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Aarvee Denims & Exports Ltd.

BSE: 514274 Sector: Industrials
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OPEN 42.35
VOLUME 25580
52-Week high 110.90
52-Week low 26.55
Mkt Cap.(Rs cr) 102
Buy Price 0.00
Buy Qty 0.00
Sell Price 43.50
Sell Qty 284.00
OPEN 42.35
CLOSE 44.20
VOLUME 25580
52-Week high 110.90
52-Week low 26.55
Mkt Cap.(Rs cr) 102
Buy Price 0.00
Buy Qty 0.00
Sell Price 43.50
Sell Qty 284.00

Aarvee Denims & Exports Ltd. (AARVEEDEN) - Director Report

Company director report


The Members

Your Directors have pleasure in presenting the 27th Annual Report on thebusiness and operations of your Company together with the audited accounts for the yearended 31st March 2016.


Your Company’s performance during the year is as below: (Rs. in Lacs)
Particulars Year ended 31.03.2016 Year ended 31.03.2015
Total Revenue 84506.54 74824.84
Profit before Interest Depreciation and tax 8114.97 6897.89
Less: Net Interest & Finance Cost 3731.50 3487.91
Less: Depreciation 3064.42 3070.58
Profit before Exceptional Item and tax 1319.05 339.40
Less: Exceptional Item 473.20 0.00
Profit before tax 845.85 339.40
Provision for Tax & Deferred tax 143.20 320.63
Profit for the year 702.65 18.77
Appropriations / Adjustments
Balance of Profit brought forward 18724.80 18945.03
Depreciation on transition to Schedule II of the Companies Act 2013 0.00 (239.00)
Profit carried to Balance Sheet 19427.45 18724.80


Considering the current cash flow position of the Company the Board of Directors hasnot recommended any dividend on Share Capital of the Company for the year ended on 31stMarch 2016.


During the year under review your Company reported top-line growth of 12.94% over thePrevious Year. Total Revenue from Operations stood at Rs. 84506.54 Lacs as compared toRs. 74824.84 Lacs during the Previous Year.

During the year under review the Company has earned Profit before Tax (PBT) of Rs.845.85 Lacs and Profit after Tax (PAT) of Rs. 702.65 Lacs as compared to PBT of Rs. 339.40Lacs and PAT of Rs. 18.77 Lacs during the Previous Year.


During the year under review the company tied up Long Term Loan of Rs. 1190.91 Lacsfrom a Financial institution for the purpose of part funding of capital expenditure of thecompany.

During the year under review the company has repaid External Commercial Borrowing(ECB) of USD 2.56 million (` 1656.63 Lacs) to Standard Chartered Bank (SCB) and USD 1.56million (` 1034.35 Lacs) to Bank of Baroda (UAE).


The paid up Equity Share Capital as at 31st March 2016 stood at Rs.2345.98 Lacs. During the year under review the Company has not issued shares withdifferential voting rights nor has granted any stock options or sweat equity. The Companyhas no scheme of provision of money for purchase of its own shares by employees or bytrustees for the benefit of employees. Hence the details under rule 16 (4) of Companies(Share Capital and Debentures) Rules 2014 are not required to be disclosed.


No amount is appropriated from Statement of Profit and Loss and transferred to anyReserve Account.


The Board of Directors supports to maintain highest standards of corporate governanceand adhere to corporate governance requirements set out by SEBI. In addition to basicgovernance issues Board lays strong emphasis on transparency accountability andintegrity.

The Corporate Governance Report and Management Discussion & Analysis as requiredunder the Listing Regulations forms part of the Annual Report.

The requisite certificate from the Company Secretary regarding compliance of conditionsof Corporate Governance as stipulated in Schedule V of Regulation 34(3) of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 is annexed to theReport on Corporate Governance.


Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the Financial Statements.


Your company has accepted the deposits aggregating to Rs. 4696.13 Lacs from publicduring the year under review after complying with the provisions of the Companies Act2013 and Companies (Acceptance of Deposits) Rules 2014. There has been no default inrepayment of deposits or payment of interest thereon during the year under review. Thereare no deposits which are not in compliance with the requirements of Chapter V of theCompanies Act 2013.

