GUJARAT POLY ELECTRONICS LIMITED

CIN: L21308GJ1989PLC012743
7. JAMSHEDJI TATAROAD. CHURCHGATE RECLAMATION. MUMBAI-400 020
Ph: 022 - 2282 0048, E-mail: [email protected] , Website: www.gpelindia.in

Date: 27th July, 2023

To
Head Listing Compliance
Bombay Stock Exchange Ltd.
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai - 400 001

Company Code – 517288

Dear Sir/Ma'am,

Sub: 34th Annual Report of Gujarat Poly Electronics Limited

The 34th Annual General Meeting of the Company is scheduled to be held on Wednesday,
23rd August, 2023 at 11:00 a.m. through Video Conferencing (VC) / Other Audio-Visual Means
(OAVM).

Further, in Compliance with Regulation 34(1) of SEBI (Listing obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"), copy of Annual Report for the financial year
2022-23 is attached herewith.

Annual Report is being sent to all the shareholders electronically whose email ids are registered with
the Company or Registrar and Share Transfer Agent or their respective Depository Participants.

The AGM Notice and Annual Report are also available on the website of the Company at
www.gpelindia.in

You are requested to kindly take this on record.

Yours faithfully,
For Gujarat Poly Electronics Limited
NIVEDITA Digitally signed by NIVEDITA

SURESH SURESH NAMBIAR

Date: 2023.07.27 12:02:59

NAMBIAR +05'30'

Nivedita Nambiar
Company Secretary & Compliance Officer
FCS: 8479

REGD. OFFICE: B-18, GANDHINAGAR ELECTRONIC ESTATE, GANDHINAGAR-382 024

 th
34 ANNUAL REPORT
2022-2023
 Gujarat Poly electronics limited
CIN: L21308GJ1989PLC012743

thirty Fourth ANNUAL REPORT 2022-2023

BOARD OF DIRECTORS
Mr. T. R. Kilachand (Executive Chairman) (DIN: 00006659)
ANNUAL GENERAL MEETING Mr. P. T. Kilachand (Non-Executive Director) (DIN: 00005516)
Date: 23 August, 2023
rd Mr. A. H. Mehta (Managing Director) (DIN: 00005523)
Mr. C. K. Khushaldas (Independent Director) (DIN: 00260818)
Time: 11:00 A.M.
Ms. S. A. Jhaveri (Independent Director) (DIN: 00029474)
Day: Wednesday Mr. R. P. Vahi (Independent Director) (DIN: 00033940)
*Ms. L. Katdare (GIIC Nominee Director) (DIN: 08914188)
To be convened through VC / OAVM
*Resigned w.e.f. 3rd May, 2023

COMPANY SECRETARY & COMPLIANCE OFFICER

Contents Ms. Nivedita Nambiar
Page No.
Notice 2 CHIEF FINANCIAL OFFICER
E-voting Instructions 10 Mr. H. H. Jani
Directors’ Report 15
STATUTORY AUDITOR
Annexure to the Directors’ Report 20
M/s. Mahendra N. Shah & Co.
Management Discussion and Analysis Report 23 (Chartered Accountants)
Corporate Governance Report 25
Independent Auditor’s Report 37 REGISTRAR & TRANSFER AGENTS
Annexure to the Auditor’s Report 40 M/s. Link Intime India Pvt. Ltd.,
C-101, 1st Floor, 247 Park,
Balance Sheet 44
Lal Bahadur Shastri Marg,
Profit and Loss Account 45 Vikhroli (W), Mumbai 400 083.
Statement of Changes in Equity 46 Tel: 022 4918 6000
Cash flow Statement 47 Email: [email protected]
Website: www.linkintime.co.in
Notes to Financial Statements 48
REGISTERED OFFICE AND WORKS
B-18, Gandhinagar Electronic Estate,
Gandhinagar 382 024, Gujarat.
Tel: 7935333658
Email: [email protected]
Website: www.gpelindia.in

1
Gujarat Poly electronics limited

NOTICE
Notice is hereby given that the Thirty Fourth (34th) Annual General Meeting of the Members of Gujarat Poly Electronics Limited
will be held on Wednesday, 23rd August, 2023 at 11:00 A.M. through Video Conferencing (VC)/Other Audiovisual Means (OAVM),
to transact the following business:
ORDINARY BUSINESS(ES):
1. To receive, consider and adopt the Audited financial statements of the Company for the financial year ended 31st March, 2023,
including the Audited Balance Sheet as at 31st March, 2023, the Statement of Profit & Loss and Cash Flow Statement, for the
year ended on that date and reports of the Board of Directors and Auditors thereon.
2. To appoint a director in place of Mr. Parthiv T. Kilachand, (DIN 00005516), who retires by rotation, and being eligible, offers himself
for re-appointment.
SPECIAL BUSINESS(ES):
3. Re-appointment of Mr. Atul H. Mehta as a Managing Director of Company for a period of 3 (three) years.
To consider and, if thought fit, to pass with or without modification/s, the following resolution as a Special Resolution:
“RESOLVED THAT in supersession of the resolutions passed by the members of the Company at the Annual General Meeting held
on 31st August, 2020 and pursuant to the provisions of Sections 196, 197, 203 and Schedule V and other applicable provisions,
if any, of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
including, any statutory amendment, modification or re-enactment thereof, approval of shareholders of the Company be and
is hereby accorded to re-appoint Mr. Atul H. Mehta (DIN: 00005523), as Managing Director of the Company entrusted with
substantial powers of the Management, for a period of 3 years from 5th June, 2023 upon the terms and conditions including
remuneration as set out in the explanatory statement annexed to the Notice convening this Meeting, with liberty to the Board
of Directors (hereinafter referred to as “the Board” which term shall be deemed to include the Committee of the Board) to
alter and vary the terms and conditions of the said re-appointment and / or remuneration as it may deem fit and as may be
acceptable to Mr. Atul H. Mehta subject to the same not exceeding the limits specified under Schedule V to the Companies Act,
2013 or any statutory modification(s) or re-enactment thereof.”
“RESOLVED FURTHER THAT in the event of any loss, absence or inadequacy of profits in any financial year, during the term of
office of Mr. Atul H. Mehta, the remuneration payable to him by way of salary, allowances, and perquisites shall not exceed
the limits prescribed under the Companies Act, 2013, read with Schedule V or any amendment, modification, variation or
reenactment thereof.”
“RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds and things and execute all such
documents, instruments and writings as may be required to give effect to the aforesaid resolution.”
4. Re-appointment of Mr. Rajan P. Vahi as a Non-Executive Independent Director of Company for his second term of 5 (five) years.
To consider and if thought fit, to pass with or without modification/s, the following resolution as a Special Resolution:
“RESOLVED THAT in accordance with the provisions of Sections 149, 150, 152 and other applicable provisions of the Companies
Act, 2013 (‘the Act’) and the Rules made thereunder read with Schedule IV of the Companies Act, 2013, and Regulation 16(b)
and 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
(including any statutory modification(s) or re-enactment thereof for the time being in force), and based on recommendation of
the Nomination and Remuneration Committee and that of Board of the Company, Mr. Rajan P. Vahi (DIN: 00033940) has given
his consent for re-appointment as an Independent Director of the Company and who has submitted a declaration that he meets
the criteria of independence as provided in the Act and Listing Regulations and who is eligible for re-appointment, be and is
hereby re-appointed as an Non-Executive Independent Director of the Company for his second term of five years w.e.f. 24th
January, 2024 upto 23rd January, 2029 not liable to retire by rotation."
“RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds and things and execute all such
documents, instruments and writings as may be required to give effect to the aforesaid resolution.”

2
 thirty Fourth ANNUAL REPORT 2022-2023

5. Approve payment of remuneration to Directors other than Executive Directors of Company by way of Commission.
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 197, 198 and all other applicable provisions, if any of the Companies Act,
2013 and the Rules framed thereunder (including any statutory modification(s) or re-enactment thereof, for the time being in
force) and Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and subject to availability
of profits at the end of each financial year, the consent, authority and approval of the members be and is hereby accorded for
payment of commission to the Directors of the Company (other than Executive Directors) for a period of 3 (three) years for each
financial years 2022-23, 2023-24 and 2024-25, an amount not exceeding 1% (one percent) of the net profits of the Company
computed in accordance with the provisions of Section 198 of the Act, to be divided amongst the Directors aforesaid in such
amounts or proportions and in such manner as the Board of Directors (hereinafter referred as the “Board”) of the Company
may from time to time determine and in default of such determination equally and further that the above remuneration shall
be in addition to the sitting fees payable to such Directors for attending meetings of the Board and/ or Committee(s) thereof
or for any other purpose, whatsoever, as may be decided by the Board and reimbursement of expenses for participation in the
Board and/or Committee meetings."
“RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to do all acts and take all such steps as may be
necessary, proper or expedient to give effect to this resolution.”

Registered Office: By Order of the Board of Directors

Plot No. B-18, Gandhinagar Electronic Estate, For Gujarat Poly Electronics Limited
Gandhinagar 382 024, Gujarat.
CIN: L21308GJ1989PLC012743 Nivedita Nambiar
Tel: 7935333658 Company Secretary & Compliance Officer
Email Id: [email protected] FCS No: 8479
Website: www.gpelindia.in

Date: 10th May, 2023

Place: Mumbai

3
Gujarat Poly electronics limited

NOTES: e) The attendance of the Members attending the AGM

through VC/OAVM will be counted for the purpose of
a) An Explanatory Statement pursuant to section 102 of the reckoning the quorum under Section 103 of the Companies
Companies Act, 2013 relating to Special Business under Act, 2013.
Item Nos. 3, 4 and 5 to be transacted at the meeting, is
f) Pursuant to the provisions of Section 108 of the Companies
annexed hereto.
Act, 2013 read with Rule 20 of the Companies (Management
b) Pursuant to the General Circular No. 14/2020 dated April and Administration) Rules, 2014 (as amended) and
08, 2020, Circular No.17/2020 dated April 13, 2020 followed Regulation 44 of SEBI (Listing Obligations & Disclosure
by Circular No. 20/2020 dated May 05, 2020, Circular No. Requirements) Regulations 2015 (as amended), and the
21/2021 dated December 14, 2021, Circular No. 02/2021 Circulars issued by the Ministry of Corporate Affairs and
dated January 13, 2021, Circular No. 02/2022 dated May SEBI Circulars, the Company is providing facility of remote
5, 2022 and latest being Circular No. 10/2022 dated 28th e-Voting to its Members in respect of the business to be
December, 2022 (collectively referred as MCA Circulars) the transacted at the AGM. For this purpose, the Company
Company is convening the 34th Annual General Meeting has entered into an agreement with National Securities
(AGM) through Video Conferencing (VC)/Other Audio Depository Limited (NSDL) for facilitating voting through
Visual Means (OAVM), without the physical presence of the electronic means, as the authorized agency. The facility of
Members at a common venue. casting votes by a member using remote e-Voting system
will be provided by NSDL.
Further, Securities and Exchange Board of India (SEBI)
vide its Circular dated May 12, 2020, January 15, 2021, g) In line with the Ministry of Corporate Affairs (MCA)
May 13, 2022 and January 5, 2023 (SEBI Circulars) and other Circulars and SEBI Circulars, the Notice calling the AGM
applicable circulars issued in this regard, have provided along with the Annual Report for Financial Year 2022-23 is
relaxations from compliance with certain provisions of sent in electronic form only to those Members whose email
the SEBI (Listing Obligations and Disclosure Requirements) addresses are registered with the Company/Depositories
Regulations, 2015 (Listing Regulations). as of 1st cut off date i.e. Friday, 21st July, 2023. The Notice
calling the 34th AGM has been uploaded on the website
The deemed venue for the 34th AGM will be the place from of the Company at www.gpelindia.in. The Notice can also
where the chairman of the Company conducts the meeting. be accessed from the website of the Stock Exchange i.e.,
c) As the AGM shall be conducted through VC/OAVM, the BSE Limited at www.bseindia.com and the AGM Notice is
facility to appoint proxy to attend and cast vote for the also available on the website of NSDL (agency for providing
members is not available for this AGM. Hence, the proxy the Remote e-Voting facility) i.e., www.evoting.nsdl.com.
form and attendance slip are not annexed to this notice. Members who would like to obtain PDF copy on their
email ID may write an email to [email protected]. The
d) The Members can join the AGM in the VC/OAVM mode Company shall send the physical copy of the Annual Report
30 minutes before and 15 minutes after the scheduled for FY 2022-23 only to those Members who specifically
time of the commencement of the Meeting by following request for the same at [email protected].
the procedure mentioned in the Notice on page no 10
to 14. The facility of participation at the AGM through h) Ms. Ragini Chokshi of Ragini Chokshi & Co., Practicing
VC/OAVM will be made available for 1000 members Company Secretary (CP 1436) has been appointed as the
on first come first served basis. This will not include Scrutinizer to scrutinize the e-voting process in a fair and
large Shareholders (Shareholders holding 2% or more transparent manner.
shareholding), Promoters, Institutional Investors, Directors, i) Institutional/Corporate shareholders (i.e. other than
Key Managerial Personnel, the Chairpersons of the Audit individuals, HUF, NRI etc.) are required to send scanned
Committee, Nomination and Remuneration Committee copy (PDF/JPG Format) of the relevant Board Resolution/
and Stakeholders Relationship Committee, Auditors etc. Authority letter etc. with attested specimen signature of the
who are allowed to attend the AGM without restriction duly authorized signatory(ies) who are authorized to vote,
on account of first come first served basis. The Members to the Scrutinizer by e-mail to [email protected]
will be able to view the proceedings on the National with a copy marked to [email protected]. Institutional/
Securities Depository Limited’s (‘NSDL’) E-Voting website at Corporate shareholders (i.e. other than individuals, HUF,
www.evoting.nsdl.com. NRI etc.) can also upload their Board Resolution / Power

4
 thirty Fourth ANNUAL REPORT 2022-2023

of Attorney / Authority Letter etc. by clicking on "Upload to the Company or its Registrar & Share Transfer Agents – M/s.
Board Resolution / Authority Letter" displayed under Link Intime India Pvt. Ltd.
"e-Voting" tab in their login.
q) Members who have not yet registered their e-mail
j) In case of joint holder attending the Meeting, only such addresses / bank details / details relating to nomination
joint holder who is higher in the order of names will be are requested to register the same with their depository
entitled to vote. Participants (“DP”) in case the shares are held by them in
electronic form and with the RTA in case the shares held by
k) Any person, who acquires shares of the Company and
them physically. In terms of the SEBI (Listing Obligations and
becomes member of the Company after sending of the
Disclosure Requirements) Regulations, 2015, securities of
Notice and holding shares as of the 2nd cut-off date i.e.
listed companies can only be transferred in dematerialized
Wednesday, 16th August, 2023 may obtain the login ID and
form with effect from 1st April, 2019. In view of the above,
password by sending an email to [email protected] or
members are advised to dematerialize shares held by them
[email protected] by mentioning their Folio No. / DP ID
in physical form.
and Client ID No. However, if you are already registered with
NSDL for e-voting then you can use your existing user ID and The Company’s securities are listed on the following Stock
password for casting your vote. If you forget your password, Exchange:
you can reset your password by using “Forget User Details/
Password” option available on www.evoting.nsdl.com. No. Name & Address of the Nature of Security as on
Stock Exchange 31st March, 2023
l) All documents referred to in the accompanying Notice
of the AGM and the Explanatory Statement and the
1. Bombay Stock Exchange 85,50,000 Equity Shares
Register of Directors and Key Managerial Personnel and
Ltd., Phiroze Jeejeebhoy of Rs. 10/-each
their shareholding, maintained under Section 170 of the
Towers, Dalal Street,
Companies Act, 2013 will be available electronically for
Mumbai – 400001
inspection by the members during the AGM.
The Company has paid Annual Listing fees for the year
m) Additional information, pursuant to Regulation 36(3) of 2023-24 to the above Stock Exchange.
SEBI (LODR) Regulations, 2015 and Secretarial Standards
on General Meetings issued by the Institute of Company r) Pursuant to SEBI Circular dated 16th March, 2023 for
Secretaries of India (‘ICSI’), in respect of the directors updation of KYC Details, the company has sent letters to all
seeking appointment / reappointment at the AGM are the physical members on 26th May, 2023 to update their
provided on page 8. KYC details with the RTA or Company before 1st October,
2023 failing which the folios will be freezed. KYC Letter
n) The Register of Members and Share Transfer Book will along with Form ISR-1, ISR-2, ISR-3 and SH-13 is available on
remain closed from Thursday 17th August, 2023 to company’s website at http://www.gpelindia.in/KYC.aspx. In
Wednesday 23rd August, 2023 (both days inclusive) in terms view of this, the members are requested to complete their
of the provisions of Section 91 of the Companies Act, 2013. KYC before 1st October, 2023.
o) Members holding shares in electronic form are requested
to intimate immediately any change in their address to their
Depository Participants with whom they are maintaining Registered Office: By Order of the Board of Directors
their demat accounts. Members holding shares in physical Plot No. B-18, For Gujarat Poly Electronics Limited
form are requested to advise any change in their address Gandhinagar
immediately to the Company or its Registrar & Share Electronic Estate,
Transfer Agents – M/s. Link Intime India Pvt. Ltd. Gandhinagar 382 024, Gujarat.
CIN: L21308GJ1989PLC012743 Nivedita Nambiar
p) The Securities and Exchange Board of India (SEBI) has Tel: 7935333658 Company Secretary &
mandated the submission of the Permanent Account Number Email Id: [email protected] Compliance Officer
(PAN) by every participant in the securities market. Members Website: www.gpelindia.in FCS No: 8479
holding shares in electronic form are, therefore, requested to
submit their PAN to their Depository Participant(s). Members Date: 10th May, 2023
holding shares in physical form shall submit their PAN details Place: Mumbai

5
Gujarat Poly electronics limited

EXPLANATORY STATEMENT AS REQUIRED BY however to the limit of overall Minimum Remuneration as

SECTION 102 OF THE COMPANIES ACT, 2013 prescribed under Schedule V.
ITEM NO. 3 Mr. Atul H. Mehta shall further be eligible to the following
perquisites also which shall not be included in the
Re-appointment of Mr. Atul H. Mehta as a Managing Director
computation of the ceiling limit on remuneration by way
of Company for a period of 3 (three) years:
of salary, perquisites, allowances etc., in the event of the
Mr. Atul H. Mehta was appointed as Managing Director with Company having no profits or its profits are inadequate:
effect from 5th June, 2020 for the period of three years. In
a) The Company’s contribution to Provident Fund,
accordance with the conditions specified in Schedule V of the
Superannuation Fund or Annuity Fund to the extent is
Act, the Board of Directors at its meeting held on 10th May, 2023
not taxable under the Income Tax Act;
had re-appointed Mr. Atul H. Mehta as Managing Director for a
further period of 3 years from 5th June, 2023, superseding the b) Gratuity payable at a rate not exceeding half a month’s
earlier resolutions passed by the Company in this connection. salary for each completed year of service; and
This appointment is subject to the approval of the members c) Encashment of leave at the end of the tenure.
at the Annual General Meeting. Mr. Atul H. Mehta would be
Mr. Atul H. Mehta shall be entitled to reimbursement of
regarded as a Director liable to retire by rotation.
expenses actually and properly incurred by him for the
The terms of appointment of Mr. Atul H. Mehta as Managing business of the Company.
Director is placed before the meeting, are as follows:
The aforesaid remuneration would nevertheless
i. SALARY: be paid and allowed to Mr. Atul H. Mehta as the
(A) In any financial year, if the Company has sufficient Net minimum remuneration, within the overall ceiling
Profit (calculated as per Section 198 of the Act): limits specified in Schedule V to the Companies Act,
2013 or any amendments thereto from time to time,
Salary of any amount upto 5% of the Net Profit of the
notwithstanding that in any financial year of the
Company as may be decided by the Board based on the
Company during the tenure of office of Mr. Atul H.
performance of the Company, inclusive of incentives
Mehta, the Company might have made no profits or its
for each financial year or part thereof computed in
profits might be inadequate.
the manner as laid down under Section 198 of the
Companies Act, 2013; The remuneration is approved by the Nomination and
Remuneration Committee of the Directors at its meeting
OR
held on 10th May, 2023.
(B) In case, the Company has no profits or its profits are
This may be treated as an abstract of the terms
inadequate:
and conditions, governing the appointment and
Salary upto Rs. 6,00,000/- per month or Rs. 72,00,000/- remuneration of the Managing Director, pursuant to
per annum (or any higher limit as may be revised from Section 109 of the Companies Act, 2013. A Statement
time to time under the Act) as may be decided by the as required under section II, Part II of the Schedule V to
Board inclusive of the following Perquisites as Minimum the Companies Act, 2013 with reference to Resolution
Remuneration as per Schedule V. No. 3 is annexed hereto and marked as Annexure- A.
ii. PERQUISITES: The Board of Directors recommends the resolution as
Mr. Atul H. Mehta shall be entitled to House Rent set out in the Item No. 3 for approval of Members by
Allowance not exceeding 60% of the salary, cost of repairs way of Special Resolution.
and maintenance of residential accommodation, society Except, Mr. Atul H. Mehta being the appointee, none
charges, gas, electricity, hospitalization, medical expenses, of the other Directors and Key Managerial Personnel of
leave travel concession for self and family, club fees, the Company including their relatives are concerned or
personal accident insurance, Company maintained car, interested, financially or otherwise in the resolution.
including driver’s salary, telephone, mobile, internet and
ITEM NO. 4
other communication facilities at Managing Director’s
residence and such other perquisites in accordance with the Re-appointment of Mr. Rajan P. Vahi as a Non- Executive
Company’s rules, the monetary value of such perquisites to Independent Director of Company for his second term of 5
be determined in accordance with the Income Tax Rules (five) years:
within the ceiling limits payable to Mr. Atul H. Mehta, subject The Shareholders had, at the 30th Annual General Meeting

