IMP Powers : Annual Report 2023

61st ANNUAL REPORT 2 0 2 2 - 2 0 2 3

IMP Powers

Limited.

ISO 9001:2008 ISO 14001:2004 COMPANY

Page 2

IMP POWERS LIMITED.

IMP POWERS LIMITED

CIN: L31300DN1961PLC000232

Registered Office: Survey No. 263/3/2/2, Village Sayli, Umar Kuin Road, Silvassa - 396 230,Dadra

NagaHaveli (U.T.) E-mail:[e-mail]: www.imppowers.com

B OA R D OF DI RE C T OR S

Shri Ramdas T. Rajguroo : Chairman & Independent Director

Shri Ajay R. Dhoot : Vice-Chairman & Whole-time Director

Shri Aditya R. Dhoot : Managing Director Shri Praveen Saxena:Independent Director

C H IE F F IN A N CIA L OF F I CE R

Shri Shanti Lal Surana (upto 04th July, 2022)

C OM P A N Y SE C RE T A RY

Ms. Deepali Rohira (w.e.f. 28th August, 2023 )

B A N KE R S

State Bank of India

Bank of India

The Karnataka Bank Limited

IDBI Bank Limited

Axis Bank Limited

Indian Bank

STATUTORY A UD I T OR S

M/s. Shyam S. Gupta & Associates

I N TE R N AL A U DI T OR S

M/s. SN Nanda & Co

S E C RE TA R IA L AU D I T OR

M/s Harsh Kothari & Associates

R E GI S T RA R & SH A R E T R A N S - F E R A GE N TS

Link Intime India Private Limited C-101, 247 Park, L. B. S. Marg, Vikhroli (West), Mumbai - 400 083, Maharashtra

R E GI S TE RE D OF F I CE & FACTORY

Survey No. 263/3/2/2, Village Sayli Umar Kuin Road, Silvassa - 396 230,

Dadra & Nagar Haveli (U.T.) Fax. No. 0260 - 2681043

Email ID: [e-mail]

C OR P OR A T E OFF I CE

Film Centre, 2nd Floor Unit No. 21A, 68, Tardeo Road,

Mumbai - 400 034, Maharashtra

Email ID: [e-mail]

61st ANNUAL REPORT 2022-2023.	Page 3

Table of Contents

1. Notice

………………………….4

1. Resolution Professionals Report ………………………….12
2. Report on Corporate Governance ………………………….27
3. Management Discussion and Analysis ………………………….36

5. Standalone Financials	………………………….37-71
a.Independent Auditor's Report ………………………….37
b.Balance Sheet .	………………………….45
c.Profit & Loss Statement	………………………….46
d.Cash Flow Statement	………………………….47

e.Notes to Financial Statement	………………………….48
6. Consolidated Financials	………………………….72-109
a.Independent Auditor's Report	………………………….72
b.Consolidated Balance Sheet	………………………….78

c.Consolidated Profit & Loss Statement ………………………79

d.Consolidated Cash Flow Statement ………………………….80

e. Notes to Consolidated Financial Statement ……………….81

Page 4	IMP POWERS LIMITED.

NOTICE OF THE 61ST ANNUAL GENERAL

MEETING

NOTICE is hereby given that the 61st Annual General Meeting of the members of IMP Powers Limited will be held on Saturday, 30th September, 2023 at 11.00 a.m. through Video Conferencing (―VC‖) / Other Audio Visual Means (―OAVM‖), to transact the following busi- ness:

ORDINARY BUSINESS:

1. To receive, consider and adopt the Audited Financial Statements (Standalone & Consolidated) of the Company for the Financial year ended 31st March, 2023 together with the Reports of the Board of Directors and Auditors thereon.
2. To appoint a Director in place of Shri Ajay R. Dhoot (DIN: 00210424), who retires by rotation and being eligible, has offered himself for re- appointment.
3. To appoint Statutory Auditors:

To consider and if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:

―RESOLVED THAT pursuant to the provisions of Section 139, 142 and other applicable provisions if any, of the Companies Act, 2013, (including any statutory modification(s) of re-enactment thereof for the time being in force), read with the Companies (Audit & Auditors) Rules, 2014, as amended from time to time, M/s. Shyam S. Gupta & Associ- ates, Chartered Accountants (Firm Regn. No. 0007309C), be and are hereby appointed as the Statutory Auditors of the Company for a period of

1 (one) year (Financial Year 2023-24 ) from the conclusion of this 61st Annual General Meeting

(―AGM‖) upto the conclusion of 62nd AGM of the Company at such remuneration as may be mutu- ally agreed between the Board of Directors/ Reso- lution Professional of the Company and the afore- said Statutory Auditors, from time to time.

RESOLVED FURTHER THAT the Board of Direc- tors/ Resolution Professional be and is hereby authorized to do all acts and take such steps as may be deemed necessary and proper to give effect to the aforesaid Resolution.‖

SPECIAL BUSINESS:

4. To consider and if thought fit, to pass, with or with- out modification(s), the following resolution as an Ordinary Resolution:

―RESOLVED THAT pursuant to the provisions of Section

148 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, [including any statutory modification(s) or re-enactment thereof] for the time being in force, a remuneration of Rs. 50,000/- (Rupees Fifty Thousand only) as approved by the Resolution Professional / Board of Directors of the Company, be paid to M/s. NNT & Co., Cost Account- ant, for the conduct of the Audit of the cost accounting records of the Company, for the financial year ending 31st March, 2024, be and is hereby ratified and confirmed.‖

For IMP Powers Limited

Sd/- Mukesh Verma

Resolution Professional

IBBI Reg. no. IBBI/IPA-001/IP-P01665/2019- 2020/12522

Date: September 04, 2023

Place: Mumbai

R E G I S T E R E D O F F I C E :

Survey No.263/3/2/2,Umar Kuin Road, Village Sayli, Silvassa - 396 230, Dadra & Nagar Haveli (U.T.)