Your directors appreciate the support which the company has received from the publicand shareholders to its fixed deposit scheme.


All properties and insurable interests of the company including building plant andmachinery and stocks wherever necessary and to the extent required have been adequatelyinsured.

On 23rd October 2015 there was a fire in spinning department of MatodaUnit of the Company resulting into partial loss of Plant & Machinery and OtherMiscellaneous Items. The carrying value of the assets destroyed in fire is estimated atRs. 369.46 Lacs.

The company has insurance policies of all affected assets so the Company has lodgedclaims with the insurance companies which claims include claim towards loss of the abovestated assets.


All related party transactions that were entered into during the financial year were atarm’s length basis. A detailed report on material contracts and arrangements madeduring the year 2015-16 being arm’s length transactions have been reported andannexed hereto in form AOC-2 as Annexure - A and forms part of this report.

There are no materially significant related party transactions made by the company withpromoters key managerial personnel or other designated persons which may have potentialconflict with interest of the company at large.

The Company has adopted a Related Party Transactions Policy. The Policy as approved bythe Board is uploaded on the Company’s website at the web link:


Your Company does not have any subsidiary.


The Company has adopted a Risk Management Policy for a systematic approach to controlrisks. The Risk Management Policy of the Company lays down procedures for riskidentification evaluation monitoring review and reporting. The Risk Management Policyhas been developed and approved by the Senior Management in accordance with the businessstrategy.


The Company has in place an adequate system of internal controls. It has documentedpolicies and procedures covering all financial and operating functions and processes.These have been designed to provide a reasonable assurance with regard to maintaining ofproper accounting controls for ensuring reliability of financial reporting monitoring ofoperations protecting assets from unauthorized use or losses and compliance withregulations.


1) Changes in Directors and Key Managerial Personnel

Mrs. Komal S. Majmudar resigned from the Board of Directors of the Company with effectfrom 29th May 2015 Mr. Utsav Pandwar CFO of the Company has resigned w.e.f.30th May 2015 and Mr. Hardik Modi Company Secretary has resigned w.e.f. 4thJuly 2016. Your Directors take this opportunity to express their deep sense ofappreciation for the valuable services rendered during their tenure as a Director and KMP.

Ms. Shivani Shah was appointed as an Additional Director of the Company w.e.f. 13thAugust 2015 during the year and her appointment was confirmed in AGM held on 28thSeptember 2015.

Mr. Suketu Shah was appointed as CEO of the Company w.e.f. 6th April 2015and Mr. Bhavik Shukla was appointed as CFO of the Company w.e.f. 7th November2015.

Mr. Parmanand T. Arora Director shall retire by rotation at the forthcoming AnnualGeneral Meeting of the Company and being eligible offer himself for re-appointment.

2) Declaration by an Independent Director(s)

All Independent Directors have given declarations that they meet the criteria ofindependence as laid down under Section 149 (6) of the Act and Regulation 16 (1) (b) ofthe Listing Regulations. In the opinion of the Board they fulfill the conditions ofindependence as specified in the Act and the Rules made there under and are independent ofthe management.

3) Procedure for Nomination and Appointment of Directors

The Nomination and Remuneration Committee is responsible for developing competencyrequirements for the Board based on the industry and strategy of the Company. Boardcomposition analysis reflects in-depth understanding of the Company including itsstrategies environment operations financial condition and compliance requirements.

The Nomination and Remuneration Committee conducts a gap analysis to refresh the Boardon a periodic basis including each time a Director’s appointment or re-appointmentis required. The Committee is also responsible for reviewing and vetting the CVs ofpotential candidates vis--vis the required competencies and meeting potentialcandidates prior to making recommendations of their nomination to the Board. At the timeof appointment specific requirements for the position including expert knowledgeexpected is communicated to the appointee.

4) Criteria for Determining Qualifications Positive Attributes and Independenceof a Director

The Nomination and Remuneration Committee has formulated the criteria for determiningqualifications positive attributes and independence of Directors in terms of provisionsof Section 178 (3) of the Act and Regulation 19 read with Part D of Schedule II of theListing Regulations.