6
 thirty Fourth ANNUAL REPORT 2022-2023

held on 30th July, 2019, approved the appointment of Directors have undergone significant changes under Corporate
Mr. Rajan P. Vahi as an Independent Director of the Company Governance norms and made it more onerous for them,
for a period of five years with effect from 24th January, 2019. demanding their greater involvement in the supervision of the
Mr. Vahi will complete his present term on 23rd January, 2024. Company. The Board of Directors of the Company is of the view
For his re-appointment for second term as Independent that the Non-Executive Directors should be compensated for
Director, the approval of Members is being sought for by way of their expert advice, guidance and time devoted for the growth
Special Resolution. and prosperity of the Company.
Mr. Rajan P. Vahi is MBA from Case Western Reserve University, Approval of the Members for payment of commission not
Cleveland, Ohio, B.A (Accounting) Case Western Reserve exceeding 1% of the Net Profit of Company to the Non-Executive
University, Cleveland, Ohio, currently occupying as Senior Vice Directors is being sought by way of an Ordinary Resolution
President – Supply Chain and Business Intelligence at Powerica Ltd. under the applicable provisions of the Companies Act, 2013
Mr. Rajan P. Vahi has given a declaration to the Board that he and Regulation 17 of SEBI (Listing Obligations and Disclosure
meets the criteria of independence as provided under Section Requirements) Regulations, 2015, as mentioned in the
149(6) of the Act. In the opinion of the Board, Mr. Vahi fulfils Resolution for financial years 2022-23, 2023-24 and 2024-25.
the conditions specified in the Act and the Rules framed there The quantum and manner of commission payable to each Non-
under for re-appointment as an Independent Director and is Executive Directors shall be fixed and decided by the Board
independent of the Management. of Directors after considering the net profit for each year and
The Board of Directors of the Company (‘the Board’) in their recommendation of Nomination and Remuneration Committee.
meeting held, on 10th May, 2023, on the recommendation of the This Commission shall be in addition to the sitting fees payable
Nomination & Remuneration Committee, recommended for the to the Non- Executive Directors for attending the meetings of the
approval of the Members, the re-appointment of Mr. Vahi as an Board or Committees thereof and reimbursement of expenses
Independent Director of the Company for his second term of 5 for participation in the Board and other meetings.
(five) years effective from 24th January 2024 to 23rd January, 2029 Except Mr. Atul H. Mehta and Key Managerial Personnels of the
in terms of Section 149 read with Schedule IV of the Companies Company and their relatives, all other Directors along with their
Act, 2013 (‘the Act’), and Regulation 17 of the Securities and relatives, are deemed to be concerned or interested, financially
Exchange Board of India (Listing Obligations and Disclosure or otherwise, in this resolution to the extent of remuneration or
Requirements) Regulations, 2015 (‘Listing Regulations 2015’) fees that may be received by them.
and Securities and Exchange Board of India (Listing Obligations The Board commends passing of the Resolution set out at Item
and Disclosure Requirements) (Amendments) Regulations, 2018 No. 5 of the accompanying Notice as Ordinary Resolution.
(‘Listing Amendment Regulations 2018’), or any amendment
thereto or modification thereof. Registered Office: By Order of the Board of Directors
In addition to sitting fees for attending the Meetings of the Board Plot No. B-18, For Gujarat Poly Electronics Limited
and its Committees, Mr. Vahi would be entitled to remuneration Gandhinagar
by way of commission, as may be determined by the Board. Electronic Estate,
Gandhinagar 382 024, Gujarat.
Except Mr. Vahi none of the Directors/Key Managerial Personnel
CIN: L21308GJ1989PLC012743 Nivedita Nambiar
of the Company or their relatives is, in any way, concerned or
Tel: 7935333658 Company Secretary &
interested, financially or otherwise, in passing of the Resolution.
Email Id: [email protected] Compliance Officer
The Board commends passing of the Resolution set out at Item Website: www.gpelindia.in FCS No: 8479
No. 4 of the accompanying Notice as Special Resolution.
ITEM NO. 5 Date: 10th May, 2023
Place: Mumbai
Approve payment of remuneration to Directors other than
Executive Directors of Company by way of Commission:
The Non-Executive Directors of the Company bring with them
significant professional expertise and rich experience across a
wide spectrum of functional areas such as corporate strategy,
financial governance, laws and policies etc. They also bring
an external and wider perspective in Board deliberations and
decisions. The role and responsibilities of the Non-Executive

7
Gujarat Poly electronics limited

Additional Information on Directors recommended for re-appointment is given below in terms

of Regulation 36(3) of SEBI (LODR) Regulations, 2015 and Secretarial Standards on General
Meetings issued by the Institute of Company Secretaries of ('ICSI'):
Name of Director Mr. Parthiv T. Kilachand Mr. Atul H. Mehta Mr. Rajan P. Vahi
Director Identification 00005516 00005523 00033940
Number
Age 56 78 64
Qualification Sc.B. 'Electrical Engg. & A.B' Engg. & B. Com, F.C.A., F.C.S. MBA and B. A. (Accounting) from
Economics from Brown University. Case Western Reserve University,
Cleveland, Ohio.
Date of first appointment 11.03.1992 14.09.1989 24.01.2019
on Board
Expertise He has served as an Executive Experience in Audit, Accountancy, Senior Vice President – Supply chain
Director of the Company for more Secretarial, Legal & Administration, Taxation & Business Intelligence at Powerica
than 7 years and from August 2000 he etc. with Polychem Limited, Sandeep Limited.
has been designated as Non-Executive Holdings Limited and Tandon Singapore Pte. His responsibilities extend from
Director of Company. He has been Ltd. He has been involved with the company Managing Marketing team,
actively involved and looking after since its incorporation and is familiar with competitor analysis, providing
all aspects of the various activities all aspects of the company. He has been support for customer relationship,
of the Company since inception. He serving as Managing Director of the Company forecasting for raw material from
has vide experience in management, since 1st June, 2014 and is responsible for Principal Cummins India Limited and
marketing and negotiation with varied Company’s finance and legal functions and scheduling manufacturing activities.
authorities. carries out duties as may be assigned from
time to time by the Board of Directors.
Fulfillment of Skill and N.A N.A. Complied with the requirements
Capabilities for Role (for
Independent Directors)
Terms and conditions Re-appointment in terms of Section As detailed in Explanatory Statement for As detailed in Explanatory Statement
of appointment / 152(6) of the Companies Act, 2013. Item No. 3 of the Notice. for Item No. 4 of the Notice.
reappointment
Details of remuneration last Please refer to the Report on Please refer to the Report on Corporate Please refer to the Report on
drawn Corporate Governance. Governance. Corporate Governance.
Details of remuneration Sitting fees will be paid to As detailed in Explanatory Statement for As detailed in Explanatory Statement
sought to be paid Mr. Parthiv Kilachand and commission Item No. 3 of the Notice. for Item No. 4 of the Notice.
as approved by the Board.
Other Directorship in Listed 1. Polychem Limited 1. Polychem Limited -
Entity as on 31st March, 2023
Other Committee 1. Polychem Limited - -
Membership in Listed Entity - Audit Committee (member)
as on 31st March, 2023 - Stakeholders Relationship
Committee (member)
Listed Entities from which NIL NIL NIL
person has resigned in the
past 3 (three) years
No. of Equity Shares held 17,682 206 100
No. of meetings attended Attended 4 meetings. Attended all 5 meetings held. Attended all 5 meetings held.
during FY 2022-23
Relationship with other Mr. Parthiv T. Kilachand is son of None of the Directors are related to None of the Directors are related to
Directors Mr. Tanil R. Kilachand. Mr. Atul H. Mehta. Mr. Rajan P. Vahi.
Registered Office: By Order of the Board of Directors
Plot No. B-18, Gandhinagar Electronic Estate, For Gujarat Poly Electronics Limited
Gandhinagar 382 024, Gujarat.
CIN: L21308GJ1989PLC012743
Tel: 7935333658 Nivedita Nambiar
Email Id: [email protected] Company Secretary & Compliance Officer
Website: www.gpelindia.in FCS No: 8479

Date: 10th May, 2023

Place: Mumbai

8
 thirty Fourth ANNUAL REPORT 2022-2023

Annexure A
Statement as required under Section II, Part II of the Schedule V to the Companies Act, 2013 with the reference to the Resolution
No. 3 is as follows:
I. General Information:
(1) Nature of Industry: Manufacturer, Importer, Seller, Marketing etc. of Ceramics Capacitors
(2) Date or expected date of commencement of Commercial production:
Existing Company already commenced commercial production since 1993.
(3) In case of new Companies, expected date of commencement of activities as per project approved by financial institutions
appearing in the prospectus: Existing Company, Not applicable
(4) Financial Performance based on given Indicators: (Rs in lakhs)
Sr. Particulars For the year ended For the year ended For the year ended
No 31.03.2023 31.03.2022 31.03.2021
1. Sales Turnover 1596.34 1527.87 1360.82
2. Profit/(Loss) before Tax 529.87 163.24 98.65
3. Current Tax - - -
3. Deferred Tax - - -
4. Profit after Tax 529.87 163.24 98.65
(5) Foreign Investments or Collaborations, if any: NIL.
II. Information about the Appointees:
(1) Background details:
Mr. Atul H. Mehta (DIN 00005523):
Mr. Atul H. Mehta holds a Bachelor Degree in Commerce. In addition, he is a Chartered Accountant and a Company
Secretary.
He has experience in Audit, Accountancy, Secretarial, Legal & Admn, Taxation, etc. with Polychem Ltd., Sandeep Holdings
Ltd and Tandon Singapore Pte. Ltd.
(2) Past Remuneration:
Remuneration of Rs. 32,78,302/- excluding superannuation fund and provident fund has been paid for the year ended
31st March, 2023.
(3) Recognition or awards: None
(4) Job profile and suitability:
He has been involved with the Company since its incorporation and is familiar with all aspects of the Company. He had been
serving as an Executive Director of the Company from 1st July, 2001 till 31st May, 2014, subsequently he was appointed as
Managing Director 1st June, 2014 and is responsible for Company’s finance and legal functions and carries out duties as
instructed to him from time to time by the Board of Directors.
(5) Remuneration Proposed :
As stated in the resolution proposed in the notice at Item No. 3
(6) Comparative remuneration profile with respect to industry, size of the company, profile of the position and person (in
case of expatriates the relevant details would be with respect to the country of his origin):
The Remuneration proposed for Mr. Atul H. Mehta is similar to that drawn by the peers in the similar capacity in the similar
industry.
(7) Pecuniary relationship directly or indirectly with the company, or relationship with the managerial personnel, if any :
Mr. Atul H. Mehta holds 206 Equity shares of Rs 10/- each of the Company. Other than these and remuneration paid to
him, there is no pecuniary relationship of Mr. Atul H. Mehta, directly or indirectly with company or with its managerial
personnel.
III. Other Information:
(1) Reasons of loss or inadequacy profits: N.A.
(2) Steps taken or proposed to be taken for improvement: N.A.
(3) Expected Increase in productivity and profits in measurable terms: N.A.

9
Gujarat Poly electronics limited

E-VOTING INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL
MEETING FOR EQUITY AND PREFERENCE SHAREHOLDERS ARE AS UNDER: -
The remote e-voting period begins on Saturday, 19th August, 2023 at 9:00 A.M. and ends on Tuesday, 22nd August, 2023 at
5:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear
in the Register of Members/Beneficial Owners as on the record date (cut-off date) i.e., 16th August, 2023 may cast their vote
electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the
Company as on the cut-off date, being 16th August, 2023.
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode
In terms of SEBI circular 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.
Login method for Individual shareholders holding securities in demat mode is given below:

Type of shareholders Login Method

Individual 1. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either
Shareholders on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial
holding securities in Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to
demat mode with enter your existing User ID and Password. After successful authentication, you will be able to
NSDL. see e-Voting services under Value added 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 i.e., NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote
during the remote e-Voting period or joining virtual meeting & voting during the meeting.
2. If you are 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 i.e., NSDL and you will be
redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or
joining virtual meeting & voting during the meeting.
4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning
the QR code mentioned below for seamless voting experience.

10
 thirty Fourth ANNUAL REPORT 2022-2023

Individual 1. Existing users who have opted for Easi / Easiest, they can login through their user id and password.
Shareholders Option will be made available to reach e-Voting page without any further authentication. The URL
holding securities in for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or www.
demat mode with cdslindia.com and click on New System My easi.
CDSL 2. After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The
Menu will have links of e-Voting service provider i.e., NSDL. Click on NSDL to cast your vote.
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 link in www.cdslindia.com home page. 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 provided links for the respective ESP i.e., NSDL where the e-Voting is
in progress.
Individual You can also login using the login credentials of your demat account through your Depository
Shareholders Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see
(holding securities e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after
in demat mode) successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting
login through service provider i.e., NSDL and you will be redirected to e-Voting website of NSDL for casting your vote
their depository during the remote e-Voting period or joining virtual meeting & voting during the meeting.
participants
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.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through
Depository i.e., NSDL and CDSL.

Login type Helpdesk details

Individual Shareholders Members facing any technical issue in login can contact NSDL helpdesk by sending a request at
holding securities in [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30
demat mode with NSDL
Individual Shareholders Members facing any technical issue in login can contact CDSL helpdesk by sending a request at
holding securities in [email protected] or contact at 022- 23058738 or 022-23058542-43
demat mode with CDSL
B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities
in demat mode and shareholders holding securities in physical mode
How to Log-in to NSDL e-Voting website?
1. 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.
2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/
Member’ section.
3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the
screen.
Alternatively, if you are registered for NSDL eservices i.e., IDEAS, you can log-in at https://eservices.nsdl.com/ with your
existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can
proceed to Step 2 i.e., Cast your vote electronically.

11
Gujarat Poly electronics limited

4. Your User ID details are given below:

Manner of holding shares i.e. Demat (NSDL or Your User ID is:

CDSL) or Physical
a) For Members who hold shares in demat account 8 Character DP ID followed by 8 Digit Client ID
with NSDL. For example if your DP ID is IN300*** and Client ID is 12******
then your user ID is IN300***12******.
b) For Members who hold shares in demat account 16 Digit Beneficiary ID
with CDSL. For example if your Beneficiary ID is 12************** then
your user ID is 12**************
c) F or Members holding shares in Physical Form. EVEN Number followed by Folio Number registered with the
company
For example if folio number is 001*** and EVEN is 101456 then
user ID is 101456001***
5. Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was
communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the
system will force you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated
to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the
attachment i.e., a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8-digit client ID for NSDL
account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file
contains your ‘User ID’ and your ‘initial password’.
(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose
email ids are not registered.
6. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option
available on www.evoting.nsdl.com.
b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected]
mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
8. Now, you will have to click on “Login” button.
9. After you click on the “Login” button, home page of e-Voting will open.

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 thirty Fourth ANNUAL REPORT 2022-2023

Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.
How to cast your vote electronically and join General Meeting on NSDL e-Voting system?
1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose
voting cycle and General Meeting is in active status.
2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during
the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.
3. Now you are ready for e-Voting as the Voting page opens.
4. Cast your vote by selecting appropriate options i.e., assent or dissent, verify/modify the number of shares for which you wish
to cast your vote and click on “Submit” and also “Confirm” when prompted.
5. Upon confirmation, the message “Vote cast successfully” will be displayed.
6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders:
1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of
the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies)
who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to evoting@nsdl.
co.in. Institutional shareholders (i.e., other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of
Attorney / Authority Letter etc. by clicking on “Upload Board Resolution / Authority Letter” displayed under “e-Voting” tab in
their login.
2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password
confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In
such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option
available on www.evoting.nsdl.com to reset the password.
3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual
for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800 1020 990 and
1800 22 44 30 or send a request to [email protected].
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and
registration of e mail ids for e-voting for the resolutions set out in this notice:
1. In case shares are held in physical mode please provide 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 [email protected] .
2. In case shares are held in demat mode, please provide DPID-CLID (16-digit DPID + CLID or 16-digit beneficiary ID), Name,
client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested
scanned copy of Aadhar Card) to [email protected] . If you are an Individual shareholder holding securities in demat mode,
you are requested to refer to the login method explained at step 1 (A) i.e., Login method for e-Voting and joining virtual
meeting for Individual shareholders holding securities in demat mode.
3. Alternatively, shareholder/members may send a request to [email protected] for procuring user id and password for e-voting
by providing above mentioned documents.
4. In terms of SEBI circular 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 required to update their mobile number and email ID correctly in their demat account in order
to access e-Voting facility.

13
Gujarat Poly electronics limited

THE INSTRUCTIONS FOR EQUITY AND PREFERENCE SHAREHOLDERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:
1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
2. Only those Members/ shareholders, who will be 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 in the AGM.
3. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to
vote at the AGM.
4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the
AGM shall be the same person mentioned for Remote e-voting.
INSTRUCTIONS FOR EQUITY AND PREFERENCE SHAREHOLDERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:
1. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members
may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see
link of “VC/OAVM link” placed under “Join meeting” menu against company name. You are requested to click on VC/OAVM
link placed under Join General Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the
EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or
have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in
the notice to avoid last minute rush.
2. Members are encouraged to join the Meeting through Laptops for better experience.
3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the
meeting.
4. 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.
5. Shareholders who would like to express their views/have questions may send their questions in advance mentioning their
name demat account number/folio number, email id, mobile number at [email protected] .The same will be replied by the
company suitably.
6. Members who would like to express their views/ask questions as a speaker at the Meeting may pre-register themselves by
sending a request from their registered e-mail address mentioning their names, DP ID and Client ID/folio number, PAN and
mobile number at [email protected] at least four days in advance. Only those Members who have pre-registered themselves
as a speaker will be allowed to ask questions during the AGM.
The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM.
OTHER GENERAL INFORMATIONS:
1. Since the AGM will be held through VC/OAVM, the Route Map is not annexed in this Notice.
2. The Scrutinizer shall within a stipulated period from the conclusion of the e-voting period unblock the votes in the presence of
at least two (2) witnesses not in the employment of the Company and make a Scrutinizer’s Report of the votes cast in favour
or against, forthwith to the Chairman of the Company.
3. The result of e-voting will be declared within two working days of the conclusion of the Meeting and the same, along with
the consolidated Scrutinizer’s Report, will be placed on the website of the Company www.gpelindia.in. The result will
simultaneously be communicated to the Stock Exchange i.e., BSE.

14
 thirty Fourth ANNUAL REPORT 2022-2023

DIRECTORS’ REPORT
To
The Members of
GUJARAT POLY ELECTRONICS LIMITED

Your Directors’ present the Thirty Fourth Annual Report and Statement of Accounts for the year ended 31st March, 2023.
(Rs.in Lakhs) (Rs.in Lakhs)
01-04-22 to 01-04-21 to
31-03-23 31-03-22
FINANCIAL RESULTS
Sales 1596.34 1527.87
Profit/(Loss) before Depreciation & tax 551.75 184.57
Depreciation 21.88 21.33
Profit &(Loss) before tax 529.87 163.24
Current tax - -
Deferred tax - -
Profit/(loss) after tax 529.87 163.24
Other Comprehensive Income (12.19) (4.71)
Total Comprehensive Income for the year 517.68 158.52
1. STATE OF COMPANY’S AFFAIRS:
The Sales during the year was Rs. 1596.34 lakhs compared to previous year Sales of Rs. 1527.87 lakhs. During the year ended
31st March, 2023 the Company has earned a Profit of Rs. 529.87 lakhs (Previous year Profit of Rs. 163.24 lakhs).
The Company manufactures as well as outsourced the full range of products viz. ceramic Capacitors both Multilayer and Single
layer, through various sources, as per our quality standards. We also market other Active and Passive Components.
In view of the accumulated loss, your directors’ have not been able to recommend any Dividend for the financial year 2022-23.
2. TRANSFER TO RESERVES:
No amount has been transfered to General Reserves.
3. NUMBER OF BOARD MEETINGS HELD DURING THE YEAR:
During the financial year 2022-23, Five Board Meetings were held on the following dates:
(a) 23rd May, 2022 (b) 15th June, 2022 (c) 2nd August, 2022 (d) 8th November, 2022 (e) 2nd February, 2023
More details for the Board Meeting are given under Corporate Governance Report.
4. AUDIT COMMITTEE:
The Audit Committee during the year consisted of 4 members. More details on the committee are given under Corporate
Governance Report.
5. STAKEHOLDERS RELATIONSHIP COMMITTEE:
The Stakeholders Relationship Committee consists of 3 members. More details on the committee are given under Corporate
Governance Report.
6. NOMINATION AND REMUNERATION COMMITTEE:
The Nomination and Remuneration Committee consists of 4 members. More details on the committee are given in Corporate
Governance Report.
7. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Board has established a vigil mechanism for directors and employees to report genuine concerns to be disclosed, the
details of which is placed on the website of the company. The Board has also formulated the whistle blower policy, same has
been uploaded on the website of the company. http://www.gpelindia.in/Download/Vigil%20Mechanism%20&%20Whistle%20
Blower%20Policy.pdf
There was no reporting made by any employee for violations of applicable laws and regulations and the Code of Conduct for
FY 2022-23.

15
Gujarat Poly electronics limited

8. DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to Section 134 of the Companies Act, 2013 the Directors confirm that:
a. In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper
explanations relating to material departures;
b. Appropriate accounting principles have been selected and applied consistently and have made judgements and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March,
2023 and of the profit of the Company for the year ended 31st March, 2023;
c. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;
d. The annual accounts have been prepared on a going concern basis;
e. The directors have laid down internal financial controls to be followed by the Company;
f. The directors have devised proper systems to ensure compliance with the provisions of all applicable laws.
9. TAXATION:
The Company’s Income Tax assessments have been completed up to the year ended 31st March, 2022.
10. DEPOSITS:
The Company has not received any deposits from Public during the year.
11. INDUSTRIAL RELATIONS:
Industrial Relations with the employees of the Company were cordial during the year under review.
12. CONSERVATION OF ENERGY:
Report on Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo etc. is given in “Annexure I”
forming part of this report.
13. DIRECTORS / KEY MANAGERIAL PERSONNEL (KMP):
a) In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company,
Mr. Parthiv T. Kilachand (DIN 00005516), Director of the Company is liable to retire by rotation and being eligible, offers
himself for re-appointment.
b) Based on the recommendation of Nomination and Remuneration Committee, the Board re-appointed Mr. Atul H. Mehta
(DIN 00005523) as Managing Director of Company for a period of 3 years w.e.f. 5th June, 2023 at its meeting held on 10th
May, 2023 superseding the earlier resolution passed by the Company in this connection.
c) Based on the recommendation of Nomination and Remuneration Committee, the Board re-appointed Mr. Rajan P. Vahi
(DIN 00033940) as a Non-Executive Independent Director of Company for his second term of 5(Five) Years w.e.f 24th
January, 2024 to 23rd January, 2029 at its meeting held on 10th May, 2023.
The said re-appointments are placed before the Members for their approval in ensuing Annual General Meeting.
d) Ms. Leena Katdare (DIN: 08914188) ceased to be the Nominee Director of GIIC on the Board of Company w.e.f. 3rd May,
2023. The Board also noted the valuable services and contributions rendered by Ms. Katdare during her tenure.
14. DECLARATION ABOUT INDEPENDENT DIRECTORS UNDER SUB-SECTION 6 OF SECTION 149:
The Company has received the declaration from each Independent Directors that they meet the criteria of independence laid
down under section 149(6) of the Companies Act, 2013, under regulation 16(b) of SEBI (LODR) Regulations, 2015.

