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ABC Gas (International) Ltd.

BSE: 513119 Sector: Others
NSE: N.A. ISIN Code: INE173M01012
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OPEN 12.60
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VOLUME 50
52-Week high 13.65
52-Week low 6.75
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ABC Gas (International) Ltd. (ABCGASINT) - Director Report

Company director report

To

The Members

ABC Gas (International) Limited

Your Directors have pleasure in presenting the 41st Annual Report of your companytogether with the Audited Statements of Accounts for the year ended 31st March 2021.

FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY(STANDALONE)

Standalone (Rupees)
Particulars 2020-2021 2019-2020
Total Income 7141265 13164045
Total Expenditure 11245765 15798749
Profit/(Loss) before taxation (4104500) (2634704)
Provisions for tax (73577)
Profit/(Loss) after taxation (4104500) (2561127)

BRIEF DESCRIPTION OF THE COMPANY'S WORKING DURING THE YEAR/STATE OF COMPANY'S AFFAIR

During the year under review the Company earned a total revenue of Rs.7141265/-against Rs.13164045/- of the previous year. The Profit/Loss after tax incurred by theCompany for the year under review loss after tax has been Rs. (4104500)/-against theLoss after tax of Rs.(2561127)/- for the previous year.

CHANGE IN NATURE OF BUSINESS

There is no change in the nature of business of the Company.

TRANSFER TO RESERVES

In view of losses for the year end the Company has not carried forward any profit forthe year ended to the retained earnings account in the Balance Sheet.

MATERIAL CHANGES & COMMITMENTS

There has been no material change and commitments affecting the financial position ofthe Company between which had occurred between the end of the financials year to which thefinancial statements relate and date of this report.

DIVIDEND

The Board of Directors of your Company after considering the relevant circumstanceshas decided that it would be prudent not to recommend any Dividend for the year underreview.

DIVIDEND DISTRIBUTION POLICY:

The Securities and Exchange Board of India (SEBI) inserted Regulation 43A to ListingObligation and Disclosure Requirements Regulation 2015 making mandatory for top 500companies to formulate a Dividend distribution policy. However the above regulation isnot applicable to the Company.

DEPOSITS

Your Company has not accepted any deposits within the meaning of Section 73 of theCompanies Act 2013 and the Companies (Acceptance of Deposits) Rules 2014 and as suchno amount of principal or interest was outstanding as on the date of Balance Sheet.

SHARE CAPITAL:

The Authorised Share Capital of the Company is Rs.50000000/- (Rupees Five Croresonly) that is divided into 5000000 Equity Share of Rs. 10/- each. Presently the paid upEquity Share Capital of the Company is Rs.19800000/- (Rupees One Crore Ninety EightLakhs only) divided into 1980000 Equity Shares of Rs.10/- each.

During the year under review the Company has not issued any shares.

COVID-19 PANDEMIC:

The outbreak of Coronavirus (COVID-19) pandemic globally and in India is causingsignificant disturbance and slowdown of economic activity. In our country businesses arebeing forced to close the operations for long periods of time due to lockdown declared byGovt. of India. Measures taken to contain the spread of the virus including travel bansquarantines social distancing and closures of non-essential services have triggeredsignificant disruptions to businesses resulting in an economic slowdown. COVID-19 isadversely impacting business operation of the company. For the Company the focus shiftedto ensure the health and well-being of all employees. The Company has been shut downduring the lockdown period in order to ensure health and safety of employees. The Companyhas implemented ‘Work from Home' policy.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:

The Company has not given any loans guarantees or provided any security in connectionto any loan or made any investments under Section 186 of the Companies Act 2013 duringthe financial year 2020-2021.

CORPORATE SOCIAL RESPONSIBILITY:

Pursuant to section 135 of Companies Act 2013 Company needs to constitute CorporateSocial Responsibility Committee if applicable. Since the above provision of CompaniesAct 2013 is not applicable to your Company; Directors have not constituted the CorporateSocial Responsibility Committee.

DETAILS OF SUBSIDIARY/ASSOCIATES/JOINT VENTURE COMPANIES:

During the year under review no Company has become or ceased to be a Subsidiary/JointVenture/ Associate Company of your Company.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:

During the financial year suitable disclosures for related party transactions asrequired under AS-18 have been made in the Notes to the financial statements.

There were no materially significant related party transactions entered by the Companywith Directors Key Managerial Personnel or other persons which may have a potentialconflict with the interest of the Company.

