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Accuracy Shipping Ltd.

BSE: 535090 Sector: Others
NSE: ACCURACY ISIN Code: INE648Z01015
BSE 05:30 | 01 Jan Accuracy Shipping Ltd
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Accuracy Shipping Ltd. (ACCURACY) - Director Report

Company director report

1. FINANCIAL RESULTS:

The financial performance of your Company for the Financial Year endedon March 31 2021 vis-a-vis previous Financial Year ended March 31 2020 is given below:

The brief financial results are as under Standalone Consolidated
FY 2020-21 FY 2019-20 FY 2020-21 FY 2019-20
REVENUE FROM OPERATIONS 3652.30 3439.70 3747.32 3483.81
ADD: OTHER INCOME 9.49 9.99 9.72 10.02
TOTAL REVENUE 3661.79 3449.69 3757.04 3493.83
EXPENSES
EMPLOYEE BENEFIT EXPENSES 61.89 69.87 67.93 75.48
FINANCE COST 55.16 74.29 55.21 73.78
DEPRECIATION 123.60 158.11 124.03 158.45
OTHER EXPENSES 3298.86 3096.26 3384.70 3132.04
TOTAL EXPENSES 3539.51 3398.53 3631.86 3439.76
PROFIT BEFORE TAX 122.28 51.16 125.18 54.07
TAX EXPENSES 36.06 12.44 36.69 12.86
PROFIT AFTER 86.22 38.72 88.49 41.21
TAX
EARNINGS PER SHARE 5.73 2.57 5.88 2.74

2. FINANCIAL HIGHLIGHTS AND STATE OF AFFAIRS OF THE COMPANY

Standalone:

Your Company has reported a total income of Rs. 3661.79 /- for theFinancial Year ended March 31 2021 as compared to Rs. 3449.69 /- in the previous yearended March 31 2020 and the net profit for the year under review amounted to Rs. 86.22 /-in the current year as compared to Rs. 38.72 /- of the previous year.

Consolidated:

Your Company has reported a total income of Rs. 3757.04 /- for theFinancial Year ended March 31 2021 as compared to Rs. 3493.83 /- in the previous yearended March 31 2020 and the net profit for the year under review amounted to Rs. 88.49 /-in the current year as compared to Rs. 41.21/- of the previous year.

3. DIVIDEND

The Board of Directors does not recommend any dividend on Equity ShareCapital for the year under review with a view to conserve resources and plough back theprofits for the Financial Year ended 31st March 2021 and strengthen the net workingcapital.

4. IMPACT ON BUSINESS OWING TO COVID-19 PANDEMIC

The CoVID-19 Pandemic has affected the logistics industry as a whole.The company is into international freight forwarding and mainly in the ceramics and marbleindustry. The Company has markets in the Middle East Europe & US. The early outbreakof COVID-19 in these markets since January 2020 has affected volumes of Business Howeverdue to diversification of business and PAN-based establishments the effect was bearable.

The COVID - 19 pandemics are rapidly spreading across the world as wellas in India and had caused a nationwide shutdown. The company has resumed its businessactivities in a phased manner in line with the directives of the Government of India. TheCompany's management has made an initial assessment of the likely adverse impact onbusiness and believes that the impact is not material in nature. As informed to us themanagement does not see any medium to long-term risks in the company's ability to continueas a going concern and meeting its liabilities as and when they fall due.

To summarize your company is in a comfortable position to combat theCovid-19 storm from liquidity and operations continuity. Towards the end of March 2020many of the States / Union Territories across the country in view of highlighted concernover the spread of Corona Virus disease (COVID-19) issued directives inter-alia tofacilitate work from home for the majority of its employees. In line with the lockdownsannounced by the Central Government the office of the Company was closed from March 232020 till the mid of May 2020 and employees were provided the facility of "Work fromHome" to ensure continuity of operations of the Company.

5. CHANGE IN THE NATURE OF BUSINESS IF ANY

There were no changes in the nature of business of your Company duringthe year under review.

6. EXTRACT OF ANNUAL RETURN

The details forming part of 'Extract of Annual Return' in Form MGT-9as required under Section 92(3) of the Companies Act 2013 read with the Companies(Management and Administration) Rules 2014 is uploaded on the website of the Companywww.aslindia.net

7. BOARD MEETINGS AND ATTENDANCE

The Directors of your Company met at regular intervals with the gapbetween two meetings not exceeding 120 days to review Company's policies and strategiesapart from the Board matters. During the year under review the Board of Directors met 08times on 25/04/2020 02/06/2020 28/07/2020 22/08/2020 02/09/2020 12/10/202013/11/2020 and 13/02/2021.

