Page 104 - DJML Annual Report 24-25
P. 104

DJ MEDIAPRINT & LOGISTICS LIMITED
                                                                                                                                                                 CORPORATE OVERVIEW      STATUTORY REPORTS     FINANCIAL STATEMENTS

                which  is  comprehensive  in  nature,  providing   XXIX. OTHER DISCLOSURES                                             9)   The  requirement  to  disclose  the  details           Your  Directors  take  this  opportunity  to  place
                guidance on identification and mitigation of the           The Board states that no disclosure or reporting is            of  the  difference  between  the  amount  of   on  record  their  appreciation  for  the  committed
                various risks that the Company may face in the     required in respect of the following items as there                    the  valuation  done  at  the  time  of  one-time   services  rendered  by  the  employees  of  the
                conduct of its business. The specific objectives   were no transactions on these items during the                         settlement  and  the  valuation  done  while    Company  at  all  levels,  who  have  contributed
                of this framework are:                             financial year:                                                        taking  a  loan  from  the  Banks  or  Financial   significantly towards the Company’s performance
             •   To identify and assess various business risks      1)   As  per  rule  4(4)  of  the  Companies  (Share                  Institutions, along with the reasons thereof,   and  for  enhancing  its  inherent  strength.  Your
                 arising out of internal and external factors that     Capital  and  Debentures)  Rules,  2014,  the                      is not applicable for the financial year.       Directors  also  acknowledge  with  gratitude  the
                 affect the business of the Company;                   Company has not issued equity shares with                 XXX.   Maternity Benefit Act, 1961                       encouragement  and  support  extended  by  our
                                                                                                                                                                                          valued shareholders.
             •   To  work  out  methodology  for  managing  and        differential  rights  as  to  dividend,  voting  or                  The Company has complied with the provisions
                 mitigating the risks;                                 otherwise;                                                      of the Maternity Benefit Act, 1961.
             •   To  establish  a  framework  for  the  Company’s   2)   As  per  rule  8(13)  of  the  Companies  (Share        XXXI.   ACKNOWLEDGEMENTS                                           For   For and on behalf of the Board
                 risk  management  process  and  to  ensure  its       Capital  and  Debentures)  Rules,  2014,  the                       Your Directors would like to express their sincere
                 implementation;                                       Company  has  not  issued  shares  (including
                                                                       sweat  equity  shares)  to  employees  of  the                  appreciation for the assistance and co-operation                                           Sd/-
             •   To  enable  compliance  with  appropriate             Company under any scheme;                                       received  from  various  stakeholders  including                                  Dinesh Kotian
                 regulations,  wherever  applicable,  through  the   3)   As  per  rule  12(9)  of  the  Companies  (Share             financial  institutions  and  banks,  Government                   Chairman & Managing Director
                 adoption of best practices; and                                                                                       authorities  and  other  business  associates                                    DIN: 01919855
                                                                       Capital  and  Debentures)  Rules,  2014,  the
             •   To  assure  business  continuity,  sustained          Company has not issued equity shares under                      who  have  extended  their  valuable  support  and   Place: Mumbai
                 growth with financial stability.                      the Employees Stock Option Schemes;                             encouragement during the year under review.   Date: June 18, 2025

          XXVIII.  CODE OF CONDUCT    FOR DIRECTORS AND             4)   Neither the Managing Director nor the Whole
                 KMPs                                                  Time  Directors  of  the  Company  receive
                                                                       any  remuneration  or  commission  from  its
                        The  Board  of  Directors  of  the  Company  has   subsidiary;
                 adopted the Code of Conduct for its Directors
                 and  Senior  Management  Personnel  of  the        5)   Since  the  Company  has  not  formulated
                 Company in compliance with Regulation 17(5)           any  scheme  of  provision  of  money  for  the
                 of the SEBI Listing Regulations. For the financial    purchase of own shares by employees or by
                 year  2024-25,  all  Board  members  and  Senior      the trustee for the benefit of the employees
                 Management personnel of the Company have              in  terms  of  Section  67(3)  of  the  Act,  no
                 affirmed  the  compliance  with  the  code  as        disclosures are required to be made;
                 applicable  to  them  and  a  declaration  to  this   6)   There was no revision of financial statements
                 effect signed by the Chief Executive Officer and      and  the  Board’s  Report  of  the  Company
                 forms part of the Corporate Governance Report.        during financial year;
                 The Company’s Code of Conduct for Directors        7)  There  has  been  no  change  in  the  nature  of
                 and  Senior  Management  is  hosted  on  the          business of the Company;
                 website of the Company at https://www.djcorp.
                 in/pages/Code_of_Conduct_Directors_Senior_         8)  No  application  has  been  made  under  the
                 Management_Personnel.pdf.  The  Declaration           Insolvency and Bankruptcy Code, hence the
                 signed by the  Managing Director stating that         requirement  to  disclose  the  details  of  the
                 members of the board and senior management            application made or any proceeding pending
                                                                       under the Insolvency and Bankruptcy Code,
                 personnel  have  affirmed  the  compliance  vide      2016 (31 of 2016) during the financial along
                 Code  of  Conduct  of  the  board  and  senior        with their status as at the end of the financial
                 management  is  attached  to  the  report  on         year is not applicable; and
                 corporate governance.






         102   Annual Report 2024-25                                                                                                                                                                      Annual Report 2024-25 103
   99   100   101   102   103   104   105   106   107   108   109