16
 thirty Fourth ANNUAL REPORT 2022-2023

15. DISCLOSURE OF REMUNERATION RECEIVED BY MANAGING DIRECTOR OF THE COMPANY FROM ITS SUBSIDIARY/HOLDING
COMPANY UNDER SECTION 197(14):
During the year 2022-23, Mr. Atul H. Mehta, Managing Director of the Company has received Rs. 33,29,856/- from Polychem
Limited, holding company in capacity of Deputy Managing Director.
16. FORMAL ANNUAL EVALUATION:
As required under the act, evaluation of every Director’s performance was carried out. An evaluation sheet was given to each
director wherein certain criteria was set out for which ratings are to be given.
17. COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT, REMUNERATION ETC:
The Board on recommendation of Nomination and Remuneration Committee has framed a policy for appointment and
Evaluation of Board and remuneration for the Directors, Key Managerial Personnel and other employees. The policy is available
on the website of the Company i.e. http://www.gpelindia.in/Download/Criteria%20for%20Appointment%20Evalution%20
of%20Board%20of%20Directors,%20KMP%20and%20Senior%20Management%20Personnel.pdf
18. RELATED PARTY TRANSACTIONS:
All Related Party Transactions (RPT) entered into by the Company during the year under review were at arms’ length and in
ordinary course of business. All RPT are placed before Audit Committee for its approval.
Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014:
1. Details of contracts or arrangements or transactions not at arm’s length basis: NIL.
2. Details of material contracts or arrangement or transactions at arm’s length basis: NIL.
The Board on recommendation of Audit Committee, adopted a policy to regulate transactions between the Company and
its Related Parties, in compliance with the applicable provisions of the Companies Act, 2013 and SEBI (LODR) Regulations,
2015. The policy is uploaded and can be viewed on the Company’s website at:
http://www.gpelindia.in/Download/Related%20Party%20Transaction%20Policy.pdf.
19. OTHER DISCLOSURES AS PER SECTION 134 OF THE COMPANIES ACT, 2013:
(a) There are no qualifications, reservations or adverse remark or disclaimer by the Statutory Auditor in their report.
(b) There are no material changes and commitments affecting the financial position of the Company which have occurred
between the end of the financial year of the Company, to which the financial statements relate and the date of the report.
(c) Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on 31st March, 2023 is available on
the Company’s website at http://www.gpelindia.in/Annual%20Return.aspx
20. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013:
The Company has zero tolerance for sexual harassment at workplace and has adopted a policy on prevention, prohibition and
redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. The policy is uploaded and can be viewed on the
Company’s website http://www.gpelindia.in/Download/Anti-Sexual%20Harassment%20Policy.pdf.
The Company has also formed an Internal Complaints Committee (ICC) which is responsible for redressal of complaints related
to sexual harassment and follows the guidelines provided in the policy. The Company has filed Annual Report for calendar year
ended 2022 with District Collector and District Women and Child Development Officer.
The Company has not received any complaints on sexual harassment during the year.

17
Gujarat Poly electronics limited

21. MANAGERIAL REMUNERATION:

The information required under Section 197(12) of the Act read with Rule 5 (1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, are:
i. The ratio of remuneration of Mr. A. H. Mehta, Managing Director and Mr. T.R. Kilachand, Executive Chairman with the
median remuneration of the employees of the company is 7.26 and 2.98 respectively.
ii. Increase in remuneration of Mr. A. H. Mehta, Managing Director is 21.29%, Mr. T.R. Kilachand, Executive Chairman is 9.05
%, Mr. H. H. Jani, Chief Financial officer is 9%. and Ms. Nivedita Nambiar, Company Secretary and Compliance Officer is NIL.
iii. There is an increase of 12.76% in the median remuneration of employees in the financial year.
iv. There are 34 permanent employees in the company.
v. Average increase in the salaries of employees other than the managerial personnel is 13.64%.
vi. It is hereby affirmed that the remunerations paid is as per the remuneration policy of the company.
In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names of top ten Employees in terms of
remuneration drawn and the name and other particulars of employees drawing remuneration in excess of the limits set out in
the said Rules are required to be part of the report. However, there are no employees drawing remuneration as mentioned in
rule 5(2) (i) (ii) and (iii) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
The information of the top ten employees in terms of remuneration in not sent along with this report. However, having
regards to the provisions of Section 136(1) of the Act the said information is available for inspection. Any member interested
in obtaining such information may write to the Company Secretary, at the Registered office or at [email protected] and the
same will be furnished on request.
22. CORPORATE GOVERNANCE:
Pursuant to Regulation 34(3), Schedule V of SEBI (LODR) Regulations, 2015, a separate report on Corporate Governance and a
certificate from the Auditors of the Company are annexed to this Report.
23. STATUTORY AUDITOR:
M/s. Mahendra N. Shah & Co., Ahmedabad bearing registration number 105775W, Chartered Accountants were re-appointed
as statutory auditor of the Company for the second term of five years at the 31st Annual General Meeting (AGM) held on
31st August, 2020 to hold office upto the conclusion of 36th Annual General Meeting of the Company to be held in the year 2025.
24. SECRETARIAL AUDITOR:
Complying with the provisions of Section 204 of the Companies Act, 2013 the Audit Committee has recommended and the
Board of Directors have re-appointed Mr. Tushar Shridharani, Company Secretaries, Mumbai, (Membership No. 2690 & C.P. No.
2190), being eligible and having sought appointment, as Secretarial Auditor of the company to carry out the Secretarial Audit
of the Company for the year ending 31st March, 2024 on fees as may be mutually agreed.
The Secretarial Audit Report for FY 2022-23 is enclosed and marked as “Annexure II”, which is self explanatory.
25. CORPORATE SOCIAL RESPONSIBILITY (CSR):
The Company has developed and implemented CSR Policy which was duly approved by the Board. The CSR Policy can be
assessed on the Company’s website and web link of the same is:
http://www.gpelindia.in/Download/Corporate%20Social%20Responsibility%20Policy.pdf
However, the provisions relating to CSR in accordance with section 135 of the Companies, Act read with the Companies
(Corporate Social Responsibility Policy) Rules, 2014 are not applicable to the company for FY 2022-23.

18
 thirty Fourth ANNUAL REPORT 2022-2023

26. CHANGE IN PROMOTER GROUP SHAREHOLDING:

Gujarat Industrial Investment Corporation Limited (GIIC), Promoter Group has sold all their holdings in the Company. As on
31st March, 2023 they are holding NIL equity shares in the Company. The Company has received application dated 3rd May, 2023
from GIIC for declassification from Promoter group category. The Board has approved in its meeting held on 10th May, 2023 for
making an application with BSE for reclassification of Promoters.
27. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:
The Company has complied with the provisions of section 185 & 186 of the Act to the extent applicable, with respect to the loans
and investments made. During the year the Company has not given any loans, guarantees and there are no outstanding loans or
guarantees as on 31st March, 2023. The Company has not made any Investments during the year ended 31st March, 2023 except in
mutual funds.
28. MANAGEMENT DISCUSSION AND ANALYSIS:
The Management’s Discussion and Analysis forms an integral part of this report and gives detail of the overview, industry
structure and developments, different product groups of the Company, operational performance of its various business
segments.
29. MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY:
There are no other material changes or commitments occurring after 31st March 2023, which may affect the financial position
of the company or may require disclosure.
30. INTERNAL FINANCIAL CONTROL:
The Company has adequate financial control system with reference to the financial statements.
31. RISK MANAGEMENT POLICY:
The Company has developed and implemented risk management policy which identifies major risks which may threathen the
existence of the Company. The same has also been adopted by your Board and is also subject to its review from time to time.
32. SECRETARIAL STANDARDS:
The Company has in place proper system to ensure compliance with the provisions of applicable Secretarial Standards (SS-1 &
SS-2) issued by ICSI.
33. ACKNOWLEDGEMENT:
The Directors extend their sincere thanks to the State and Central Government Authorities and Members for their co-operation
and continued support during the difficult times being experienced by Company.
Sincere thanks are also due to the management team and the staff for their valuable contribution despite adverse circumstances
being faced by the Company.

Registered Office: By Order of the Board of Directors

Plot No. B-18, Gandhinagar Electronic Estate, For Gujarat Poly Electronics Limited
Gandhinagar 382 024, Gujarat.
CIN: L21308GJ1989PLC012743
Tel: 7935333658
Email Id: [email protected] T. R. Kilachand
Website: www.gpelindia.in Executive Chairman

Date: 10th May, 2023

Place: Mumbai

19
Gujarat Poly electronics limited

ANNEXURE I
A. CONSERVATION OF ENERGY
a) Energy conservation steps taken: NIL
b) Additional Investments & Proposals being implemented: NIL
c) Impact of measures at (a) & (b) above: Not Applicable
Power & Fuel Consumption 2022-23 2021-22
Units (Kwh) 56,917 74,795
Total Amount (Rs.) 6,64,895 9,39,290
B. TECHNOLOGY ABSORPTION
1. Specific Areas in which R & D carried out by the Company: NIL
2. Benefits derived as a result of above R & D: Not Applicable
3. Future Plan of Action: NIL
4. Expenditure of R & D: Negligible
C. TECHNOLOGY ABSORPTION, ADAPTATION & INNOVATION
(1) (a) Technology Absorption
Technology Absorption is complete in the areas commissioned.
(b) Adaptation - Not Applicable
(c) Innovation - Not Applicable
(2) BENEFITS
Not Applicable
(3) IMPORTED TECHNOLOGY
No additional import of Technology in the Financial Year 2022-23.
D. FOREIGN EXCHANGE EARNINGS AND OUT GO
2022-23 2021-22
i) Total Foreign Exchange used Rs.6,64,80,266/- Rs.5,61,30,502/-
ii) Total Foreign Exchange earned NIL NIL

ANNEXURE II
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED ON 31STMARCH, 2023
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel ) Rules, 2014]
To,
The Members
Gujarat Poly Electronics Limited, B-18, Gandhinagar Electronic Estate, Gandhinagar – 382 024

I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by Gujarat Poly Electronics Limited (“the Company”). Secretarial Audit was conducted in a manner that provided me with
a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by
the Company and also the information provided by the Company, its officers, agents and authorized representatives during the
conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial
year ended on March 31, 2023 (“Audit Period”) complied to the extent applicable with the statutory provisions listed hereunder
and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and
subject to the reporting made hereinafter.

20
 thirty Fourth ANNUAL REPORT 2022-2023

I have examined the books, papers, minute books, forms and returns filed, and other records maintained by the Company to the
extent applicable for the Audit Period according to the provisions of:
(i) The Companies Act, 2013 (“the Act”) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 and the rules made thereunder;
(iii) The Securities and Exchange board of India (Depositories and Participants) Regulations, 2018;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct
Investment, Overseas Direct Investment and External Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992:
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, 2018;
d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;
e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
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;
g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and
h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018.
I have also examined compliance with the applicable regulations of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India;
(ii) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
During the Audit Period; the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards
etc. mentioned above to the extent applicable, subject to the following observation.
- Pursuant to terms of issue and provisions of section 55 of the Companies Act, 2013, 9,81,500- ½ % Non-cumulative
Redeemable Preference Shares of Rs. 100 each remained to be redeemed on or before 19th December, 2022 (Due Date). As
per section 55 (2) of the Act, Preference Shares can be redeemed out of the profits of the Company which would otherwise
be available for dividend. The Company does not have divisible profits which would be available for distributing dividend.
Thus the Company is not able to redeem the existing preference shares as per section 55(2) of the Act. Consequently, in
pursuance of sub-section (3) of section 55 of the Act, the management of the Company has submitted a petition to the
Hon’ble National Company Law Tribunal, Ahmedabad (“NCLT”) on 3rd August, 2022 seeking permission to issue further
9,81,500 ½ % Non-cumulative redeemable preference shares of Rs. 100 each in lieu of the existing Preference Shares i.e.
9,81,500- ½ % Non-cumulative Redeemable Preference Shares of Rs. 100 each. The Company is awaiting direction from NCLT
for disposal of petition and receiving direction in this regard.
I further report that:
The Board of Directors of the Company is duly constituted with the proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. There were no changes in the composition of the Board of Directors during the period
under review.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and notes on agenda were sent in advance
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.
During the Audit Period, all decisions at Board Meetings and Committee Meetings were carried out unanimously.
I further report that 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.
I further report that during the audit period the company had no event or action which has a major bearing on the Company’s
affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc.
Tushar Shridharani
Practicing Company Secretary
FCS: 2690 / COP: 2190
Place: Mumbai Peer Review Certificate No.: 1509 / 2021
Date: 10th May, 2023 UDIN: F002690E000273224

Note: This report is to be read with my letter of even date which is annexed herein next as Annexure A and forms an integral part
of this report.

21
Gujarat Poly electronics limited

ANNEXURE A

To,
The Members
Gujarat Poly Electronics Limited
B-18, Gandhinagar Electronic Estate
Gandhinagar – 382 024

This letter is an integral part of the Secretarial Audit Report of even date for F.Y. 2022-23 submitted to Gujarat Poly Electronics
Limited (“the Company”) in pursuance of provisions of section 204(1) of the Companies Act, 2013 and rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Members of the Company are informed as follow.
1. Maintenance of secretarial record is the responsibility of the management of the Company. My responsibility is to express an
opinion on these secretarial records based on audit.
2. I 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 as reflected in
secretarial records. I believe that the processes and practices that I followed; provide a reasonable basis for my opinion.
3. I have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Wherever required, I have obtained the management representation about compliance of laws, rules and regulations and
happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
the management. My examination was limited to the verification of procedures on test basis.
6. 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.

Tushar Shridharani
Practicing Company Secretary
Place: Mumbai FCS: 2690 / COP: 2190
Date: 10th May, 2023 Peer Review Certificate No.: 1509 / 2021

22
 thirty Fourth ANNUAL REPORT 2022-2023

MANAGEMENT DISCUSSION & ANALYSIS REPORT

OVERVIEW: Threats faced by our products are as follow:
GUJARAT POLY ELECTRONICS LIMITED (GPEL) was set up to • Due to low cost our components are very competitive.
manufacture Multilayer Ceramic Capacitors in the Electronic
Estate in Gandhinagar, Gujarat. Over the period of time we • It is very easy to import at NIL custom duty by any OEMs
have added other products like Single Layer Disc Ceramic • Emerging market trends indicate that the EMS segment is
Capacitors, both low and high voltage, to our range of products. becoming very popular. These customers have access to
Subsequently, with a view to service customer’s requirements, global sourcing as their consolidated requirements are high.
we have added other Traded Components to our bouquet of
products like other type of capacitors, Diodes etc. Your company • Therefore, cost is a major influence in making a sale.
has outsourced our manufactured products through imports. • The currency & metal volatility adversely impact on the tight
GPEL products are well received in the Indian market place. existing margins.
INDUSTRIAL STRUCTURE AND DEVELOPMENT: • To overcome this, customers insist on long term contracts
which are likely to hit our bottom lines.
Electronic components form the heart of any electronic systems.
Components are largely classified under Active & Passive RISKS AND CONCERNS:
components. Our Ceramic Capacitors fall under the passive
category & are primarily supplied to major Original Equipment 1) All customer’s OEMs & EMS insist on supplies of all items in
Manufacturers (OEMs). Our customers can be segmented into kit form.
following segments: 2) This requires stocking of all parts. Due to the wide range of
1) Computer & Computer Peripherals products it becomes difficult to supply all parts together.
2) Instrumentation & Industrial Electronics 3) Major customers are now changing over to auto pick & place
machines and require all leaded components in tape & box
3) Defense which are bulky and expensive to import.
4) Consumer Electronics 4) Due to fast changing technologies obsolesce is a major
5) Telecommunication threat.

6) Dealers 5) The post COVID scenario has effected both on delivery times
& prices.
7) Subcontractors or Electronic Manufacturing Services (EMS)
6) The volatility in currency as well as metal prices have
The electronic industry is growing rapidly & all the above adversely effected our margins.
segments consume our Ceramic Capacitors.
PERFORMANCE BY SECTOR:
OPPORTUNITIES AND THREATS:
The overall market did not pick up as was anticipated in the post
Ceramic capacitors are the most widely used Electronic COVID scenario. The Instrumentation & Industrial Electronics
Component due to segment which is our strength was particularly very subdued.
- Miniature size Similarly, the EMS segment too reported low offtakes. EMS
customers insisted on immediate delivery of parts & at low
- Superior Electrical Characteristics prices. Both these segments severally impacted on our sales.
Consequently, SMD MLCC sales were low, Despite the above, your
- Variable Dielectric Constant company achieved the sales of ₹1596.34 Lacs against ₹1527.86
- Wide range of products Lacs in the previous financial year, an increase of over 4%.
- Can be cast into any shape KEY FINANCIAL RATIOS:
- Low cost In accordance with the SEBI (Listing Obligations and Disclosure
Requirements 2018) (Amendment) Regulations, 2018, the

23
Gujarat Poly electronics limited

Company is required to give details of significant changes 3

Improvement in the profit for the year (increase of 225%
(change of 25% or more as compared to the immediately compared to last year) has improved the earnings available
previous financial year) in key financial ratios. to meet the interest and lease instalments repayment
obligations.
The Company has identified the following ratios as key financial
ratios: 4
As against decline in average trade payables in the year
compared to 2022, there is increase in credit purchases
Sr. Ratio 2022-23 2021-22 % compared to last year, consequently has affected the ratio has
No. Deviation rose dramatically.
1 Current Ratio 8.74 12.77 -31.56 1
2 Debt-to-equity Ratio 1.51 5.15 -70.68 2 5
The profit from sale of land during the year has significantly
3 Debt Service Coverage Ratio 82.09 27.61 197.36 3 increased profit after tax (225%) compared to last year.
4 Return on Equity Ratio 0.74 0.83 -10.59 Moreover, improving revenue from operations (4%) has
5 Inventory Turnover Ratio 5.28 5.66 -6.61 resulted in higher net profit ratio.
6 Receivables Turnover Ratio 3.88 3.80 2.15
7 Payables Turnover Ratio 132.97 24.52 442.29 4
6
Though the interest cost has increased, yet the substantial
8 Net Capital Turnover Ratio 2.01 1.69 18.90 increase in other operating income has resulted in significant
9 Net Profit Ratio 0.33 0.11 210.67 5 rise in ratio.
10 Return on Capital employed Ratio 0.65 0.70 -6.88
11 Interest Coverage ratio 358.15 152.14 206.01 6 OUTLOOK:
12 Operating Profit Margin 6.87 11.01 -4.14
13 Net Profit Margin 33.17 10.67 22.50
The directors are hopeful of increasing the sales turnover by
14 Return on Net Worth 74.16 82.95 -8.79
increasing sales of our products to active segments and market
15 Return on Investment 1.02 N. A. N. A. recovery. The company is cautiously optimistic about the growth
in the current financial year.
1
The current ratio has declined as there is fall of 9 % in current
assets and rise of 2.5% in current liability. INTERNAL CONTROL SYSTEM:
2
other equity (negative balance of retained earnings) being The Company has adequate internal control procedures
the component of shareholder equity has declined in the commensurate with the size of the Company and nature of its
year by -70.68% due to increase in profit as per past trend business.
over few years. This has resulted in substantial increase
in shareholder’s equity in 2022-23 compared to last year. HUMAN RESOURCES:
Further, despite increase in total liabilities due to higher lease
liability (3489.95%) compared to last year the debt equity ratio The Company has good relation with its employees. There are
is lower due to other equity impact. 34 permanent employees in the Company.

24
 thirty Fourth ANNUAL REPORT 2022-2023

CORPORATE GOVERNANCE REPORT

I. Company’s Philosophy on Corporate Governance:
The Philosophy on Corporate Governance aims at attainment of the highest level of transparency, accountability and equity in the
functioning of the Company vis-à-vis interactions with employees, shareholders, creditors and customers. The objective of the Company
is not only to meet the statutory requirements of the code but also go well beyond it by instituting such systems and procedures as are
required in accordance with the latest global trend of making management completely transparent and institutionally sound.
II. Board of Directors:
The Company has 1 Executive Chairman, 1 Managing Director and 4 Non- Executive Directors out of which 1 is Non-Executive Director,
3 are Independent Directors. Board of Directors are responsible for management of the Company’s business. The Board’s role,
functions, responsibility and accountability are clearly defined.
The details of Director being appointed and re-appointed in the ensuing Annual General Meeting have been given in the Notice calling
the Thirty Fourth Annual General Meeting of the Company.
The names and categories of the Directors on the Board, their attendance at Board Meetings held during the year and the number of
Directorships and Chairmanships/Memberships held by them in other companies and the names of listed entities where the person
is a director on the Board of Company are given below. Other directorships do not include alternate directorships, directorships of
private limited companies, Section 8 companies and of companies incorporated outside India. Chairmanship/Membership of Board
Committees includes only Audit and Stakeholders Relationship Committees.
Composition and Category of Directors / Attendance at Meetings/Directorships and Committee Memberships in other companies as on
31st March, 2023 and other relevant details is as follows:
1. Financial Year- April 2022 to March 2023
Name of the Director Attendance Particulars No. of other Directorship and
Committee Membership/
Chairmanship
Category No. of Board No. of Board Last AGM Board Meeting Other Directorship Other
Meetings Meetings held on Sitting Fees in Public Limited Committee
held attended 23.08.2022 paid Rs. Companies Membership /
Chairmanship
Mr. T. R. Kilachand Executive 5 5 Yes - 2 Membership-1
Chairman
ED
Mr. P.T. Kilachand NED 5 4 Yes 32,000 8 Membership-4
Chairmanship-1
Mr. A. H. Mehta MD 5 5 Yes - 3 -
Mr. C. K. Khushaldas NED(I) 5 5 Yes 40,000 1 -
Ms. S. A. Jhaveri NED(I) 5 3 Yes 24,000 NIL -
Mr. R. P. Vahi NED(I) 5 5 Yes 40,000 NIL -
Ms. Leena Katdare NED 5 4 No 32,000 4 Membership-2
(Nominee of GIIC) # Chairperson-1
Notes:
1. NED – Non-Executive Director 3. NED (I) – Non-Executive Independent Director
2. MD- Managing Director 4. ED – Executive Director
#
GIIC has withdrawn the nomination of Ms. Leena Katdare as a Director on Board of Company w.e.f. 3rd May,2023.
The names of the listed entities where the person is a director and the category of directorship:
Sr. No. Name of Director Name of Listed Company Category of Directorship
1. Mr. T. R. Kilachand Polychem Limited Promoter and Non -Executive Chairman
2. Mr. P. T. Kilachand Polychem Limited Promoter and Managing Director
3. Mr. A. H. Mehta Polychem Limited Deputy Managing Director
4. Mr. C. K. Khushaldas - -
5. Ms. S. A. Jhaveri - -
6. Mr. R. P. Vahi - -
2. Number of Board Meetings held and dates on which held:
During the financial year 2022-23, Five Board Meetings were held on the following dates:
(a) 23rd May, 2022 (b) 15th June, 2022 (c) 2nd August, 2022 (d) 8th November, 2022 (e) 2nd February, 2023.

25
Gujarat Poly electronics limited

3. Disclosure of Relationships between directors inter-se:

Mr. P. T. Kilachand, Non-Executive Director is a son of Mr. T. R. Kilachand, Executive Chairman of the Company.
4. Separate Meeting of Independent Director:
As stipulated by the code of Independent Directors under the Companies Act, 2013 and under regulation 25(3) of SEBI (LODR)
Regulations, 2015 a separate meeting of the Independent directors of the company was held on 2nd February, 2023 to review the
performance of Non - Independent Directors and the Board as a whole, review of the performance of the Chairperson of the Company,
assessment of the quality, quantity and timeliness of the flow of information between the Company’s management and the Board
and its committees.