Since there were no related party transaction during the year under review except inthe ordinary course of business and on arms' length basis form AOC-2 as prescribed undersection 134(3)(h) of the Companies Act 2013 is not applicable to the Company.

DIRECTOR'S RESPONSIBILITY STATEMENT:

To the best of our knowledge and belief and according to the information andexplanations obtained by us your Directors make the following statements in terms ofSection 134(5) of the Companies Act 2013: a) In the preparation of the annual accountsthe applicable accounting standards have been followed along with proper explanationrelating to material departures if any; b) They have selected such accounting policiesand applied them consistently and made judgments and estimates that are reasonable andprudent so as to give a true and fair view of the state of affairs of the Company at theend of the financial year and of the profit or loss of the Company for the period; c) Theyhave taken proper and sufficient care for the maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding the assets of the Companyand for preventing and detecting fraud and other irregularities; d) They have prepared theannual accounts on a going concern basis. e) They have laid down internal financialcontrols to be followed by the company and that such internal financial controls areadequate and were operating effectively. f) They have devised proper system to ensurecompliance with the provisions of all applicable laws and that such system were adequateand operating effectively.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL: DIRECTORS:

In accordance with the provisions of Section 152 of the Companies Act 2013 Mr. SatishShymalprasad Shorewala (DIN: 00055358) retires by rotation at the ensuing AGM and beingeligible have offered him selves for reappointment.

Further there were no changes in directors during the year under review.

KEY MANAGERIAL PERSONNEL:

Pursuant to the provisions of Section 2(51) and Section 203 of the Companies Act2013read with the Companies(Appointment and Remuneration of Managerial Personnel) Rules2014 as on 31stMarch 2021 the following are the Key Managerial Personnel (KMP) of theCompany: As on 31st March 2021 Mr. Satish Shorewala Managing Director Mr. RohitShorewala Whole Time Director Mr. Manohar Shetage Chief Financial Officer and Mr.Manish Purushottam Heda Company Secretary are the Key Managerial Personnel of yourCompany.

Mrs. Nidhi Vinodkumar Darak has resigned from the office of Company Secretary andCompliance Office with effect from August 17th 2020.

Mr. Manish Purushottam Heda was appointed as the Company Secretary and ComplianceOffice with effect from February 20th 2021.

DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet with the criteria of independence as prescribed under Section149(6) of the Act and Regulation 16 of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 (‘SEBI ListingRegulations') and there has been no change in the circumstances which may affect theirstatus as Independent Directors during the year. Independent Directors have also submitteddeclaration that they have registered themselves on the online data bank of IndianInstitute of Corporate Affairs (IICA) in accordance with the Companies (Appointment andQualification of Directors) Fifth Amendment Rules 2019. In the opinion of the Board theIndependent Directors of the Company fulfill the conditions specified in the Act andListing Regulations and are independent of the management.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board meets at regular intervals to discuss and decide on Company/business policiesand strategies apart from other Board businesses. The Board/Committee Meetings areprescheduled and a tentative annual calendar of the Board and Committee Meetings iscirculated to the Directors in advance to facilitate them to plan their schedule and toensure meaningful participation in the meetings.

The Board of Directors of your Company met 6 Times during the year to carry the variousmatters. The Meetings were convened on 15th July 2020 15th September 2020 18thNovember 2020 27th November 2020 13th February 2021 and 20th February 2021respectively.

The maximum interval between any two consecutive Board Meetings did not exceed theperiod prescribed under the Companies Act 2013 the Listing Regulation and circularissued by MCA in this regard.

Sr. Name of Directors No. of Meetings during FY 2020-2021
No. Held Attended
1 Mr. Shyamlal Prasad Shorewala 6 6
2 Mr. Satish Shorewala 6 5
3 Mr. Rohith Satish Shorewala 6 6
4 Mr. Yash Ratanlal Mardia 6 5
5 Mr. Akhilesh Singhal 6 6
6 Mrs. Neelam Satish Shorewala 6 6

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performanceboard committees and individual directors pursuant to the provisions of the Act and SEBIListing Regulations.

