriate orientation session and they are also introduced to our organisation structure, our business, constitution, board procedures, our major risks and management strategy.

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 Performance Evaluation of non-executive and Independent Directors

The Board evaluates the performance of Non-executive and Independent Directors every year. All the Non-executive and Independent Directors are eminent personalities having wide experience in the field of business, industry, and administration. Their presence on the Board is advantageous and fruitful in taking business decisions.

 Separate Meeting of the Independent Directors:

The Independent Directors held a meeting on 13[th] February, 2023, without the attendance of NonIndependent Directors and members of Management. All the Independent Directors were present at the meeting. The following issues were discussed in detail:

1) Reviewed the performance of non-independent directors and the Board as a whole.

2) Reviewed the performance of the Chairperson of the Company, taking into account the views of Executive Directors and Non-Executive Directors.

3) Assessed the quality, quantity, and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

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4. AUDIT COMMITTEE:

Terms of reference:

The Audit Committee reviews the audit reports submitted by the Internal Auditors and Statutory Auditors, financial results, effectiveness of internal audit processes and the Company’s risk management strategy. It reviews the Company’s established systems and the Committee is governed by a Charter which is in line with the regulatory requirements mandated by the Companies Act, 2013 and Regulation 18 read with Part C of Schedule II of Listing Regulations, 2015.

Composition:

The Audit Committee of the Company consists of two Independent Directors and one NonExecutive Director. The Chairman of the Audit committee is financially literate and majority of them having accounting or related financial management experience. Representative of Statutory Auditor is permanent invitee. Company Secretary acts as Secretary to the Committee.

No. of Meetings held during the year: During the year the Committee had four Meetings held on 28-05-2022, 06-08-2022, 11-11-2022, and 13-02-2023.
Composition, name of Members and attendance during the year:

Name of the Director	Position	Held	Attended
Sri K Vijayulu Reddy	Chairman	04	04
Sri. K. V. Prasad	Member	04	04
Smt. K.V.Naga lalitha	Member	04	04

The Chairman of the Audit Committee was present at the last Annual General Meeting.

5. NOMINATION AND REMUNERATION COMMITTEE:

i) Terms of Reference:

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This Committee shall identify the persons who are qualified to become Directors of the Company / who may be appointed in Senior Management in accordance with the criteria laid down, recommend to the Board their appointment and removal and also shall carry out evaluation of every director’s performance. Committee shall also formulate the criteria for determining qualifications, positive attributes, Independence of the Directors and recommend to the Board a policy, relating to the remuneration for the Directors, Key Managerial Personnel and other employees.

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ii) Composition:

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The Nomination and Remuneration Committee of the Company consists of one independent director and two non-executive directors.

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iii) No. of Meetings held during the year:

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During the year, the committee had one meeting held on 06.08.2022.

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iv) Composition, name of Members and attendance during the year:

Name of the Director	Position	held	Attended
Sri. M. Narasimharao,	Chairman	01	01
Smt K V Naga Lalitha	Member	01	01
Sri. K.V.Prasad,	Member	01	01

6. STAKEHOLDERS’ RELATIONSHIP COMMITTEE:

i) Terms of reference:

This Committee focuses primarily on monitoring expeditious Redressal of investors/ stakeholder’s grievances and also function in an efficient manner that all issues/ concerns stakeholders are addressed/ resolved promptly.

ii) Composition:

The Committee consists of one independent director and two non-executive directors.

iii) No. of Meetings held during the year:

During the year the Committee had three Meetings held on 28-05-2022, 06-08-2022 and 11-11-2022.

iv) Composition, name of Members and attendance during the year:

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Name of the Director	Position	held	Attended
Sri. K Vijayulu Reddy	Chairman	03	03
Smt. K.V.Nagalalitha	Member	03	03
Sri. M.Narasimharao	Member	03	03

7. SHARE TRANSFER COMMITTEE:

i) Terms of reference:

This Committee approves share transfers, issue of duplicate certificates, share transmission, share transposition and related matters.

ii) Composition:

The Committee consists of one executive director and two non-executive directors.

iii) No. Of Meetings held during the year:

During the year the committee met 11 times during the year 2022-2023 on 25-04-2022, 28-062022, 02-08-2022, 25-10-2022, 07-11-2022, 28-11-2022, 24-01-2023, 07-02-2023, 10-03-2023, 1703-2023 and 28-03-2023.

iv) Composition, name of Members and attendance during the year:

Name of the Director	Position	held	Attended
Sri. K. Vijay Kumar	Chairman	11	11
Smt. K. V. Nagalalitha	Member	11	11
Sri. K. Sriram	Member	11	11

iv) Name and Designation of Compliance Officer:

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Ms. Priyanka Baldewa, Company Secretary & Compliance Officer

8. GENERAL BODY MEETINGS:

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The last three Annual General meetings of the Company were held as under: Perindesam Village KVB Puram Mandal, Near Srikalahasti, Chittoor District, Andhra Pradesh .


Financial Year	Date	Time	No. of Special Resolutions Passed
2021-2022	06.09.2022	12:00 Noon	04
2020-2021	17.08.2021	12:00 Noon	01
2019-2020	19.09.2020	11:00 AM	04

Note: No postal ballots were used /invited for voting at these meetings in respect of special resolution passed as there were no requirements for compliance at the time.

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9. DISCLOSURES:

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There are no materially significant related party transactions that have potential conflict with the interests of the company at large. Suitable disclosure as required by the Indian Accounting Standard (IND AS-24) Related party transactions, have been made in the Annual Report.
Details of non-compliance by the company, penalties, strictures imposed on the company by Stock Exchange or SEBI or any statutory authority on any matter related to capital markets, during the last three years are nil
Pecuniary Transaction with Non-Executive Directors: NIL
The Company has established a vigil mechanism for Directors and employees to report their genuine concerns. The vigil mechanism Policy / Whistle blower policy in available on the portal of the Company and the company confirms that no personnel has been denied access to the Audit Committee.
During the year, the Board had accepted all the recommendations of its committees.
The Company has complied with all the mandatory requirements of SEBI Regulations.
No Complaints were filed during the year in relation to the Sexual harassment of Women at Work Place
During the year, no shares of the company were lying in the demat suspense account or unclaimed suspense account.
i. Related Party transactions there are no materials, Significant related party transactions that have potential conflict with the interests of the company at large. Suitable disclosures have been made in the Annual Report

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ii. Relationship between Directors inter se:

SI.No.	Name of the Director	Relationship with other Directors
1	Sri. K. Vijay Kumar	Related to Sri. N. Krishna Mohan, Smt. K. V. Nagalalitha & Sri K Sriram
2.	Smt. K. V. Nagalalitha	Related to Sri. N. Krishna Mohan, Sri. K. Vijay Kumar & Sri K Sriram
3.	Sri. K. Sriram	Related to Sri N. Krishna Mohan, Sri K. Vijay Kumar & Smt. K. V. Nagalalitha
4.	Sri. R. Siva Kumar	None
5.	Sri. K. V. Prasad	None
6.	Sri. M. Narasimha Rao	None
7.	Sri. Nemani Gopal	None
8.	Sri. K Vijayulu Reddy	None

10. MEANS OF COMMUNICATION:

In compliance with the requirements of the Listing Regulations, 2015, the company regularly intimates un-audited as well as audited financial results to the Stock Exchange immediately after they are taken on record by the Board.
The financial results are generally published in the daily newspapers viz., Business Standard and Andhra Prabha.
Management Discussion and Analysis forms part of the annual report is posted to the shareholders of the company.

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The results and official news releases of the Company are also made available on the Company’s website i.e., www.adityaspinners.net.

11. SEBI COMPLAINTS REDRESSAL SYSTEM (SCORES)

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SEBI has initiated SCORES processing the investor complaints in a centralised web redressal system and online Redressal of all the shareholders complaints. The Company is in compliance with the SCORES and Redressed the shareholders complaints well within the stipulated time.

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12. GENERAL SHAREHOLDER INFORMATION:

 Annual General Meeting
Day and Date	: Monday, 21stAugust, 2023
Time	: 12.00 Noon
Venue Registered Office	: Video Conferencing ("VC") /Other Audio Visual Means
("OAVM")
Financial Year	: 01.04.2022 to 31.03.2023
 Book Closure Date	:15thAugust, 2023 to 21stAugust, 2023 (Both Days Inclusive)
 Dividend payment date	: Not applicable
 ISIN	: INE122D01026
13. Listing with Stock Exchanges :BSE Limited
REGISTRAR AND TRANSFER AGENTS:Venture Capital & Corporate Investments Private Limited,
	“AURUM”, DNo.4-50/P-II/57/4F & 5F, 4th& 5th Floors
	Jayabheri Enclave Phase – II, Gachibowli,
	Hyderabad, Telangana- 500032.
	Tel: 40-23818475/76, Fax: 040-23868024
	Email ID: [email protected]

14. SHARE TRANSFER SYSTEM:

Demat Requests are normally confirmed within 10 days of receipt subject to the documents being valid and complete in all respects.

15. DEMATERIALISATION OF SHARES:

The shares of the company are in compulsory demat segment. The company has signed agreements with both the depositories i.e., National Securities Depository Limited and Central Depository Services (India) Limited. As on 31[st] March, 2023 approximately 13385505 shares are dematerialised representing 79.96 % of the total issued capital

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16. DISTRIBUTION OF SHAREHOLDING AS ON 31[ST] MARCH, 2023:

Category	No. of Share Holders	No. of Shares Held	% of Share Holding
Promoters,Directors and their relatives	3	11110640	66.37
Mutual Funds	7	88280	0.53
NRIs/OCBs	116	70184	0.42
Banks,Financial Institutions	2	120	0.00
Private Corporate Bodies	91	119379	0.71
Trusts	2	447	0.00
ClearingMembers	6	925	0.01
Individuals	45717	5350913	31.96
Total	45944	16740888	100.00

17. Promoter/Promoter Group Holding as on 31[st] March 2023

Sl. No.	Name of the Shareholder	Name of the Shareholder	No. of Shares	No. of Shares	% w.r.t total shares
1	Venkata Naga Lalitha Kapilavai		5080320		30.35
2	Vijay Kumar Kapilavai		5080320		30.35
3	Envean Leasing And Investments Limited		950000		5.67
18. Outstanding GDRs/ADRs/Warrants or any convertible Instruments, conversion date and likely impact on equity : NIL 19. Details of Shares:
Particulars		Number of shares		% Of total issued capital
Issued & Listed capital		16740888		100.00
Held in dematerialised form in CDSL		11976214		71.54
Held in dematerialised form in NSDL		1409291		8.42
Physical		3355383		20.04

20. PLANT LOCATION : Perindesam Village, K. V. B. Puram Mandal, Near Srikalahasti, Chittoor District, Andhra Pradesh.

21. ADDRESS FOR CORESPONDENCE : Venture Capital & Corporate Investments Private Limited, “AURUM”, DNo.4-50/P-II/57/4F & 5F, 4th&5th Floors

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Jayabheri Enclave Phase – II, Gachibowli, Hyderabad, Telangana- 500032. Tel: 40-23818475/76, Fax: 040-23868024 Email ID: [email protected]

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22. CODE OF CONDUCT :

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DECLARATION

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A Code of Conduct for the Directors and Senior Management Personnel had already been approved by the Board of Directors of the Company and circulated to the members of the Board and Senior Management of the Company. As stipulated under the provisions of Regulation 17(5) read with Schedule V(Part D) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, all the Directors and the designated personnel in the Senior Management of the Company have affirmed compliance with the said code for the financial year ended 31[st] March, 2023.