Name of the Director Category Meeting Attended

Mr. C. K. Khushaldas Chairman 1
Ms. S. A. Jhaveri Member 1
Mr. R. P. Vahi Member 1
5. Evaluation of Independent Directors and Board’s Performance:
In compliance with the companies Act, 2013 and SEBI (LODR) Regulations 2015, the performance evaluation of the Independent
Directors and Board as a whole was carried out during the year, the details of the same have been given under directors’ report.
6. Familiarization Program:
The Company has taken up the initiative to familiarize the Independent Directors with the Company, their roles, rights, responsibilities
in the Company, nature of the industry in which the company operates, business model of the Company, etc. The details of such
familiarization program have been disclosed on the company’s website at http://www.gpelindia.in/Familiarisation_Programme.aspx
7. Declaration from Independent Directors:
The Company has received the declaration from each Independent Directors that they meet the criteria of independence laid down
under section 149(6) of the Companies Act, 2013, under regulation 16(b) of SEBI (LODR) Regulations, 2015.
Based on the declarations received from the Independent Directors, the Board of Directors has confirmed that they meet the criteria
of independence as mentioned under Regulation 16(1)(b) of the SEBI Listing Regulations and that they are independent of the
management.
8. Details of Director appointed and re-appointed during the year:
The details of Director being appointed and re-appointed in the ensuing Annual General Meeting have been given in the Notice calling
the Thirty Fourth Annual General Meeting of the Company.
9. Details of Number of shares and Convertible Instruments held by Non - Executive Directors:
Except Mr. P. T. Kilachand who hold 17,682 Equity shares of the Company and Mr. Rajan Vahi who hold 100 Equity shares of the
Company, no other Non-Executive Directors holds any shares or Convertible Instruments of the Company.
10. Code of Conduct:
The Company has framed and adopted a Code of Conduct, which is applicable to all the directors and members of the senior
management in terms of Regulation 17(5)(a) of SEBI (LODR) Regulations, 2015. The said code, lays the general principles designed to
guide all directors and members of the senior management in making ethical decisions.
All Directors and members of the senior management have confirmed their adherence to the provisions of the said code.

Declaration
As provided under Regulation 26 (3) of SEBI (LODR) Regulations, 2015, we confirm that the Board Members and Senior Management
of the Company have confirmed compliance with the Code for the year ended 31st March, 2023.

For Gujarat Poly Electronics Limited

A. H. Mehta
Managing Director

26
 thirty Fourth ANNUAL REPORT 2022-2023

III. Audit Committee:

(A) Terms of reference of the Audit Committee are:
(i) the recommendation for appointment, remuneration and terms of appointment of auditors of the company;
(ii) review and monitor the auditor’s independence and performance, and effectiveness of audit process;
(iii) examination of the financial statements and the auditors’ report thereon;
(iv) approval or any subsequent modification of transactions of the company with related parties;
(v) scrutiny of inter-corporate loans and investments;
(vi) valuation of undertakings or assets of the company, wherever it is necessary;
(vii) evaluation of internal financial controls and risk management systems;
(viii) monitoring the end use of funds raised through public offers and related matters.
(B) Composition of Audit Committee and Meetings held during the year:
The composition of the Audit Committee Meetings with the requirements of Section 177 of the Companies Act 2013 and
Regulation 18 of SEBI (LODR) Regulations, 2015.
During the year under review, four meetings of the Audit Committee were held on the following dates and the attendance
of each member of the Committee is given below:
(a) 23rd May, 2022 (b) 2nd August, 2022
(c) 8th November, 2022 (d) 2nd February, 2023
Name of the Director Category No. of Meeting/s Sitting Fees paid
Held attended (Rs.)
Mr. C. K. Khushaldas Chairman 4 4 32,000
Mr. T. R. Kilachand Member 4 3 -
Ms. S. A. Jhaveri Member 4 3 24,000
Mr. R. P. Vahi Member 4 4 32,000
The majority of the members of the Audit Committee are independent and have knowledge of finance, accounts, company
law and Electronics Industry as a whole. The quorum for audit committee meeting is minimum of two members.
The Company Secretary acts as the Secretary to the Committee.
(C) Review of information by Audit Committee:
The Audit Committee shall mandatorily review the following information:
1. Management discussion and analysis of financial condition and results of operations;
2. Verify with regard to related party transactions, whether Committee laid down parameters for determining a
particular transaction as significant and reviewed the necessity of such transactions;
3. Management letters / letters of internal control weaknesses issued by the statutory auditor;
4. Internal audit reports relating to internal control weaknesses; and
5. The appointment, removal and terms of remuneration of the internal auditor shall be subject to review by the Audit
Committee.

27
Gujarat Poly electronics limited

IV. Nomination & Remuneration Committee:

It comprises of Four Directors, three of them are Non-Executive Independent Directors and one member is Executive Director.
(A) Terms of Reference of Nomination and Remuneration Committee:
The Committee is empowered: -
1. Formulation of the criteria for determining qualifications, positive attributes and independence of a director and
recommend to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other
employees.
2. Formulation of criteria for evaluation of Independent Directors and the Board.
3. Devising a policy on Board diversity.
4. Identifying persons who are qualified to become directors and who may be appointed in senior management in
accordance with the criteria laid down, and recommend to the Board their appointment and removal. The company
shall disclose the remuneration policy and the evaluation criteria in its Annual Report.
5. The terms of reference of Nomination & Remuneration Committee include recommending to the Board of Directors
specific remuneration packages for Managing Director and management.
(B) Composition of Nomination & Remuneration Committee and Meeting held during the year:
During the year 2022-23, one meeting of the Nomination and Remuneration Committee was held on 23rd May, 2022.
The Composition of the Nomination & Remuneration Committee as on 31st March, 2023 is as under.
Name of the Director Category No. of Meeting
held attended
Mr. C. K. Khushaldas Chairman 1 1
Mr. T. R. Kilachand Member 1 1
Ms. S. A. Jhaveri Member 1 -
Mr. R. P. Vahi Member 1 1
(C) Performance Evaluation, Remuneration Policy and Details of Remuneration:
The company has adopted the ‘Policy on Appointment and Evaluation of Board of Directors, KMP, and Senior Management
personnel’ which sets out the criteria for remuneration to be paid, evaluation of directors which has been placed on the
website of the Company at http://www.gpelindia.in/Download/Criteria%20for%20Appointment%20Evalution%20of%20
Board%20of%20Directors,%20KMP%20and%20Senior%20Management%20Personnel.pdf
None of the Non-Executive Director receives salary, benefits, bonuses, stock options, pension etc. except sitting fees.
The Company pays fees to all Directors excluding the Managing Director and Executive Chairman of the Company for
attendance during the meeting. The Company did not have any pecuniary relationship or transactions with the Non-
Executive Directors.
Further, Board has approved the payment of Sitting fees to NED/Independent Directors of the Company in pursuant to
section 197 (5) of the Companies Act, 2013. The Company has not paid any severance fee to its Directors. The appointment
of Directors is made as per the provisions of the Act and the notice period for Executive Directors is as per the rules of the
Company.
Details of Remuneration to all the Directors: (In Rupees)
Sr. Name of Director Salary Perquisites & Commission Bonus / Stock options Sitting Total
No. allowances Incentives granted Fees
1 Mr. T.R. Kilachand 7,83,072 13,03,493 NIL NIL NIL NIL 20,86,565
2 Mr. A.H.Mehta 19,62,252 13,16,050 NIL NIL NIL NIL 32,78,302
3 Mr. P.T. Kilachand NIL NIL NIL NIL NIL 32,000 32,000
4 Mr. C.K. Khushaldas NIL NIL NIL NIL NIL 72,000 72,000
5 Mr. R.P. Vahi NIL NIL NIL NIL NIL 72,000 72,000
6 Ms. S.A. Jhaveri NIL NIL NIL NIL NIL 48,000 48,000
7 Ms. Leena Katdare# NIL NIL NIL NIL NIL 32,000 32,000
Note: The remuneration to the Directors doesn’t include provident fund, gratuity and superannuation.
#
GIIC has withdrawn the nomination of Ms. Leena Katdare as a Director on Board of Company w.e.f. 3rd May, 2023.

28
 thirty Fourth ANNUAL REPORT 2022-2023

V. Stakeholders Relationship Committee:

The constitution of Stakeholders Relationship Committee is as per requirement of Section 178(5) of the Companies Act, 2013.
The Committee has been delegated the power of attending to share transfers.
During the year 2022-23, two meetings of the Stakeholders Relationship Committee was held on 23rd May, 2022 and
2nd February, 2023.
The following Directors are the members of the ‘Stakeholders Relationship Committee’:-
Name of the Director Category No. of Meetings
Held Attended
Mr. P. T. Kilachand Chairman 2 1
Mr. T. R. Kilachand Member 2 2
Mr. A. H. Mehta Member 2 2
The Committee would look into the redressal of the shareholders’ complaints in respect of all matters including transfer or
credit of shares to demat accounts, non-receipt of Annual Report, Non-receipt of Share Certificates etc.
Ms. Nivedita Nambiar, Company Secretary provided secretarial support to the Committee and was also the designated
Compliance Officer of the Company.
Three complaints were received during the year and has been resolved as on 31st March, 2023, hence no complaints were
pending as on 31st March, 2023.
VI. Skills/Expertise/ Competence of the Board of Directors of the Company:
The following is the list of core skills/expertise/competencies possessed by the Board of Directors of the Company, which are
essential for the functioning of the Company in an effective manner.
a) Market Exploration & Potential Marketing:-
Experience in developing promotional strategies to increase the sales in the existing and explore potential market for the
Company.
b) Service on the Boards’ of Various Companies:-
Experience of serving on the Boards’ of different companies in order to develop insights about Corporate Governance,
Management Responsibility, Protecting Stakeholders interest.
c) Financial Expertise:-
Expertise in accounting and financial control functions. Possessing analytical skills. Expertise in preparation of financial
strategies for the long term growth of the business of the Company.
d) Law & policies:-
Awareness of the existing law and economical policies applicable to the Company thereby ensuring proper legal and
statutory compliances and appropriate application of policies to the advantage of the Company.
e) Expansion , Modification & Updation:-
A significant background about the technology applicable to the company resulting in how to implement technological
updates into the Business of the Company.
In the table below, the specific areas of focus or expertise of individual Board members have been highlighted.
However, the absence of a mark against a member’s name does not necessarily mean the member does not possess
the corresponding skills/expertise/competencies.
Name Market Exploration & Service on the Board’s Financial Law and Expansion Modification
Potential Marketing of Various Companies Expertise Policies & Updation
Mr. T. R. Kilachand
Mr. P. T. Kilachand
Mr. A. H. Mehta
Mr. C. K. Khushaldas - -
Ms. S. A. Jhaveri -
Mr. R. P. Vahi -

29
Gujarat Poly electronics limited

VII. General Meetings:

The particulars of Annual General Meetings/Extra Ordinary General Meetings of the Company held and Postal Ballot conducted
by the Company during the last 3 years are as under:
a) Annual General Meetings (AGM):
Financial AGM Location Date Time No. of Special
Year Resolutions passed
2019-20 AGM Video Conferencing (VC) / Other 31.08.2020 11:00 A.M. 3
Audio-Visual Means (OAVM)
2020-21 AGM Video Conferencing (VC) / Other 07.09.2021 11.00 A.M. 3
Audio-Visual Means (OAVM)
2021-22 AGM Video Conferencing (VC) / Other 23.08.2022 11.00 A.M. -
Audio-Visual Means (OAVM)
b) Extra Ordinary General Meeting (EGM):
One Extraordinary General Meeting of the Members was held in FY 2022-23 on 13th July, 2022 where special resolution
was passed for approving filing of petition with NCLT for issue of 9,81,500 ½% non-cumulative redeemable preference
shares of INR 100 each in lieu of existing preference shares issued by the Company.
c) Postal Ballot:
No Resolutions have been passed through postal ballot during the last three years.
VIII. Disclosure:
Mr. T. R. Kilachand, Executive Chairman, Mr. A. H. Mehta, Managing Director and Mr. H. H. Jani, CFO, constitutes ‘Management’.
1. Disclosures on materially significant related party transactions that may have a potential conflict with the interest of
company at large:
The Board noted that certificate has been received from the management that there have not been any material financial
or commercial transactions during the year where management has personal interest that may have a potential conflict
with the interest of company at large.
The details of transactions of the company with the related parties have been disclosed in Notes to the Accounts.
2. Details of Non-Compliance by the company, penalties, strictures:
There were no instances of non-compliance and no strictures or material penalties imposed on the Company either by
SEBI, Stock Exchange or any statutory authorities on any matter related to capital markets during the last three years.
3. Whistle Blower Mechanism:
The Company has adopted the whistle blower policy and has established a vigil mechanism under Regulation 22 of SEBI
(LODR) Regulations 2015, the details of mechanism and policy has been disclosed on the website.
It is hereby affirm that no person has been denied access to the audit committee.
4. Details of Compliance with Mandatory Requirements:
The Company has complied with all the mandatory requirements as mentioned in SEBI (LODR) Regulations, 2015.
5. Web Link of Policies:
a) The Company has no subsidiary and hence there is no need to frame any policy for determining “material”
subsidiary.
The Company has framed a Policy on Related Party transaction, the weblink for the same is http://www.gpelindia.
in/Download/Related%20Party%20Transaction%20Policy.pdf
b) The Company is not dealing in commodity and hence disclosure relating to commodity price risks and commodity
hedging activities is not required.

30
 thirty Fourth ANNUAL REPORT 2022-2023

6. Certificate of Non-Disqualification of Directors:

The Certificate as required under 10(i) of Part C of Schedule V of the SEBI (LODR) Regulations, 2015 issued by Mr. Tushar
Shridharni, Practicing Company Secretary is enclosed and marked as Annexure A.
7. There is no Non-Compliance of any requirement of Corporate Governance Report of sub-para (2) to (10) of the Part C of
Schedule V of the SEBI (LODR) Regulations, 2015.
8. Details of total fees paid to statutory auditors:
The details of total fees for all services paid by the Company, on a consolidated basis, to the statutory auditor are as follows:
Sr. No. Particulars Amount (Rs.)
1. Audit fees 3,00,000
2. Limited review fees 75,000
3. Tax audit fees 45,000
4. Other matters 1,32,000
Total 5,52,000
9. Disclosure in relation to Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013:
No. of Complaints filed during No. of Complaints disposed of during No. of Complaints pending as on end of
FY 2022-23 FY 2022-23 FY 2022-23
0 0 0
10. During the year no loans/advances in the nature of loans to firms/companies in which directors are interested is given by
the Company.
11. Disclosure of Compliance of Corporate Governance Requirements:
The Company complies with corporate governance requirements to the extent applicable, since the company falls under
exemption category as per regulation 15(2)(a) of SEBI (LODR) Regulations, 2015.
IX. CEO/CFO Certification:
Mr. A. H. Mehta, Managing Director and Mr. H. H. Jani, Chief Financial Officer of the Company have certified to the Board that:
(a) They have reviewed financial statements and the cash flow statement for the year and that to the best of their knowledge
and belief: -
1. These statements do not contain any materially untrue statements or omit any material fact or contain statements
that might be misleading.
2. These statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
(b) There are, to the best of their knowledge and belief, no transactions entered into by the Company during the year ended
31st March, 2023 which are fraudulent, illegal or violative of the Company’s code of conduct.
(c) They accept responsibility for establishing and maintaining internal controls for financial reporting’s and that they have
evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting and they have
disclosed to the auditors and the Audit Committee those deficiencies of which they are aware, in the design or operation
of such internal control and that they have taken the required steps to rectify these deficiencies.
(d) They further certify that they have indicated to the auditors and Audit Committee -
(i) there have been no significant changes in internal control over financial reporting during the year.
(ii) there is no changes in accounting policies during the year.
(iii) there have been no instances of significant fraud of which they have become aware and the involvement therein, of
management or an employee having significant role in the Company’s internal control system over financial reporting.

31
Gujarat Poly electronics limited

X. Discretionary Requirements under regulation 27(1) of SEBI (LODR) Regulations, 2015:

The company has complied with all the Mandatory requirements, apart from it the company has also adopted some non-
mandatory requirements as follows.
1. Audit Qualifications:
a) The Company’s financial statement for the year ended 31st March, 2023 does not contain any qualification.
b) Secretarial Audit Report for the year ended 31st March, 2023 does not contain any qualification.
2. Separate posts of Chairman and CEO: The Chairman of the Board’s position is separate from that of Managing Director.
3. Reporting of Internal Auditor: The Internal Auditor reports to the Audit Committee.
XI. Means of Communications:
The quarterly results are communicated to Bombay Stock Exchange Ltd., Mumbai. These results are also published in one English
Newspaper i.e. The Indian Express, Ahmedabad and one regional language newspaper i.e., Financial Express, Ahmedabad.
Results of 4th quarter i.e., Quarter ended 31st March, 2023 has been uploaded on the Company’s website: www.gpelindia.in.
XII. General Shareholder Information:
AGM:
Date: 23rd August, 2023
Time: 11.00 a.m.
Venue: Through Video Conference/Other Audio Visual Means
Financial Year April 2022 to March 2023
E-voting period From 9.00 a.m. Saturday 19th August, 2023 till
5.00 p.m. Tuesday 22nd August, 2023
Cut-off date for e-voting Wednesday, 16th August, 2023
Dates of Book Closure Thursday 17th August, 2023 to Wednesday 23rd August, 2023
Dividend Payment Date N. A.
Listing on Stock Exchange Bombay Stock Exchange Ltd.
Stock Code 517288
Demat ISIN Number in NSDL & CDSL for INE541F01022
Equity Shares
Market Price Data: High, Low during See Table No. 1 below
each month in the financial year 2022-23
Registrar and Share Transfer Agents. M/s.Link Intime India Pvt. Ltd.,
C 101, 247 Park, Lal Bahadur Shastri Marg, Vikhroli West, Mumbai 400 083
Tel No: +91 22 49186000 Fax: +91 22 49186060
Email: [email protected] Website: www.linkintime.co.in
Share Transfer System In terms of Regulation 40(1) of SEBI Listing Regulations, as amended from time to
time, securities 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.
Members holding shares in physical form are requested to consider converting their
holdings to dematerialized form. Transfers of equity shares in electronic form are
effected through the depositories with no involvement of the Company.
Distribution of shareholding & See Table No. 2 & 3
Category-wise distribution
Dematerialisation of shares See Table No. 4
Plant Location B -18, Gandhinagar Electronic Estate, Gandhinagar-382024 (Gujarat)
Telephone: 7935333658
Email: [email protected] Web: www.gpelindia.in
CIN: L21308GJ1989PLC012743
Address for correspondence B -18, Gandhinagar Electronic Estate, Gandhinagar-382024 (Gujarat)
Telephone: 7935333658 Email: [email protected]
Listing Fees and custodial fees applicable have been paid.

32
 thirty Fourth ANNUAL REPORT 2022-2023

Table 1 – Market Price Data

High, Low of market price of the Company’s shares traded on Bombay Stock Exchange Ltd., Mumbai, during the financial year 2022-23
Month High (Rs.) Low (Rs.) Total No. of shares traded
April - 2022 46.05 29.15 1,09,161
May - 2022 42.55 30.05 1,04,201
June - 2022 37.50 24.40 58,702
July - 2022 35.45 28.10 42,053
August - 2022 43.50 33.15 1,06,169
September - 2022 47.20 34.25 2,73,262
October - 2022 79.00 44.10 7,20,051
November - 2022 62.65 43.40 2,92,911
December - 2022 47.20 32.30 4,73,754
January - 2023 49.70 37.05 3,99,343
February - 2023 42.30 31.60 1,12,625
March - 2023 35.50 28.65 2,27,924

Table 2 - Distribution of Shareholding as on 31st March, 2023

No. of Equity Shares. No. of Shareholders % of total shareholders Total Shares held % of Total Shares
1 to 500 17,83,458 20.86 23,007 96.93
501 to 1000 2,91,205 3.41 389 1.64
1001 to 2000 2,62,746 3.07 173 0.73
2001 to 3000 1,24,988 1.46 51 0.21
3001 to 4000 98,003 1.15 28 0.12
4001 to 5000 74,593 0.87 16 0.07
5001 to 10000 3,00,890 3.52 43 0.18
10001 and above 56,14,117 65.66 28 0.12
Total 85,50,000 100.00 23,735 100.00

33
Gujarat Poly electronics limited

Table 3 - Category-wise distribution of shareholding as on 31st March, 2023

Sr. No. Category No. of shareholders No. of shares held % of total shares
1. Promoters:
a. Polychem Limited 1 46,16,152 53.99
b. Gujarat Industrial Investment Corporation Limited - 0 0
(GIIC)*
2. Institutions:
a. Mutual Funds - - -
b. Banks & FI 2 1,460 0.02
c. Insurance Companies - - -
d. Others - - -
3. Non – Institutions:
a. Bodies Corp- Ltd Liability Partnership 2 2,378 0.03
b. Bodies Corporate 34 30,814 0.36
c. NRI 38 17,122 0.20
d. HUF 94 1,12,402 1.31
e. Clearing Members 2 210 -
f. Trusts 1 60 -
4. Directors other than Promoters and their Relatives 5 1,25,880 1.47
5. Key Managerial Personnel 1 190 -
6. Resident Individuals 23,555 36,43,332 42.62
Total 23,735 85,50,000 100
*GIIC, Promoter Group has sold all their holdings in the Company. As on 31st March, 2023 they are holding NIL equity shares in the Company. The Company has
received application dated 3rd May, 2023 from GIIC for declassification from Promoter group category. The Board has approved in its meeting held on 10th May,
2023 for making an application with BSE for reclassification of Promoters.

Table 4 - Break-up of shares in physical & electronic mode as on 31st March, 2023.
Mode No. of shareholders % of total shareholders No. of shares % of total shares
Physical 18,361 77.36 14,36,782 16.80
Electronic 5,374 22.64 71,13,218 83.20
Total 23,735 100.00 85,50,000 100.00

Performance in Comparison to BSE Sensex:

BSE Sensex GPEL Share Price

205.00

165.00
176.67

146.98 148.94
125.00
133.28 127.90 131.81 98.43
116.48
85.00 100.00 107.50 114.68 107.18
97.23

45.00

Closing value of GPEL share price v/s BSE sensex on the last trading day of the month Base is considered to be 100 as on 31st March 2022

34
 thirty Fourth ANNUAL REPORT 2022-2023

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
Gujarat Poly Electronics Limited
B-18, Gandhinagar Electronic Estate
Gandhinagar – 382 024

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Gujarat Poly Electronics
Limited (hereinafter referred to as ‘the Company’) having CIN - L21308GJ1989PLC012743 and having Registered Office at B-18,
Gandhinagar Electronic Estate, Gandhinagar – 382024; for the purpose of issuing this certificate, in accordance with Regulation
34(3) read with Schedule V Para-C Sub-clause 10 (i) of the Securities Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

In my opinion and to the best of my 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 me by the Company and its officers, I
hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ended on 31st 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. Mr. Parthiv Kilachand 00005516 11-03-1992
2. Mr. Atul Mehta 00005523 14-09-1989
3. Mr. Tanil Kilachand 00006659 11-03-1992
4. Ms. Saloni Jhaveri 00029474 30-03-2015
5. Ms. Rajan Vahi 00033940 24-01-2019
6. Mr. Chandrakant Khushaldas 00260818 14-03-2007
7. Ms. Leena Katdare* 08914188 05-08-2021

*Ms. Leena Katdare has tendered resignation on 3rd May, 2023.

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of
the Company. My responsibility is to express an opinion on these based on my 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.