Independence: In accordance with the above criteria a Director will be consideredas an ‘Independent Director’ if he/ she meets with the criteria for‘Independent Director’ as laid down in the Act and Regulation 16 (1) (b) of theListing Regulations.

Qualifications: A transparent Board nomination process is in place that encouragesdiversity of thought experience knowledge perspective age and gender. It is alsoensured that the Board has an appropriate blend of functional and industry expertise.While recommending the appointment of a Director the Nomination and RemunerationCommittee considers the manner in which the function and domain expertise of theindividual will contribute to the overall skill-domain mix of the Board.

Positive Attributes: In addition to the duties as prescribed under the Act theDirectors on the Board of the Company are also expected to demonstrate high standards ofethical behavior strong interpersonal and communication skills and soundness of judgment.Independent Directors are also expected to abide by the ‘Code for IndependentDirectors’ as outlined in Schedule IV to the Act.

5) Annual Evaluation of Board Performance and Performance of its Committees andof Directors

Pursuant to the applicable provisions of the Act and the Listing Regulations the Boardhas carried out an annual evaluation of its own performance performance of the Directorsas well as the evaluation of the working of its Committees.

The Nomination and Remuneration Committee has defined evaluation criteria procedureand time schedule for Performance Evaluation process for the Board its Committees andDirectors.

The Board’s functioning was evaluated on various aspects including inter aliadegree of fulfillment of key responsibilities Board structure and compositionestablishment and delineation of responsibilities to various Committees effectiveness ofBoard processes information and functioning.

Directors were evaluated on aspects such as attendance and contribution at Board/Committee Meetings and guidance/ support to the management outside Board/ CommitteeMeetings. In addition the Chairman was also evaluated on key aspects of his roleincluding setting the strategic agenda of the Board encouraging active engagement by allBoard members and motivating and providing guidance to the Managing Director.

Areas on which the Committees of the Board were assessed included degree of fulfillmentof key responsibilities adequacy of Committee composition and effectiveness of meetings.

The performance evaluation of Independent Directors was carried out by entire Boardexcluding Director being evaluated. The performance evaluation of the Chairman and the NonIndependent Directors was carried out by Independent Directors who also reviewedperformance of the Board as a whole. The Nomination and Remuneration Committee alsoreviewed performance of the Board its Committees and of Directors.

The Chairman of the Board provided feedback to the Directors on an individual basis asappropriate. Significant highlights learning and action points with respect to theevaluation were presented to the Board.

Details of the Remuneration Policy are given in the Corporate Governance Report.


During the year four board meetings were convened and held the details of which aregiven in the corporate governance report. The intervening gap between the meetings waswithin the period prescribed under the Act and the Listing Regulations.


Pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act 2013 the Board ofDirectors to the best of their knowledge and ability confirm that:

(i) in the preparation of the annual accounts the applicable accounting standards havebeen followed and that there are no material departures;

(ii) they have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company as at 31st March 2016 and of theProfit of the Company for the year ended on that date;

(iii) they have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

(iv) they have prepared the annual accounts on a going concern basis;

(v) they have laid down internal financial controls to be followed by the Company andthat such internal financial controls are adequate and are operating effectively; and

(vi) they have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems are adequate and operating effectively.


The Board has constituted a Corporate Social Responsibility Committee headed by Mr.Ashish V. Shah as Chairman and Mr. Amol Dalal and Mr. Vinod P. Arora as Members of theCommittee.

The Company has adopted a Corporate Social Responsibility (CSR) Policy in compliancewith the provisions of the Act.

As part of its CSR initiatives the Company could not initiate CSR activities becauseof shortage of funds due to volatile textile market during the Previous Year. Further itis to be noted that one of unit suffered sudden major fire accident on 1stMarch 2015 during the financial year 2014-15 and other unit on 23rd October2015 during the financial year 2015-16 which affected heavy loss of stock buildingplant and machineries due to fire. Report on CSR activities is annexed as Annexure - B.