Sd/-

Place: Hyderabad K. Vijay Kumar Date: 26.05.2023. Managing Director DIN: 00769568

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CERTIFICATE ON CORPORATE GOVERNANCE

The Members of Aditya Spinners Limited Factory site at Perindesam Vilk V B Puram Mandal Near Srikalahasti, Dist - Chittoor, Andhra Pradesh.

We have examined the relevant records relating to compliance of conditions of Corporate Governance by Aditya Spinners Limited (“the Company”), for the year ended 31[st ] March, 2023, as per the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) as referred to in Regulation 15(2) of the Listing Regulations for the year ended 31[st] March, 2023.

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring compliance with the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the Company’s financial statements.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in above mentioned Listing Regulations.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Place: Hyderabad Date: 25[th] May, 2023

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For Puttaparthi Jagannatham & Co. Company Secretaries Sd/CS Navajyoth Puttaparthi Partner FCS No: 9896; CP No: 16041 Peer Review Certificate No. 1158/2021 UDIN: F009896E000373182

CEO AND CFO CERTIFICATION

(Pursuant to Regulation 17(8) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015)

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We, K. Vijay Kumar, Managing Director and P. Ramamoorthy, Chief Financial Officer responsible for the finance function and certify that:

We have reviewed financial statements and the cash flow statement for the year ended 31st March, 2022 and that to the best of our knowledge and behalf.

These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading.
These statements together present a true and fair view of the Company’s affairs and are in compliance with existing Indian accounting standards, applicable laws and regulations.
There are, to the best of our knowledge and belief, no transactions entered into by the company during the year which are fraudulent, illegal or violative of the Company’s code of conduct.
We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting and we have disclosed to the Auditors and Audit Committee deficiencies in the design or operation of internal controls, if any, of which they are aware and the steps they have taken or propose to take to rectify these deficiencies.
We have indicated to the Auditors and the “Audit Committee”
There has not been any significant change in internal control over financial reporting during the year under reference.
There has not been any significant Changes in accounting policies during the year requiring disclosure in the notes to the financial statements and
We are not aware of any instance during the year of significant fraud with involvement there in, if any, of the Management or an Employee having a significant role in the Company’s internal control system over financial reporting.

Sd/Sd/Place: Hyderabad K. Vijay Kumar P. Ramamoorthy Date: 26.05.2023 Managing Director Chief Financial Officer DIN: 00769568 PAN: AEKPP2041N

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Annexure A CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS (Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To, The Members of Aditya Spinners Limited Factory site at Perindesam Vilk V B Puram Mandal Near Srikalahasti, Dist - Chittoor, Andhra Pradesh.

We have examined the relevant registers, records, forms, returns, and disclosures received from the Directors of Aditya Spinners Limited having CIN: L40300AP1991PLC012337 having its Registered Office at Perindesam Village, K.V.B. Puram Mandal, Near Srikalahasti, Chittoor District, Andhra Pradesh, produced before us by the Company for the purpose of issuing their certificate in accordance with Regulation 34 (3 ) read with Schedule V- Para C- Clause 10(i) of the SEBI ( Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers, We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31[st] March 2023 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.


Sr. No	Name of Director	DIN	Date of appointment in Company
1	Siva Kumar Ramaswami	01791576	01.04.2002
2	Vijay Kumar Kapilavai	00769568	01.07.2004
3	Venkata Prasad Kuppam	01853455	27.09.2008
4	Venkata Naga Lalitha Kapilavai	02223430	13.08.2012
5	Narasimha Rao Mandumula	06763347	09.11.2013
6	Sriram Kapilavai	05103429	14.08.2017
7	Vijayulu Reddy Kaliki	03154329	09.11.2021
8	Gopal Nemani	02466535	29.11.2022

Ensuring the eligibility of the appointment/continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

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Place: Hyderabad For Puttaparthi Jagannatham & Co. Date: 25[th] May, 2023 Company Secretaries Sd/CS Navajyoth Puttaparthi Partner FCS No: 9896; CP No: 16041 Peer Review Certificate No. 1158/2021 UDIN: F009896E000373127

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INDEPENDENT AUDITOR’S REPORT

To the Members of M/s Aditya Spinners Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of M/s Aditya Spinners Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2023, the Statement of Profit and Loss (including Other Comprehensive Income) and the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “the standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, and its profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’s Responsibility for the Audit of the Standalone financial statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

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Key Audit Matters

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Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined that there are no key audit matters to communicate in our report.

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Information Other than the Financial Statements and Auditor's Report Thereon

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The Company's Board of Directors is responsible for the other information. The other information comprises the Director's report and Management discussion and analysis report including Annexures, Corporate Governance and Shareholder's information but does not include the standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information we are required to report that fact. We have nothing to report in this regard.

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Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes 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 frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Directors are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone financial statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

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As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

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a. Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
b. Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to standalone financial statements in place and the operating effectiveness of such controls.
c. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
d. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
e. Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

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We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

As required by Section 143 (3) of the Act, based on our we report that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

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c. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Cash Flow and the Statement of Changes in Equity dealt with by this report are in agreement with the books of account.

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d. In our opinion, the aforesaid financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

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e. On the basis of the Written Representation received from the directors as on March 31, 2023 taken on record by the Board of Directors, we report that none of the directors are disqualified as on March 31, 2023 from being appointed as a director in terms of Sub-section 2 of Section 164 of the Act.

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f. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “ Annexure A ”. Our report expresses an unmodified opinion on the adequacy and the operating effectiveness of the Company’s internal financial controls over financial reporting.

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g. With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended: In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:
i. As informed to us and based on the audit procedures, the Company has disclosed the impact of pending litigations in the financials (Refer Note No. 30)
ii. There is no requirement for any provision as required by any act or Indian Accounting Standards for material foreseeable losses, if any, on long term contracts including derivative contracts.
iii. There are no amounts which are required to be transferred to Investor Education and protection fund.

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iv. (i) The management has represented that, to the best of it’s knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(ii) The management has represented, that, to the best of it’s knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

(iii) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) contain any material mis-statement.

v. No Dividend have been declared or paid during the year by the company.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the Company w.e.f. April 1, 2023, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable for the financial year ended March 31, 2023.
As required by the Companies (Auditor’s Report) Order, 2020, (“the Order”) issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Companies Act, 2013, we give in the “ Annexure B” , a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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For T MOHAN & ASSOCIATES Chartered Accountants Firm Registration No. 012482S

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Place: Hyderabad Date: May 26, 2023

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Sd/MOHAN REDDY T Partner Membership No. 239635 UDIN: 23239635BGUXOV3186

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Annexure - A to the Auditors’ Report

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of M/s Aditya Spinners Limited (“the Company”) as of March 31, 2023 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to 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 the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

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Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

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Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

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We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

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Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that:

Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

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Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2023 based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For T MOHAN & ASSOCIATES Chartered Accountants Firm Registration No. 012482S

Place: Hyderabad Date: May 26, 2023

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Sd/MOHAN REDDY T Partner Membership No. 239635 UDIN: 23239635BGUXOV3186

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Annexure-B to the Auditors’ Report

Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of the Independent Auditor’s Report of even date of M/s Aditya Spinners Limited, on the standalone financial statements for the year ended March 31, 2023.

In terms of the information and explanations sought by us and given by the company and the books and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state the following:

i. (a) (A) The Company is maintaining proper records showing full particulars, including quantitative details and situation of Property, Plant & Equipment, Capital work-in-progress.

(B) The Company does not have any intangible assets and accordingly paragraph 3(i)(a)(B) of the Order is not applicable to the company.

(b) The property, plant and equipment, right of use assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of physical verification program adopted by the Company, is reasonable having regard to the size of the Company and the nature of its assets

(c) Based on the examination of the registered sale deed/transfer deed provided to us, we report that, the title deeds of all the immovable properties disclosed in the financial statements included in property, plant and equipment and capital work in progress are held in the name of the Company as at the balance sheet date. Immovable properties of land whose title deeds have been mortgaged as security for loans, guarantees etc., are held in the name of the Company.

(d) According to the information and explanations given to us, the Company has revalued its Land during the year and the revaluation is based on the Sub Registrar value (SRO) of Government of Andhra Pradesh Registrations & Stamps Department. The changes in the carrying value of the respective assets as detailed below:


S.No	Name of the Asset	Carrying value as on 31st March 2023(Rs in Lakhs)	Carrying value as on 31st March 2022(Rs in Lakhs)	% of Upward Revaluation
1	Land	2095.11	514.80	307%

(e) As informed to us, no proceedings have been initiated during the year or are pending against the company as at March 31, 2023 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder. Thus, paragraph 3(i)(e) of the Order is not applicable to the company.

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ii. (a) The inventories were physically verified during the year by the Management at reasonable intervals. In our opinion and based on information and explanations given to us, the coverage and procedure of such verification by the Management is appropriate having regard to the size of the Company and the nature of its operations. No discrepancies of 10% or more in the aggregate for each class of inventories were noticed on such physical verification of inventories procedures performed as applicable, when compared with the books of account.

(b) According to the information and explanations given to us, the Company has been sanctioned working capital limits in excess of Rs. 5 crores during the year, from bank on the basis of security of current assets. In our opinion and according to the information and explanations given to us, the quarterly returns or statements comprising stock statements, book debt statements and statements on ageing analysis of the debtors filed by the Company with such banks or financial institutions are in agreement with the unaudited books of account of the Company of the respective quarters. iii. During the year, the company has not made investments in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties. Thus, paragraph 3(ii) (b) of the Order is not applicable to the Company.

iv. The Company has not made any transactions in the nature of loans, investments, guarantees, and security where provisions of section 185 and 186 of the Companies Act, 2013 are applicable. Thus, paragraph 3(iv) of the Order is not applicable to the Company.

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v. The company has not accepted any deposits, within the meaning of provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under. Thus, paragraph 3(v) of the Order is not applicable to the company.
vi. The maintenance of cost records has been specified by the Central Government under Section 148(1) of the Companies Act, 2013. The company has prima facie maintained the cost records. However, the cost records have not been provided for our verification.
vii. In respect of statutory dues

(a) According to the information and explanations given to us and the records of the companies examined by us, in our opinion, the company is regular in depositing the undisputed statutory dues including Goods and Services Tax, Provident Fund, Employees’ State Insurance, Income-tax and other material statutory dues as applicable with the appropriate authorities. There were no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Incometax, Goods and Services Tax, and other material statutory dues in arrears as at March 31, 2023 for the period of more than six months from the date they became payable.