Name of Director No. of Board meeting
No. Meetings held Attended
Vinay Dinanath Tripathi 8 8
Rama Vinay Tripathi 8 8
Hemant Rajnikant Shah 5 5
Jayantiram Motiram Choudhary 8 8
Shankarlal Budharam Bochaliya 8 8
Rahul Kumar Mandowara 8 8
Mukesh Patel 6 6

8. DIRECTORS RESPONSIBILITY STATEMENT

To the best of knowledge and belief and according to the informationand explanations obtained by them your Directors make the following statement in terms ofSection 134(3)(c) of the Companies Act 2013 that:

a) In the preparation of the annual accounts for the financial yearended March 31 2021 the applicable accounting standards have been followed and there areno material departures for the same;

b) The directors have selected such accounting policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company as of March 31 2021and of the profits of the Company for the year ended on that date.

c) Directors have taken proper and sufficient care for the maintenanceof adequate accounting records in accordance with the provisions of the Companies Act2013 for safeguarding the assets of the Company and for preventing and detecting fraudand other irregularities;

d) Directors have prepared the annual accounts on a going concernbasis.

e) Directors have devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively.

f) The directors had devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems were adequate and operatingeffectively.

9. INTERNAL FINANCIAL CONTROL SYSTEMS AND IT'S ADEQUACY

Your Company has its internal financial control systems commensuratewith the size of its operations. The management regularly monitors the safeguarding of itsassets prevention and detection of frauds and errors and the accuracy and completenessof the accounting records including optimal utilization of resources reliability of itsfinancial information and compliance and timely preparation of reliable financialinformation.

Clearly defined roles and responsibilities have been institutionalized.Systems and procedures are periodically reviewed to keep pace with the growing size andcomplexity of your Company's operations.

10. TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THECOMPANIES ACT 2013

For the financial year ended 31st March 2021 the Company has proposedto carry an amount of Rs 86.22/- to the General Reserve Account.

11. DEPOSITS

Your Company has not accepted any deposits from the public fallingwithin the purview of Section 73 and 74 of the Companies Act 2013 read together with theCompanies (Acceptance of Deposit) Rules 2014; therefore there was no principle orinterest outstanding as on the date of the balance sheet.

12. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

During the year under review your Company has not made/given/advancedany Loan Guarantee during the financial year covered under section 186 of the CompaniesAct 2013.

13. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

All transactions/contracts/arrangements entered into by the Companywith related party(ies) as defined under the provisions of Section 2(76) of the CompaniesAct 2013 during the financial year under review were in the ordinary course of businessand on an arm's length basis. Further none of these contracts/arrangements/transactionswith related parties could be considered material in nature as per the thresholds given inRule 15(3) of the Companies (Meetings of Board and its Powers) Rules 2014 and hence nodisclosure is required to be given in this regard. All related partytransactions/contracts/arrangements that were entered into by the Company during the yearunder review were on an arm's length basis and in the ordinary course of business and werein compliance with applicable provisions of the Act and the Listing Regulations. There areno material significant related party transactions made by the Company with PromotersDirectors KMP or Senior Management Personnel which may have a potential conflict withthe interest of the Company at large. Also there are no material transactions with anyrelated party that is required to be disclosed under Form AOC-2.

14. SUBSIDIARY ASSOCIATE AND JOINT VENTURE COMPANY/IES

Disclosures related to Subsidiary Associate & Joint VentureCompany for Financial Year 2020-2021:

The company has One Wholly Owned subsidiary M/s. A.R.S. InternationalPrivate Limited (U63020GJ2013PTC074018) having registered Office at Survey No-42 Plot-11Meghpar Borichi Tal Anjar - 370110 Kachchh Gujarat

And Two subsidiary M/s. A.R.S. Terminals (India) Private Limited(U63030GJ2018PTC100397) having registered office at "ASPL House" Plot No.11Survey No.42 Meghpar Borichi Anjar 370110 Kachchh Gujarat and M/s. Jayant LogisticsPrivate Limited (U63020GJ2010PTC061181) having a registered office at Ward A/4 S. No. 416Satta Bazar Grain Market Jamnagar Gj 361001.