The Company has zero tolerance for sexual harassment at workplace and has adopted aPolicy on Prevention Prohibition and Redressal of Sexual Harassment at the Workplace inline with the provisions of the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013 and the Rules there under. The Policy aims to provideprotection to employees at the workplace and prevent and redress complaints of sexualharassment and for matters connected or incidental thereto with the objective ofproviding a safe working environment where employees feel secure.

The Company has not received any complaint of sexual harassment during the financialyear 2015-16.


The Company has adopted a Whistle Blower Policy to provide a formal mechanism to theDirectors and employees to report their concerns about unethical behaviour actual orsuspected fraud or violation of the Company’s Code of Conduct or ethics policy. ThePolicy provides for adequate safeguards against victimization of employees who avail ofthe mechanism and also provides for direct access to the Chairman of the Audit Committee.It is affirmed that no personnel of the Company has been denied access to the AuditCommittee.


No significant material orders have been passed by the Regulators or Courts orTribunals which would impact the going concern status of the Company and its futureoperations.


(1) Statutory Auditors

Pursuant to the provisions of Section 139 of the Act and the rules framed thereunderM/s. Deloitte Haskins & Sells Chartered Accountants Ahmadabad (Registrant No.17365W) and M/s. N. C. Shah & Associates Chartered Accountants Ahmedabad(Registration No. 109692W) were appointed as Joint Auditors of the Company from conclusionof the 25th Annual General Meeting (AGM) of the Company held on 30thSeptember 2014 till the conclusion of the 28th AGM to be held in the year2017 subject to ratification of their appointment at every AGM. Both the Auditors havesubmitted a certificate confirming that their appointment if ratified will be inaccordance with Section 139 read with Section 141 of the Act.

(2) Cost Auditors

The company has received a letter from the cost auditors M/s. N. D. Birla and Co. CostAccountant to the effect that their appointment if made would be within the prescribedlimits under section 141(3) (g) of the Companies Act 2013 and that they are notdisqualified for appointment. The board of directors of the company at its meeting held on28th May 2016 appointed M/s. N. D. Birla & Co. Cost Accountants as thecost auditors of the Company to conduct the audit of cost records maintained by theCompany as required by the Companies (Cost Records and Audit) Rules 2014 as amended fromtime to time.

The members are requested to ratify the remuneration to be paid to the cost auditors ofthe company

(3) Secretarial Auditors

Pursuant to the provisions of Section 204 of the Act and The Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 the Board of Directors of the Companyhad appointed Mr. Tapan Shah Company Secretaries in Practice to undertake the SecretarialAudit of the Company for the year ended 31st March 2016. The Secretarial AuditReport is annexed as Annexure - C.


In compliance with SEBI vide its order No. WTM/RKA/MIRSD2/41/2016 dated 22ndMarch 2016 Board of Directors has appointed M/s. Link Intime India Pvt. Ltd. asRegistrars & Share Transfer Agents of the Company in place of Sharepro and an Auditwas carried out by the practicing Company Secretary regarding the records and systems ofSharepro with respect to dividends paid and transfer of securities to determine whetherdividends have been paid to actual/beneficial holders and whether securities have beentransferred as per the provisions of law. The copy of Audit Report were shared with SEBIBSE NSE also. Company has carried out all the actions as directed by SEBI within thestipulated timelines.


The information on conservation of energy technology absorption and foreign exchangeearnings and outgo stipulated under Section 134 (3) (m) of the Act read with Rule 8 (3) ofThe Companies (Accounts) Rules 2014 is annexed as Annexure - D.


The information required pursuant to Section 197 read with Rule 5 of The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect of employeesof the Company will be provided upon request. In terms of Section 136 of the Act theReport and Accounts are being sent to the Members and others entitled thereto excludingthe information on employees’ particulars which is available for inspection by theMembers at the Registered Office of the Company during business hours on working days ofthe Company up to the date of the ensuing Annual General Meeting. If any Member isinterested in obtaining a copy thereof such Member may write to the Company Secretary inthis regard.

Disclosure pertaining to remuneration and other details as required under Section197(12) of the Companies Act 2013 read with Rule 5(1) of the (Appointment andremuneration of Managerial Personnel) Rules 2014 are given in Annexure – Eto this report.