(b) Details of statutory dues referred to in sub-clause(a) which have not been deposited as on March 31, 2023 on account of disputes, are given below:

Name of the Statute	Nature of Dues	Forum Where the dispute is pending	Amount unpaid (Rs In Lakhs
Electricity Duty Act, 1939	Electricity Duty, Interest, Surcharge, etc	High Court of Andhra Pradesh at Amaravathi	112.00
Electricity Act, 2003	Penalty	Demand issued on Feb 2023 not appealed before any forum	43.04

viii. As informed to us and based on the records examined by us, during the year no tax assessments under the Income Tax Act, 1961 was carried on by the company. Thus, reporting under clause 3(viii) of the order is not applicable to the Company.

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ix. (a) In our opinion, the Company has not defaulted in the repayment of loans or other borrowings or in the payment of interest thereon to any lender during the year.

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(b) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

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(c) To the best of our knowledge and belief, in our opinion, term loans availed by the Company were, applied by the Company during the year for the purposes for which the loans were obtained.

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(d) On an overall examination of the financial statements of the Company, funds raised on shortterm basis have, prima facie, not been used during the year for long-term purposes by the Company.

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(e) On an overall examination of the financial statements of the Company, the Company does not have any subsidiary and accordingly this clause is not applicable to the company.

(f) The Company does not have any subsidiary and accordingly this clause is not applicable to the company.

x. (a) The company has not raised any moneys by way of initial public offer or further public offer (including debt instruments) during the reporting period. Thus, reporting under clause 3(x)(a) of the order is not applicable to the Company.

(b) During the year, the company has not made any preferential allotment or private placement of shares or convertible debentures (full or partly or optionally) and hence reporting under clause (x)(b) of order is not applicable.

xi. (a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no fraud on the Company has been noticed or reported during the year. Thus, reporting under clause 3(xi) of the order is not applicable to the company.

‑ (b) To the best of our knowledge, no report under sub section (12) of Section 143 of the Companies Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Audit

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and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this report.

(c) As represented to us by the Management, there were no whistle blower complaints received by the Company during the year and up to the date of this report.

xii. In our opinion, the company is not a Nidhi Company. Accordingly, paragraph 3(xii) of the Order is not applicable for the company.

xiii. In our opinion and according to information and explanations given to us, all transactions with the related parties are in compliance with Sections 177 and 188 of Companies Act, 2013 and the details of such transactions have been disclosed in the financial statements of the company as required by applicable Accounting Standards.

xiv. (a) In our opinion the company has adequate internal audit system commensurate with the size and nature of its business;

(b) We have considered the reports of the Internal Auditors for the period under audit.

xv. In our opinion during the year the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence provisions of Section 192 of the Companies Act, 2013 are not applicable to the Company.

xvi. (a) In our opinion, the company is not required to be registered under section 45IA of Reserve Bank of India Act 1934. Thus, paragraph 3(xvi)(a),(b) and (c) of the Order is not applicable to the company.

(b) In our opinion, the group does not have Core Investment Company (CIC). Thus, paragraph 3(xvi)(d) of the Order is not applicable to the company.

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xvii. In our opinion, the company has not incurred cash losses in the financial year and in the immediately preceding Financial Year.

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xviii. During the year, there is no resignation of the statutory auditors of the company.

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xix. On the basis of Financial Ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, the auditor’s knowledge of the Board of Directors and management plans, in our opinion there are no material uncertainty exists as on the date of the audit report that company is capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

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xx. According to the information and explanations given to us, the provisions of section 135 of the Companies Act, 2013 regarding Corporate Social Responsibility are not applicable to the company. Thus, paragraph 3(xx) (a) and (b) of the Order are not applicable to the company.

xxi. The reporting under clause 3(xxi) of the order is not applicable in respect of audit of standalone financial statements of the company. Accordingly, no comment in respect of the said clause has been included in this report.

For T MOHAN & ASSOCIATES Chartered Accountants Firm Registration No. 012482S

Place: Hyderabad Date: May 26, 2023

Sd/MOHAN REDDY T Partner Membership No. 239635 UDIN:23239635BGUXOV3186

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Notes forming part of the Financial Statements

1. a) Corporate Information

Aditya Spinners Limited (“The Company”) was incorporated on 14th February 1991 as a public limited company. Its shares are listed on Bombay Stock Exchange. The Company is engaged in the business of manufacture and sale of yarn.

b) Significant accounting policies

i. Statement of compliance

The financial statements have been prepared in accordance with Indian Accounting Standards prescribed under section 133 of the Companies Act, 2013(“the Act”) read with the Companies (Indian Accounting Standards) Rules, 2015 as amended and other accounting principles generally accepted in India and guidelines issued by the Securities and Exchange Board of India (SEBI). The Company has consistently applied accounting policies to all periods.

ii. Basis of preparation and presentation

The financial statements have been prepared on historical cost basis except for certain financial instruments measured at fair value at the end of each reporting period as explained in the accounting policies below.

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services at the time of their acquisition.

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Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date.

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iii. Basis of preparation and presentation

These financial statements are presented in Indian Rupees (`) which is the functional currency of the Company and the currency of the primary economic environment in which the Company operates.

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Rounding of amounts All amounts disclosed in the financial statements which also include the accompanying notes have been rounded off to the nearest lakhs as per the requirement of Schedule III to the Companies Act 2013, unless otherwise stated.

iv. Use of estimates

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The preparation of financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions, that affect the application of accounting policies and the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of these financial statements and the reported amounts of revenues and expenses for the years presented. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed at each balance sheet date. Revisions to accounting estimates are recognised in the period in which the estimate is revised and future periods affected.

In particular information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements are included in following notes:

Useful lives of property, plant and equipment and intangible assets
Assets and obligations relating to employee benefits
Evaluation of recoverability of deferred tax assets
Financial instruments
Measurement of recoverable amounts of cash generating units
Provisions and contingencies
Expected credit losses

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v. Revenue recognition

The Company derives revenue from sale of yarn and recognized when it transfers control over the goods to the customers. Revenue towards satisfaction of a performance obligation is measured at the amount of transaction price (net of variable consideration) allocated to that performance obligation. The transaction price of goods sold is net of variable consideration on account of various discounts and schemes offered by the Company as part of the contract.

Interest income

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.

vi. Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Interest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

vii. Employee benefits

Employee benefits include provident fund, gratuity fund and compensated absences.

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Defined Contribution Plans

The company’s contributions to provident fund are considered as defined contribution plans and are charged as an expense based on the amount of contribution required to be made and when services are rendered by the employees.

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Defined Benefit Plans

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For defined benefit retirement benefit plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period. Re-measurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable) and the return on plan assets (excluding net interest), is reflected immediately in the balance sheet with a charge or credit recognized in other comprehensive income in the period in which they occur. Re-measurement recognised in other comprehensive income is reflected immediately in retained earnings and is not reclassified to profit or loss. Past service cost is recognised in profit or loss in the period of a plan amendment. Net interest is calculated by applying the discount rate at the beginning of the period to the net defined benefit liability or asset. Defined benefit costs are categorised as follows:

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service cost (including current service cost, past service cost, as well as gains and losses on curtailments and settlements);
net interest expense or income; and
re-measurement

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Short-term employee benefits

The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognized during the year when the employees render the service. These benefits include compensated absences which are expected to occur within twelve months after the end of the period in which the employee renders the related service.

viii. Taxation

Income tax expense comprises current and deferred taxes. Income tax expense is recognized in the Statement of Profit and Loss except when they relate to items that are recognized outside profit or loss (whether in other comprehensive income or directly in equity), in which case tax is also recognized outside profit or loss

Current tax

Current income taxes are determined based on respective taxable income of each taxable entity.

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Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

ix. Property, plant and equipment

Property, plant and equipment are carried at cost less accumulated depreciation and impairment losses, if any. The cost of property, plant and equipment comprises its purchase price net of any trade discounts and rebates, any import duties and other taxes (other than those subsequently recoverable from the tax authorities), any directly attributable expenditure on making the asset ready for its intended use, other incidental expenses and borrowings costs attributable to acquisition of qualifying fixed assets up to the date the asset is ready for its intended use. Freehold land is not depreciated.

Capital work-in-progress in the course of construction for production, supply or administrative purposes are carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with the Company’s accounting policy. Such Capital works in progress are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

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An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in profit or loss.

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Depreciation is recognised so as to write off the cost of assets (other than freehold land and properties under construction) less their residual values over their useful lives.

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Depreciation on property, plant and equipment is provided on the straight line method based on the useful life, in accordance with Schedule II of the Companies Act, 2013.

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Depreciation on the revalued assets is adjusted against revaluation reserve without debiting to Statement Profit & Loss. Depreciation on the revalued assets in accordance with INDAS is adjusted against Other Comprehensive Income without debiting to Statement Profit & Loss.

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x. Inventories

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Inventories are valued at the lower of cost and net realizable value after providing for obsolescence and other losses, where considered necessary. Costs of inventories are ascertained on a weighted average basis. Cost of work in progress and finished goods include appropriate allocation of overheads cost. Net realizable value is the estimated selling price in the ordinary course of business less estimated cost of completion and selling expenses.

xi. A Cash and cash equivalents (for purposes of Cash Flow Statement)

Cash comprises cash on hand, in bank and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

Cash flows are reported using indirect method whereby profit/ (loss) after tax is adjusted for the effects of transaction of non-cash nature and any deferrals or accruals of past or future cash receipts and payments.

The cash flows from operating, investing and financing activities of the company are segregated based on the available information.

xii. Financial Instruments

(A) Initial recognition

Financial assets and financial liabilities are recognized when a Company becomes a party to the contractual provisions of the instruments.

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Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial asset or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or liabilities at fair value through profit or loss are recognized immediately in profit or loss.

(B) Subsequent measurement

a. Financial assets carried at amortised cost:

A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

b. Financial assets at fair value through other comprehensive income:

A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

c. Financial assets at fair value through profit or loss:

A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss.

d.Financial liabilities:

Financial liabilities are subsequently carried at amortised cost using the effective interest method, except for contingent consideration recognized in a business combination which is subsequently measured at fair value through profit and loss. For trade and other payables maturing within one year from the Balance Sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments.

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(C) De-recognition of financial assets and liabilities

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a. Financial assets:

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The Company derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.