Tushar Shridharani
Practicing Company Secretary
Membership No.: FCS 2690 / Certificate of Practice No.: 2190
Place: Mumbai Peer Review Certificate No.: 1509 / 2021
Date: 10th May, 2023 UDIN: F002690E000273246

35
Gujarat Poly electronics limited

COMPLIANCE CERTIFICATE ON CORPORATE GOVERNANCE

To,
The Members of
Gujarat Poly Electronics Limited

We have examined the compliance of conditions of Corporate Governance by Gujarat Poly Electronics Limited (hereinafter referred
to as ‘the Company’) for the year ended March 31, 2023 stipulated in regulation 17 to 27 and clause (b) to (i) of regulation 46(2) and
para C and D of schedule V of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).

The Compliance of conditions of Corporate Governance is the responsibility of the management of the Company. Our examination
was limited to the procedures and implementation thereof, adopted by the Company to ensure compliance with the conditions of
Corporate Governance. It is neither an audit nor an expression of an opinion on the financial statement of the company.

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 SEBI Listing Regulations to the extent applicable.

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

Tushar Shridharani
Practicing Company Secretary
FCS: 2690 / COP: 2190
Place: Mumbai Peer Review Certificate No.: 1509/2021
Date: 10th May, 2023 UDIN: F002690E000273281

36
 thirty Fourth ANNUAL REPORT 2022-2023

INDEPENDENT AUDITOR’S REPORT Information other than Financial Statements & Auditors
Report thereon
To the Members of The Company’s Board of Directors is responsible for the Other
Gujarat Poly Electronics Limited Information. The Other Information inter-alia comprises of
Management Discussion and Analysis, Board’s Report including
Report on the Audit of the Financial Statements Annexures to Board’s Report, Corporate Governance and
Opinion:- Shareholder’s Information (but does not include the Financial
Statements and our auditor’s report thereon), which we
We have audited the Financial Statements of Gujarat Poly obtained prior to the date of this report and the rest of the
Electronics Limited (the ‘Company’) which comprise the Annual Report is expected to be made available to us after that
Balance Sheet as at March 31, 2023, and the statement of Profit date.
and Loss (including other comprehensive income) Statement
of changes in equity and Statement of cash flows for the year Our opinion on the Financial Statements does not cover the
then ended, and notes to the Financial Statements, including Other Information and we do not and will not express any form
a summary of significant accounting policies and other of assurance conclusion thereon.
explanatory information. In connection with our audit of the Financial Statements, our
responsibility is to read the other information identified above
In our opinion and to the best of our information and according
and, in doing so, consider whether the other information is
to the explanations given to us, the aforesaid Financial
materially inconsistent with the Financial Statements or our
Statements give the information required by the Companies
knowledge obtained in the audit, or otherwise appears to be
Act,2013 (the Act) in the manner so required and give a true and
materially misstated.
fair view in conformity with the Indian Accounting Standards
prescribed under Sec. 133 of the Act read with the Companies Based on the work we have performed, if we conclude that
(Indian Accounting Standards) Rules, 2015 as amended (Ind AS), there is a material misstatement of this Other Information, we
other accounting principles generally accepted in India, of the are required to report that fact. We have nothing to report in
state of affairs of the Company as at March 31,2023 and profit, this regard.
total comprehensive income, changes in equity and its cash
Management’s Responsibility for the Financial Statements
flows for the year then ended on that date.
The Company’s Board of Directors is responsible for the matters
Basis for Opinion:- stated in section 134(5) of the Act with respect to the preparation
We concluded our audit in accordance with the Standards on of these Financial Statements that give a true and fair view of
Auditing (SAs) specified under section 143(10) of the Act. Our the financial position, financial performance including other
responsibilities under those Standards are further described comprehensive income, changes in equity and cash flows of
in the Auditor’s Responsibilities for the Audit of the Financial the Company in accordance with the Ind AS and accounting
Statements section of our report. We are independent of the principles generally accepted in India. The responsibility also
Company in accordance with the Code of Ethics issued by The includes maintenance of adequate accounting records in
Institute of Chartered Accountants of India (ICAI) together accordance with the provisions of the Act, for safeguarding the
with the ethical requirements that are relevant to our audit of assets of the Company and for preventing and detecting frauds
the Financial Statements under the provisions of the Act and and other irregularities, selection and application of appropriate
the Rules thereunder, and we have fulfilled our other ethical accounting policies; making judgement and estimates that
responsibilities in accordance with these requirements and the are reasonable and prudent; and design, implementation and
ICAI’S Code of Ethics. We believe that the audit evidence we maintenance of adequate internal financial controls, that were
have obtained is sufficient and appropriate to provide a basis operating effectively or ensuring accuracy and completeness
for our opinion on the Financial Statements. of the accounting records, relevant to the preparation and
presentation of the Financial Statements that give a true and
Key Audit Matters fair view and are free from material misstatement, whether due
Key audit matters are those matters that, in our professional to fraud or error.
judgement, were of most significance in our audit of the In preparing the Financial Statements, Management is
Financial Statements for the financial year ended March 31, responsible for assessing the Company’s ability to continue as
2023. These matters were addressed in the context of our audit a going concern, disclosing, as applicable, matters related to
of the Financial Statements as a whole, and in forming our going concern and using the going concern basis of accounting
opinion thereon, and we do not provide a separate opinion on unless management either intends to liquidate the Company or
these matters. to cease operations, or has no realistic alternative but to do so.
We have determined that there is no key audit matter to The Board of Directors are also responsible for overseeing the
communicate in our report. Company’s financial reporting process.

37
Gujarat Poly electronics limited

Auditor’s Responsibilities for the Audit of the Financial Materiality is the magnitude of misstatements in the
Statements:- Financial Statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably
Our objectives are to obtain reasonable assurance about
knowledgeable user of the Financial Statements may
whether the Financial Statements as a whole are free from
be influenced. We consider quantitative materiality and
material misstatement, whether due to fraud or error and to
qualitative factors in (i) planning the scope of our audit work
issue an auditor’s report that includes our opinion. Reasonable
and in evaluating the results of our work; and (ii) to evaluate
assurance is a high level of assurance, but is not guarantee that
an audit conducted in accordance with SAs will always detect a the effect of any identified misstatements in the Financial
material misstatement when it exists. Misstatements can arise Statements.
from fraud or error and are considered material if, individually We communicate with those charged with governance
or in the aggregate, they could reasonably be expected to regarding, among other matters, the planned scope and
influence the economic decisions of users taken on the basis of timing of the audit and significant audit findings, including
these financial statements. any significant deficiencies in internal control that we identify
As part of an audit in accordance with SAs, we exercise during our audit.
professional judgement and maintain professional skepticism We also provide those charged with governance with a
throughout the audit. We also: statement that we have complied with relevant ethical
• Identify and assess the risks of material misstatement of the requirements regarding independence, and to communicate
Financial Statements, whether due to fraud or error, design with them all relationships and other matters that may
and perform audit procedures responsive to those risks, and reasonably be thought to bear on our independence, and
obtain audit evidence that is sufficient and appropriate to where applicable, related safeguards.
provide a basis for our opinion. The risk of not detecting a From the matters communicated with those charged with
material misstatement resulting from fraud is higher than governance, we determine those matters that were of most
for one resulting from error, as fraud may involve collusion, significance in the audit of the Financial Statements of the
forgery, intentional omissions, misrepresentations, or the current period and are therefore the key audit matters. We
override of internal control. describe these matters in our auditor’s report unless law or
• Obtain an understanding of internal financial control relevant regulation precludes public disclosure about the matter or
to the audit in order to design audit procedures that are when, in extremely rare circumstances, we determine that a
appropriate in the circumstances. Under section 143(3)(i) of matter should not be communicated in our report because
the Act, we are also responsible for expressing our opinion the adverse consequences of doing so would reasonably be
on whether the Company has adequate internal financial expected to outweigh the public interest benefits of such
controls system in place and the operating effectiveness of communication.
such controls.
Report on Other Legal and Regulatory Requirements
• Evaluate the appropriateness of accounting polices used
and the reasonableness of accounting estimates and related 1. As required by the Companies (Auditor’s Report) Order,
disclosures made by the management. 2020 (the “Order”) issued by the Central Government of
India in terms of sub-section (11) of section 143 of the
• Conclude on the appropriateness of management’s use of Companies Act, 2013, we give in the “Annexure A” a
the going concern basis of accounting and, based on the audit statement on the matters specified in paragraphs 3 and 4
evidence obtained, whether a material uncertainty exists of the Order, to the extent applicable.
related to events or conditions that may cast significant doubt
on the Company’s ability to continue as a going concern. If we 2. As required by Section 143(3) of the Act, we report that:
conclude that a material uncertainty exists, we are required (a) We have sought and obtained all the information and
to draw attention in our auditor’s report to the related explanations which to the best of our knowledge and
disclosures in the Financial Statements or, if such disclosures belief are necessary for the purpose of our audit.
are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our (b) In our opinion, proper books of account as required
auditor’s report. However, future events or conditions may by law have been kept by the Company so far as it
cause the Company to cease to continue as a going concern. appears from our examination of those books.
• Evaluate the overall presentation, structure and content (c) The Balance Sheet, the Statement of Profit and Loss
of the Financial Statements, including the disclosures, and including other comprehensive income and the Cash
whether the Financial Statements represent the underlying Flow Statement, Statement of changes in Equity dealt
transactions and events in a manner that achieves fair with by this Report are in agreement with the books of
presentation. account.

38
 thirty Fourth ANNUAL REPORT 2022-2023

(d) In our opinion, the aforesaid Financial Statements directly or indirectly, lend or invest in other
comply with the Accounting Standards specified persons or entities identified in any manner
under Section 133 of the Act read with Rule 7 of the whatsoever by or on behalf of the Company
Companies (Accounts) Rules, 2014. (“Ultimate Beneficiaries ”) or provide any
guarantee, security or the like on behalf of
(e) On the basis of the written representations received the ultimate beneficiaries.
from the directors as on March 31, 2023 taken on
record by the Board of Directors, none of the directors (b) The management has represented that,
is disqualified as on March 31,2023 from being to the best of its knowledge and belief, no
appointed as a director in terms of Section 164(2) of funds (which are material either individually
the Act. or in aggregate) have been received by
the Company from any person or entity,
(f) With respect to the adequacy of internal financial including foreign entity (“Funding Parties”),
controls over financial reporting of the Company and with the understanding, whether recorded
the operating effectiveness of such controls, refer to in writing or otherwise, that the Company
or separate report in “Annexure B”. shall, whether directly or indirectly, lend or
(g) With respect to the other matters to be included in the invest in other persons or entities identified
Auditors Report in accordance with requirements of in any manner whatsoever by or on behalf of
Sec. 197(16) of the Act, as amended: the Funding Party (“Ultimate Beneficiaries”)
or provide any guarantee, security or the like
In our opinion and to the best of our information on behalf of the ultimate beneficiaries.
and according to the explanations given to us, the
remuneration paid/provided by the Company to its (c) Based on the audit procedures that have
Directors during the year is in accordance with the been considered reasonable and appropriate
provisions of Sec. 197 read with Schedule V to the in the circumstances, nothing has come to
Companies Act, 2013. our notice that has caused us to believe that
the representations under sub-clause (i) and
(h) With respect to the other matters to be included in (ii) of Rule 11(e), as provided under (a) and (b)
the Auditor’s Report in accordance with Rule 11 of above, contain any material misstatement.
the Companies (Audit and Auditor’s) Rule, 2014, in
our opinion and to the best of our information and v. (a) The company had not proposed any final
according to the explanations given to us: dividend in the previous year, which was
declared and paid by the Company during the
i. The Company has disclosed the impact of pending year.
litigations on the financial position of its Financial
Statements Refer Note 4.02 to the Financial (b) The Company has not declared and paid any
Statements; interim dividend during the year and until
the date of this report.
ii. The Company did not have any long-term
contracts including derivative contracts for which (c) The Board of Directors of the Company has
there were any material foreseeable losses. not proposed any final dividend for the year
which is subject to approval of the members
iii. There were no amounts which were required in the ensuing Annual General Meeting.
to be transferred to the Investor Education and
Protection Fund by the Company.
iv. (a) The management has represented that, to For, Mahendra N. Shah & Co.,
the best of its knowledge and belief, no funds Chartered Accountants
(which are material either individually or in ICAI Firm Registration No.: 105775W
aggregate) 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 or entity, including foreign entity Chirag M. Shah
(“Intermediaries”), with the understanding, Partner
whether recorded in writing or otherwise, Place: Ahmedabad Membership No.: 045706
that the Intermediary shall, whether Date: May 10, 2023 UDIN: 23045706BGUVRS1336

39
Gujarat Poly electronics limited

Annexure “A” to the Independent nature of its operations. No discrepancies of 10% or

Auditors’ Report more in the aggregate for each class of inventories
were noticed on such physical verification of
(Referred to in paragraph 1 under “Report on Other Legal inventories when compared with books of account.
and Regulatory Requirements section of our report to the (b) According to the information and explanations given
members of Gujarat Poly Electronics Limited of even date) to us, at any point of time of the year, the Company has
To the best of our information and according to the explanations not been sanctioned any working capital facility from
provided to us by the Company and the books of account and banks or financial institutions and hence reporting
records examined by us in the normal course of audit, we state under clause (ii)(b) of the Order is not applicable.
that: iii. The Company has not provided any guarantee or security
i. In respect of Company’s Property, Plant and Equipment to companies, firms, Limited Liability Partnerships or any
and Intangible Assets : other parties during the year. The Company has made
investments and granted loans or advances in the nature
(a) (i) The Company is maintaining proper records of loans to other parties, in respect of which :
showing full particulars, including quantitative
details and situation of Property, Plant and (a) The Company has provided interest-free unsecured
Equipment and relevant details of right-of-use loans or advances in the nature of loans during the
assets. year and details of which are given below:

(ii) The Company is maintaining proper records Particulars Aggregate Balance

Amount during outstanding at the
showing full particulars of intangible assets.
the year balance sheet date
(b) The Property, Plant & Equipment and right-of- (Rs. In ‘Lakhs) (Rs. In ‘Lakhs)
use assets have been physically verified by the Subsidiaries Nil Nil
management in a phased manner, designed to cover Joint Ventures Nil Nil
all the items over a period of three years, which in Associates Nil Nil
our opinion, is reasonable having regard to the size of Others (employees) 1.50 5.75
the Company and nature of its business. According to The Company has not given guarantee or provided security
information and explanation given to us, no material to any other entity during the year.
discrepancies were noticed on such verification.
(b) In relation to investments made, loans and advances
(c) The title deeds of all the immovable properties (other granted, we are of the opinion that the terms and
than immovable properties where the Company is the conditions of the loans and advances provided are not
lessee and the lease agreements are duly executed in prejudicial to the interest of the Company.
favour of the Company) as disclosed in the Financial
(c) In respect of loans granted or advances in the nature
Statements are held in the name of the company.
of loans provided by the Company, the schedule
(d) The Company has not revalued any of its property, of repayment of principal and payment of interest
plant and equipment (including Right of Use assets) has been stipulated and the repayments of principal
and intangible assets during the year. amounts are regular as per stipulation in such cases.
(e) No proceedings have been initiated during the year or (d) According to information and explanations given to
are pending against the Company as at March 31,2023 us and based on the audit procedures performed in
for holding any benami property under the Benami respect of loans granted and advances in the nature of
Transactions (Prohibition) Act, 1988 (as amended in loans provided by the Company, there is no overdue
2016) and rules made there under. amount remaining outstanding as at the balance sheet
date.
ii. (a) The inventories were physically verified during the
year by the Management at reasonable intervals. In (e) No loan or advance in the nature of loan granted by
our opinion and according to the information and the Company which has fallen due during the year, has
explanations given to us, the coverage and procedure been renewed or extended or fresh loans granted to
of such verification by the Management is appropriate settle the overdue of existing loans given to the same
having regard to the size of the Company and the parties.

40
 thirty Fourth ANNUAL REPORT 2022-2023

(f) The Company has not granted Loans or advances in viii. There were no transactions relating to previously
the nature of loans which are repayable on demand or unrecorded income that were surrendered or disclosed as
without specifying any terms or period of repayment. income in the tax assessments under the Income Tax Act,
Hence, the requirements under paragraph 3(iii)(f) of 1961 (43 of 1961) during the year.
the Order are not applicable to the Company.
ix. (a) The Company had not defaulted in respect of loans
iv. In our opinion and according to the information and and other borrowings.
explanations given to us, the company has complied with
provision of Section 186 of the Companies Act, 2013 In respect (b) The Company has not been declared wilful defaulter
of loans and investment. The Company has not granted by any bank or financial institution or government or
loan or given guarantee or provided security as provided any government authority.
in the section 185 and I86 of the Companies Act, 2013.
(c) The Company has not taken any term loan during the
v. According to information and explanation given to us, the year and hence reporting under clause 3(ix)(c) of the
Company has not accepted any deposits from the public and Order is not applicable.
is not holding any amounts which are deemed to be deposits
during the year. Hence the directives issued by the Reserve (d) On an overall examination of the Financial Statements
Bank of India and the provisions of Sections 73 to 76 or any of the Company, the company has not raised funds on
other relevant provisions of the Act and the Companies short-term basis.
(Acceptance of Deposit) Rules, 2015 with regard to the
(e) The Company has not made any investment in or given
deposits accepted from the public are not applicable.
any new loan or advances to any of its subsidiaries,
vi. The provisions of sub-section (1) of section 148 of the associates or joint ventures during the year and hence,
Act are not applicable to the Company as the Central reporting under clause (ix)(e) of the Order is not
Government of India has not specified the maintenance of applicable.
cost records for the products of the Company. Accordingly,
the provisions stated in paragraph 3(vi) of the Order are (f) The Company has not raised loans during the year on
not applicable to the Company. the pledge of securities held in its subsidiaries or joint
vii. In respect of statutory dues: ventures or associate companies. Hence reporting
under clause 3(ix)(f) of the Order is not applicable.
(a) The company has been generally regular in depositing
undisputed statutory dues including Goods and Service x. (a) According to the information and explanations given
tax, Provident Fund, Income-tax, Sales Tax, Service by the management, the company has not raised
Tax, duty of Custom, duty of Excise, Value Added Tax, moneys by way of initial public offer or further
cess and other material statutory dues applicable to public offer including debt instruments and term
it with the appropriate authorities. There were no Loans during the year. Accordingly, the provisions of
undisputed amounts payable in respect of Goods and clause 3 (x)(a) of the Order are not applicable to the
Service tax, Provident Fund, Income-tax, Sales Tax, Company.
Service Tax, duty of Custom, duty of Excise, Value
Added Tax, cess and other material statutory dues in (b) The Company has not made any preferential allotment
arrears as at March 31, 2023 for a period of more than or private placement of shares or fully or convertible
six months from the date they became payable. debentures (fully, partly or optionally convertible)
during the year under review and hence reporting
(b) According to the information and explanations given to
us, there are no statutory dues referred to in sub-clause under clause 3x(b) of the Order is not applicable.
(a) above which have not been deposited as on March xi. (a) To the best of our knowledge, no fraud by the
31,2023 on account of any dispute, except following, Company and no material fraud on the Company has
Name Nature of Amount Period to Forum been noticed or reported during the year.
of the dues (Rs. In which the where the
Statute ‘Lakhs ) amount dispute is (b) No report under sub-section (12) of section 143 of
relates pending the Companies Act has been filed in Form ADT-4 as
ESIC Recovery 1.03 2015 At appeal prescribed under rule 13 of Companies (Audit and
for normal level Auditors) Rules, 2014 with the Central Government,
dues during the year and upto the date of this report.

41
Gujarat Poly electronics limited

(c) As represented to us by the Management, there were xvii. The Company has not incurred cash losses during the
no whistle blower complaints received by the Company financial year covered by our audit and the immediately
during the year. Accordingly, the provisions stated in preceding financial year. Hence, the provisions stated in
paragraph 3(xi)(c) of the Order is not applicable to paragraph clause 3 (xvii) of the Order are not applicable to
company. the Company.
xii. In our opinion, the Company is not a Nidhi Company. xviii. There has been no resignation of the statutory auditors of
Therefore, the provisions of clause 3(xii) of the Order are the Company during the year. Accordingly, clause 3(xviii) of
not applicable to the Company. the Order is not applicable.
xiii. In our opinion, all transactions with the related parties are xix. On the basis of the financial ratios, ageing and expected
in compliance with section 177 and 188 of Companies Act, dates of realization of financial assets and payment of
2013 and the details have been disclosed in the Financial financial liabilities, other information accompanying the
Statements as required by the applicable accounting Financial Statements and our knowledge of the Board
standards. of Directors and Management plans and based on our
examination of the evidence supporting the assumptions,
xiv. (a) In our opinion, the Company has an adequate internal
nothing has come to our attention, which causes us to
audit system commensurate with the size and the
believe that any material uncertainty exists as on the date
nature of its business.
of the audit report indicating that Company is not capable
(b) We have considered the internal audit reports for the of meeting its liabilities existing at the date of balance sheet
year under audit issued to the Company during the as and when they fall due within a period of one year from
year and till date, in determining the nature, timing the balance sheet date. We, however, state that this is not
and extent of our audit procedures. an assurance as to the future viability of the Company. We
further state that our reporting is based on the facts up
xv. In our opinion, the Company has not entered into any non-
to the date of the audit report and we neither give any
cash transactions with directors or persons connected with
guarantee nor any assurance that all liabilities falling due
its directors during the year. Hence provisions of Section
within a period of one year from the balance sheet date,
192 of the Companies Act, 2013 are not applicable to the
will get discharged by the Company as and when they fall
Company.
due.
xvi. (a) The company is not required to be registered under
xx. The Company was not having net worth of rupees five
section 45-IA of the Reserve Bank of India Act 1934.
hundred crore or more, or turnover of rupees one thousand
Accordingly, the reporting under clause 3(xvi)(a) of the
crore or more or a net profit of rupees five crore or more
Order is not applicable to the Company.
during the immediately preceding financial year and hence,
(b) In our opinion, the Company has not conducted any provisions of Section 135 of the Act are not applicable to
Non-Banking Financial or Housing Finance activities the Company during the year. Accordingly, reporting under
without any valid Certificate of Registration from clause 3 (xx) of the Order is not applicable for the year.
Reserve Bank of India. Hence, the reporting under
paragraph clause 3(xvi)(b) of the Order are not
applicable to the Company. For, Mahendra N. Shah & Co.,
Chartered Accountants
(c) The Company is not a Core investment Company
ICAI Firm Registration No.: 105775W
(CIC) as defined in the regulations made by Reserve
Bank of India. Hence, the reporting under paragraph
clause 3(xvi)(c) of the Order are not applicable to the
Company.
(d) The Company does not have any CIC as a part of its Chirag M. Shah
group. Hence, the provisions stated in paragraph Partner
clause 3(xvi)(d) of the Order are not applicable to the Place: Ahmedabad Membership No.: 045706
Company. Date: May 10, 2023 UDIN: 23045706BGUVRS1336