The performance of the Board and Committee was evaluated by the board after seekinginputs from all the directors on the basis of criteria such as the board composition andstructure effectiveness of board processes information and functioning etc. The Boardand the Nomination and Remuneration Committee reviewed the performance of individualdirectors on the basis of criteria such as the contribution of the individual director tothe board and committee meetings like preparedness on the issues to be discussedmeaningful and constructive contribution and inputs in meetings etc.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:

The information required pursuant to Section 197(12) of the Companies Act 2013 readwith Rule 5 (1) of The Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 regarding remuneration of Directors Key Managerial Personnel and otherrelated disclosures are as below:

1. The percentage increase in remuneration of each Director Chief Financial OfficerChief Operating Officer Company Secretary and ratio of the remuneration of each Directorto the Median remuneration of the employees of the Company for the financial year 2020-21:

Name of Director/KMP Percentage increase in remuneration Ratio of remuneration ofeach Director / KMP to Median remuneration of Employees
Executive Directors
Satish Shymalprasad Shorewala N.A. N.A.
Shyamlal Prasad Shorewala N.A. N.A.
Neelam Satish Shorewala N.A. N.A.
Rohith Satish Shorewala N.A. N.A.
Independent Director
Mr. Yash Ratanlal Mardia N.A. N.A.
Mr. Akhilesh Singhal N.A. N.A.
Chief Financial Officer
Manohar P Shetage N.A. N.A.
Company Secretary
Nidhi Vinodkumar Darak
(resigned w.e.f 17th August 2020) N.A. N.A.
Manish Purushottam Heda
(Appointed w.e.f 20th February 2021) N.A. N.A.

2. The percentage increase in the median remuneration of employees in the financialyear ended March 31 2021: 0%

3. The number of permanent employees on the rolls of the Company: 3

4. Average percentile increase made in the salaries of employees other than themanagerial personnel in the last financial year and its comparison with the percentileincrease in the managerial remuneration and justification thereof: Average percentageincrease made in the salaries of employees other than the managerial personnel in the lastfinancial year was 0%

5. Affirmation that the remuneration is as per the remuneration policy of the Company:The Company affirm that the remuneration is as per the remuneration policy of the Company.

6. Information required under section 197(12) of the Act read with Rule 5(2) and 5(3)of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 a statement containing Details of Top Ten Employees of the Company in terms ofremuneration drawn during the financial year 2020-21 is not applicable as none of theemployee is drawing remuneration in excess of the limits specified in the said Rule 5(2).

POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS AND KMP AND REMUNERATION POLICY:

For the purpose of selection of any Director the Nomination and Remuneration Committeeidentifies persons of integrity who possess relevant expertise experience and leadershipqualities required for the position. The Committee also ensures that the incumbent fulfilssuch criteria with regard to qualifications positive attitude independence age andother criteria as laid down under the Act Listing Regulations or other applicable laws.The Board has on the recommendation of the Nomination and Remuneration Committee frameda policy on the remuneration of Directors Key Managerial Personnel and other Employees.

AUDIT COMMITTEE:

The Audit Committee of the Company is constituted in accordance with Section 177 of theCompanies Act 2013and Regulation 18 of SEBI(LODR)Regulations2015.

The Audit Committee acts as a link among the Management the Statutory Auditors andthe Board of Directors to oversee the financial reporting process of the Company. TheCommittee's purpose is to oversee the quality and integrity of accounting auditing andfinancial reporting process including review of the internal audit reports and actiontaken report.

The Committee was reconstituted by board with Mr.Yash Ratanlal Mardia Mr. AkhileshSinghal and Mr. Satish Shorewala. The formation of Committee is for proper compliance ofall rules regulation and laws.

Composition of Audit Committee and attendance record of members for the year 2020-21are below:

Sr. Name of Directorship Chairman/Member Category No. of Meetings during FY 2020-2021
No. Held Attended
1 Mr. Yash Ratanlal Mardia Chairman Non-Executive Independent Director 5 4
2 Mr. Akhilesh Singhal Member Non-Executive Independent Director 5 5
3 Mr. Satish Shorewala Member Executive 5 4

During the Financial Year 2020-21 5Meetings were held on 15thJuly 202015thSeptember 2020 18th November 2020 27th November 2020 and 13th February 2021.

The necessary quorum was present for all the meetings.

NOMINATION AND REMUNERATION COMMITTEE:

In Compliance with Section 178 of the Companies Act 2013 and Regulation 19 of the SEBI(LODR) 2015 a Nomination and Remuneration Committee of the Board is constituted. TheChairman of Committee is an Independent Director and majority of the members on theCommittee are Independent Director.

The Committee was reconstituted by board with Mr.Yash Ratanlal Mardia Mr. AkhileshSinghal and Mr. Satish Shorewala. However the formation of Committee is not incompliance with all rules regulation and laws.