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On de-recognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss if such gain or loss would have otherwise been recognized in profit or loss on disposal of that financial asset.

b. Financial liabilities:

The Company derecognizes financial liabilities when, and only when, the Company’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in profit or loss.

xiii. Impairment of assets

a. Financial assets:

The Company recognizes loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or loss. Loss allowance for trade receivables with no significant financing component is measured at an amount equal to lifetime ECL. For all other financial assets, expected credit losses are measured at an amount equal to the 12-month ECL, unless there has been a significant increase in credit risk from initial recognition in which case those are measured at lifetime ECL. The amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized is recognized as an impairment gain or loss in profit or loss.

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For trade receivables only, the Company applies the simplified approach permitted by Ind AS 109 Financial Instruments, which requires expected lifetime losses to be recognized from initial recognition of the receivables. As a practical expedient, the company uses a provision matrix to determine impairment loss of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivable and is adjusted for forward looking estimates. The ECL loss allowance (or reversal) during the year is recognized in the statement of profit and los

b. Non-financial assets:

Intangible assets and property, plant and equipment

Intangible assets and property, plant and equipment are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the CGU to which the asset belongs.

If such assets are considered to be impaired, the impairment to be recognized in the Statement of Profit and Loss is measured by the amount by which the carrying value of the assets exceeds the estimated recoverable amount of the asset. An impairment loss is reversed in the statement of profit and loss if there has been a change in the estimates used to determine the recoverable amount. The carrying amount of the asset is increased to its revised recoverable amount, provided that this amount does not exceed the carrying amount that would have been determined (net of any accumulated amortisation or depreciation) had no impairment loss been recognized for the asset in prior years.

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xiv. Earnings per share

Basic earnings per share is computed by dividing the net profit / (loss) attributable to the equity holders of the company by the weighted average number of equity shares outstanding during the year.

Diluted earnings per share is computed by dividing the profit / (loss) attributable to the equity holders of the company as adjusted for dividend, interest and other charges to expense or income (net of any attributable taxes) relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares

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xv. Provisions, Contingent Liabilities and Contingent Assets

Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, it carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

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Balance Sheet as at 31st March, 2023
Particulars	Note	As at 31 March 2023	As at 31 March 2022
ASSETS
Non-Current Assets
(a) Property,Plant and Equipment	2(i)	5868.00
(b)Capital work-in-progress	2(ii)	-
(c) Financial Assets
- Other Financial Assets	3	155.65
(d)Deferred Tax Asset		453.41
Total Non - Current Assets(1)		6477.06
Current Assets
(a)Inventories	4	492.48
(b)Financial Assets
(i)Trade Receivables	5	214.42
(ii)Cash and Cash Equivalents	6(i)	5.03
(iii) Other Bank Balances (Not Specified In (Ii) Above)	6 (ii)	8.60
(iv)Loans And Advances	7	354.27
(c)Current Tax Assets	8	30.99
(d) Other Current Assets TOTAL CURRENT ASSETS(2)	9	146.39
		1252.19
Total Assets(1+2)		7729.25
EQUITY AND LIABILITIES
Equity
(a)EquityShare Capital	10	1674.09
(b)Other Equity	11	3196.64
Total Equity (1)		4870.72
Liabilities
Non-Current Liabilities
(a)Financial Liabilities
(i)Borrowings	12	1265.99
(ii) Others	13	15.14
(b)Provisions	14	309.83
Total Non - Current Liabilities(2)		1590.96
Current Liabilities
(a)Financial Liabilities
(i) Borrowings	15	838.41
(ii) Trade Payables	16	-
(a) Total outstanding dues of micro enterprises and small enterprises		5.47
(b) Total outstanding dues of creditors other than micro enterprises and small enterprises		111.38
(i) Others	17	264.41
(B)Other Current Liabilities	18	47.90
Total Current Liabilities(3)		1267.57
Total Equity and Liabilities(1+2+3)		7729.25
Notes to the Financial Statements	1

For. T Mohan & Associates, Chartered Accountants Sd/Sd/- (FRN No 012482S) K Sriram K Vijay Kumar Sd/- Director Managing Director Mohan Reddy T DIN: 05103429 DIN: 00769568 Partner M No: 239635 Sd/Sd/- Priyanka Baldewa P Ramamoorthy Place: Hyderabad Company Secretary Chief Financial Officer Date: 26.05.2023 ACS: 48077

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Statement of Profit and Loss for the year ended 31.03.2023 ₹ in lakhs

Particulars	Note	As at 31 March 2023	As at 31 March 2022
Revenue
Revenue from Operations	19	6889.37	6401.00
Other Income	20	58.49	42.39
Total Income		6947.87	6443.40
Expenses
Cost of Materials Consumed	21	3205.71	2818.69
Changes in Inventories of Finished Goods & Work-in-progress	22	(110.63)	78.51
Employee Benefit Expenses	23	1111.54	1141.57
Finance Cost	24	164.09	180.12
Depreciation and amortization expenses		228.10	202.08
Other Expenses	25	1964.91	1674.42
Total Expenses		6563.71	6095.39
Profit before Exceptional Items and Tax		384.15	348.01
Exceptional Items		-	-
Profit Before Tax		384.15	348.01
Tax Expense:
(1) Current Tax		-	-
(2) Deferred Tax		(17.44)	7.67
Profit for the year(A)		401.59	340.34
Other Comprehensive Income/ Expenses
(a) Items that will not be reclassified to Profit or Loss
Actuarialgain/(loss)on obligations(Gratuity)		(9.35)	2.97
Tax on Actuarialgain/(loss)		2.35	(0.75)
Revaluation of Buildings		(26.46)	(26.46)
Revaluation of Land		1580.31	-
Other Comprehensive Income /(Expense) for the year(B)		1546.86	(24.23)
Total Comprehensive Income /(Expense) for theyear(A+B)		1948.45	316.11
Basic and Diluted Earnings per Equity Share		2.40	2.03
[Nominal valueper share Rs 10(previousyear Rs 10)]
Notes to the financial statements	1

The accompanying notes form an integral part of Financial Statements In terms of our report attached

For and On behalf of the Board For Aditya Spinners Limited

For. T Mohan & Associates, Chartered Accountants (FRN No 012482S) Sd/- Mohan Reddy T Partner M No: 239635

Sd/Sd/- K Sriram K Vijay Kumar Director Managing Director DIN: 05103429 DIN: 00769568

Sd/Sd/- Priyanka Baldewa P Ramamoorthy

Place: Hyderabad Date: 26.05.2023

Company Secretary Chief Financial Officer ACS: 48077

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Statement of changes in Equity for the year ended March 31, 2023

A. Equity Share Capital	A. Equity Share Capital		₹ in lakhs	₹ in lakhs
Balance as at 1st April'2022	Changes in equity share capital due to prior period errors	Restated balance as at 1st April'2022	Changes in equity share capital duringtheyear	Balance as at 31st March'2023
1674.09	-	1674.09	-	1674.09
Balance as at 1st April'2021	Changes in equity share capital due to prior period errors	Restated balance as at 1st April'2021	Changes in equity share capital duringtheyear	Balance as at 31st March'2022
1674.09	-	1674.09	-	1674.09

B. Other Equity				₹ in lakhs	₹ in lakhs
Particulars	Reserves and surplus			Other	Total
	Retained Earnings	Revaluation	Capital	Comprehensiv
		Reserve	Subsidy	e income
Balance as at 01 April 2021	92.63	-	15.00	824.44	932.08
Profit or Loss for theyear	340.34	-	-	-	340.34
Other Comprehensive Income	-	-	-	2.23	2.23
Depreciation on Revalued Assets	-	-	-	(26.46)	(26.46)
Balance as at March 31, 2022	432.98	-	15.00	800.21	1248.19
Profit or Loss for theyear	401.59	-	-	-	401.59
Other Comprehensive Income	-	-	-	(6.99)	(6.99)
Depreciation on Revalued Assets	-	-	-	(26.46)	(26.46)
Revalued Assets	-	-	-	1580.31	1580.31
Balance as at March 31, 2023	834.57	-	15.00	2347.07	3196.64
Notes to the Financial Statements	1
In terms of our report attached			For and On	behalf of the Board

For and On behalf of the Board For Aditya Spinners Limited

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For. T Mohan & Associates, Chartered Accountants (FRN No 012482S) Sd/- Partner M No: 239635

Sd/Sd/- K Sriram K Vijay Kumar Director Managing Director DIN: 05103429 DIN: 00769568

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Sd/Sd/- Priyanka Baldewa P Ramamoorthy Company Secretary Chief Financial Officer ACS: 48077

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Place: Hyderabad Date: 26.05.2023

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~~51 | P a g e~~

Cash Flow Statement for the year ended March 31,

₹ in lakhs

	Particulars	As at 31 March 2023	As at 31 March 2023	As at 31 March 2022	As at 31 March 2022
a	Cash Flow From Operating Activities:
	Net Profit before tax	384.15		348.01
	Adjustments for :
	Add: Depreciation	228.10		202.08
	Add: Interest and Finance Charges	164.09		180.12
	OperatingProfit before WorkingCapital Changes	776.34		730.21
	Changes in WorkingCapital
	-(Increase)/ Decrease in Inventories	(69.34)		74.26
	-(Increase)/ Decrease in Other Bank Balances	(0.41)		(0.40)
	-(Increase)/ Decrease in Trade Receivables	153.46		(73.91)
	- Increase /(Decrease)in Current Liabilities	49.07		(11.72)
	- (Increase) / decrease other non-current financial assets	(14.57)		(55.14)
	- Increase /(Decrease)in Current Assets	(317.20)		(61.93)
	Cash Flow from OperatingActivities		577.35		601.38
	Net Cash Flow from OperatingActivities		577.35		601.38
b	Cash Flow from Investing Activities:
	Inflow/(Outflow)
	Net Purchase of Fixed Assets	(580.60)		(12.60)
	Increase in Capital Work in Progress	-		(585.30)
			(580.60)		(597.90)
c	Cash Flow From Financing Activities:
	Inflow/(Outflow)
	Proceeds/ (Repayment) from Non-Current Borrowing	12.38		59.13
	Net Increase / (Decrease) in Current Borrowings	156.65		113.97
	Interest Paid	(164.09)		(180.12)
	Net Cash Flow from FinancingActivities		4.94		(7.02)
d	Net Increase / (Decrease) in Cash and Cash Equivalents:		1.69		(3.54)
	Cash and Cash Equivalents at the Beginning of the Year		3.34		6.88
	Cash and Cash Equivalents at the Closingof the Year		5.03		3.34
In terms of our report attached		For and On behalf of the Board For Aditya Spinners Limited

For and On behalf of the Board For Aditya Spinners Limited

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For. T Mohan & Associates, Chartered Accountants (FRN No 012482S) Sd/- Mohan Reddy T Partner M No: 239635

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Sd/Sd/- K Sriram K Vijay Kumar Director Managing Director DIN: 05103429 DIN: 00769568

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Sd/Sd/- Priyanka Baldewa P Ramamoorthy Company Secretary Chief Financial Officer ACS: 48077

