79 | Annual Report | 2023-2024 AMOUNT TRANSFERRED TO STATUTORY RESERVES During the year under review the Company had profit and accordingly during the year the Company has transferred an amount of INR 6,276.43 lakhs to Statutory Reserve as required (20% of Profit after Tax) under Section 45-IC of the RBI Act, 1934. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY There are no material changes and commitments affecting the financial position of the Company, which has occurred between the end of the financial year of the Company i.e. March 31, 2024 and the date of the Directors’ Report. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO UNDER SECTION 134(3)(m) OF THE COMPANIES ACT, 2013 The provisions of Section 134(3) (m) of the Companies Act, 2013 relating to conservation of energy and technology absorption do not apply to the Company. The Company has, however, used information technology extensively in its operations. Foreign Exchange earnings and Outgo Earnings INR 74.12 lakhs Outgo INR 270.12 lakhs The details of foreign exchange earnings and outgo have also been captured in Notes to the Financial Statements. ANNUAL EVALUATION OF THE BOARD Pursuant to the provisions of Section 178 of the Companies Act, 2013 and the SEBI Listing Regulations, 2015, the Nomination and Remuneration Committee has laid down the criteria for performance evaluation on the basis of which the Board has carried out evaluation of its own performance, the performance of Board Committees and of the Directors individually. The Independent Directors of the Company, at their separate meeting held on May 24, 2024, have reviewed the performance of Non-Independent Directors, the Board as a whole and also the performance of the Chairperson of the Company. Further, the Nomination and Remuneration Committee (“NRC”) has carried out evaluation of individual Director’s performance. In this regard the NRC had met on May 24, 2024 to carry out the above-mentioned evaluation. The Members of the NRC reviewed the performance of all the individual Directors of the Company in accordance with the relevant provisions of the Companies Act, 2013 and SEBI Listing Regulations, 2015. The Committee agreed that the effectiveness of participation of the Directors in various meetings of the Board and its Committees were satisfactory. All the Directors made significant contributions in ensuring ethical standards and the statutory, as well as, regulatory compliances. The Members of the NRC also agreed that the financial performance of the Company over the years is satisfactory and the Board as a whole played a great role in the development of the Company. RISK MANAGEMENT POLICY The Board of the Company has adopted the Risk Management Policy based on the recommendation of the Risk Management Committee in order to assess, monitor and manage risk throughout the Company. Risk is an integral part of the Company’s business, and sound risk management is critical to the success of the organization. Detailed information on risk management is provided separately in this Annual Report. CORPORATE SOCIAL RESPONSIBILITY (CSR) In compliance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, the Company has established the Corporate Social Responsibility Committee (CSR Committee) and the composition and the function thereof is mentioned in the Corporate Governance Report. The Board adopted the CSR Policy, formulated and recommended by the CSR Committee, and the same is available on the Company’s website at https://www.arohan. in/wp-content/themes/arohan/resources/corporatesocial-responsibility-policy.pdf. The details of the CSR activities undertaken during the year are given in the report on Corporate Social Responsibility activities which is annexed as Annexure III to the Directors’ Report. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE
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