Sr. Name of Directorship Chairman/Member Category No. of Meetings during FY 2020-2021
No. Held Attended
1 Mr. Yash Ratanlal Mardia Chairman Non-Executive Independent Director 1 1
2 Mr. Akhilesh Singhal Member Non-Executive Independent Director 1 1
3 Mr. Satish Shorewala Member Executive Director 1 1

During the Financial Year 2020-21 1Meeting washeld on 20thFebruary2021. The necessaryquorum was present for the meeting.

STAKEHOLDER'S RELATIONSHIP COMMITTEE:

The stakeholder's relationship committee of the Company is constituted in accordancewith Section 178 of the Companies Act 2013and Regulation 20 of SEBI(LODR)Regulations2015.

The Committee was reconstituted by board with Mr.Yash Ratanlal Mardia Mr. AkhileshSinghal and Mr. Satish Shorewala. The formation of Committee is for proper compliance ofall rules regulation and laws.

Composition of Stakeholder's Relationship Committee and attendance record of membersfor 2020-21 are below:

Sr. Name of Directorship Chairman/Member Category No. of Meetings during FY 2020-2021
No. Held Attended
1 Mr. Yash Ratanlal Mardia Chairman Non-Executive Independent Director 4 3
2 Mr. Akhilesh Singhal Member Non-Executive Independent Director 4 4
3 Mr. Satish Shorewala Member Executive Director 4 3

During the Financial Year 2020-21 4 Meetings were held on 15thJuly 202015thSeptember 2020 27th November 2020 and 13th February 2021.

The necessary quorum was present for the meeting.

VIGIL MECHANISM:

The company has a vigil mechanism for Directors and Employees to report their concernsabout unethical behaviour actual or suspected fraud or violation of the company's Code ofConduct. The mechanism provides for adequate safeguards against victimization of Directorsand employees who avail of the mechanism. In exceptional cases Directors and employeeshave direct access to the Chairman of the Audit Committee.

RISK MANAGEMENTPOLICY:

The Board of Directors of the Company has frame implement and monitor the RiskManagement Policy for the Company. The Boards is responsible for monitoring and reviewingformulated Risk Management Policy. The Board takes all necessary steps to identify andevaluate business risks and opportunities and take corrective steps.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System commensurate with the size and of itsoperations. Internal control systems comprising of policies and procedures are designed toensure sound management of your Company's operations safekeeping of its assets optimalutilizations of resources reliability of its financial information and compliance.

Systems and procedures are periodically reviewed to keep pace with the growing size andcomplexity of your company's operation.

CORPORATE GOVERNANCE:

In terms of Regulation 15 of SEBI (Listing Obligations and Disclosure Requirements)Regulation 2015 compliance relating to Corporate Governance is not applicable for theListed Company having paid up Equity Share Capital not exceeding Rs. 10 crores and Networth not exceeding Rs. 25 crores ason the last day of the previous financial year.

As your Company's paid up Equity Share Capital is not exceeding Rs. 10 crores and Networth not exceeding Rs. 25 crores Regulation 17 to 27 and Clauses (b) to (i) ofsub-regulation (2) of regulation 46 are not applicable and do not form a part of thisAnnual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year under review as stipulatedunder Regulation 34 of the Listing Regulations are presented in "Annexure A"and form an integral part of this report.

STATUTORY AUDITORS AND AUDIT REPORT:

Pursuant to the provisions of Section 139(2) and Companies Act 2013 read with theCompanies (Audit and Auditors) Rules 2014 as amended M/s. Jhunjhunwala Jain &Associates LLP Chartered Accountants (Firm Registration No. 113675W) appointed as aStatutory Auditor of the Company in the 40thAnnual General Meeting held on 30th December2020 to hold the office for a period of five consecutive years from the conclusion of the40th Annual General Meeting till the conclusion of the 45th Annual General Meeting to beheld in year 2025.

The Company has received a certificate from the said Auditors that they are eligible tohold office as the Auditors of the Company and are not disqualified for being so appointedfor the financial year.

STATUTORY AUDITORS' OBSERVATIONS& COMMENTS FROM BOARD:

1. Remark: The Company has a pending balance of Rs.9500 in respect to refund of sharesapplication money: -The Company will submit the same with the Investor Education andProtection Fund under the applicable provisions of the Companies Act.

2. Remark: Special Additional Duty (SAD) paid on import of goods before GST Act iseligible for input tax credit under GST Act subject to compliance of certain provisionsunder GST Act but without compliance of such provisions under GST Act input tax creditof Rs.1681926/- is availed by the company financial effect of any liability orlitigation if any arises in future are not ascertainable: - The Company will ensureits compliances.