Place: Hyderabad Date: 26.05.2023

~~52 | P a g e~~

Notes to the financial statements for the year ended March 31, 2023 2(i) Property, plant and equipment As at March 31, 2023 ₹ in lakhs

Particulars	Land & Site Develop ment	Buildings	Plant and Machiner y	Office Equip ment	Furnitur e & Fixtures	Compu ters	Solar Power Plant	Vehicles	Total
Gross carryingamount(Deemed cost)
Cost as at 1 April 2022	514.80	1956.82	6191.70	28.04	21.85	32.06	-	0.82	8746.09
Additions	-	-	239.28	1.91	-	1.08	876.17	47.46	1165.90
Additions – Revaluation of Land	1580.31	-	-	-	-	-	-	-	1580.31
Disposals	-	-	-	-	-	-	-	-	-
Balance as at March 31, 2023	2095.11	1956.82	6430.98	29.95	21.85	33.14	876.17	48.28	11492.30
Accumulated depreciation
Balance as at 1 April 2021	-	857.81	4207.63	22.91	20.43	31.76	-	0.66	5141.20
Depreciation for theyear	-	53.34	172.91	1.78	0.30	0.13	-	0.08	228.54
Disposals	-	-	-	-	-	-		-	-
Balance as at March 31, 2022	-	911.16	4380.54	24.69	20.73	31.89	-	0.74	5369.74
Balance as at 1 April 2022	-	911.16	4380.54	24.69	20.73	31.89	-	0.74	5369.75
Depreciation for theyear	-	53.34	173.77	1.60	0.30	0.17	22.04	3.33	254.55
Disposals	-	-	-	-	-	-	-	-	-
Balance as at March 31, 2023	-	964.50	4554.31	26.28	21.03	32.06	22.04	4.07	5624.30
Carrying Amount Net)
At March 31, 2022	514.80	1045.66	1811.16	3.35	1.12	0.17	-	0.08	3376.35
At March 31, 2023	2095.11	992.32	1876.67	3.66	0.82	1.08	854.13	44.21	5868.00
Note: The title deeds of the above immovable properties are held in the name of the Company

The Company has revalued its Land during the Financial Year. The Revaluation is based on the Sub Registrar Value (SRO) of Government of Andhra Pradesh Registration & Stamps Department

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2(ii) Particulars Capital Work-in-Progress Additions during theyear Capitalised during year Closing Capital work-in-progress
	At March 31, 2023	At March 31, 2022
	585.30	-
	290.87	585.30
	876.17	-
	-	585.30

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Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95	Notes to the Ind AS financial statements for theyear ended March 31, 2023(continued)₹ in lakhs Note Particulars As at 31 March 2023 As at 31 March 2022 3 Other Financial Assets (Unsecured,consideredgood) Deposits with: - ElectricityDepartment 155.30 140.74 - Others 0.34 0.34 155.65 141.08 4 Inventories (At lower of Cost and Net Realisable Value) (a)Raw Materials 93.50 139.26 (b)Work-in-progress 102.63 125.54 (c)Finished Goods 230.81 97.27 (d)Stores and Spares 65.54 61.07 492.48 423.14 5 Trade Receivables Trade receivables consideredgood – Secured - - Trade receivables consideredgood – Unsecured 214.42 367.87 Trade receivables which have significant increase in credit risk - - Trade receivables - credit impaired 51.12 20.07 265.54 387.95 Less: Expected Credit Loss allowance 51.12 20.07 Total Trade Receivables 214.42 367.87 Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 214.42 - - - - - 214.42 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 32.80 3.68 0.35 - 14.29 51.12 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 214.42 32.80 3.68 0.35 - 14.29 265.54 Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued) FY 2021-22 Outstanding for the following periods from due date ofpayment Sl No Particulars Not due Less Than 6 Months 6 Months – 1 Year 1-2 Years 2- 3 Years More than 3Years Total (i) Undisputed Trade Receivables '- consideredgood 193.81 174.06 - - - - 367.87 - which have significant increase in credit risk - - - - - - - (ii) Undisputed Trade Receivables - credit impaired - 1.63 0.06 0.35 9.18 8.86 20.07 - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - consideredgood - - - - - - - - which have significant increase in credit risk - - - - - - - Total 193.81 175.69 0.06 0.35 9.18 8.86 387.95
Note		Particulars				As at 31 March 2023
	3	Other Financial Assets
		(Unsecured,consideredgood)
		Deposits with:
		- ElectricityDepartment					155.30
		- Others					0.34
							155.65		141.08
	4	Inventories
		(At lower of Cost and Net Realisable Value)
		(a)Raw Materials					93.50
		(b)Work-in-progress					102.63
		(c)Finished Goods					230.81
		(d)Stores and Spares					65.54
							492.48		423.14
	5	Trade Receivables
		Trade receivables consideredgood – Secured					-
		Trade receivables consideredgood – Unsecured					214.42		367.87
		Trade receivables which have significant increase in credit risk					-

		Trade receivables - credit impaired					51.12
							265.54
		Less: Expected Credit Loss allowance					51.12
		Total Trade Receivables					214.42		367.87
	Trade Receivables Ageing Schedule FY 2022-23 Outstanding for the following periods from due date ofpay					ment
Sl No	Particulars		Not due	Less Than 6 Months	6 Months – 1 Year	1-2 Years	2- 3 Years	More than 3Years
(i)	Undisputed Trade Receivables
	'- consideredgood		214.42	-	-	-	-	-
	- which have significant increase in credit risk		-	-	-	-	-	-
(ii)	Undisputed Trade Receivables
	- credit impaired		-	32.80	3.68	0.35	-	14.29
	- which have significant increase in credit risk		-	-	-	-	-	-
(iii)	Undisputed Trade Receivables
	- consideredgood		-	-	-	-	-	-
	- which have significant increase in credit risk		-	-	-	-	-	-
	Total		214.42	32.80	3.68	0.35	-	14.29		265.54

	FY 2021-22
	Outstanding for the following periods			from due date ofpayment
Sl No	Particulars		Not due	Less Than 6 Months	6 Months – 1 Year	1-2 Years	2- 3 Years	More than 3Years
(i)	Undisputed Trade Receivables
	'- consideredgood		193.81	174.06	-	-	-	-
	- which have significant increase in credit risk		-	-	-	-	-	-
(ii)	Undisputed Trade Receivables
	- credit impaired		-	1.63	0.06	0.35	9.18	8.86
	- which have significant increase in credit risk		-	-	-	-	-	-
(iii)	Undisputed Trade Receivables
	- consideredgood		-	-	-	-	-	-
	- which have significant increase in credit risk		-	-	-	-	-	-
	Total		193.81	175.69	0.06	0.35	9.18	8.86		387.95

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Movement in expected credit loss allowance

Note	Particulars	As at 31 March 2023	As at 31 March 2022
	Balance at the beginningof theyear	20.07	5.07
	Add: Expected credit loss allowance	31.05	15.00
	Balance at the end of theyear	51.12	20.07
6(i)	Cash and Cash Equivalent
	Cash on Hand	5.03	3.34
	Balances with Banks:
	- Current Accounts	-	-
		5.03	3.34
6(ii)	Deposit - maturity within 12 months	8.60	8.19
		8.60	8.19
7	Current Loans and Advances
	(Unsecured,consideredgood)
	Advances to staff	5.27	7.89
	Advances to Land	349.00	-
		354.27	7.89

Note:

At the Meeting of Board of Directors held on 13th February'2023, it was decided to diversify business operations and explore new avenues in the industry by setting up a carton manufacturing unit for which purchase of land was approved against which an advance of Rs.349 lacs was agreed to be paid to a Director of the Company on the condition that the registration formalities in favour of the Company should be completed within 45 days. As per the terms of the agreement, the entire advance paid was received back from the Director as on the date of this Balance Sheet.

8	Income Tax Assets	Income Tax Assets	Income Tax Assets
	T D S Receivable			28.43		22.10
	T C S Receivable			2.56		2.14
				30.99		24.23
9	Other Current Assets
	(Unsecured,consideredgood)
	Advances to Suppliers			46.66		91.16
	Prepaid Expenses			18.21		14.20
	Excise Department			0.38		0.38
	Income Tax			6.00		6.00
	Incentive Receivable			9.40		15.98
	Input Tax with GST			56.99		49.34
	Interest Receivable			8.76		5.28
				146.39		182.33

	Notes to the Ind AS Financial Statements for the year ended March 31, 2023 (continued)
10	Share Capital	₹ in lakhs			₹ in lakhs
	Particulars	As at 31 March 2023			As at 31 March 2022
		Numbers	Amount		Numbers		Amount
	Authorised Share Capital
	Equityshares of Rs 10 each	24000000	2400.00		24000000		2400.00
	Preference shares of Rs.10/- each	3000000	300.00		3000000		300.00
	Total	27000000	2700.00		27000000		2700.00
	Issued, subscribed andpaid-up
	Equityshares of Rs 10 each	16740888	1674.09		16740888		1674.09
	Preference shares of Rs.10/- each	-	-		-		-
	Total	16740888	1674.09		16740888		1674.09

~~55 | P a g e~~

Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:₹ in lakhs	Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:₹ in lakhs	Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:₹ in lakhs	Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:₹ in lakhs	Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:₹ in lakhs

Ptil	As at 31 March 2023		As at 31 March 2022
arcuars	Numbers	Amount	Numbers	Amount
(i) Equity shares with voting rights
At the beginningof theyear	16740888	1674.09	16740888	1674.09
Issued duringtheyear	-	-	-	-
At the end of theyear.	16740888	1674.09	16740888	1674.09

(b) Terms/rights attached to equity shares)

The Company has issued only one class of shares referred to as Equity Shares having a par value of Rs.10/each. Each holder of Equity Shares is entitled to one vote per share.

Details of shareholders holding more than	5% equity shares in the Company:	5% equity shares in the Company:	5% equity shares in the Company:
Particulars	As at 31 March 2023 Numbers % holding		As at 31 March 2022 Numbers % holding
1. K V Naga Lalitha	5080320	30.35%	5080320	30.35%
2. K Vijay Kumar	5080320	30.35%	5080320	30.35%
3.Envean Leasing and Investments Ltd	950000	5.67%	950000	5.67%
	11110640	66.37%	11110640	66.37%


(d)	Details of Promoter's Shareholding percentage in the Company is as below:
		As at 31 March 2023		As	at 31 March	2022
	Particulars	No. of Ordinary Shares	% held	No. of Ordinary Shares		% held
	Name of Promoter's
	1. K V Naga Lalitha	5080320	30.35%		5080320	30.35%
	2. K VijayKumar	5080320	30.35%		5080320	30.35%
	Name of Promoter's Group
	3.Envean Leasing and Investments Ltd	950000	5.67%		950000	5.67%

Note:	There is no change in Promoter's share holding during the year	There is no change in Promoter's share holding during the year	₹ in lakhs
Note	Particulars	As at 31 March 2023	As at	31 March 2022
11	Other Equity
	(a) Capital Subsidy	15.00		15.00
		15.00		15.00
	(b) Retained Earnings
	Openingbalance	432.98		92.63
	Add/(less): Profit/(loss)for theyear	401.59		340.34
	ClosingBalance	834.57		432.98
	(c)Other Comprehensive Income
	OpeningBalance	800.21		824.44
	Add/(less): Additions/(deductions)duringtheyear	1546.86		(24.23)
	ClosingBalance	2347.07		800.21
	Total	3196.63		1248.19
12	Non-Current Borrowings
	(i) Secured, Term Loans*
	- from banks	966.99		981.35
	(ii) Unsecured
	Loan from Related Parties	299.00		298.68
		1265.99		1280.03

~~56 | P a g e~~

'*Current maturities of non-current borrowings have been disclosed under the head "Current Borrowings".