During the year the Board of Directors (the Board) reviewed theaffairs of material subsidiaries. In accordance with Section 129(3) of the Companies Act2013 prepared consolidated financial statements of the Company and all its subsidiarieswhich form part of the Annual Report. Further the report on the performance and financialposition of each of the subsidiary associate and joint venture and salient features ofthe financial statements in the prescribed Form AOC-1 is annexed to this report Annexure-1.

• There was no Company which has become or ceased to beSubsidiary Associate JVs Company during the year.

15. LISTING AT STOCK EXCHANGES

The Company's equity shares were listed on the SME Platform of NationalStock Exchange of India Limited (NSE Emerge) with effect from June 22 2018 and Migratedto NSE Main Board December 11 2020. Annual Listing fees have been duly paid by theCompany to the Exchange.

16. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIALPOSITION OF THE COMPANY

As per the provisions of Rule 8 (5)(vii) of the Companies (Accounts)Rules 2014 there is no material changes has occurred between the end of the financialyear of the Company to which the financial statements relate and the date of the reportwhich is affecting the financial position of the Company.

17. STATUTORY AUDITOR

Pursuant to the provisions of Section 139 of the Companies Act 2013and rules framed thereafter M/s Lahoti & Lahoti Chartered Accountants (FirmRegistration No: 112076W) Gandhidham has been appointed as Statutory Auditors of theCompany from the conclusion of the 12th Annual General Meeting (AGM) of the Company heldon 30th of September 2020 till the conclusion of 17th Annual General Meeting.

In pursuant to the Companies Amendment Act 2017 enforced on 7th May2018 by the Ministry of Corporate Affairs the appointment of a statutory auditor is notrequired to be ratified at every annual general meeting.

COMMENTS ON AUDITORS' REPORT OR EXPLANATION TO AUDITOR'S REMARKS:

The Auditors' Report for the financial year ended on March 31 2021forms part of this Annual Report and the same does not contain any qualificationreservation or adverse remark.

There have been no instances of fraud reported by the Auditors underSection 143(12) of the Companies Act 2013.

18. SECRETARIAL AUDITOR

The Board has appointed M/s. Piyush Prajapati & AssociatesPracticing Company Secretaries to conduct a Secretarial Audit for the financial yearended March 31 2021. The Secretarial Audit Report for the financial year ended March 312021 is annexed herewith marked as Annexure: B to this Report. The Secretarial AuditReport does not contain any qualification reservation or adverse remark.

19. INTERNAL AUDITOR:

M/s Vinayak Kothari & Associates were appointed as the InternalAuditor of the Company for the financial year 2020-21 based on the recommendation of theAudit Committee of the Company.

20. BOARD'S RESPONSE ON AUDITOR'S QUALIFICATION RESERVATIONOR ADVERSE REMARKS OR DISCLAIMER MADE

There are no qualifications reservations or adverse remarks made bythe statutory auditors in their report for the year ended 31st March 2021. During theyear there were no instances of frauds reported by auditors under Section 143(12) of theCompanies Act 2013.

21. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO

The provision relating to Section 134(3)(m) read with rule 8 of theCompanies (Accounts) Rules 2014 of the Companies Act 2013 relating to conservation ofenergy and technology absorption earnings and outgo in foreign exchange during thefinancial year 2020-2021 has been stated under:

(A) Conservation of energy-

(i) The steps are taken or impact on the conservation of energy-

Your Company applies stringent control systems to monitor day-to-daypower consumption. It ensures optimal usage of energy and mitigates wastage to the extentpossible.

(ii) The steps were taken by the company for utilizing alternatesources of energy - NIL

(iii) The capital investment on energy conservation equipment - NIL

B) Technology absorption- Your Company has no activities relatingto technology absorption. Hence nothing is reported here.

(C) Foreign exchange earnings and Outgo-

(Amount in Millions)

Foreign exchange earnings 981.96
Foreign exchange Outgo 59.80

22. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review the Board of Directors and Key ManagerialPersonnel of your Company are summarized as below:

NAME DESIGNATION DIN/PAN
1. Jayantiram Motiram Choudhary Independent Director 02617118
2. Shankarlal Budharam Bochaliya Independent Director 08068906
3. Rahul Kumar Mandowara Independent Director 08068972
4. Mukesh Vithaldas Patel Executive Director 02811604
5. Vinay Dinanath Tripathi Chairman & Managing Director 02344536
6. Rama Vinay Tripathi Whole Time Director 05133579
7. Hiren Vijay Sukhwani Chief Financial Officer CITPS6383R
8. Shipra Jhanwar Company Secretary & Compliance Officer AUKPM5522H

23. DECLARATION BY INDEPENDENT DIRECTORS

The Independent Directors of the Company have submitted the declarationof independence as required pursuant to the provisions of Section 149(7) of the CompaniesAct 2013 stating that they meet the criteria of Independence as provided under Section149(6).