3. MVAT liability of Rs. 196425/- and CST liability of Rs. 260924/- for financial year2013-14 determined by assessing officer in assessment order passed but the company hasneither disputed for tax liability by filing any appeal before Appeal authority nor paidthe taxes so determined in order by AO and also not recorded as payable in the books ofaccounts but only shown as contingent liability in note no 30 and disclosure is made inNote no 33 (B) financial effect of any liability or litigation if any arises infuture are not ascertainable:- The Company will ensure its compliances.

4. Due to non-compliance of (a) provision u/s. 138 of the Companies Act 2013 regardingappointment of Internal Auditor (b) SEBI (LODR) Regulation 46 in relation of non-creationof Web site and uploading of documents on it (c) SEBI (LODR) Regulation 47 in relation tonon-publishing of notices/advertisements in newspaper (d) SEBI (LODR) Regulation 31 (2)regarding dematerialisation of 100% promoters' shareholding if any liability orlitigation arises in future financial effect of such are not ascertainable:The Boardwill ensure its compliances.

5. The Company has granted loan in earlier years of Rs. 8.00 lac the company has notcharged the interest on Rs. 8.00 lac due to doubtful recovery of the same and also theprovision for doubtful debts has been made and charged to profit and loss account duringthe last financial year: The Board had informed that above matter is pending foradjudication before court.

Others remarks read with notes on financial statements referred to in the Auditors'Report are self-explanatory and do not call for any further comments.

REPORTING OF FRAUDS BY AUDITORS

As per Auditors Report no fraud under section 143(12) of Companies Act 2013 isreported by Auditor.

SECRETARIAL AUDITORS:

Pursuant to the provisions of section 204 of the Companies Act 2013 read with theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Board hasre-appointed M/s. Madhukar K. Apte & Associates Company Secretaries as SecretarialAuditor for the financial year 31.3.2020 for conducting Secretarial Audit of your Companyfor the financial year 31.3.2021.

The Secretarial Audit was conducted during the year by the Secretarial Auditor M/s.Madhukar K Apte& Associates Practicing Company Secretaries. The Secretarial AuditReport issued by the Secretarial Auditor M/s. Madhukar K. Apte& Associates for thefinancial year 31st March 2021 is annexed herewith as "Annexure B" to thisReport.

SECRETARIAL AUDITORS' OBSERVATIONS & COMMENTS FROM BOARD:

1 . The Company has not appointed Internal Auditor as required under section 138 ofCompanies Act 2013.

Comment from Management: The Board will ensure its compliances.

2. The Company has not updated its website and uploaded the documents and informationas required under the Companies Act 2013 and Regulation 46 of SEBI (LODR) Regulations2015:-Comment from Management.

Comment from Management: The Company is updating the website on regular basis howeverdue to covid-19 pendamic and lockdown the same is being delayed.

3. The Company has not published notices in the newspaper as required under ListingGuidelines and Regulation 47 of SEBI (LODR) Regulations 2015 and as required under section91 read with Rule 10 of Companies (Management and Administration) Rules 2014 for closureof Register of Member.

Comment from Management: Due to financial problem the company is unable to publish thesame in the newspaper. Further the intimation is already being submitted to the stockexchange on due dates and on the website of the Company for the information of thestakeholders.

4. The Company has refundable application money unpaid for more than 7 years and is yetto be transferred to Investor Education and Protection Fund.

Comment from Management: Due to financial problem the company is unable to do thecompliance.

5. The company has not complied with the regulation 31(2) of SEBI (LODR) according towhich 100% shareholding of promoters shall be in Demat Form.

Comment from Management: The Board will ensure its compliances.

6. The Company has not appointed depositories for monitoring foreign investment.

Comment from Management: The Board will ensure its compliances.

7. The Company has not complied with the provision under section 178 read with Rule 6of Companies (Meetings of Board and its Power) Rules 2014 having three or morenon-executive directors in the Nomination and Remuneration Committee.

Comment from Management: The Board will ensure its compliances.

8. There Company was required to fill the vacancy of Whole Time Company Secretarywithin a period of six months from the date of such vacancy under section 203 read withRule Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014.However the Board has appointed Company Secretary after the expiry of six months and 3days.

Comment from Management: The Board will ensure its compliances.

9. The Company has advanced a loan of Rs. 800000/- to M/s. Birla Power SolutionsLtd. and the same is doubtful for recovery. The company has filed a litigation with theproper authority for the recovery of the same.