Pursuant to Section 92 (3) of the Act and Rule 12 (1) of The Companies (Management andAdministration) Rules 2014 the extract of Annual Return in form MGT - 9 is annexed as Annexure- F.


The industrial relations continued to be generally peaceful and cordial.


The Equity shares of your company are listed on the BSE Limited (BSE) and the NationalStock Exchange of India Limited (NSE).

The Company has paid the listing fees for the year 2016-17 to above stock exchanges.


Your Directors thank the various Central and State Government DepartmentsOrganizations and Agencies for their continued help and co-operation extended by them. TheDirectors also gratefully acknowledge all stakeholders of the Company viz. customersmembers dealers vendors banks and other business partners for the excellent supportreceived from them during the year and look forward to their continued support in future.The Directors place on record their sincere appreciation to all employees of the Companyfor their unstinted commitment and continued contribution to the Company.

Vinod P. Arora
Place : Ahmedabad Chairman & Managing Director
Date : 10/08/2016 DIN:00007065


Information pursuant to Section 134 (3) (m) of the Companies Act 2013 and under Rule 8(3) of Companies (Accounts) Rules 2014 and forming part of the Directors’ Report forthe year ended 31st March 2016.

(A) Conservation of energy-

(i) The steps taken or impact on conservation of energy;

1. Closely monitoring use of heating ovens.

2. Use of energy efficient CFL and LED lights and changing of Electronics Ballast inplace of Copper Ballast.

3. Creating awareness among all the staff members to conserve energy.

4. Replacement of inefficient motors.

5. Installation of capacitors to improve power factor for optimum utilization ofelectricity.

(ii) the steps taken by the company for utilising alternate sources of energy;

The Company has installed 14 wind mills at Kutch Gujarat. This has resulted insubstantial savings in power costs. Utilization of wind mill power reduces electricityexpenses and thus support green environment.

(iii) the capital investment on energy conservation equipments;

During the year the Company has not invested as capital investment on energyconservation equipments. The equipment in which investment was made included amongothers solar street lights energy efficient motors and LED lights.

(iv) Total energy consumption and energy consumption per unit of production

(Rs. in Lacs)
Particulars 2015-16 2014-15
1. Electricity
(a) Purchased Units KWH in Lacs 881.12 835.65
Total Amount (Rs. in Lacs) 6417.13 5847.90
Rate/unit (`/KWH) 7.29 7.00
(b) Wind Turbine (Units KWH in Lacs) 322.78 346.83
2. Coal & Lignite
Quantity (in MT) 42677.46 37903.95
Total Cost(Rs. in Lacs) 1593.22 1464.31
Cost/MT 3733.17 3863.22




Electricity (KWH) 1.39 1.72 1.34 1.49
Coal (Kg) 0.37 Nil 0.61 Nil

(B) Technology absorption-

(i) The efforts made towards technology absorption;

Efforts towards technology absorption included continued efforts for processimprovements and improved formulation types / strengths to improve the efficacyproductivity and profitability of the Company.

(ii) The benefits derived like product improvement cost reduction product developmentor import substitution: Product development value addition and sustainable.

(iii) In case of imported technology (imported during the last three years reckonedfrom the beginning of the financial year)-

(a) the details of technology imported: The Company has not imported any technologyduring the last three financial years.

(b) the year of import: Not Applicable

(c) whether the technology been fully absorbed: Not Applicable

(d) if not fully absorbed areas where absorption has not taken place and the reasonsthereof: Not Applicable

(iv) The expenditure incurred on Research and Development.

(Rs. in Lacs)
Particulars 2015-16 2014-15
Capital Nil Nil
Recurring Nil Nil
Total Nil Nil
Total R&D Expenditure as % of total turnover Nil Nil

(C) Foreign exchange earnings and Outgo-

(Rs. in Lacs)
Particulars 2015-16 2014-15
Foreign Exchange Earning 18381.68 18746.03
Foreign Exchange Outgo 13662.92 7839.27


For and on behalf of Board of Directors
Vinod P. Arora
Place : Ahmedabad Chairman and Managing Director
Date : 10/08/2016 (DIN: 00007065)

Annexure - E

[Pursuant to Rule 5 of The Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014]

