Page 149 - Hitachi IR 2025

vi. Environment, Social and Governance Committee
vii. Fund Raise Committee
A detailed note on the composition of various
Committees of the Board and their Meetings
including the terms of reference were given in the
Corporate Governance Report forming part of the
Board’s Report.
13. DIRECTORS’ RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 134(5) of the
Act, the Directors confirm that, to the best of their
knowledge and belief:
a. in the preparation of the annual financial
statements, the applicable accounting
standards have been followed along with
proper explanation and that there are no
material departures;
b. they had selected such accounting policies and
applied them consistently and made judgments
and estimates that are reasonable and prudent
so as to give a true and fair view of the state
of affairs of the Company at the end of the
Financial year and of the profit of the Company
for that period;
c. they had taken proper and sufficient care for the
maintenance of adequate accounting records
in accordance with the provisions of this Act
for safeguarding the assets of the Company
and for preventing and detecting fraud and
other irregularities;
d. they have prepared the annual financial
statements on a going concern basis;
e. they have laid down internal financial controls
to be followed by the Company and that such
internal financial controls are adequate and
were operating effectively; and
f. they have devised proper systems to ensure
compliance with the provisions of all applicable
laws and that such systems were adequate and
operating effectively.
14. CORPORATE GOVERNANCE REPORT:
The Company is committed to upholding the highest
standards of Corporate Governance and follows the
Corporate Governance requirements set out by the
Securities and Exchange Board of India (“SEBI”).
In addition, the Company has included various best
governance practices.
In terms of Regulation 34(3) read with Schedule V
of the SEBI Listing Regulations, a separate section
on Corporate Governance including a certificate
from M/s V. Sreedharan & Associates, Practicing
Company Secretaries confirming compliance is
annexed as Annexure-C, forming an integral part
of this Report.
15. STATUTORY AUDITORS:
Pursuant to provisions of Section 139 of the Act
read with the Companies (Audit and Auditors)
Rules, 2014, M/s. S. R. Batliboi & Associates
LLP, Chartered Accountants (Registration No.:
101049W/ E300004) were appointed as Statutory
Auditors, for a period of five years, to hold office
from the conclusion of 1st Annual General Meeting
until the conclusion of the 6th Annual General
Meeting at such Remuneration as may be mutually
agreed amongst by the Board of Directors and the
Statutory Auditors.
The Statutory Auditor’s Report on the financial
statements for the financial year ended
March 31, 2025, does not contain any
qualifications, reservation, adverse remarks or
disclaimer which requires any explanation from the
Board of Directors.
As the term of M/s. S. R. Batliboi & Associates
LLP as the Statutory Auditors of the Company
expires at the conclusion of 6th AGM, the Board of
Directors of the Company at their Meeting held on
May 14, 2025, based on the recommendation
of the Audit Committee, has recommended to
the Members the re-appointment of M/s. S. R.
Batliboi & Associates LLP, Chartered Accountants
(Registration No.: 101049W/ E300004), as
Statutory Auditors of the Company, for the second
term of five consecutive years from the conclusion
of 6th AGM till the conclusion of the 11th AGM.
Accordingly, a Resolution seeking Shareholders’
approval for re-appointment of M/s. S. R. Batliboi
& Associates LLP, as the Statutory Auditors of the
Company for the second term of five consecutive
years pursuant to Section 139 of the Act, forms
part of the Notice convening the 6th Annual General
Meeting of your Company and same is recommended
for your consideration. The Company has received
the written consent and a certificate that M/s. S. R.
Batliboi & Associates LLP, Chartered Accountants
satisfy the criteria provided under Section 141 of
the Act and that the appointment, if made, shall be
in accordance with the applicable provisions of the
Act and Rules framed thereunder.
16.  COST AUDIT AND COST AUDITORS OF THE
COMPANY:
As per requirements of Section 148 of the Act
read with the Companies (Cost Records and Audit)
Rules, 2014, the Company is required to make
and maintain cost records for certain products as
Integrated Annual Report 2024-25147