They have also confirmed that they meet the requirements of theIndependent Director as mentioned under Regulation 16 (1) of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015.

24. FORMAL ANNUAL EVALUATION PROCESS BY BOARD

During the financial year under review and in accordance with theprovisions of Section 134(3)(p) of the Companies Act 2013and Rule 8(4) of the Companies(Accounts) Rules 2014 The Board based on evaluation criteria recommended by the'Nomination and Remuneration Committee' and 'Code for Independent Directors' evaluated theperformance of Board members. The Board after due discussion and taking into considerationof the various aspects such as Knowledge and skills Competency Financial literacyAttendance at the Meeting Responsibility towards the Board Qualifications ExperienceFulfilment of functions assigned to him Ability to function as a team InitiativeAvailability & Attendance Commitment Contribution; expressed their satisfaction withthe evaluation process and performance of the Board.

25. CORPORATE GOVERNANCE

Your Company believes in conducting its affairs in a fair transparentand professional manner and maintaining good ethical standards transparency andaccountability in its dealings with all its constituents. As required under the ListingRegulations a detailed report on Corporate Governance along with the Auditors'Certificate thereon forms part of this report as "Annexure - V".

26. DISCLOSURES

The Composition of various Committees of your Company as on date is asbelow:

A. Corporate Social Responsibility Committee (CSR Committee)

The committee presently comprises the following Four (4) directors:

Name of Director Designation Nature of Directorship
Mr. Vinay Tripathi Chairman Chairman & Managing Director
Mrs. Rama Tripathi Member Whole Time Director
Mr. Rahul Mandowara Member Independent Director
Mr. Shakarlal Bochaliya Member Independent Director

B. Audit Committee

The committee presently comprises the following Four (4) directors:

Name of Director Designation Nature of Directorship
Mr. Rahul Mandowara Chairman Independent Director
Mr. Shakarlal Bochaliya Member Independent Director
Mr. Jayantiram Choudhary Member Independent Director
Mr. Vinay Tripathi Member Chairman & Managing Director

C. Nomination and Remuneration Committee

Composition of Nomination and Remuneration Committee:

Name of Director Designation Nature of Directorship
Mr. Rahul Mandowara Chairman Independent Director
Mr. Shakarlal Bochaliya Member Independent Director
Mr. Jayantiram Choudhary Member Independent Director
Mr. Vinay Tripathi Member Chairman & Managing Director

D. Stakeholders Relationship Committee

Composition of Stake holder's Relationship Committee:

Name of Director Designation Nature of Directorship
Mr. Rahul Mandowara Chairman Independent Director
Mr. Shakarlal Bochaliya Member Independent Director
Mr. Jayantiram Choudhary Member Independent Director
Mr. Vinay Tripathi Member Chairman & Managing Director

27. POLICIES

A. RISK MANAGEMENT POLICY:

The Company has in place a mechanism to identify assess monitor andmitigate various risks towards the key business objectives. Major risks identified by thebusinesses and functions are systematically addressed through mitigating actions on acontinuing basis. These are discussed at the meetings of the Board of Directors of theCompany. The board is of the opinion that there were no major risks affecting theexistence of the company.

B. ESTABLISHMENT OF VIGIL MECHANISM / WHISTLE BLOWER POLICY FORDIRECTORS AND EMPLOYEES

Your Company promotes ethical behaviour in all its business activitiesand has put in place a mechanism wherein the employees are free to report illegal orunethical behaviour actual or suspected fraud or violation of the Company's Codes ofConduct or Corporate Governance Policies or any improper activity to the Chairman of theAudit Committee of the Company or Chairman of the Board. The Whistleblower Policy has beenduly communicated within your Company.

Under the Whistle Blower Policy the confidentiality of those reportingviolation(s) is protected and they are not subject to any discriminatory practices. Nopersonnel has been denied access to the Audit Committee in this regard.

The Vigil Mechanism and Whistle Blower Policy may be accessed on theCompany's website www.aslindia.net.

C. SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION ANDREDRESSAL) ACT2013

Your Company has in place a Prevention of sexual harassment policy inline with the requirements of the Sexual Harassment of Women at Workplace (PreventionProhibition & Redressal) Act 2013. Complaints Committee has been set up to redresscomplaints received regarding sexual harassment. All employees (permanent contractualtemporary trainees) are covered under this policy. Your Company did not receive anysexual harassment complaints during the year ended on March 31 2021. The policy adoptedby the Company for Prevention of Sexual Harassment is available on its website atwww.aslindia.net.

D. DETAILS OF POLICIES DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITSCORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Corporate Social Responsibility Committee (CSR Committee) hadformulated and recommended to the Board a Corporate Social Responsibility Policy (CSRPolicy) indicating the activities to be undertaken by the Company

and the same was duly approved by the Board. The CSR Policy may beaccessed on the website of the Company at www.aslindia.net.

During the year under the Company was in the process of identificationof the projects as CSR Initiatives. However the CSR amount required to be spent as persection 135 of the companies Act 2013 read with Schedule VII thereof by the companyduring the year is Rs. 35.62 Lakh However during the year Company has spent Rs. 1.39 Lakhwhile rest of the amount i.e. Rs. 34.23 Lakh is still pending due to issues in Pandemicthe details of CSR Initiatives set out in the Annexure-2 of this report.

28. SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS COURTSTRIBUNALS

During the Financial Year 2020-21 there were no significant ormaterial orders were passed by the Regulators or Courts or tribunals which affect thegoing concern status of the Company and its operations in the future.

29. SHARE CAPITAL

The Authorized share capital of the Company as on 31st March 2021 isRs. 200000000/- divided into 20000000 equity shares of Rs.10/- each.

The Paid-up Share Capital of the Company as on 31st March 2021 was Rs.150560000/- divided into 15056000 Equity Shares of Rs.10/- each fully paid up.

Other Disclosures pertaining to Share Capital:

A. Your Company has not made any provision of money for thepurchase of its own shares by employees or by trustees for the benefit of employees.

B. Your Company has not issued any sweat equity shares during theFinancial Year under review.

C. Your Company has not issued any equity shares with differentialrights

D. Your Company has not issued any Employee Stock Option Scheme

30. DEMATERIALISATION OF EQUITY SHARES

The entire Shareholding of the Company is in Demat form. The ISIN No.allotted is INE648Z01015.

31. PARTICULARS OF EMPLOYEES

Details in terms of the provisions of Section 197 of the Companies Act2013 read with Rule 5(2) of the Companies (Appointment and Remuneration) Rules 2014 thenames and other particulars of the employee are appended as 'Annexure 3' to the Boards'Report.

32. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A detailed analysis of the Company's performance is made in theManagement Discussion and Analysis Report which forms part of this Annual Report.

33. DISCLOSURE OF ACCOUNTING TREATMENT

In the preparation of the financial statements the Company hasfollowed the Indian Accounting Standards referred to in Section 133 of the Companies Act2013. The significant accounting policies which are consistently applied are set out inthe Notes to the Financial Statements.

34. ENVIRONMENT HEALTH AND SAFETY

The Company considers it is essential to protect the Earth and limitednatural resources as well as the health and well-being of every person. The Companystrives to achieve safety health and environmental excellence in all aspects of itsbusiness activities. Acting responsibly with a focus on safety health and the environmentis a part of the Company's DNA.

35. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND GENERAL MEETINGS

Your Company has complied with Secretarial Standards issued by theInstitute of Company Secretaries of India on Board Meetings and General Meetings.

36. HUMAN RESOURCES AND INDUSTRIAL RELATIONS

Your Company lays emphasis on competence and commitment of its humancapital recognizing its pivotal role for organizational growth. During the year theCompany maintained a record of peaceful employee relations. Your Directors wish to placeon record their appreciation for the commitment shown by the employees throughout theyear.

36. ACKNOWLEDGMENT

Your Directors thanks all the Stakeholders including InvestorsCustomers Vendors Bankers Auditors Consultants and Advisors for their continuedsupport during the year. We also place on record our appreciation of the contributions ofour employees at all levels.

The Management is deeply grateful for the confidence and faith that allthe stakeholders have reposed in them. Your Directors look forward to their continuedsupport in the future for the consistent growth of the Company.

Date: September 02 2021 For & on behalf of the Board of Directors
Place: Anjar Vinay Dinanath Tripathi
DIN :02344536
Chairman & Managing Director

.