Comment from Management: Short Term Loans & Advances of Rs. 8 Lacs given to M/s.Birla Power Solutions Limited is overdue for recovery and Company has initiated legalproceedings against this party. In view of the pending litigations and based on principleof prudence Company has not recognized any interest income on the same. Management of theCompany is of the view that recovery of entire amount is doubtful and hence provision forabove receivables is necessary at this stage and hence provision for doubtful debts ismade in Profit & Loss Account.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/COURTS/TRIBUNALSIMPACTING THE GOING CONCERN STATUS AND THE COMPANY'S OPERATIONS IN FUTURE:

There are no significant material orders passed by the regulators/courts/tribunalswhich would impact the going concern status of the Company and its future operations.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There were no material changes and commitments affecting the financial position of theCompany which have occurred between/ end of the financial year and the date of thisreport.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134(3) (m) of the CompaniesAct 2013 in respect of conservation of energy and technology absorption have not beenfurnished considering the nature of activities undertaken by the company during the yearunder review.

Disclosures pertaining to conservation of energy technology absorption are notapplicable to your company during the year under review.

A. Foreign Exchange Earnings And Outgo

Particulars For the year ended 31st March 2021 (INR) For the year ended 31st March 2020 (INR)
Earnings in Foreign Currency NIL NIL
Expenditure in Foreign Currency NIL NIL

EXTRACT OF ANNUAL RETURN:

Pursuant to section 92 of the Companies Act 2013 read with Rule 12(1) of Companies(Management and Administration) Rules the Annual Return for the year ended 31st March2021 can be accessed on the Company's website at the following link: website:www.abcgas.co.in.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION& REDRESSAL) ACT 2013:

The disclosures under Sexual Harassment of Women at Workplace (Prevention Prohibition&Redressal) Act 2013 is not applicable to the Company.

The Company is committed to provide a safe & conducive work environment to itsemployees. Though the Company is not required to adopt the policy however it ensures thesafety of its women employees at workplace. During the year under review no case ofsexual harassment was reported.

PREVENTION OF INSIDER TRADING:

In compliance with the provisions of the Securities and Exchange Board of India(Prohibition of Insider Trading) Regulations 2015 as amended the Company has formulatedand adopted the revised "Code of Conduct to regulate monitor and report trading bydesignated persons in Listed or Proposed to be Listed Securities" of the Company("the Insider Trading Code"). The object of the Insider Trading Code is to setframework rules and procedures which all concerned should follow both in letter andspirit while trading in listed or proposed to be listed securities of the Company. Duringthe year the Company has also adopted the Code of Practice and Procedures for FairDisclosure of Unpublished Price Sensitive Information ("the Code") in line withthe SEBI (Prohibition of Insider Trading) Amendment Regulations2018 and formulated aPolicy for determination of legitimate purposes' as a part of the Code.

All Board Directors and the designated employees have confirmed compliance with theCode.

DISCLOSURE OF ACCOUNTING TREATMENT:

In the preparation of the financial statements the Company has followed the AccountingStandards referred to in Section 133 of the Companies Act 2013. The significantaccounting policies which are consistently applied are set out in the Notes to theFinancial Statements.

MAINTENANCE OF COST RECORD

Maintenance of cost records and requirement of cost auditas prescribed under theprovision of Section 148(1) of the Companies Act 2013 are not applicable to your Company.

APPLICABILITY OF SECRETARIAL STANDARD:

During the year under review the Company has complied with the provisions of theapplicable Secretarial Standards issued by the Institute of Companies Secretaries ofIndia.

CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board ofDirectors and Senior Management. All the Board Members and Senior Management personnelhave affirmed compliance with the code of conduct.

OTHER DISCLOSURES:

? Your Company has not issued any shares with differential voting.

? There was no revision in the financial statements.

? Your Company has not issued any sweat equity shares.

ACKNOWLEDGEMENT

The Board of Directors wishes to express their deep sense of appreciation and gratitudeto all Employees Bankers Stakeholders Business Associates and Clients for theirassistance support and co-operation extended by them. In the end the Directors wish tosincerely thank all shareholders for their continued support.

By order of the Board
ABC Gas (International) Limited
Date:-14.08.2021
Place:-Mumbai
Shyamlal Prasad Shorewala
Chairman
DIN:-00088077
Registered Office:
1 Mahesh Villa Worli
Worli Mumbai - 400 018

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