1. The ratio of the remuneration of each Director to the median remuneration of theEmployees of the Company for the financial year:

(Amount in `)
Name of Director Remuneration paid in current year Ratio of remuneration to director to Median Remuneration of employees
1 Mr. Vinod P. Arora 3600000/- 35.29 %
2 Mr. Ashish V. Shah 3000000/- 29.41 %
3 Mr. Kalpesh V. Shah 1800000/- 17.65 %
4 Mr. Parmanand T. Arora Nil -
5 Mr. Rajesh P. Arora Nil -
6 Mr. Sanjay S. Majmudar 50000/- -
7 Mr. Ashok C. Gandhi 45000/- -
8 Mr. Amol R. Dalal 50000/- -
9 Mr. Arvind D. Sanghvi 10000/- -
10 Mrs. Komal S. Majmudar (up to 29.05.2015) 5000/- -
11 Ms. Shivani Shah (w.e.f.13.08.2015) 15000/- -

2. The percentage increase in remuneration of each Director Chief Financial OfficerChief Executive Officer Company Secretary or Manager if any in the financial year:

(Amount in `)
Sr. No. Director Chief Financial Officer Chief Executive Officer Company Secretary Remuneration for the year 2015-16 Remuneration for the year 2014-15 % Increase
1 Mr. Vinod P. Arora (CMD) 3600000/- 3600000/- -
2 Mr. Ashish V. Shah 3000000/- 3000000/- -
3 Mr. Kalpesh V. Shah 1800000/- 1800000/- -
4 Mr. Sanjay S. Majmudar 50000/- 41000/- -
5 Mr. Ashok C. Gandhi 45000/- 41000/- -
6 Mr. Amol R. Dalal 50000/- 41000/- -
7 Mr. Arvind D. Sanghvi 10000/- 15000/- -
8 Mrs. Komal S. Majmudar* (up to 29.05.2015) 5000/- 10000/- -
9 Ms. Shivani Shah 15000/- - Appointed on 13.08.2015
10 Mr. Utsav Pandwar (CFO) 188400/- 1050000/- Resigned on 30.05.2015
11 Mr. Hardik Modi (CS) 452000/- 209032/- -
12 Mr. Suketu Shah (CEO) 3692000/- - Appointed w.e.f. 06.04.2015
13 Mr. Bhavik Shukla (CFO) 750000/- - Appointed w.e.f. 07.11.2015

3. The percentage increase in the median remuneration of employees in the financialyear was 16.76%.

4. The number of permanent employees on the rolls of Company: 1477

5. The Profit after Tax for the Financial Year 2015-16 has increased to Rs. 702.65 lacsfrom Rs. 18.77 lacs for the Financial Year 2014-15 whereas the average increase inremuneration of employees was 19.30%.

6. The Profit after Tax for the Financial Year 2015-16 has increased to Rs. 702.65 lacsfrom Rs. 18.77 lacs for the Financial Year 2014-15 whereas the average increase inremuneration of Key Managerial Personnel (KMP) was 13.36%.

7. The company came out with initial public offer in November’ 1992. The otherdetails are as under:

Date Market Price EPS P/E Ratio Market Capitalization % of change
31.03.2015 41.50 0.08 518.75 97.35 Crores -
31.03.2016 52.50 2.99 17.55 123.16 Crores 26.51%

8. Average increase in the salaries of employees other than the managerial personnel inthe last financial year was 19.30%; whereas the average increase in the managerialremuneration was 13.36%.

9. All the components of remuneration paid to the Directors are fixed and no componentsare variable.

10. The remuneration paid to the working Directors are as per Schedule V of theCompanies Act 2013 and as per remuneration policy of the Company.

11. The ratio of the remuneration of the highest paid Director to that of the employeeswho are not Directors but receive remuneration in excess of the highest paid Directorduring the year is Nil.

12. It is affirmed that the remuneration paid is as per the Remuneration Policy forDirectors Key Managerial Personnel and other employees adopted by the Company.

For and on behalf of Board of Directors
Vinod P. Arora
Place : Ahmedabad Chairman and Managing Director
Date : 10/08/2016 (DIN: 00007065)