As at 31st March'2023

Bank Name HDFC Bank Ltd HDFC Bank Ltd HDFC Bank Ltd HDFC Bank Ltd HDFC Bank Ltd HDFC Bank Ltd Less: Current Maturities of Non- Current Borrowings Total	Loan Outstanding	Terms of Repayment	Rate of Interest 8.58% floatingrate 8.58% floatingrate 8.58% floatingrate 9.25% floatingrate 8.58% floatingrate 8.58% floatingrate
	51.40	11 monthlyinstalments
	83.73	11 monthlyinstalments
	249.87	40 monthlyinstalments
	117.29	16 monthlyinstalments
	672.75	76 monthlyinstalments
	177.47	78 monthlyinstalments
	(385.53)
	966.69

As at 31st March'2022
HDFC Bank Ltd	107.69	23 monthly instalments	8.25% floating rate
HDFC Bank Ltd	175.41	23 monthlyinstalments	8.25% floatingrate
HDFC Bank Ltd	314.43	52 monthlyinstalments	8.25% floatingrate
HDFC Bank Ltd	201.21	28 monthly instalments	8.25% floating rate
HDFC Bank Ltd	483.70	76 monthlyinstalments	7.50% floatingrate
Less: Current Maturities of Non- Current Borrowings Total	(301.09)
	981.36

(i) Term Loan is secured by first pari-passu charge on the property, plant & machinery owned by or belonging to the Company both present and future, and by second pari-passu charge on the current assets of the Company and are guaranteed by K Vijay Kumar, Managing Director and K V Naga Lalitha, Director.

The Company has used the borrowings for the purposes for which it was taken

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Term Loans also include Rs.260.42 lacs @ 8.25 p.a. received under Guaranted Emergency Credit Line Scheme.

(ii) Rate of interest on Unsecured Loan from Related Parties is 7.00% p.a

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13	Other Non Current Financial Assets
	Others	15.14	15.14
		15.14	15.14

Note	Particulars	As at 31 March 2023	As at 31 March 2022
14	Non-Current Provisions
	Provision for employee benefits:
	- Provision forgratuity	154.79	183.20
	Power billpayable - longterm	155.04	90.87
		309.83	274.07

Note:1

The Company has filed writ petition before High Court of Andhra Pradesh, Amaravathi on 14th September'2022 against levy of electricity duty @ Rs.1/- per unit by APSPDCL on the power consumed. The High Court has given interim direction to electricity department not to take any coerceive action against the Company including disconnection of power supply on the ground of nonpayment of electricity bills. The Company has made provision with respect to electricity duty under "Power Bill Payable".

Note:2

On February 24, 2023, the Andhra Pradesh Electricity Regulatory Commission (APERC) issued a notice to the Company, demanding a deposit of Rs.43,04,000/- due to a shortfall in meeting the Renewable Power Purchase Obligation (RPPO) Regulations towards purchase of electricity through open access. The Company has recorded this amount as a provision under "Power Bill Payable." Currently, the company is working on identifying remedial actions to address this demand.

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Current Borrowings	452.88 472.21 385.53 301.09 838.41 773.30	452.88 472.21 385.53 301.09 838.41 773.30
Loans Repayable on Demand
Secured
Cash Credits *	452.88
Current maturities of long-term debt	385.53
	838.41	773.30

*The Company has availed cash credit facilities from HDFC Bank Limited. This facility is secured by first pari-passu charge against all current assets, present and future, and by second pari-passu charge on the entire property, pland & machinery of the Company including land and buildings, and are guaranteed by K Vijay Kumar, Managing Director and K V Naga Lalitha, Director. The loans are repayable on demand and carries interest @ 9%.

The Company has used the borrowings for the purpose for which it was taken

Note	Particulars	As at 31 March 2023	As at 31 March 2022
16	Trade Payables
	- Micro,small and medium enterprises	5.47	3.27
	- Others	111.38	64.51
		116.85	67.78

Trade Payables Ageing Schedule Fy 2022-23

Outstanding for the following periods from due date of payment

	Particulars	Not due	Less Than 6 Months	6 Months – 1 Year	1-2 Years	2- 3 Years	More than 3Years	Total
(i)	MSME	-	5.47	-	-	-	-	5.47
(iI)	Others	-	95.84	4.68	3.33	6.60	0.93	111.38
(iii)	Disputed dues – MSME	-	-	-	-	-	-	-
(iv)	Disputed dues – Others	-	-	-	-	-	-	-
	Total	-	101.31	4.68	3.33	6.60	0.93	116.85
FY	2021-22
	Particulars	Not due	Less Than 6 Months	6 Months – 1 Year	1-2 Years	2- 3 Years	More than 3Years	Total
(i)	MSME	-	3.27	-	-	-	-	3.27
(iI)	Others	-	55.10	0.05	4.05	-	5.31	64.51
(iii)	Disputed dues – MSME	-	-	-	-	-	-	-
(iv)	Disputed dues – Others	-	-	-	-	-	-	-
	Total	-	58.37	0.05	4.05	-	5.31	67.78

Disclosures required under section 22 of the micro, small and medium enterprises development act, 2006

Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors. The amount of dues payable to Micro, Small and Medium Enterprises are as follows:

	Particulars	As at31st Mar 2023	As at 31st March 2022
(i)	The principal amount and interest due thereon remaining unpaid to anysupplier as at the end of the financialyear	5.47	3.27
(ii)	The amount of interest paid by the buyer under the Act along with the amount of payment made to the supplier beyond the appointed dayduringeach accounting year	-	-
(iii)	The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year), but without adding the interest specified under this Act.	-	-
(iv)	The amount of interest accrued and remaining unpaid at the end of the accounting year	-	-
(v)	The amount of further interest due and payable even in the succeeding year, until such date when the interest dues as above are actually paid to the small enterprise, for the purpose of disallowance of a deductable expenditure under section 23.	-	-

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Notes to the Ind AS financial statements for the year ended March 31,	Notes to the Ind AS financial statements for the year ended March 31,	Notes to the Ind AS financial statements for the year ended March 31,	2023 (continued)	2023 (continued)
Note	Particulars	As at 31 March 2023		As at 31 March 2022
17	Other Current Financial Liabilities
	Other payables(includes Salaries and wages
	payables, power payables, bonus payables and		264.41		198.96
	outstandingliabilities
			264.41		198.96
18	Other Current Liabilities
	Advances from Customers		19.03		7.68
	StatutoryDues		28.86		14.12
			47.90		21.80
19	Revenue from Operations
	Sale of Goods		6889.37		6401.00
			6889.37		6401.00
20	Other income
	(i)Interest Income		9.25		5.80
	(ii) Scrap Sales		49.25		36.60
			58.49		42.39
21	Cost of Materials Consumed
	OpeningStock		139.26		138.39
	Add: Purchases:
	- Polyester		1901.53		1729.19
	- Viscose		1258.42		1090.37
	Total		3299.22		2957.95
	Less: ClosingStock		93.50		139.26
	Cost of Material Consumed		3205.71		2818.69
	Material Consumed Comprises:
	- Polyester		1943.98		1735.51
	- Viscose		1261.73		1083.18
	Total		3205.71		2818.69
Notes to the Ind AS financial statements for theyear ended March 31,			2023(continued)
Note	Particulars	As at 31 March 2023		As at 31	March 2022
22	Changes in Inventories of Finished Goods and Work	in Progress
	Inventories at the end of theyear:
	Finished Goods		230.81		97.27
	Work-in-Progress		102.63		125.54
			333.44		222.81
	Inventories at the Beginningof the Year:
	Finished Goods		97.27		194.71
	Work-in-Progress		125.54		106.61
			222.81		301.32
	Net(increase) /decrease		(110.63)		78.51

23	Employee Benefit Expenses
	Salaries & Wages		514.33		473.93
	Stipend		451.56		381.22
	Directors Remuneration		30.00		30.00
	Contributions to Provident Fund		30.87		28.68
	Staff Welfare Expenses		60.42		58.39
	Gratuity		24.35		169.36
			1111.54		1141.57
24 Finance costs
	Interest Expenses		154.62		161.00
	Amortised Interest Cost		2.43		4.07
	Other BorrowingCosts		7.03		15.05
			164.09		180.12
25 Other expenses
	Consumption of Stores and Spareparts		285.49		241.24

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Power and Fuel			1093.10		965.44
Rent			9.25		8.05
Repairs and Maintenance – Machinery			83.97		54.34
Repairs and Maintenance – Buildings			2.28		4.81
Repairs and Maintenance - Others			36.06		41.04
Insurance			17.67		17.17
Rates and taxes			5.65		2.18
Communication			1.27		1.21
Travellingand Conveyance			55.42		46.89
Selling & Forwarding Expenses given below)	(Refer details (ii)		286.53		217.97
Donations and Contributions			2.25		2.06
Legal and Professional Charges			7.14		8.36
SecurityService Charges			12.39		12.74
Payments to Auditors (Refer details (i) given below)			1.45		1.22
Expected Credit Loss(exp)			31.05		15.00
Miscellaneous Expenses			33.95		34.70
			1964.91		1674.42
Details to Note:
(i)Payments to the Auditors Comprises:
For StatutoryAudit			1.20		1.00
For Taxation Matters			0.20		0.20
Reimbursement of Expenses			0.05		0.02
			1.45		1.22
(ii)Selling& Distribution Expenses:
- a. Freight & Forwarding			117.90		112.39
- b. Sales Commission			166.98		103.32
- c. Business Development &promotion			1.64		2.22
- d. Advertisement			-		0.04
			286.53		217.97
Relatedparty disclosures:
I. Names of relatedparties and the nature of relationships:
(i) Key managementpersonnel(KMP) :
Name		Relationship
• K VijayKumar		Managing	Director
• K Sriram		Director
• P Ramamoorthy		Chief Financial Officer
• Priyanka Baldewa		Company	Secretary

