ZENPACK PREMIUM INDUSTRIES PRIVATE LIMITED
REGD ADD: - PLOT NO. 1820 G.I.D.C., PANCH MAHALS, HALOL, GUJARAT, INDIA, 389350
CIN: U25209GJ2018PTC101785
Email: kamalmbhandari@[Link] MO- 8511444016
Director’s Report
To,
The Members of
ZENPACK PREMIUM INDUSTRIES PRIVATE LIMITED
Your directors take pleasure in presenting the Directors’ Report on your company for the financial
year ended, 31st March 2025.
FINANCIAL HIGHLIGHTS
Particulars 2024-25 2023-24
Revenue from Operations 10,40,24,738 7,39,31,438
Other Income 73,897 2,61,487
Total Income 10,40,98,635 7,41,92,925
Depreciation 21,10,117 12,32,792
Tax
Current Tax 10,000,00 8,50,000
Deferred Tax 90,975 (83,542)
Profit/(Loss) after Tax 28,86,593 20,27,590
Earnings per share (Rs.):
Basic 28.87 20.28
Diluted 28.87 20.28
STATE OF COMPANY’S AFFAIRS
During the year under review, the total Income of the Company was Rs 10,40,98,635/- against Rs
7,41,92,925/- in the previous year, which shows an increase in revenue. During the period, The
Company has a profit of Rs 28,86,593/- compared to Rs 20,27,590/- in the previous year.
TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THE COMPANIES ACT, 2013
For the financial year ended 31st March 2025, the Company is proposed to retain amount of
profit/loss.
DIVIDEND
Your directors do not recommend any dividend for the year ended 31st March 2025.
MATERIAL CHANGES AND COMMITMENTS, IF ANY, CRITERIA SPECIFY
There were no material changes and no commitment made by the directors to affect financial
position of the company. So, no criteria need to be specified for the year.
DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES
As of March 31, 2025, the Company does not have any subsidiary/joint venture/associate
companies.
CHANGE IN THE NATURE OF BUSINESS
There is no change in the nature of the business of the company.
SHARE CAPITAL
As on 31st March 2025, the paid-up Equity Share Capital of your Company was Rs. 10,00,000
(Rupees Ten lakhs). During the year under review, the Company has not issued any shares.
ANNUAL RETURN
As per MCA vide Notification dated 05.03.2021 The Extract of Annual Return as required under
section 92(3) of the Companies Act, 2013 in Form MGT-9 is not required to be prepared from
Financial Year 2020-21 onwards hence not applicable.
The Company does not have a website. Therefore, there is no need for publication of the annual
return.
MEETINGS OF THE BOARD OF DIRECTORS
The following Meetings of the Board of Directors were held during the Financial Year 2024-25:
SN Date of Meeting Board Strength No. of Directors Present
1 10/06/2024 5 5
2 16/09/2024 5 5
3 10/12/2024 5 5
4 18/03/2025 5 5
5
PRESENCE/ATTENDANCE OF DIRECTORS IN THE MEETINGS
SN Name of Director Board Meeting Committee Meeting AGM
No of No of % No of No of %
Meeting Meeting Meeting Meeting
held attended held attended
1 KAMAL MANGILAL 2 2 100.00 0 0 Y
BHANDARI
2 DIMPAK MANGILAL 2 2 100.00 0 0 Y
BHANDARI
3 SANJAM BHANDARI 2 2 100.00 0 0 Y
4 MOHIT MANGILAL 2 2 100.00 0 0 Y
BHANDARI
5 SRIPAL RAMESH JAIN 2 2 100.00 0 0 Y
COMPLIANCE WITH SECRETARIAL STANDARDS
Pursuant to the provisions of Section 118 (10) of the Companies Act, 2013, compliance with
secretarial standards relating to General Meeting and Board Meeting specified by the Institute of
Company Secretaries of India (ICSI) as approved by the Central Government is mandatory effective
from July 1, 2015. The Company is adhering to the standards issued by the ICSI.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company
confirms that-
(a) In the preparation of the annual accounts, the applicable accounting standards had been followed
along with proper explanation relating to material departures;
(b) The directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the company at the end of the financial year and of the profit and loss of the
company for that period;
(c) The directors had taken proper and sufficient care of the maintenance of adequate accounting
records in accordance with the provisions of this Act for safeguarding the assets of the company and
for preventing and detecting fraud and other irregularities;
(d) The directors had prepared the annual accounts on a going concerning basis; and
(e) The directors, in the case of a listed company, had laid down internal financial controls to be
followed by the company and said that such internal financial controls are adequate and operated
effectively.
(f) The directors had devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operated effectively.
STATUTORY AUDITOR AND AUDITORS’ REPORT
At the Annual General Meeting, M/s. Mandowara Laddha & Associates, Chartered Accountant(s),
having (Firm Registration Number – 127869W) was appointed as statutory auditors of the company
to hold office till the conclusion of the Annual General Meeting to be held in the calendar year 2029-
30. In terms of the first proviso to Section 139 of the Companies Act, 2013, the appointment of the
auditors shall be placed for ratification at every Annual General Meeting. Accordingly, the
appointment of M/s. Mandowara Laddha & Associates, Chartered Accountants, as statutory auditor
of the company, is arranged for ratification by the shareholders .