42
 thirty Fourth ANNUAL REPORT 2022-2023

Annexure “B” to the Independent We believe that the audit evidence we have obtained is sufficient
Auditors’ report and appropriate to provide a basis for our audit opinion on
the Company’s internal financial controls system over financial
(Referred to in paragraph 2(f) under “Report on Other Legal and
reporting.
Regulatory Requirements section of our report to the members of
Gujarat Poly Electronics Limited of even date) Meaning of Internal Financial Controls over Financial Reporting.
Report on the Internal Financial Controls under Clause (1) of Sub- A company’s internal financial control over financial reporting is a
section 3 of Section 143 of the Companies Act, 2013 (“the Act”) process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of Financial
We have audited the internal financial controls over financial Statements for external purpose in accordance with generally
reporting of Gujarat Poly Electronics Limited (“the Company”) as accepted accounting principles. A company’s internal financial
of March 31, 2023 in conjunction with our audit of the Financial control over financial reporting includes those policies and
Statements of the Company for the year ended on that date. procedures that (1) pertain to the maintenance of records that,
Management’s Responsibility for Internal Financial Controls in reasonable detail, accurately and fairly reflect the transactions
The Company’s management is responsible for establishing and and dispositions of the assets of the company. (2) provide
maintaining internal financial controls based on the internal reasonable assurance that transactions are recorded as necessary
control over financial reporting criteria established by the Company to permit preparation of Financial Statements in accordance with
generally accepted accounting principles , and that receipts and
considering the essential components of internal control stated
expenditures of the company are being made only in accordance
in the Guidance Note on Audit of Internal Financial controls
with authorizations of management and directors of the company,
over Financial Reporting issued by the Institute of Chartered
and (3) provide reasonable assurance regarding prevention or
Accountants of India. These responsibilities include the design,
timely detection of unauthorized acquisition, use, or disposition
implementation and maintenance of adequate internal financial
of the company’s assets that could have a material effect on the
controls that were operating effectively for ensuring the orderly
Financial Statements.
and efficient conduct of its business, including adherence to
company’s policies, the safeguarding of its assets, the prevention Inherent Limitations of Internal Financial Controls over Financial
and detection of frauds and errors, the accuracy and completeness Reporting
of the accounting records, and the timely preparation of reliable Because of the inherent limitations of internal financial controls over
financial information, as required under the Act. financial reporting, including the possibility of collusion or improper
Auditors’ Responsibility management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections
Our responsibility is to express an opinion on the Company’s of any evaluation of the internal financial controls over financial
internal financial controls over financial reporting based on our reporting to future periods are subject to the risk that the internal
audit. We conducted our audit in accordance with the Guidance financial control over financial reporting may become inadequate
Note on Audit of Internal Financial Controls Over Financial because of changes in conditions, or that the degree of compliance
Reporting (the “Guidance Note”) and the Standards on Auditing, with the policies of procedures may deteriorate.
issued by ICAI and deemed to be prescribed under section 143(10)
Opinion
of the Act, to the extent applicable to an audit of internal financial
controls, both applicable to an audit of internal Financial Controls In our opinion, to the best of our information and according to
and, both issued by the Institute of Chartered Accountants of India. explanations given to us, the Company has, in all material respects,
Those Standards and the Guidance Note require that we comply an adequate internal financial control system over financial
with ethical requirements and plan and perform the audit to obtain reporting and such internal financial controls over financial
reasonable assurance about whether adequate internal financial reporting were operating effectively as on March 31, 2023, based
on the internal control over financial reporting criteria established
controls over financial reporting was established and maintained
by the Company considering the essential components of internal
and if such controls operated effectively in all material respects.
controls stated in the Guidance Note on Audit of Internal Financial
Our audit involves performing procedures to obtain audit evidence Controls Over Financial Reports issued by the Institute of Chartered
about the adequacy of the internal financial controls systems over Accountants of India.
financial reporting and their operating effectiveness. Our audit
of internal financial controls over financial reporting included For, Mahendra N. Shah & Co.,
obtaining an understanding of internal financial controls over Chartered Accountants
financial reporting, assessing the risk that a material weakness ICAI Firm Registration No.: 105775W
exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. The Chirag M. Shah
procedures selected depend on the auditor’s judgement, including Partner
the assessment of the risks of material misstatement of the Place: Ahmedabad Membership No.: 045706
Financial Statements, whether due to fraud or error. Date: May 10, 2023 UDIN: 23045706BGUVRS1336

43
Gujarat Poly electronics limited

STANDALONE BALANCE SHEET AS AT MARCH 31, 2023

All amounts are in 'Lakhs' unless otherwise stated
As at As at
Notes
March 31, 2023 March 31, 2022
ASSETS
Non-current assets
Property, plant and equipment 2.02 106.45 164.88
Other Intangible assets 2.02 17.93 9.98
Right to use Asset 2.03 (a) 41.10 7.12
Financial assets
Investments 2.03 (b) 803.20 -
Other financial assets 2.04 8.67 15.17
Deferred tax assets (Net) 2.05 - -
Other non current assets 2.06 0.23 0.22
Total non-current assets 977.58 197.36
Current Assets
Inventories 2.08 304.43 299.96
Financial Assets
Trade receivables 2.09 458.26 364.75
Cash and cash equivalents 2.10 24.98 30.53
Bank balances other than 2.10 above 2.11 85.00 250.00
Loans 2.12 5.76 8.92
Other financial assets 2.04 2.69 5.23
Other current assets 2.06 17.02 22.61
Total current assets 898.14 982.00
Assets Held for Sale 2.07 27.00 114.91
Total assets 1,902.72 1,294.26
EQUITY AND LIABILITIES
Equity
Equity Share capital 2.13 855.00 855.00
Other Equity 2.14 -140.54 -658.21
Total equity 714.46 196.79
Liabilities
Non-current liabilities
Financial liabilities
Lease Liability 2.15 36.88 1.07
Provisions 2.16 67.09 37.99
Total non-current liabilities 103.97 39.06
Current liabilities
Financial Liabilities
Lease Liability 2.15 3.26 5.62
Trade payables 2.17 11.64 3.76
Other financial liabilities 2.18 981.50 981.50
Other current liabilities 2.19 56.35 24.48
Provisions 2.16 31.54 43.06
Total current liabilities 1,084.29 1,058.42
Total equity and liabilities 1,902.72 1,294.26
Summary of Significant accounting Policies 1
Refer accompanying notes. These notes are an integral part of the financial statements.
As per our report of even date For and on behalf of the Board of Directors
For Mahendra N. Shah & Co. T. R. Kilachand A. H. Mehta
Chartered Accountants Executive Chairman Managing Director
Firm Registration No.: 105775W DIN 00006659 DIN 00005523
Chirag Shah H. H. Jani Nivedita Nambiar
Partner Chief Financial Officer Company Secretary & Compliance Officer
(Membership No. 045706) (M. No.: 8479)
Place: Ahmedabad Place: Mumbai
Date: May 10, 2023 Date: May 10, 2023
44
 thirty Fourth ANNUAL REPORT 2022-2023

STANDALONE Statement of Profit and Loss

for the year ended March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated
Year Ended Year Ended
Particulars Note No.
March 31, 2023 March 31, 2022
Income
Revenue from operations 3.01 1,597.31 1,529.42
Other income 3.02 443.57 17.47
Total Income 2,040.88 1,546.89
Expenses
Cost of materials consumed 3.03 1.67 2.45
Purchase of stock-in-trade 3.04 1,023.12 989.97
Changes in inventories of stock-in-trade 3.05 (5.80) (59.86)
Operational expenses 3.06 165.11 124.69
Employee benefits expense 3.07 303.48 303.85
Finance costs 3.08 1.54 1.22
Depreciation and amortization expense 3.09 21.88 21.33
Total Expenses 1,511.01 1,383.66

Profit / (loss) before tax 529.87 163.24

Tax expenses
Current tax - -
Profit / (loss) for the year 529.87 163.24
Other comprehensive Income / (Loss)
Items that will not be reclassified to profit or loss
Remeasurements of the defined benefit plans (12.19) (4.71)
Income tax relating to items that will not be reclassified to profit or loss - -
Total other comprehensive Income / (Loss) (12.19) (4.71)
Total comprehensive Income for the year 517.68 158.52
Earnings per equity share :
Basic (in Rs.) 6.20 1.91
Diluted (in Rs.) 6.20 1.91
Significant accounting Policies 1
Refer accompanying notes. These notes are an integral part of the financial statements.

As per our report of even date For and on behalf of the Board of Directors
For Mahendra N. Shah & Co. T. R. Kilachand A. H. Mehta
Chartered Accountants Executive Chairman Managing Director
Firm Registration No.: 105775W DIN 00006659 DIN 00005523

Chirag Shah H. H. Jani Nivedita Nambiar

Partner Chief Financial Officer Company Secretary & Compliance Officer
(Membership No. 045706) (M. No.: 8479)

Place: Ahmedabad Place: Mumbai

Date: May 10, 2023 Date: May 10, 2023

45
Gujarat Poly electronics limited

STANDALONE STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED

MARCH 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

A. Equity share capital Amount.

As at April 1, 2021 855.00

Changes during the year 2021 - 2022 -
As at March 31, 2022 855.00
Changes during the year 2022 - 2023 -
As at March 31, 2023 855.00

B. Other Equity

Reserves and Surplus

Particulars Total Other equity
Retained Earnings

As at April 1, 2021 (816.74) (816.74)

Profit for the year 163.24 163.24
Dividend paid - -
Other comprehensive income for the year -4.71 (4.71)
Balance as at March 31, 2022 (658.21) (658.21)
Balance as at April 1, 2022 (658.21) (658.21)
Profit for the year ended 31.03.2023 529.87 529.87
Dividend paid - -
Other comprehensive income for the year (12.19) (12.19)
Balance as at March 31, 2023 (140.54) (140.54)
Note: Loss of 12.19 and 4.71 (in 'lakhs) on remeasurement of defined employee benefit plans (net of tax) is recognised as a part
of retained earnings for the year ended March 2023 and March 2022 respectively.

Significant accounting Policies

Refer accompanying notes. These notes are an integral part of the financial statements.

As per our report of even date For and on behalf of the Board of Directors
For Mahendra N. Shah & Co. T. R. Kilachand A. H. Mehta
Chartered Accountants Executive Chairman Managing Director
Firm Registration No.: 105775W DIN 00006659 DIN 00005523

Chirag Shah H. H. Jani Nivedita Nambiar

Partner Chief Financial Officer Company Secretary & Compliance Officer
(Membership No. 045706) (M. No.: 8479)

Place: Ahmedabad Place: Mumbai

Date: May 10, 2023 Date: May 10, 2023

46
 thirty Fourth ANNUAL REPORT 2022-2023

Cash flow statement for the year ended March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated
Year Ended Year Ended
Particulars
March 31, 2023 March 31, 2022
(A) Cash flow From Operating Activities
Profit Before Tax from Continuing Operations 529.87 163.24
Profit before income tax 529.87 163.24
Non-cash Adjustment to Profit Before Tax:
Depreciation and amortization expense 21.88 21.33
Amount no longer payable written back - (0.03)
Allowance for bad & doubtful Debts (Net) (6.03) (0.04)
Short (Excess provision) written back (0.10) (2.35)
Unrealised foreign exchange loss / (gain) (5.02) (6.38)
Actual rent paid - (5.51)
Income from Interest (11.74) -
Other Income 0.23 (0.70)
Interest and finance charges 1.54 0.00
Profit on sale of asset (408.26) -
Actuarial gains / (losses) on post employment defined benefit plans (12.19) -
Lease Discounting - 1.22
Fair value measurements of investments (18.20) -
91.99 170.78
Change in operating assets and liabilities :
Decrease / (increase) in trade receivables (82.43) 74.13
Decrease / (increase) in inventories (4.47) (62.84)
Increase / (decrease) in trade payables 7.88 (73.40)
Decrease / (Increase) in other financial assets 9.03 (1.26)
Decrease / (increase) in other non-current assets (1.02) (0.06)
Decrease / (increase) in other current assets 5.59 (16.90)
Decrease / (increase) in Loans 3.16 4.50
Increase / (decrease) in provisions 17.58 20.11
Increase / (decrease) in other current liabilities 31.97 (24.28)
Cash generated from operations 79.29 90.78
Net cash flow from / (used in) operating activities (A) 79.29 90.78
(B) Cash flow From Investing Activities
Purchase of investments (785.00) -
Payments for acquisition of property, plant and equipment (31.73) (83.52)
Proceeds from sale of property, plant and equipment 562.30 -
Interest Income 11.74 -
Change in fixed deposits 165.00 (43.00)
Net Cash flow from/(used in) Investing Activities (B) (77.68) (126.52)
(C) Cash flow From Financing Activities
Interest and finance charges (7.16) (1.22)
Net Cash flow from/(used in) Financing Activities (C) (7.16) (1.22)
Net Increase/(Decrease) In Cash & Cash Equivalents (A+B+C) (5.55) (36.97)
Cash and Cash Equivalents at the beginning of the year 30.53 67.50
Cash and Cash Equivalents at the end of the year 24.98 30.53
Reconciliation of cash and cash equivalents as per the cash flow statement:
Cash and cash equivalents
Balance with Banks:
Cash on Hand - 0.20
On current accounts 24.98 30.33
Cheque on Hand - -
Balance as per the cash flow statement 24.98 30.53
Note:
Above statement has been prepared by using Indirect method as per Ind AS - 7 on Statement of cash flows

As per our report of even date For and on behalf of the Board of Directors
For Mahendra N. Shah & Co. T. R. Kilachand A. H. Mehta
Chartered Accountants Executive Chairman Managing Director
Firm Registration No.: 105775W DIN 00006659 DIN 00005523
Chirag Shah H. H. Jani Nivedita Nambiar
Partner Chief Financial Officer Company Secretary & Compliance Officer
(Membership No. 045706) (M. No.: 8479)
Place: Ahmedabad Place: Mumbai
Date: May 10, 2023 Date: May 10, 2023
47
Gujarat Poly electronics limited

Significant accounting Policies and notes to the standalone

financial statements
Background
Gujarat Poly Electronics Limited is engaged in the manufacturing and trading of Ceramic Capacitors both Multilayer and Single layer.
The company is public limited company and is listed on the Bombay Stock Exchange (BSE).The Registered Office of the company is
located at Gandhinagar, Gujarat.
Authorization of standalone financial statements
The financial statements were authorized for issue in accordance with a resolution of the directors on 10th May, 2023
1.00 Summary of significant accounting policies
This note provides a list of the significant accounting policies adopted in the presentation of these financial statements.
1.01 BASIS OF PREPARATION
(i) Compliance with Ind AS
The standalone financial statements comply in all material aspects with Indian Accounting Standards (“Ind AS”) notified
under Section 133 of the Companies Act, 2013 (“the Act”) and relevant rules issued thereunder. In accordance with
proviso to the Rule 4A of the Companies (Accounts) Rules, 2014, the terms used in these financial statements are in
accordance with the definitions and other requirements specified in the applicable Accounting standards.
(ii) Historical cost convention
The financial statements have been prepared on a historical cost basis, except for the following:
• certain financial assets and liabilities are measured at fair value; and
• defined benefit plans – plan assets measured at fair value.
1.02 ROUNDING OF AMOUNTS
All amounts disclosed in the financial statements and notes have been rounded off to the nearest thousands, except where
otherwise indicated.
1.03 CURRENT VERSUS NON-CURRENT CLASSIFICATION
The Company presents its assets and liabilities in the balance sheet based on current/ non-current classification. An asset is
treated as current if it is:
a) Expected to be realised or intended to sold or consumed in normal operating cycle
b) Held primarily for the purpose of trading
c) Expected to be realised within twelve months after the reporting period, or
d) Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after
the reporting period
All other assets are classified as non-current.
A liability is current when:
a) It is expected to be settled in normal operating cycle
b) It is held primarily for the purpose of trading
c) It is due to be settled within twelve months after the reporting period, or
d) There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period.
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
All assets and liabilities have been classified as current or non-current as per the Company's normal operating cycle. Based
on the nature of operations, the Company has ascertained its operating cycle as 12 months for the purpose of current - non-
current classification of assets and liabilities.

48
 thirty Fourth ANNUAL REPORT 2022-2023

Significant accounting Policies and notes to the standalone

financial statements
1.04 USE OF JUDGEMENTS, ESTIMATES & ASSUMPTIONS
While preparing financial statements in conformity with Ind AS, the management makes certain estimates and assumptions
that require subjective and complex judgments. These judgments affect the application of accounting policies and the
reported amount of assets, liabilities, income and expenses, disclosure of contingent liabilities at the statement of financial
position date and the reported amount of income and expenses for the reporting period. Financial reporting results rely
on our estimate of the effect of certain matters that are inherently uncertain and more particular to COVID-19 pandemic
situation. Future events rarely develop exactly as forecast and the best estimates require adjustments, as actual results
may differ from these estimates under different assumptions or conditions. The managemnet continually evaluate these
estimates and assumptions based on the most recently available information.
Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods
affected. In particular, information about significant areas of estimation uncertainty and critical judgments in applying
accounting policies that have the most significant effect on the amounts recognized in the financial statements are as below:
Key sources of estimation uncertainity
a) Financial instruments; (Refer note 4.08)
b) Useful lives of property, plant and equipment and intangible assets; (Refer note 1.06 & 1.07)
c) Valuation of inventories; (Refer note 1.10)
d) Assets and obligations relating to employee benefits; (Refer note 4.05)
e) Evaluation of recoverability of deferred tax assets; (Refer note 2.05) and
f) Contingencies. (Refer note 4.02)
1.05 FOREIGN CURRENCY TRANSACTIONS
(i) Functional and presentation currency
The Company’s financial statements are prepared in INR, which is also the Company’s functional and presentation
currency.
(ii) Transactions and balances
Monetary items
Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of
the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the
translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally
recognised in statement of profit and loss.
Non – Monetary items
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange
rates at the dates of the initial transactions.
1.06 PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment is stated at cost, less accumulated depreciation and accumulated impairment losses. The
initial cost of an asset comprises its purchase price, any costs directly attributable to bringing the asset into the location
and condition necessary for it to be capable of operating in the manner intended by management, the initial estimate of
any decommissioning obligation, if any. The purchase price is the aggregate amount paid and the fair value of any other
consideration given to acquire the asset.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it
is probable that future economic benefits associated with the item will flow to the company and the cost of the item can be
measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced.
All other repairs and maintenance are charged to statement of profit and loss during the reporting period in which they are
incurred.

49
Gujarat Poly electronics limited

Significant accounting Policies and notes to the standalone

financial statements
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 statement of profit and loss.
Stores & Spares which meet the definition of property plant and equipment and satisfy the recognition criteria of Ind AS 16
are capitalized as property, plant and equipment.
Depreciation on Property, plant and equipment
Depreciation on Property, Plant & Equipment is provided on straight line method except Furniture and Fixtures. In accordance
with requirements prescribed under Schedule II of Companies Act, 2013, the Company has assessed the estimated useful
lives of its Property, Plant & Equipment and has adopted the useful lives and residual value as prescribed in Schedule II.
Furniture and Fixtures are depreciated on written down value basis.
Depreciation on additions/deletions during the year are provided on pro rata basis. In case of impairment, depreciation is
provided on the revised carrying amount over its remaining useful life.
The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with
the effect of any changes in estimate accounted for on a prospective basis.
1.07 INTANGIBLE ASSETS
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible
assets are carried at cost less any accumulated amortisation and accumulated impairment losses.
Intangible assets with finite lives are amortised on straight line basis over their useful economic life and assessed for
impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the
amortisation method for an intangible asset with a finite useful life are reviewed at each year end. The amortisation expense
on Intangible assets with finite lives and impairment loss is recognised in the Statement of Profit and Loss.
Business application software intended for long term use are recorded at their acquisition cost and the cost of assets at their
carrying value.
Amortisation of intangible assets
Computer software is amortized over the estimated useful life of the assets.
1.08 IMPAIRMENT OF ASSETS
Carrying amount of tangible assets and intangible assets are tested for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount
by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair
value less costs of disposal and value in use.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair
value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an
appropriate valuation model is used.
For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable
cash inflows which are largely independent of the cash inflows from other assets or Company’s assets (cash-generating units).
Non- financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment
at the end of each reporting period.
1.09 LEASES
The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at
the inception date, whether fulfillment of the arrangement is dependent on the use of a specific asset or assets or the
arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement.

50
 thirty Fourth ANNUAL REPORT 2022-2023

Significant accounting Policies and notes to the standalone

financial statements
As a Lessee
Operating Lease
Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Company as lessee are
classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are
charged to statement of profit and loss on a straight-line basis over the period of the lease unless the payments are structured
to increase in line with expected general inflation to compensate for the lessor’s expected inflationary cost increases.
1.10 INVENTORIES
Inventories are valued at the lower of cost (determined mainly on FIFO basis) and the net realizable value after providing for
obsolescence and other losses, where considered necessary. Cost includes all charges in bringing the goods to the point of
sale, including octroi and other levies, transit insurance and receiving charges. Work-in-progress and Finished goods include
appropriate proportion of overheads and, where applicable, excise duty.
1.11 CASH AND CASH EQUIVALENTS
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits
held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or
less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
1.12 FINANCIAL INSTRUMENTS
Financial assets and financial liabilities are recognised when a Company becomes a party to the contractual provisions of the
instruments.
Initial Recognition and Measurement – Financial Assets and Financial Liabilities
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 and ancillary costs related to borrowings) are added to or deducted from the fair value of the
financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the
acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in the
Statement of Profit and Loss.
Classification and Subsequent Measurement: Financial Assets
The Company classifies financial assets as subsequently measured at amortised cost, fair value through other comprehensive
income (“FVTOCI”) or fair value through profit or loss (“FVTPL”) on the basis of following:
- the entity’s business model for managing the financial assets and
- the contractual cash flow characteristics of the financial asset.
Amortised Cost:
A financial asset is classified and measured at amortised cost if both of the following conditions are met:
- the financial asset is held within a business model whose objective is to hold financial assets 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.
FVTOCI:
A financial asset is classified and measured at FVTOCI if both of the following conditions are met:
- the financial asset 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.

51
Gujarat Poly electronics limited

Significant accounting Policies and notes to the standalone

financial statements
FVTPL:
A financial asset is classified and measured at FVTPL unless it is measured at amortised cost or at FVTOCI.
All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending
on the classification of the financial assets.
Impairment of Financial Assets
The Company assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised
cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk.
For Trade Receivables only, the Company applies the simplified approach permitted by Ind AS 109 Financial Instruments,
which requires expected lifetime losses to be recognised from initial recognition of the receivables.
Classification and Subsequent measurement: Financial Liabilities
The Company’s financial liabilities include trade payables and other financial liabilities.
Financial Liabilities at FVTPL:
Financial liabilities are classified as at FVTPL when the financial liability is held for trading or are designated upon initial
recognition as FVTPL.
Gains or losses on financial liabilities held for trading are recognised in the Statement of Profit and Loss.
Other Financial Liabilities:
Other financial liabilities (including borrowings and trade and other payables) are subsequently measured at amortised cost
using the effective interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest
expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments
(including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and
other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to
the net carrying amount on initial recognition.
Derecognition of Financial Assets and Financial Liabilities:
The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire,
or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and
rewards of ownership of the financial asset are transferred. If the Company enters into transactions whereby it transfers
assets recognised on its balance sheet, but retains either all or substantially all of the risks and rewards of the transferred
assets, the transferred assets are not derecognised.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
1.13 PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS
Provisions are recognised when the company has a present legal or constructive obligation as a result of past events, it is
probable that an outflow of resources embodying economic benefits will be required to settle the obligation and the amount
can be reliably estimated. Provisions are not recognised for future operating losses.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the
present obligation at the end of the reporting period. The discount rate used to determine the present value is a current pre-
tax rate. The increase in the provision due to the passage of time is recognised as interest expense.
Contingent liabilities are disclosed in the case of:
• a present obligation arising from the past events, when it is not probable that an outflow of resources will be required to
settle the obligation;
• a present obligation arising from the past events, when no reliable estimate is possible;
• a possible obligation arising from past events, unless the probability of outflow of resources is remote.
Contingent Assets is disclosed when inflow of economic benefits is probable.