CIN: L31300DN1961PLC000232

NOTES:

1. In accordance with the Circular No. 14/2020 dated April 08, 2020, Circular No.17/2020 dated April 13, 2020 issued by the Ministry of Corporate Affairs fol- lowed by Circular No. 20/2020 dated May 05, 2020, Circular No. 02/2021 dated January 13, 2021, Cir- cular No. 21/2021 dated December 14, 2021, Circu- lar No. 2/2022 dated May 05, 2022 and Circular No. 10/2022 dated December 28, 2022 (collectively referred to as ‗MCA Circulars') and Circulars dated

May 12, 2020, January 15, 2021, May 13, 2022 and January 05, 2023 issued by the Securities and Ex- change Board of India (‗SEBI') and in compliance with the provisions of the Companies Act, 2013 (‗the

Act), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regula- tions, 2015 (―Listing Regulations'), the 61st Annual General Meeting of the members of the Company

(‗AGM') is being held through Video Conferencing

61ST ANNUAL REPORT 2022-2023.	Page 5

(VC)/Other Audio Visual Means (OAVM), without the physical presence of the members at a common venue. National Securities and Depository Limited (NSDL) shall be providing facility for voting through remote e-voting, for participation in the AGM through VC/OAVM facility and e-voting during the AGM. The procedure for participating in the meeting through VC/OAVM is annexed herewith and is also available at the Company's website atwww.imp-powers.com

1. AGM is being held pursuant to the MCA circulars through VC/OAVM, physical attendance of members has been dispensed with attendance of the members through VC/OAVM facility by only will be counted for the purpose of reckoning the quorum under section 103 of the Companies Act, 2013 (―The Act‖) Accordingly, the facility for appointment of proxies by the members will not be available for this AGM and hence the proxy form, attendance slip and route map of AGM are not annexed to this notice.
2. The Institutional/Corporate Shareholders (i.e. other than individuals/HUF/NRI etc.) are required to send a scanned copy (PDF/JPG format) of its Board or govern- ing body resolution/authorization etc., with attested specimen signature of the duly authorized representa- tive, authorizing its representative to attend the AGM through VC/OAVM on its behalf and to vote through e- voting. The said resolution/authorization shall be sent to the Company by email through its registered email address [e-mail] a copy marked to e-voting@ nsdl.co.in at least 48 hours before the commencement of AGM.
3. The Register of Members and the Share Transfer books of the Company will remain closed from 23rd Septem- ber, 2023 to 30th September, 2023 (both days inclu- sive).
4. The Members can join the AGM in the VC/OAVM mode 15 minutes before the scheduled time of the com- mencement of the Meeting by following the procedure mentioned in the Notice.
5. Brief details of the Director who is seeking reappoint- ment, pursuant to Regulations 36(3) of the Listing Reg- ulations and Clause 1.2.5 of Secretarial Standards on
   General Meetings (‗SS-2') issued by The Institute of Company Secretaries of India (‗ICSI'), is annexed hereto.
6. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 in respect of Item No. 4 above is annexed hereto and forms part of the Notice.
7. The Company's Registrar and Transfer Agents for its share registry work (Physical and Electronic) are Link Intime India Private Limited.
8. Members holding shares in physical form are requested to inform the Company's Registrars and Transfer Agents
   (RTA), M/s. Link Intime India Private Limited immediate- ly of any change in their address and bank details. Members holding shares in dematerialized form are

requested to intimate all changes with respect to their address, bank details etc. to their respective Depository Participants. These changes will then be automatically reflected in the Company's records. This will help the Company to provide efficient and better service to the Members.

1. Members holding shares in dematerialized form are requested to register their latest Bank Account details (Core Banking Solutions enabled account number, 9 digit MICR and 11 digit IFSC code) and Permanent Account Num- ber (PAN) with their Depository Participants with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their PAN details to the Com- pany's RTA as the same is mandated by the Securities and Exchange Board of India.
2. As per Regulation 40 of the Listing Regula- tions, as amended, securities of listed compa- nies can be transferred only in dematerialized form with effect from, April 1, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their hold- ings to dematerialized form. Members can contact the Company or RTA in this regard.
3. Queries on accounts may please be sent to the Company 10 (Ten) days in advance of the An- nual General Meeting so that the answers may be made available at the meeting.
4. The Company is in process of transferring unclaimed amounts of Final Dividend for F.Y. 2013 -14 to the Investor Education and Pro- tection Fund, as required under Section 124 & 125 of the Companies Act, 2013.
5. The Company is concerned about the envi- ronment protection. We request you to up- date your email address with your Depository Participants to enable us to send you commu- nications via email. Members who have not registered their e-mail addresses, so far, are requested to register their e-mail addresses, in respect of electronic holdings with the De- pository through their concerned Depository Participants. Members who hold shares in physical form are requested to provide their e- mail addresses to the Link Intime India Private Limited (RTA) sending an e-mail at [e-mail] to the Com- pany at [e-mail].
6. In line with the MCA Circulars and to support the green initiative only electronic copy of the