Company has received certificate from the Auditors to the effect they are not disqualified to continue
as statutory auditors under the provisions of applicable laws.
There are no observations (including any qualification, reservation, adverse remark or disclaimer) of
the Auditors in their Audit Report that may call for any explanation from the Directors. Further, the
notes to accounts referred to in the Auditor`s Report are self-explanatory.
FIXED DEPOSITS
The company has not accepted deposits from public within the meaning of Section 73 of the
Companies Act, 2013.
LOANS, GUARANTEES AND INVESTMENTS
The Company has not made / given / advanced any Loan, Guarantee and Investment during the
financial year covered under section 186 of the Companies Act, 2013.
RELATED PARTY TRANSACTIONS
All contracts / arrangements / transactions entered by the Company during the financial year with
related parties were in the ordinary course of business and on an arm’s length basis. During the year,
the Company had not entered any contract / arrangement / transaction with related parties which
could be considered material in accordance with the policy of the Company on materiality of related
party transactions
Further all the necessary details of transaction entered with the related parties as defined under
Section 188 of the Companies Act, as defined under Section 2 (76) of the said Act, are attached
herewith in form no. AOC-2 for your kind perusal and information.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS
AND OUTGO
Information on conservation of Energy, Technology absorption, Foreign Exchange earnings and
outgo required to be disclosed under Section 134 of the Companies Act, 2013 read with Companies
(Accounts) Rules, 2014 are provided hereunder:
PARTICULARS REMARKS
A) CONSERVATION OF ENERGY:
> the steps taken or impact on conservation The Corporation is taking due care for using
of energy; electricity in the office and its branches. The
> the steps taken by the company for utilizing Corporations usually take care for optimum
alternate sources of energy; utilization of energy. No capital investment on
> the capital investment on energy energy Conservation equipment made during the
conservation equipment; financial year.
B) TECHNOLOGY ABSORPTION:
> the efforts made towards technology If Any
absorption;
> benefits derived like product improvement, If Any
cost reduction, product development or
import substitution;
> in case of imported technology (imported If Any
during the last three years reckoned from
the beginning of the financial year)-
(a) the details of technology imported;
(b) the year of import;
(c) whether the technology has been
fully absorbed;
(d) If not fully absorbed, areas where
absorption has not taken place, and
the reasons thereof; Not applicable
for 5 years period is over
> the expenditure incurred on Research and If Any
Development
(c FOREIGN EXCHANGE EARNINGS AND OUTGO:
)
> The Foreign Exchange earned in terms of If Any
actual inflows during the year and the
Foreign Exchange outgo during the year in
terms of actual outflows
INTERNAL FINANCIAL CONTROLS
The Companies Act, 2013 re-emphasizes the need for an effective Internal Financial Control system
in the Company. The system should be designed and operated effectively. Rule 8(5) (viii) of
Companies (Accounts) Rules, 2014 requires the information regarding adequacy of Internal
Financial Controls with reference to the financial statements to be disclosed in the Board`s report.
To ensure effective Internal Financial Controls the Company has laid down the following measures:
1. The internal financial control systems are commensurate with the size and nature of its operations.
2. All legal and statutory compliances are ensured monthly. Non-compliance, if any, is seriously
taken by the management and corrective actions are taken immediately. Any amendment is
regularly updated by internal as well as external agencies in the system.
3. Approval of all transactions is ensured through a preapproved Delegation of Authority Schedule
which is reviewed periodically by the management.
4. The Company follows a robust internal audit process. Transaction audits are conducted regularly
to ensure accuracy of financial reporting, safeguard and protection of all the assets. Fixed Asset
verification of assets is done on an annual basis. The audit reports for the above audits are
compiled and submitted to Board of Directors for review and necessary action.
BOARD EVALUATION
The Board evaluated the effectiveness of its functioning and that of the Committees and of individual
directors by seeking their input on various aspects of Board/Committee Governance.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of The
Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013.
Internal Complaints Committee (ICC) has been set up to redress complaints received regarding
sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under
this policy.
CAUTIONARY STATEMENT
The statements contained in the Board’s Report contain certain statements relating to the future and
therefore are looking forward to within the meaning of applicable laws and regulations.
Various factors such as economic conditions, changes in government regulations, tax regime, other
statues, market forces, and other associated and incidental factors may however lead to variation
in actual results.
GENERAL
Your directors state that no disclosure or reporting is required in respect of the following items as
there were no transactions on these items during the year under review:
1. Details relating to deposits covered under Chapter V of the Act.
2. Issue of equity shares with differential rights as to dividend, voting or otherwise.
3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme
save and except ESOS referred to in this Report.
4. Neither the Managing Director nor the Whole-time Directors of the Company receive any
remuneration or commission from any of its subsidiaries.
5. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact
the going concern status and Company’s operations in future.
Your directors further state that during the year, there were no cases filed pursuant to the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
ACKNOWLEDGEMENT
Your directors wish to express their grateful appreciation for the continued co-operation received
from the Banks, Government Authorities, Customers, Vendors and Shareholders during the year
under review. Your directors also wish to place on record their deep sense of appreciation for the
committed service of the Executives, staff and Workers of the Company.
Date 16/09/2025
Place Vadodara
For & on behalf of the Board of Directors
Sd/-
Mr. KAMAL MANGILAL BHANDARI
DIN: 08049481
(Director)