52
 thirty Fourth ANNUAL REPORT 2022-2023

Significant accounting Policies and notes to the standalone

financial statements
1.14 REVENUE RECOGNITION
Revenue is measured at the value of the consideration received or receivable, after deduction of any trade discount, volume
rebates and any taxes or duties collected on behalf of Government such as Goods and Services Tax, etc.
Adopting Ind AS 115 the Company recognises revenue when the amount of revenue can be reliably measured, it is probable
that future economic benefits will flow to the Company and specific criteria have been met for each of the Company’s
activities as described below.
Sale of Goods
Revenue from sale of goods is recognised when control of the products being sold is transferred to our customers and there
are no longer any unfulfilled obligations. The performance obligations in our contracts are fulfilled at the time of dispatch,
delivery or upon formal customer acceptance depending on customer terms.
Other Revenue
Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable rate
of interest.
Revenue in respect of insurance/other claims etc, is recognized only when it is reasonably certain that the ultimate collection
will be made.
1.15 TAXES ON INCOME
Current Tax:
Tax on income for the current period is determined on the basis on estimated taxable income and tax credits computed in
accordance with the provisions of the relevant tax laws and based on the expected outcome of assessments / appeals.
Current income tax relating to items recognised directly in equity is recognised in equity and not in the statement of profit
and loss.
Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax
regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax:
Deferred tax is provided using the balance sheet approach on temporary differences at the reporting date between the tax
bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any
unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available
against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can
be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised
deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that
future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is
realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
reporting date.
Deferred tax relating to items recognised outside the statement of profit and loss is recognised outside the statement of
profit and loss. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive
income or directly in equity.
1.16 GOVERNMENT GRANT
Government grants are recognised where there is reasonable assurance that the grant will be received and all attached
conditions will be complied with. When the grant relates to an expense item, it shall be recognised in profit or loss on a
systematic basis over the periods in which the Company recognises as expenses the related costs for which the grants are
intended to compensate. The above criteria is also used for recognition of incentives under various scheme notified by the
Government.

53
Gujarat Poly electronics limited

Significant accounting Policies and notes to the standalone

financial statements
1.17 GRATUITY AND OTHER POST - EMPLOYEE BENEFITS
a) Short-term obligations
Short term employee benefits are recognised as an expense at an undiscounted amount in the Statement of profit & loss
of the year in which the related services are rendered.
b) Post-employment obligations
The Company operates the following post-employment schemes:
• defined benefit plans such as gratuity; and
• defined contribution plans such as provident fund.
Gratuity obligations
The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of
the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit
obligation is calculated annually by actuaries using the projected unit credit method.
The present value of the defined benefit obligation denominated in INR is determined by discounting the estimated
future cash outflows by reference to market yields at the end of the reporting period on government bonds that have
terms approximating to the terms of the related obligation.
The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and
the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.
Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are
recognised in the period in which they occur, directly in other comprehensive income. They are included in retained
earnings in the statement of changes in equity and in the balance sheet.
Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are
recognised immediately in statement of profit and loss as past service cost.
Defined contribution plans
The company pays provident fund contributions to publicly administered provident funds as per local regulations. The
company has no further payment obligations once the contributions have been paid. The contributions are accounted
for as defined contribution plans and the contributions are recognised as employee benefit expense when they are due.
Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments
is available.
c) Other long-term employee benefit obligations
The liabilities for leave are not expected to be settled wholly within 12 months after the end of the period in which the
employees render the related service. They are therefore measured as the present value of expected future payments
to be made in respect of services provided by employees up to the end of the reporting period using the projected
unit credit method. The benefits are discounted using the market yields at the end of the reporting period that have
terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and
changes in actuarial assumptions are recognised in statement of profit and loss.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right
to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is
expected to occur.
1.18 EARNINGS PER SHARE (EPS)
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders
(after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period.

54
 Notes to standalone Financial Statements for the year ended March 31, 2023
2.01 Property, plant and equipment: All amounts are in 'Lakhs' unless otherwise stated
Gross Carrying Amount Depreciation / Impairment Net Block
As at As at As at
Reclassification For the As at March As at March As at March
Particulars April Addition Disposal March April 1, Deduction
as held for sale Year 31, 2023 31, 2023 31, 2022
1, 2022 31, 2023 2022
Own Assets:
Land (Lease Hold) 16.28 - - 16.28 1.18 0.17 1.35 14.93 15.10
Building - Factory 65.12 - - 65.12 34.19 5.47 39.66 25.46 30.93
Plant & 75.63 44.98 - 30.65 0.63 0.05 0.03 0.65 30.00 74.99
Machinery
Electrical 4.96 2.43 - 2.53 0.14 0.19 0.33 2.20 4.82
Installation
Furniture & 1.03 0.01 0.54 - 0.50 0.38 0.03 0.41 0.09 0.65
Fixtures
Office Equipment 10.72 0.34 - 10.38 7.80 0.67 0.21 8.26 2.12 2.92
Vehicles 54.95 - - 54.95 21.86 6.07 27.93 27.02 33.09
Computer & 9.09 3.36 0.23 - 12.22 6.72 0.87 7.59 4.63 2.37
Peripherals

55
Total 237.78 3.37 48.52 - 192.63 72.90 13.52 0.24 86.18 106.45 164.88

Gross Carrying Amount Depreciation / Impairment Net Block

As at As at As at
Reclassification For the As at March As at March As at March
Particulars April 1, Addition Disposal March April 1, Deduction
as held for sale Year 31, 2022 31, 2022 31, 2021
2021 31, 2022 2021
Own Assets:
Land (Lease Hold) 16.28 - - - 16.28 1.01 0.17 - 1.18 15.10 15.27
Building - Factory 65.12 - - - 65.12 28.60 5.59 - 34.19 30.93 36.51
Plant & 75.63 - - 75.63 0.59 0.05 - 0.63 74.99 75.05
Machinery
Electrical 3.16 1.80 - - 4.96 0.10 0.04 - 0.14 4.82 3.06
Installation
Furniture & 1.03 - - - 1.03 0.36 0.02 - 0.38 0.65 0.68
Fixtures
Office Equipment 9.66 1.06 - - 10.72 6.92 0.89 - 7.80 2.92 2.75
Vehicles 54.95 - - 54.95 15.79 6.07 - 21.86 33.09 39.17
Computer & 8.93 0.16 - - 9.09 5.73 0.99 - 6.72 2.37 3.20
Peripherals
Total 234.76 3.02 - - 237.78 59.10 13.82 - 72.90 164.88 175.67
thirty Fourth ANNUAL REPORT 2022-2023
 Notes to standalone Financial Statements for the year ended March 31, 2023
2.02 Other Intangible Assets: All amounts are in 'Lakhs' unless otherwise stated
Gross Carrying Amount Amortisation / Impairment Net Block
As at As at As at
As at April 1, Reclassification For the As at March As at March
Particulars Addition Disposal March April 1, Deduction March 31,
2022 as held for sale Year 31, 2023 31, 2023
31, 2023 2022 2022
Software 17.63 10.50 - - 28.13 7.65 2.55 - 10.20 17.93 9.98
Total 17.63 10.50 - - 28.13 7.65 2.55 - 10.20 17.93 9.98

Gross Carrying Amount Amortisation / Impairment Net Block

As at As at As at
As at April 1, Reclassification For the As at March As at March
Gujarat Poly electronics limited

Particulars Addition Disposal March April 1, Deduction March 31,

2021 as held for sale Year 31, 2022 31, 2022
31, 2022 2021 2021
Software 14.71 2.92 - - 17.63 5.89 1.76 - 7.65 9.98 8.82
Total 14.71 2.92 - - 17.63 5.89 1.76 - 7.65 9.98 8.82

2.03 Right of use assets:

56
As at March 31, 2023
Particulars Gross carrying amount Accumulated Amortisation Net carrying amount
Adjust-
Adjust- As at As at As at
As at Addi- As at For the ments As at
ments / April 1, March 31, March 31,
April 1, 2022 tions March 31, 2023 year / Dele- March 31, 2023
Deletions 2022 2023 2022
tions
Building 24.56 39.80 - 64.36 17.44 5.82 - 23.26 41.10 7.12
Total 24.56 39.80 - 64.36 17.44 5.82 - - 41.10 7.12

As at March 31, 2022

Particulars Gross carrying amount Accumulated Amortisation Net carrying amount
Adjust-
Adjust- As at As at As at
As at Addi- As at For the ments As at
ments / April 1, March 31, March 31,
April 1, 2021 tions March 31, 2022 year / Dele- March 31, 2022
Deletions 2021 2022 2021
tions
Building 22.31 2.25 - 24.56 11.63 5.75 0.06 17.44 7.12 10.68
Total 22.31 2.25 - 24.56 11.63 5.75 0.06 17.44 7.12 10.68
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

2.03 Non-current assets Non-Current

As at March 31,
2023 2022
2.03 (a) Right to use Asset 41.10 7.12
41.10 7.12
2.03 (b) Investments
Investment In Mutual Fund (FVTPL) 803.20 -
803.20 -

2.04 Other financial assets Non-Current Current

As at March 31, As at March 31,
2023 2022 2023 2022
Security deposits 3.15 9.65 - -
Interest Receivable - 2.53 5.23
Deposits with HDFC (As a Security,refer Note No. 4.02) 0.52 0.52
Fixed deposits with Bank 5.00 5.00
Income receivable -
Insurance claim receivable 0.17
8.67 15.17 2.69 5.23

2.05 Deferred tax Year ended March 31

2023 2022
The Income Tax Expense consists of following
Current Tax
Expected Current Income Tax Expense 133.37 41.09
Current Tax benefit pertaining to prior years -133.37 -41.09
- -

The reconciliation of estimated income tax expense at statutory income tax rate to income Year ended March 31
tax expense reported in statement of Profit and loss is as follows: 2023 2022

Profit before tax 529.87 163.24

Indian Statutory Income Tax rate 25.17% 25.17%
Expected Income Tax Expense 133.37 41.09

Tax Effects of Adjustments to reconcile expected Income Tax Expense to reported Income
tax Expense
Profit on sale of asset 102.76
Set off against Brought Forward Unabsorbed Depreciation 30.61 41.09
133.37 41.09
Total Income Tax Expense Nil Nil

Deferred tax assets (net) As at March 31,

2023 2022
Tax effect of items constituting deferred tax liabilities
Difference between book balance and tax balance of fixed assets 16.35 26.44
Difference between Right of use asset & lease liability 0.24 0.11
16.59 26.54

57
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

Tax effect of items constituting deferred tax assets (Refer note below)
Disallowances u/s 43(B) of Income Tax Act,1961 16.59 20.40
Brought forward business losses (restricted to the extent of net deferred tax liability on
depreciation on account of virtual cetainty.) - 6.14
16.59 26.54
Net deferred tax asset / (liabilities)
The Company has substantial unused tax losses and unused tax credits. The deferred tax assets relating to such deductible
temporary differences, carry forward unused tax losses and carry forward unused tax credits is significantly higher than
deferred tax liabilities. On conservative approach, the Company has recognized deferred tax assets on unabsorbed
depreciation only to the extent of its deferred tax liabilities.
Unrecognised deductible temporary differences, unused tax losses and unused tax credits on which deferred tax assets
has not being recognised.
Particulars 2019-20 2020-21 2021-22 2022-23 2023-24 Indefinite Total
Tax Losses :
Unabsorbed depreciation - - - - - 333.18 333.18
Business losses - - - - - -
Total - - - - - 333.18 333.18
2.06 Other assets Non-Current Current
As at March 31, As at March 31,
2023 2022 2023 2022
Advances other than Capital Advances
Unsecured, considered good unless stated otherwise
Prepaid expenses - - 5.06 4.93
Balances with Statutory Authorities: - - 11.00 5.44
Sundry Advances - - 0.96 12.24
Other Receivables
Employee Super Annuation Scheme A/c HDFC-841 0.12 0.11 - -
GPEL Employees GGCA Trust A/C 0.11 0.10 - -
0.23 0.22 17.02 22.61
2.07 Assets held for sale:
Particulars Balance as at March 31,
2023 2022
Plot of Land at cost 27.47 115.38
Less: Amortisation 0.47 0.47
Net Cost 27.00 114.91
(i) The company has one plot of lease hold Land for which the company has initiated action for disposal of this plot of
land and accordingly this asset is disclosed in "Asset Held for Sale " and is valued at lower of amortised cost or fair
market value and amortisation for the year therof is charged to statement of profit and loss.
2.08 Inventories As at March 31,
2023 2022
Raw Materials 25.93 26.87
Work in progress 2.69 2.60
Finished Goods 4.14 7.30
Stock-in-Trade 270.95 262.08
Stores and spares 0.46 0.46
Packing Materials 0.26 0.65
304.43 299.96

58
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

2.09 Trade Receivables Current

As at March 31,
2023 2022
Trade receivables - considered good 458.26 364.75
Trade Receivable-Credit Impaired 0.77 6.79
Total 459.03 371.54
Less: Loss allowance for doubtful receivables 0.77 6.79
458.26 364.75
Particulars Outstanding as on 31st March 2023 for following
periods from due date of payment
Less than 6 More Total
6 months 1-2 2-3
months including than 3
- 1 Years Years Years
not due Years
Undisputed Trade Receivable-Considered good 424.72 33.54 - - - 458.26
Undisputed trade receivable-Significant increase in - - - - - -
credit risk
Undisputed Trade Receivable-Credit Impaired 0.28 0.49 - - - 0.77
Disputed Trade Receivable-Considered good - - - - - -
Disputed trade receivable-Significant increase in credit risk - - - - - -
Disputed Trade Receivable-Credit Impaired - - - - - -
Total - - - - - 459.03
Less : Allowance for doubtful debts - - - - - 0.77
- - - - - 458.26

Particulars Outstanding as on 31st March 2022 for following

periods from due date of payment
Less than 6 6 More Total
1-2 2-3
months including months-1 than 3
Years Years
not due Years Years
Undisputed Trade Receivable-Considered good 343.80 15.01 0.25 - 5.69 364.75
Undisputed trade receivable-Significant increase in - - - - - -
credit risk
Undisputed Trade Receivable-Credit Impaired - - - - 1.30 1.30
Disputed Trade Receivable-Considered good - - - - - -
Disputed trade receivable-Significant increase in credit risk - - - - - -
Disputed Trade Receivable-Credit Impaired - - - - 5.49 5.49
Total - - - - - 371.54
Less : Allowance for doubtful debts - - - - - 6.79
- - - - - 364.75

2.10 Cash and Cash Equivalent As at March 31,

a) Cash and Bank Balance 2023 2022
Balances with banks:
Cash On Hand - 0.20
On current accounts 24.98 30.33
24.98 30.53

59
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated
2.11 Bank balances other than cash and cash equivalents Current
As at March 31,
2023 2022
Fixed deposits with Bank 85.00 250.00
85.00 250.00
2.12 Loans Current
As at March 31,
2023 2022
Loans to employees
Unsecured, considered good unless stated otherwise 5.76 8.92
5.76 8.92
2.13 Share Capital As at March 31,
2023 2022
Equity share capital:
1,20,00,000 (March 31, 2023: 1,20,00,000; 1,200.00 1,200.00
April 1, 2022: 1,20,00,000) equity shares of Rs.10/- each
Preference share capital
9,81,500 ½% Non-cumulative Preference shares of Rs. 100/- each 981.50 981.50
Total 2,181.50 2,181.50
Issued, Subscribed & Paid up Capital
85,50,000 (March 31, 2023: 85,50,000; April 1,2022: 85,50,000) 855.00 855.00
equity shares of Rs. 10/- each (fully paid up)
Total issued, subscribed and fully paid-up share capital 855.00 855.00
a. Reconciliation of shares outstanding as at the beginning and at the end of the reporting period:
Equity shares As at March 31,
2023 2022
No. of Shares Amount No. of Shares Amount
At the beginning of the period 8,550,000 855.00 8,550,000 855.00
Shares Issued during the year under ESOP - - - -
Shares Issued during the year as Bonus shares - - - -
Shares Bought back/ Other movements during the year - - - -
Outstanding at the end of the period 8,550,000 855.00 8,550,000 855.00
b. Rights, preference and restrictions attached to shares:
Equity Shares
The Company has issued only one class of equity shares having face value of Rs. 10 (March 31, 2023 : Rs. 10; April 1,
2022 Rs. 10) per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the
Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of
all preferential amounts in proportion to the number of equity shares held by the shareholders.
c. Details of share holders holding more than 5% shares in the company
As at March 31,
2023 2022
No. of Shares % of holding No. of Shares % of holding
Equity shares of Rs. 10 each fully paid
Name of the Shareholder
Polychem Limited 4,616,152 54% 4,616,152 54%
Gujarat Industrial Investment Corporation Ltd - 0% 449,306 5%

60
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

d. Details of Promotors holding Shares in the company

As at March 31,
%
2023 2022
Deviation
No. of Shares % of holding No. of Shares % of holding
Equity shares of Rs. 10 each fully paid
Name of the Shareholder
Polychem Limited 4,616,152 54% 4,616,152 54% -
Gujarat Industrial Investment Corporation Ltd - 0% 449,306 5% 5%
2.14 Other equity As at March 31,
2023 2022
General reserve - -
Retained Earnings (140.54) (658.22)
Capital reserve - -
Securities Premium - -
Capital Redemption reserve - -
(140.54) (658.22)
Retained Earnings
Balance at beginning of year (658.22) (816.75)
Add: Profit for the year 517.68 158.52
Balance as at the end of the year (140.54) (658.22)
Total other equity
Description of the nature and purpose of each reserve within equity is as follows:
Retained Earnings:
Retained earnings are the profits that the company has earned till date and is net of amount transferred to other reserves
such as general reserves etc. and adjustments on account of transition to Ind. As.
2.15 Financial liabilities Non-Current Current
As at March 31, As at March 31,
2023 2022 2023 2022

Lease Liability 36.88 1.07 3.26 5.62

36.88 1.07 3.26 5.62

2.16 Provisions Non-Current Current

As at March 31, As at March 31,
2023 2022 2023 2022
Gratuity payable (Funded) 42.93 11.15 10.54 13.10
Leave Encashment 24.16 26.85 17.43 26.28
Bonus Payable - - 3.57 3.68
67.09 37.99 31.54 43.06

61
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

2.17 Trade payables Current

As at March 31,
2023 2022
Total outstanding dues of Micro Enterprises & Small Enterprises 10.84 3.08
Total outstanding dues of Creditors other than Micro Enterprises & Small Enterprises 0.80 0.68
11.64 3.76
Outstanding as on 31st March 2023 for following periods from due date of payment
Particulars Less Than 1 Year 1-2 Year 2-3 Years More than 3 Years Total
MSME 10.84 10.84
Others 0.68 0.06 0.06 0.80
Disputed dues – MSME - -
Disputed dues - Others - -

Outstanding as on 31st March 2022 for following periods from due date of payment
Particulars Less Than 1 Year 1-2 Year 2-3 Years More than 3 Years Total
MSME 3.08 3.08
Others 0.68 0.68
Disputed dues – MSME - -
Disputed dues - Others - -

2.18 Other financial liabilities Current

As at March 31,
2023 2022
Preference Share Capital 981.50 981.50
981.50 981.50
Note:
2.18 (i) Rights of ½% Non-cumulative Redeemable Preference shareholders
2.18 (ii) 9,81,500 ½% Non-cumulative Preference shares of Rs.100 each fully paid-up have been allotted on
December 20, 2002
2.18 (iii) Polychem Ltd holds 9,81,500 ½% Non-cumulative Preference shares of Rs.100 each fully paid-up as on
31st March, 2023.
2.18 (iv) The company has issued 9,81,500- ½ % Non-cumulative Redeemable Preference Shares of Rs. 100 each in 2002
which were to be redeemed on or before 19th December, 2022 (Due Date). As per section 55 (2) of the Act, the
preference shares can be redeemed out of the profits of the Company which would otherwise be available for
dividend. The Company does not have divisible profits which would be available for distributing dividend. Thus the
Company was not able to redeem the existing preference shares as per section 55(2) of the Act. Consequently, in
pursuance of sub-section (3) of section 55 of the Act, the management of the Company has filed a petition before
the Hon'ble National Company Law Tribunal, Ahmedabad (""NCLT"") on 3rd August, 2022 seeking permission to
issue further 9,81,500 ½ % Non-cumulative redeemable preference shares of Rs. 100 each in lieu of the existing
Preference Shares i.e. 9,81,500- ½ % Non-cumulative Redeemable Preference Shares of Rs. 100 each. Upon sanction
of the aforesaid petition and issue of these further redeemable preference shares, the existing unredeemed
preference shares shall be deemed to have been redeemed. The matter is presently pending before NCLT.