(ii) Enterprises where KMP along with their relatives have control or significant influence:
Name	Relationship
Envean Leasing & Investments Limited	KMP along with their relatives hold 99.75% Company			of shares of the
Sri Chakra Cement Limited	KMP along with their relatives hold 51.14% Company			of shares of the
Krishnarama Industrial Investments Ltd	KMP along with their relatives hold 33.23% Company			of shares of the

26 Related party disclosures (continued)					₹ in lakhs
II. Relatedparty transactions:
Particulars		As at 31	March 2023		As at 31 March 2022
Loan Taken
Envean LeasingAnd Investments Limited			263.67		52.00
K VijayKumar			779.00		671.00
Loan Repayment
Envean leasingand investments limited			255.75		360.33
K VijayKumar			792.01		598.18

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Interest On Loan Taken	Interest On Loan Taken
Envean Leasingand Investments Limited		0.76
K VijayKumar		4.65
Purchase Of Cement
Sri Chakra Cement Limited		4.09
Commission
Envean Leasing and Investments Limited		67.67
Advance for Purchase of Land
K V Naga Lalitha		349.00
Remuneration To KMP(Short Term Benefits)
K VijayKumar		30.00
Sitting Fee(Directors)		0.65

26 Relatedparty Balances
Particulars		As at 31 March 2023
Due to/(Due from)relatedparties
Envean Leasingand Investments Limited – Loan		130.00
K V Naga Lalitha		(349.00)
K Vijay kumar		169.00
27 Capital Work-in-Progress ageing: Ageingfor Capital Work-in-Progress as at March'2023 is as follows:
	Amount of Capital work-in-progress for theperiod of
Particulars	less than 1 year 1-2 years 2-3 years more than
	3years
Project inprogress	- - - -

Particulars	Amount of Capital work-in-progress for theperiod of
	less than 1 year 1-2 years 2-3 years more than 3years
Project inprogress	585.30 - - -

There are no projects where activity has been suspended or completion is overdue or exceeded its cost compared to its original plan. 28 Key Financial Ratios:

	Ratio	Numerator	Denominator	For the year ended 31 March'2023	For the year ended 31 March'2022	% of variances	Refer Note
A	Current Ratio	Current Assets	Current Liabilities	0.99	0.96	(3%)	-
B	Debt-Equity Ratio	Debt (1)	Net Worth (2)	0.44	0.71	(39%)	1
C	Debt Service Coverage Ratio	Earnings before depreciation, interest, and tax	Total amount of interest & Principal of long term loan payable or paid duringtheyear(3)	2.38	2.20	8%	-
D	Return on Equity Ratio (ROE)	Net Profits after taxes - Preference Dividend	Average Shareholder's Equity	0.10	0.12	(14%)	-
E	Inventory Turnover Ratio (times)	Sales of Products and Services	Average Inventory (4)	3.76	3.48	8%	-
F	Trade Receivables turnover ratio (times)	Sales of Products and Services	Average Trade Receivables (5)	21.08	18.64	13%	-

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	Trade
G	Payables turnover ratio Purchase Average Trade Payables (6) 34.23	38.29	(11%) -
	(times)
H	Net Capital Turnover Ratio Sales of Products and Services Current Assets - Current Liabilities (447.94)	(142.74)	214% 2
I	Net Profit Ratio Profit after Tax Sales of Products and Services 5.83%	5.32%	10% -
J	Return on Capital Employed Earnings before interest, and taxes Average Capital Employed (7) 0.08	0.12	(28%) 3
K	Return on Investments Income generated from Investments Time weighted average investments NIL	NIL	- -
	Notes : Reasons for variance more than 25% change compared withpreviousyear
Debt-Equity Ratio 'During the Financial Year ended 31s March'2023, the debt has increased due to capexplanningresulted in variation ratio.
Net	Capital Turnover Ratio 'During the Financial Year ended 31st March 2023, Sales turnover of the Company increased as compared topreviousyear.
	'During the Financial Year ended 31st March	2023, Return on Capital Employed
Return on Capital Employed decreased due to increase in capital employed as the Company embarked on
	capexplans for Solar Power Plant for captive consumption.

(1)	Debt = Long term secured loans + Current maturities of long term debt Cash Credit facilities	+ Loan term unsecured loans +
(2)	Net Worth = EquityShare Capital + Reserve and Surplus
(3)	Total amount of interest &principal of longterm loanpayable orpaid duringtheyear
(4)	Average inventory=(Opening+ Closingbalance)/ 2
(5)	Average Trade Debtors =(Opening+ Closingbalance)/ 2
(6)	Average Trade Payables =(Opening+ Closingbalance)/ 2
(7)	Capital Employed = Total Assets - Current Liabilities
	29 Other Statutory information:
(i)	The Company does not have any Benami property, where any proceeding has been initiated or pending against the Companyfor holdinganyBenami Property.
(ii)	The Company does not have any charges or satisfactory which is yet to statutory period.	be registered with ROC beyond the
(iii)	The Company has not traded or invested in Crypto currency or Virtual Currency during the Financial Year.
	The Company has not received any fund from any person(s) or entities, including foreign entities (funding
	party) with the understanding (whether recorded in writing or otherwise) that the Company shall: (a)
(iv)	directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or
	on behalf of the Funding Party (Ultimate Beneficiaries) or (b) provide	any guarantee, security or the like
	on behalf of the Ultimate Beneficiaries.
(v)	The Company has not been declared willful defaulter by any bank or financial institution or government or any government authority.
(vi)	The Companyhas no transactions with Companies struck off under Companies Act.
	The Company has no transactions which are not recorded in the	books of accounts that has been
(vii)	surrendered or disclosed as income during the year in the tax assessments under the		income tax act,1961
	(such as,search or surveyor anyother relevantprovisions of the Income Tax Act,1961).

30 Pending Legal litigations

Nature of Dues	Forum Where the dispute is pending	Forum Where the dispute is pending	Period to which the said amount relates	Amount unpaid (Rs In Lakhs)	Impact on Financials
Electricity Duty	High Court of Andhra Pradesh at Amaravathi	High Court of Andhra Pradesh at Amaravathi	F.Y. 2022- 23	76.58	Provision fully
Interest,FSA, surcharge,etc			upto F.Y. 2021-22	35.42

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Electricity Penalty Act, 2003

Demand issued Demand issued F.Y. 202243.04 on Feb 2023 not on Feb 2023 not 23 appealed before appealed before any forum any forum

created

31 Deferred tax, net

Particulars	As at 31 March 2023	As at 31 March 2022
Deferred tax assets arising on account of:
Property, plant and equipment	(46.47)	(10.64)
Provision for Employee Benefits	2.36	(0.75)
Others	497.53	445.01
Deferred tax liabilities arising on account of:
Others	-	-
Deferred tax asset/(Liability), net	453.41	433.62

Movement in deferred tax assets, net

Particulars	Property, plant and equipment	Provision for employee benefits	Others	Total
As at 1 April 2021
Credited
- to statement of profit and loss	7.67	-	-	7.67
For the year ended 31 March 2022	(17.56)	-	-	(17.56)
- to OCI	-	(0.75)	444.26	443.51
As at 31 March 2022
Credited
- to statement of profit and loss	(17.44)	-	-	(17.44)
- For the year ended 31 March 2023	(29.03)	-	497.53	468.50
- to OCI	-	2.36	-	2.36
As at 31 March 2023	(46.47)	2.36	497.53	453.41

Notes to the Ind AS financial statements for the year ended March 31, 2023 (continued)

32 Employee Benefits Obligation

Defined contribution plans - Provident fund:

Contribution towards employee provident fund, which is a defined contribution plan for the period aggregated to Rs 30.87 lacs charged in the statement of profit and loss.

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33 Defined Benefit Plan - Gratuity:

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In accordance with the 'Payment of Gratuity Act, 1972' of India, the Company provides for gratuity, a defined retirement benefit plan (the 'Gratuity Plan') covering eligible employees. Liabilities with regard to such gratuity plan are determined by an independent actuarial valuation and are charged to the Statement of Profit and Loss in the period determined. The gratuity plan is administered by Life Insurance Corporation of India.

		₹ in lakhs As at 31 March 2022 102.31 156.24 16.33 (2.97) (35.98) 235.92 235.92 52.72 183.20
Particulars	As at 31 March 2023
Change in defined Benefit Obligation
Openingdefined Benefit Obligation	235.95
Current Service Cost	12.77
Interest Cost	17.43
Actuarial Loss on Obligation	5.12
Benefits Paid	(7.48)
Defined Benefit Obligation at the end of the Year	263.76
Amount recognised in the balance sheet
Defined Benefit Obligation at the end of the Year	263.76
Fair Value of Plan Assets at the end of the Year	108.97
Liability Recognised in the Balance Sheet	154.79

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Expense Recognised in the Statement of	Expense Recognised in the Statement of	Expense Recognised in the Statement of	Expense Recognised in the Statement of	Expense Recognised in the Statement of	Profit and	Profit and	Profit and	Loss
Particulars										As at		31 March 2023			As at	31		March 2022
Current Service Cost														12.77				156.24
Interest Cost														17.43				16.32
Expected return on Plan Assets														(5.85)				(3.21)
Net Actuarialgain /(loss)Recognized in the Year														9.35				(2.97)
Net cost recognised in the statement of Profit or Loss														33.71				166.38

Summary of actuarial assumptions:
Particulars										As at		31 March 2023			As at	31		March 2022
Discount Rate														7.25%				7.00%
SalaryEscalation Rate														7.00%				6.00%
Mortalitytable												IALM(2006-08)					IALM(2006-08)

Notes to the Ind AS financial statements					for the	year ended				March	31, 2023			(continued)
Consumption details Raw Materials & Stores & Spares
					Raw Material									Stores & Spares
			2022-23					2021-22				2022-23				2021-22
Particulars			%		Rs.			%		Rs.		%		Rs.	%			Rs.
		Imported	4.96%		158.86			2.99%		84.32		-		-	-			-
		Indigenous	95.04%	3046.85			97.01%		2734.37			100%	285.49		100.00%			241.24

	Earnings and Expenditure in Foreign			Exchange
	Particulars													2022-23				2021-22
	Export ofgoods Calculated on FOB basis													Nil				Nil
	Royalty,know-how, professional and consultation							fees						Nil				Nil
	Interest and dividend													Nil				Nil
	Other Income,indicatingthe nature thereof													Nil				Nil

	Auditor's Remuneration													2022-23				2021-22
	- Statutory Audit													1.00				1.00
	- Tax Audit													0.20				0.20
		f						f

Balances due to or due from parties are subject to confirmation

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Previous year figures have been regrouped / reclassified wherever necessary to confirm to the current year classification.

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Figures have been rounded off to nearest rupee.