62
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

2.19 Other liabilities Current

As at March 31,
2023 2022

Statutory Payables 38.38 6.34

Dues to Customer 1.96 1.02
Provision for Expense 9.95 9.82
LTA Payable 6.06 7.30
56.35 24.48

3.01 Revenue from operations Year Ended Year Ended

March 31, 2023 March 31, 2022
Revenue from operations
Sale of products (Net) 1,596.34 1,527.86

Other operating revenue

Others 0.97 1.56
1,597.31 1,529.42

3.02 Other Income Year Ended Year Ended

March 31, 2023 March 31, 2022
Interest Income 11.74 10.29
Other non - operating income
Amount not payable written back - 0.03
Excess Provision Write Back 0.10 -
Misc.Income 0.04 0.01
Foreign Exchange Gain 5.03 6.37
Profit/Loss on sale of asset 408.26 -
Other non - operating income 0.20 0.77
Fair value measure of investments (FVTPL) 18.20 -
443.57 17.47

3.03 Cost of materials consumed Year Ended Year Ended

March 31, 2023 March 31, 2022
Opening Stock 26.87 27.07
Purchases 0.73 2.25
Less: Closing stock -25.93 -26.87
1.67 2.45

3.04 Purchases of Stock-in-trade Year Ended Year Ended

March 31, 2023 March 31, 2022
i) Trading Goods 1,023.12 989.97
1,023.12 989.97

63
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated
3.05 Changes in inventories Year Ended Year Ended
March 31, 2023 March 31, 2022
Finished Goods
Closing Stock 4.14 7.30
Less: Opening Stock -7.30 -9.27
-3.16 -1.97
Work in process
Closing Stock 2.69 2.60
Less: Opening Stock -2.60 -1.61
0.09 0.99
Trading Goods
Closing Stock 270.95 262.08
Less: Opening Stock -262.08 -201.24
8.87 60.84
Net (Increase)/Decrease -5.80 -59.86

3.06 Operational expenses Year Ended Year Ended

March 31, 2023 March 31, 2022
Advertisement expenses 0.61 0.19
Bank Charges 0.08 0.12
Conveyance & travelling expenses 7.28 2.71
CSR Expense - 5.30
Director sitting fees 2.56 2.48
ECL (Other) Expense -6.03 -0.04
Electric Power, oil fuel and water charges 6.65 9.39
Factory Expense 4.74 4.29
Freight Outward(net) 9.48 8.52
General charges 0.99 0.94
Insurance charges 8.89 7.03
Labour Charges 1.37 2.47
Legal and professional fees 47.33 13.75
Membership & subscription 0.84 0.78
Miscellaneous expenses 22.27 14.96
Motor car expenses 12.17 9.01
Property Tax 3.70 4.15
Postage & courier expenses 0.21 0.21
Printing & Stationery expenses 2.62 2.06
Auditor's Remuneration
Audit fees 3.00 3.00
Limited review fees 0.75 0.75
Tax audit fees 0.45 0.45
Other matters 1.32 1.85
Rates & taxes 1.22 0.75
Rent -0.00 -0.00
Repair & Maintenance
Machinery 0.03 0.26
Others 14.72 15.38
Selling & distributions expenses 4.05 0.82
Security Service Charges 10.09 9.74
Packing Material consumed 1.29 0.95
Telephone expenses 2.43 2.42
165.11 124.69

64
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated
Details of CSR Expense
Particulars Amount as on Amount as on
31st March 2023 31st March 2022
Amount required to be spent during the year 0 5.15
Amount actually spent 0 5.30
Shortfall at the end of year 0 0
Total of previous year shortfall 0 0
Reason for such shortfall NA NA
Nature of CSR activities Provision of Oxygen concentration plant for hospital ,
RO plant and Clean drinking water plant at educational
institution, Renewable energy and installation of rooftop
solar panel on educational institution
Details of related party transactions NA NA
3.07 Employee Benefits Expense Year Ended Year Ended
March 31, 2023 March 31, 2022
Salaries, wages & incentives 243.82 258.63
Contribution to provident and other fund 47.88 34.55
Staff welfare expenses 11.78 10.67
303.48 303.85
3.08 Finance Costs Year Ended Year Ended
March 31, 2023 March 31, 2022
Interest and Finance charges on financial liabilities not a FVTPL
Interest on Loan - -
Other interest expenses 0.01 0.00
Lease Discounting 1.53 1.22
1.54 1.22
3.09 Depreciation and amortization expense Year Ended Year Ended
March 31, 2023 March 31, 2022
Depreciation of property, plant and equipment 14.31 13.82
Amortization of Intangible assets 1.76 1.76
Lease Amortization 5.81 5.75
21.88 21.33
4.01 Earnings Per Share (EPS) As at As at
March 31, 2023 March 31, 2022
Basic earnings per share :
Attributable to equity holders of the Company 6.20 1.91
Diluted earnings per share :
Attributable to equity holders of the Company 6.20 1.91
Reconciliation of earnings used in calculating earnings per share :
Basic earnings per share
Profit attributable to equity holders of the Company used in calculating basic 529.87 163.24
earnings per share:
Diluted earnings per share
Profit attributable to equity holders of the Company used in calculating diluted 529.87 163.24
earnings per share
Weighted average number of Equity shares used as the denominator in calculating 85.50 85.50
basic & diluted earnings per share

65
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

4.02 Contingent Liabilities As at As at

March 31, 2023 March 31, 2022
Disputed Demand of Employees' State Insurance Corporation * 1.03 1.03
*Bank Guarantee is issued to ESIC as security for Rs. 52,000/- only
4.03 Other income:
During the year, the company has granted, assigned, conveyed, and transferred to the assignees, all its leasehold rights,
title and interest in 4 sub plots out of total 5 plots admeasuring 4971 square meters and resultant gain arising on the same
aggregating to Rs.137.35 Lakhs for the quarter and Rs. 445.94 Lakhs for the entire year have been shown under the head
“Other Income”.
The above plots of land were forming part of larger land bearing Plot No. B-17/P admeasuring 6240 square meters and the
transfers have been made to the assignees after fulfilment of terms and conditions as mentioned in the provisional transfer
orders (PTO) and receipt of the final transfer orders from GIDC.
4.04 Employee benefits
a) Defined Contribution Plans: 2022-23 2021-22
Amount recognized as an expense and included in Note 3.07 of Statement of
Profit and Loss
1 Contribution to Provident Fund 14.81 16.31
2 Contribution to Pension Fund 4.00 3.71
3 Contribution to Superannuation Fund 6.52 10.10
25.34 30.12
b) Defined Benefit Plans:
The Company sponsors funded defined benefit plans for qualifying employee. The defined benefit plans are administered
by separate fund that are leagally separate fund from the entity. The board of the fund is responsible for the investment
policy with regard to assets of the fund.
These plans typically expose the Company to Actuarial risks such as : investment risk, interest rate risk, longetivity risk
and salary risk. No other post-retirement benefit are provided to the employees.
Investment Risk The present value of the defined benefit plan liability is calculated using a discount rate determined by
reference to government bond yields. If the return on plan asset is below this rate, it will create a plan
deficit. Currently the plan has investment with LIC of India.
Interest Risk A decrease in the interest rate will increase the plan liability. However, this will be partially offset by an
increase in the return on the plan’s debt investments.
Longevity Risk The present value of the defined benefit plan liability is calculated by reference to the best estimate of the
mortality of plan participants both during and after their employment. An increase in the life expectancy
of the plan participants will increase the plan’s liability.
Salary Risk The present value of the defined plan liability is calculated by reference to the future salaries of plan
participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.
Gratuity
Particulars
March 31, 2023 March 31, 2022
Discount rate 7.50% 7.23%
Expected rate of salary increase 6.00% 6.00%
Mortality Rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2012-14) (2006-08)
URBAN

66
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

c) Amounts recognised in Statement of Profit and Loss in respect of defined benefit plans
Gratuity
Particulars
March 31, 2023 March 31, 2022
Service cost:
Current service cost 3.25 3.38
Net Interest Cost 1.75 1.05
Past Service Cost 17.54 -
Components of defined benefits cost recognised in Statement of Profit and Loss 22.54 4.43
d) Amounts recognised in Other Comprehensive Income in respect of defined benefit plans
Gratuity
Particulars
March 31, 2023 March 31, 2022
Remeasurement of net defined benefit liability
Return on plan assets (excluding amount included in net interest expense) 1.93 (0.28)
Net Acturial (Gain) / Loss 10.26 4.99
Components of defined benefits cost recognised in Other Comprehensive 12.19 4.71
Income

e) Amounts recognised in Balance Sheet in respect of defined benefit plans

Gratuity
Particulars
March 31, 2023 March 31, 2022
Present Value of the Defined Benefit Obligations (105.23) (122.89)
Fair Value of Plan Assets 51.76 98.65
Liability Recognised in the Balance Sheet (53.46) (24.24)
f) Movements in present value of defined benefit obligation
Gratuity
Particulars
March 31, 2023 March 31, 2022
Opening defined benefit obligations 122.89 110.21
Current service cost 3.25 3.38
Interest cost 8.89 7.56
Past Service Cost 17.54 -
Benefit paid from the fund (57.60) (3.24)
Remeasurement (Gains) / losses
Actuarial (gains) / losses on Defined Benefit Obligation - Due to change in - (0.05)
demographic assumptions
Actuarial (gains) / losses on Defined Benefit Obligation - Due to change in (1.04) (1.26)
financial obligation
Actuarial (gains) / losses on Defined Benefit Obligation - Due to experience 11.29 6.30
Closing defined benefit obligation 105.23 122.89
g) Reconciliation
Gratuity
Particulars
March 31, 2023 March 31, 2022
Opening Net Liability 24.24 15.28
Add: Employer Expenses (Expenses recognised in the statement of P/L account) 22.54 4.43
Add: Trasfer to OCI 12.19 4.71
Less: Benefit Paid - -
Less: Employers contribution (5.51) (0.18)
Closing Net Liability 53.46 24.24

67
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

h) The category of plan assets as a percentage of total plan are as follows:

Gratuity
Particulars
March 31, 2023 March 31, 2022
Deposits with LIC of India 100% 100%
i) Sensitivity Analysis
Below is the sensitivity analysis determined for significant actuarial assumption for determination of defined benefit
obligation and based on reasonably possible changes of the respective assumptions occurring at the end of the
reporting period.
Key assumptions for determination of Defined Benefit Obligation are Discount Rate (i.e. Interest Rate) Salary Growth
Rate and Employee Turnover Rate
Gratuity
Particulars
March 31, 2023 March 31, 2022
Delta Effect of +1% Change in Rate of Discounting (3.60) (3.18)
Delta Effect of -1% Change in Rate of Discounting 3.98 3.53
Delta Effect of +1% Change in Rate of Salary Increase 4.00 2.06
Delta Effect of -1% Change in Rate of Salary Increase (3.69) (2.48)
Delta Effect of +1% Change in Rate of Employee Turnover 0.29 0.47
Delta Effect of -1% Change in Rate of Employee Turnover 0.32 (0.50)
4.05 Dues to Micro and Small Enterprises
There is outstanding amount at the year end to the creditors qualify as supplier under the Micro, Small and Medium
Enterprise Development Act, 2006, however there is no delay in payment to such creditors during the year therefore no
liability u/s 16 of the said Act has arose. Accordingly, no disclosure is required to be made u/s. 22 of the Act.
4.06 Capital Management
Risk management
For the purposes of the Company’s capital management, capital includes issued capital and all other equity reserves. The
primary objective of the Company’s Capital Management is to maximise shareholder value. The company manages its
capital structure and makes adjustments in the light of changes in economic environment and the requirement of the
financial covenants.
The company monitors capital using gearing ratio, which is net debt divided by total equity plus debt.
As at
Particular
March 31, 2023 March 31, 2022
Borrowings - -
Less: Cash and Cash Equivalents 24.98 30.53
Net Debt (A) - -
Total Equity 714.46 196.79
Equity and Net Debt (B) 714.46 196.79
Gearing Ratio (A/B) - -
The Company is not exposed to any externally imposed capital requirements.
4.07 Financial Instruments :
(i) Methods & assumption used to estimates the fair values
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be
exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The following method and assumption is used to estimate the fair values:
(a) The carrying amounts of receivables and payables which are short term in nature such as trade receivables, other bank
balances, loans to employees, borrowings, trade payables, other financial liabilities and cash and cash equivalents are
considered to be the same as their fair values.

68
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

(ii) Categories of financial instruments

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by
valuation technique:
Level 1: unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2: directly or indirectly observable market inputs, other than Level 1 inputs; and
Level 3: inputs which are not based on observable market data
As at March 31, 2023 As at March 31, 2022
Particulars
Carrying values Fair value Carrying values Fair value
Financial assets
Measured at amortised cost
Trade receivables 458.26 458.26 364.75 364.75
Loans 5.76 5.76 8.92 8.92
Cash and Bank balances 109.98 109.98 280.53 280.53
Other financial assets 11.36 11.36 20.40 20.40
Total (A) 585.36 585.36 674.60 674.60
Financial liabilities
Measured at amortised cost
Trade payables 11.64 11.64 3.76 3.76
Other financial liabilities 981.50 981.50 981.50 981.50
Total Financial liabilities 993.14 993.14 985.26 985.26
4.08 Financial Risk Management
The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The
Company’s financial risk management policy is set by the Board of Directors. The details of different types of risk and
management policy to address these risks are listed below:
The Company’s activities are exposed to various risks viz. Credit risk, Liquidity risk and Market risk. In order to minimise any
adverse effects on the financial performance of the Company, it uses various instruments and follows polices set up by the
Board of Directors / Management.
(i) Credit risk
Credit risk arises from the possibility that counter party will cause financial loss to the company by failing to discharge
its obligation as agreed.
The Company has specific policies for managing customer credit risk; these policies factor in the customers' financial
position, past experience and other customer specific factors. The Company uses the allowance matrix to measure the
expected credit loss of trade receivables from customers.
Based on the industry practices and business environment in which the Company operates, management considers that
the trade receivables are in default if the payment are more than 18 months past due.
Table showing age of gross trade receivables and movement in expected credit loss allowance:
As at
Age of Receivables
March 31, 2023 March 31, 2022
Within the credit period 342.05 298.60
1-90 days past due 82.95 52.47
91-180 days past due 32.63 9.18
181-270 days past due 1.40 5.60
271-360 days past due 0.01
More than 360 days past due 5.69
Total 459.03 371.54

69
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

Movement in the expected credit allowance

As at March 31, 2021 6.83
Provided during the year -0.04
As at March 31, 2022 6.79
Provided during the year -6.02
As at March 31, 2023 0.77
(ii) Liquidity Risk
Liquidity risk is risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities
that are settled by delivering cash or another financial asset. The objective of liquidity risk management is to maintain
sufficient liquidity and ensure that funds are available for use as per requirements. The Company's principal sources of
liquidity are cash and cash equivalents, borrowings and the cash flow that is generated from operations.
Maturities of financial liabilities
The table below provides details regarding the remaining contractual maturities of financial liabilities as at the reporting date:
As at March 31, 2023 less than 1 year 1 to 5 year More than 5 year Total
Borrowings - - - -
Trade payables 11.64 - - 11.64
Other Financial Liabilities - - 981.50 981.50
As at March 31, 2022 less than 1 year 1 to 5 year Total
Borrowings - - - -
Trade payables 3.76 0.00 0.00 3.76
Other Financial Liabilities 0.00 0.00 981.50 981.50
(iii) Market Risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
market prices. The Company is exposed in the ordinary course of business to risks related to changes in foreign currency
exchange rate and interest rate.
Market Risk – Foreign Exchange
Foreign currency risk is that risk in which the fair value or future cash flows of a financial instrument will fluctuate because
of changes in foreign exchange rates. The Company operates internationally and a portion of its business is transacted
in one currency and therefore the Company is exposed to foreign exchange risk through its overseas sales in one foreign
currency. The Company hedges the receivables by forming view after discussion with Forex Consultant and as per polices
set by Management.
The carrying amount of the Company’s foreign currency denominated monetary liabilities as at the end of the reporting
period is as follows:
Currencies March 31, 2023 March 31, 2022
USD - -
Foreign currency exposure as at March 31, 2023 USD Total
Liabilities
Trade Payables - -
Foreign currency exposure as at March 31, 2022 USD Total
Liabilities
Trade Payables - -

70
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

Details of Unhedged Foreign Currency Exposure is as under:-

March 31, 2023 March 31, 2022
Currency Nature Amount in Amount in INR Amount in Amount in INR
Foreign Currency (in 'LAKHS) Foreign Currency (in '000)
USD Liability-Import Payable - - - -
Foreign currency sensitivity
1 % increase or decrease in foreign exchange rates will have the following impact on loss before tax and on other components
of equity
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Particulars
1 % Increase 1 % Increase 1 % Decrease 1 % Decrease
(In 'LAKHS) (In 'LAKHS) (In 'LAKHS) (In 'LAKHS)
USD - - - -
4.09 Segment Reporting
The Company operates in a single segment and in line with Ind AS - 108 - "Operating Segments", the operations of the
Company fall under "Manufacturing & Trading of Electronic Capacitors" which is considered to be the only reportable
business segment and the revenue is substaintially derive from domestic market.
4.10 The Company has aggressively focused in Trading of goods. Due to change in technological advancements, commercial
considerations and market preferences, the company has taken up exercise to identify inventories which has very slow
turnover ratio. The company will pass necessary accounting treatment on final ascertainment of the same.
4.11 Key Ratios
Sr. Ratio Ratio as on 31st Ratio as on 31st Reasons for more then 25%
% Deviation
No. March 2023 March 2022 Deviation
1 Current Ratio
Current Assets The current ratio has declined as
Current Liabilities 8.74 12.77 -31.56% there is fall of 9 % in current assets
(without considering Pref,. and rise of 2.5% in current liability.
Share 98150)
2 Debt-to-equity Ratio
Total Outside Liabilities 1.51 5.15 -70.68% other equity (negative balance
Shareholder's Equity of retained earnings) being the
component of shareholder equity
has declined in the year by
-70.68% due to increase in profit
as per past trend over few years.
This has resulted in substantial
increase in shareholders equity
in 2022-23 compared to last year.
Further, despite increase in total
liabilities due to higher lease
liability (3489.95%) compared to
last year the debt equity ratio is
lower due to other equity impact.

71
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

4.11 Key Ratios

Sr. Ratio Ratio as on 31st Ratio as on 31st Reasons for more then 25%
% Deviation
No. March 2023 March 2022 Deviation
3 Debt Service Coverage Ratio
Earnings Available for Debt 82.09 27.61 197.36% Improvement in the profit for the
Servicing year (increase of 225% compared
Interest and Lease Payment to last year) has improved the
Installments# earnings available to meet the
(PBT+DEP+Sin. Cost) interest and lease instalments
repayment obligations.
4 Return on Equity Ratio
Net Profit After Tax 0.74 0.83 -10.59%
Shareholder's Equity
5 Inventory Turnover Ratio
Sales 5.28 5.66 -6.61%
Average Inventory

6 Receivables Turnover Ratio

Net Credit Sales 3.88 3.80 2.15%
Average Accounts Receivable

7 Payables Turnover Ratio

Net Credit Purchases 132.97 24.52 442.29% As against decline in average trade
Average Trade Payables payables in the year compared to
2022, there is increase in credit
purchases compared to last year,
consequently has affected the ratio
has rose dramaticaly.
8 Net Capital Turnover Ratio
Net Sales 2.01 1.69 18.90%
Working Capital

9 Net Profit Ratio

Proift After Tax 0.33 0.11 210.67% The profit from sale of land during
Net Sales the year has significantly increased
profit after tax (225%) compared
to last year. Moreover improving
revenue from operations (4%) has
resulted in higher net profit ratio
10 Return on Capital employed
Ratio
EBIT 0.65 0.70 -6.88%
Capital Employed
11 Return on Investment
Current value of investment- 1.02 N.A. N.A.
cost of investment
cost of investment

72
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

4.12 Leases
(I) F ollowing are the changes in the carrying value of Right of Use assets for the year ended March 31, 2023:
Particulars Category of ROU Total
Office Place
Balance as at March, 2022 7.12 7.12
Addition/Deletions 39.80 39.80
Depreciation of Right of use assets 5.82 5.82
Balance as at March 31, 2023 41.10 41.10

Following are the changes in the carrying value of Right Use assets for the year ended March 31, 2022:
Particulars Category of ROU Total
Office Place
Balance as at March, 2021 10.68 10.68
Addition/Deletions 2.25 2.25
Depreciation of Right of use assets 5.81 5.81
Balance as at March 31, 2022 7.12 7.12

(II) Following are the changes in the carrying value of lease liability for the year ended March 31, 2023
Particulars Category of ROU Total
Office Place
Balance as at March 31, 2022 6.69 6.69
Finance cost accrued during the year 1.54 1.54
Lease liabilities recognised during the year 38.65 38.65
Lease concession
Payment of lease liabilities 6.74 6.74
Balance as at March 31, 2023 40.14 40.14
Current portion of Lease liability 36.88 36.88
Non current portion of Lease liability 3.26 3.26

Following are the changes in the carrying value of lease liability for the year ended March 31, 2022
Particulars Category of ROU Total
Office Place
Balance as at March 31, 2021 10.62 10.62
Finance cost accrued during the year 1.22 1.22
Lease liabilities recognised during the year 1.58 1.58
Lease concession
Payment of lease liabilities 6.73 6.73
Balance as at March 31, 2022 6.69 6.69
Current portion of Lease liability 5.62 5.62
Non current portion of Lease liability 1.07 1.07

III Amounts recognised in the statement of cash flows

Particulars F.Y. 2022-22 F.Y. 2020-21
Total cash outflow for leases 6.74 6.73

73
Gujarat Poly electronics limited

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

4.13 Related Party Transactions

(a) Names of related parties and description of relationship
Nature of Relationship Name of Related Parties
i Key managerial personnel T. R. Kilachand - Executive Director , Chairman
P. T. Kilachand - Non Executive Director
A. H. Mehta - Managing Director
C. K. Khushaldas - Independent Non Executive Director
S. A. Jhaveri - Independent Non Executive Director
L. Katadare (Nominee of GIIC) - Non Executive Director
R. P. Vahi - Independent Non Executive Director
H. H. Jani - Chief Financial Officer
Nivedita Nambiar - Company Secretary and Compliance Officer
ii Entities where the key managerial personnel have Ginners & Pressers Limited
significant influence/control
iii Holding Polychem Limited

(b) Details of Transactions:

Entities where the key
Key Managerial managerial personnel Holding Total Amount
personnel have significant
influence / control
2022-23 2021-22 2022-23 2021-22 2022-23 2021-22 2022-23 2021-22

Expenses
Electricity charges
Ginners & Pressers Limited - - 0.31 0.16 - - 0.31 0.16
Remuneration
A. H. Mehta 32.78 31.57 - - - - 32.78 31.57
T. R. Kilachand 20.87 17.13 - - - - 20.87 17.13
H. H. Jani 22.16 25.72 - - - - 22.16 25.72
P. R. Kapoor - 6.49 - - - - - 6.49
Nivedita Nambiar 7.59 - - - - - 7.59 -
Directors sitting fees (including Audit committee Fees)
T. R. Kilachand - - - - - - - -
P. T. Kilachand 0.32 0.32 - - - - 0.32 0.32
C. K. Khushaldas 0.72 0.64 - - - - 0.72 0.64
S. A. Jhaveri 0.48 0.40 - - - - 0.48 0.40
J. A. Mehta - 0.32 - - - - - 0.32
R. P. Vahi 0.72 0.64 - - - - 0.72 0.64
L. Katadare 0.32 0.16 - - - - 0.32 0.16
Total expenses payable 85.96 83.39 0.31 0.16 - - 86.27 83.55

74
 thirty Fourth ANNUAL REPORT 2022-2023

Notes to standalone Financial Statements for the year ended

March 31, 2023
All amounts are in 'Lakhs' unless otherwise stated

(b) Details of Transactions:

Entities where the key
Key Managerial managerial personnel Holding Total Amount
personnel have significant
influence / control
2022-23 2021-22 2022-23 2021-22 2022-23 2021-22 2022-23 2021-22
Reimbursement/(Recovery) of
expenses
0.31 0.16
Total reimbursement - - 0.31 0.16 - - - -

As per our report of even date For and on behalf of the Board of Directors

For Mahendra N. Shah & Co. T. R. Kilachand A. H. Mehta

Chartered Accountants Executive Chairman Managing Director
Firm Registration No.: 105775W DIN 00006659 DIN 00005523

Chirag Shah H. H. Jani Nivedita Nambiar

Partner Chief Financial Officer Company Secretary & Compliance Officer
(Membership No. 045706) (M. No.: 8479)

Place: Ahmedabad Place: Mumbai

Date: May 10, 2023 Date: May 10, 2023

75
NOTES