As per our report of even date

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For. T Mohan & Associates, Chartered Accountants (FRN No 012482S) Sd/- Partner M No: 239635

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Place: Hyderabad Date: 26.05.2023

For and On behalf of the Board For Aditya Spinners Limited

Sd/Sd/- K Sriram K Vijay Kumar Director Managing Director DIN: 05103429 DIN: 00769568

Sd/Sd/- Priyanka Baldewa P Ramamoorthy Company Secretary Chief Financial Officer ACS: 48077

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Form ISR – 1

(see SEBI circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/655 dated November 03, 2021 on Common and Simplified Norms for processing investor’s service request by RTAs and norms for furnishing PAN, KYC details and Nomination)

REQUEST FOR REGISTERING PAN, KYC DETAILS OR CHANGES / UPDATION THEREOF [For Securities (Shares / Debentures / Bonds, etc.) of listed companies held in physical form]

Date: ___ / /___

A. I / We request you to Register / Change / Update the following (Tick  relevant box)

A.I / We requestyou to Register / Change / Update	the following (Tick  relevant box)
PAN	Postal Address
Bank details	E-mail address
Signature	Mobile number
Demat Account details
B. Security Details:
Name of the Issuer Company	Folio No.:
Name(s) of the Security holder(s) as per the Certificate(s)	1. 2. 3.
Number & Face value of securities
Distinctive number of securities	From To

C. I / We are submitting documents as per Table below (tick as relevant, refer to the instructions):

		Document / Information / Details
1		PAN of(all)the(joint)holder(s)
PAN Whether it is Valid (linked to Aadhaar):  Yes  No		 PAN shall be valid only if it is linked to Aadhaar by March 31, 2022* For Exemptions / Clarifications on PAN, please refer to Objection Memo in page 4
2	Demat Account Number	 Also provide Client Master List (CML) of your Demat Account, provided by the DepositoryParticipant.
3	Proof of Address of the first holder	Provide any one of the documents, only if there is change in the address;  Client Master List (CML) of your Demat Account, provided by the Depository Participant  Valid Passport/ Ration Card/ Registered Lease or Sale Agreement of Residence / Driving License / Flat Maintenance bill.  Utility bills like Telephone Bill (only land line), Electricity bill or Gas bill - Not more than 3 months old.  Identity card / document with address, issued by any of the following: Central/State Government and its Departments, Statutory / Regulatory Authorities, Public Sector Undertakings, Scheduled Commercial Banks, Public Financial Institutions.  For FII / sub account, Power of Attorney given by FII / sub-account to the Custodians (which are duly notarized and / or apostilled or consularised) that gives the registered address should be taken.  Theproof of address in the name of the spouse
4	Bank details	Provide the copy of the bank statement with details of bank name, branch, account number and IFS Code or copy of cheque leaf. Alternatively,Bank details available in the CML will be updated in the folio.
5	E-mail address	_________ Alternatively the e-mail address available in the CML will be updated in the folio
6	Mobile	________ Alternatively the mobile number available in the CML will be updated in the folio
7	Specimen Signature	 Provide banker’s attestation of the signature of the holder(s) as per Form ISR – 2 in SEBI circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/655 dated November 03, 2021) and  Original cancelled cheque
8	Nomination**	 Providing Nomination: Please submit the duly filled up Nomination Form (SH- 13) or ‘Declaration to Opt out of Nomination’ as per Form ISR–3, in SEBI circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/655 dated November 03,2021

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 Change in Existing Nomination: Please use Form SH-14 in SEBI circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/655  Cancellation of Existing Nomination: Please use Form SH-14 and Form ISR – 3

or any date as may be specified by the CBDT

** Nomination ( Form SH-13 or SH-14 ) / ‘Declaration to Opt-Out of nomination’ ( Form ISR – 3 ), has to furnished by the holder(s) separately for each listed company.

Mode of submission of documents to the RTA

Please use any one of the following mode;

In Person Verification ( IPV ): by producing the originals to the authorized person of the RTA, who will retain copy(ies) of the document(s)
In hard copy: by furnishing self-attested photocopy(ies) of the relevant document, with date
Through e-mail address already registered with the RTA, with e-sign of scanned copies of documents
Service portal of the RTA with e-sign with scanned copies of documents, if the RTA is providing such facility

Note

 It is mandatory for holders of physical securities in listed company to furnish PAN, full KYC details (address proof, bank details, e-mail address, mobile number) and Nomination (for all the eligible folios).

 Upon receipt or up-dation of bank details, the RTA automatically, pay electronically, all the moneys of / payments to the holder that were previous unclaimed / unsuccessful.

 RTA shall update the folio with PAN, KYC details and Nominee, within seven working days of its receipt. However, cancellation of nomination, shall take effect from the date on which this intimation is received by the company / RTA.

 RTA shall not insist on Affidavits or Attestation / Notarization or indemnity for registering / up-dating / changing PAN, KYC details and Nomination.

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Authorization : I / We authorise you (RTA) to update the above PAN and KYC details in my / our folio (s) ___, __, in which I / We are the holder(s) (strike off what is not applicable).

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Declaration: All the above facts stated are true and correct.

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Declaration:All the above facts st	Declaration:All the above facts st	ated are true and correct.	ated are true and correct.

Holder 1		Holder 2		Holder 3
Signature					
Name					
Fullpostal address			
PIN			

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Objection Memo that can be raised by the RTA (only if the relevant document / details is / are not available in the folio or if there is a mismatch / discrepancy in the same or change thereof)

Note

RTAs shall raise all objections, if any / at all, in one instance only; the RTA shall not raise further objections on the same issue again and again, after the holder / claimant furnishes all the prescribed documents and details, unless there is any deficiency / discrepancy in the same.

No.	Item	Documents / Details to be provided to the RTA by the holder(s) / claimant(s)
1	PAN – Exceptions and Clarification	‘Exemptions/clarifications to PAN’, as provided in clause D to ‘Instructions/Check List for Filing KYC Forms’ in Annexure – 1 toSEBI circular No. MIRSD/SE/Cir-21/2011 dated October 05, 2011on Uniform Know Your Client (KYC) Requirements for the Securities Market, shall also applicable for holder(s)/ claimant(s)of securities held inphysical mode.
2	Minor mismatch in Signature - minor	The RTA shall intimate the holder at the existing address, seeking objection,if any,within 15 days
3	Major mismatch in Signature or its non- availability with the RTA	 Banker’s attestation of the signature of the holder(s) as perForm ISR – 2  Original cancelled cheque
4	Mismatch in Name	Furnish any one of the following documents, explaining the difference in names;  Unique Identification Number (UID) (Aadhaar)  Valid Passport  Driving license  PAN card with photograph  Identity card / document with applicant’s Photo, issued by any of the following: Central / State Government and its Departments, Statutory / Regulatory Authorities, Public Sector Undertakings, Scheduled Commercial Banks, Public Financial Institutions  Marriage certificate  Divorce decree
5	Present address of the holder is not matching with the address available in the folio	RTA shall issue intimation to both the old and new addresses. If the letters sent to either the old and or new addresses is / are undelivered or if there is an objection in response to this letter, then provide any one of the following;  any one of the documents in row 3 inTable C, reflecting the old address or  Counterfoil of dividend warrant received from the company or  Bank statement showing the credit of previous dividend received The above procedure will be applicable for request for change in address of the holder also

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AI assistant

Aditya Spinners Ltd. — Annual Report 2023

60310_rns_2023-07-24_97d9f5e9-f5b6-4e6c-b921-6613b17d2a7a.pdf

Sub: Submission of Annual Report including Notice of AGM for the Financial Year 2022-2023 under Regulation 34 of Securities and Exchange Board of India (LODR), Regulations, 2015.

For Aditya Spinners Limited

NOTICE OF 31[ST] ANNUAL GENERAL MEETING

ORDINARY BUSINESS:

2. Appointment of Sri. K Vijay Kumar (DIN: 00769568) as a Director liable to retire by rotation

3. Appointment of Sri K Sriram (DIN: 05103429) as a Director liable to retire by rotation

SPECIAL BUSINESS:

6. Approval for making investments, giving loans, guarantees and security in excess of limits provided under Section 186 of the Companies Act, 2013

7. Approval for entering into the contracts/ arrangements /transactions with related parties

EXPLANATORY STATEMENT

Item No. 4:

Item No. 5:

Item No. 6:

Item No. 7:

NOTES:

CDSL e-Voting System – For e-voting and Joining Virtual meetings.

DETAILS OF DIRECTORS SEEKING APPOINTMENT/ RE-APPOINTMENT AT THE ANNUAL GENERAL MEETING (Pursuant to Regulation 36 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015, the brief profile of Directors eligible for re-appointment vide item no. 2, 3 & 4 is as follows:)

The Members

FINANCIAL RESULTS:

STATE OF COMPANY’S AFFAIRS :

DIRECTORS AND KEY MANAGERIAL PERSONNEL :

DIRECTOR’S RESPONSIBILITY STATEMENT:

DECLARATION BY INDEPENDENT DIRECTORS :

BOARD MEETINGS :

POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION

AUDIT COMMITTEE :

AUDITORS:

VIGIL MECHANISM:

LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 :

CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

PARTICULARS OF EMPLOYEES AS PER THE RULE-5(2) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULE, 2014 .

CONVERSATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO :

RISK MANAGEMENT POLICY:

DEPOSITORY SYSTEM

BOARD EVALUATION :

ANNUAL RETURN:

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

CORPORATE GOVERNANCE REPORT:

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:

ACKNOWLEDGEMENT:

The Members of

8. We further report that:

We further report that,

ANNEXURE A’

 CONSERVATION OF ENERGY

1. INDUSTRY STRUCTURE & DEVELOPMENTS:

MARKETING:

Government Initiatives:

2. STRENGTHS, OPPORTUNITIES, WEAKNESS AND THREATS:

STRENGTH:

OPPORTUNITIES:

WEAKNESSES:

THREATS:

3. SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE:

4. OUTLOOK:

5. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Key elements of the Internal Control Systems are as follows:

6. FINANCIAL AND OPERATIONAL PERFORMANCE:

7. HUMAN RESOURCES DEVELOPMENT AND INDUSTRIAL RELATIIONS:

8. ACCOUNTING TREATMENT

9. CAUTIONARY STATEMENT:

ANNEXURE—5 REPORT ON CORPORATE GOVERNANCE

1. COMPANYS’ PHILOSOPHY:

2. BOARD OF DIRECTORS:

 No. of other Board Committees they are members/Chairman:

 Confirmation and Declarations:

 Training of Independent directors:

 Performance Evaluation of non-executive and Independent Directors

 Separate Meeting of the Independent Directors:

4. AUDIT COMMITTEE:

5. NOMINATION AND REMUNERATION COMMITTEE:

i) Terms of Reference:

ii) Composition:

iii) No. of Meetings held during the year:

6. STAKEHOLDERS’ RELATIONSHIP COMMITTEE:

i) Terms of reference:

ii) Composition:

Aditya Spinners Ltd. Annual Report 2023