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Acknit Industries Ltd.

BSE: 530043 Sector: Industrials
NSE: N.A. ISIN Code: INE326C01017
BSE 11:18 | 26 May 153.70 3.70
(2.47%)
OPEN

154.00

HIGH

162.00

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148.10

NSE 05:30 | 01 Jan Acknit Industries Ltd
OPEN 154.00
PREVIOUS CLOSE 150.00
VOLUME 146
52-Week high 194.00
52-Week low 99.30
P/E 6.51
Mkt Cap.(Rs cr) 47
Buy Price 148.95
Buy Qty 100.00
Sell Price 153.70
Sell Qty 19.00
OPEN 154.00
CLOSE 150.00
VOLUME 146
52-Week high 194.00
52-Week low 99.30
P/E 6.51
Mkt Cap.(Rs cr) 47
Buy Price 148.95
Buy Qty 100.00
Sell Price 153.70
Sell Qty 19.00

Acknit Industries Ltd. (ACKNITINDUS) - Director Report

Company director report

Dear Shareholders

Your Directors have pleasure in presenting the 31st Annual Report of the Company forthe Financial Year ended 31st March 2021.

FINANCIAL HIGHLIGHTS

The Financial Statements for the year ended 31st March 2021 have been prepared inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) specified under section 133 of the Companies Act2013 as amended ("the Act") read with the Companies (Indian AccountingStandards) Rules 2015.The summarized results of your Company are given in the tablebelow:

( Rs. in Lakhs)

Particulars Financial Year Ended 31.03.2021 Financial Year Ended 31.03.2020
Gross Revenue 17006.70 17146.00
Other Income 384.79 144.40
Total Revenue 17391.49 17290.40
Less: Total Expenditure 15995.71 16021.55
Gross Profit (before Depreciation & Finance Cost) 1395.78 1268.85
Less: Depreciation 289.75 249.43
Finance Cost 313.68 459.01
Profit Before Tax (PBT) 792.35 560.41
Less: Provision for Income Tax 205.11 141.93
Deferred Tax 2.65 (18.29)
Profit after Tax (PAT) 584.59 436.77
Other Comprehensive Income net of tax 12.84 (13.97)
Total Comprehensive Income 597.43 422.80

SUMMARY OF OPERATION

During the financial year total revenue income has increased from Rs.17290.40 Lakhs toRs.17391.49 Lakhs i.e. by Rs.101.09 Lakhs equivalent to increase of above 0.58% over theprevious year. PAT for the Financial Year 2020-21 was Rs.584.59 Lakhs as against Rs.436.77Lakhs in the previous Financial Year 2019-20. The total compressive income for the yearwas increased to Rs.597.43 Lakhs as against Rs.422.80 Lakhs in the previous year.

In view of the lockdown across the country due to the COVID-19 pandemic manufacturingoperations of the Company across all its locations were suspended partially during Marchand April-2020 in compliance with the directives/orders issued by the relevantauthorities. The financial results for the year st ended 31 March 2021 were relativelyimpacted by disruptions owing to COVID-19. The Company has made an assessment of therecoverability and carrying values of its assets comprising property plant and equipmentinventories receivables and other current / non-current assets as of 31st March 2021 andon the basis of evaluation has concluded that no material adjustments are required in thefinancial results. The Company is taking all the necessary steps and precautionarymeasures as per COVID-19 norms to ensure smooth functioning of its operations and toensure the safety and well-being of all its employees.

SEGMENT-WISE PERFORMANCE

From the very inception the Company's main activity is concentrated in the productionand export of Industrial Safety Gloves which are considered essential elements inminimizing health related risk at work places for over the three decades. With the passingof years the Company has diversified its range of products encompassing various types ofprotective wears like industrial gloves of several varieties like leather gloves cottongloves synthetic gloves dotted gloves coated gloves and industrial shoes & safetygarments as well as readymade garments.

The Company's manufacturing and business activities are broadly divided into four (4)distinct segments. They are -

1. Manufacturing of Hand Gloves of various materials and diverse qualities forindustrial safety modules for both export and domestic markets;

2. Manufacturing of both industrial safety garments and readymade garments in bulk forboth export as well as for domestic markets;

3. Power generation by operation of wind mills to supply on commercial base; and

4. Procurement part processing and supply of non- conventional industrial safety gearsin domestic market and in export.

Hand Gloves :

This is the oldest segment with which the Company commenced its journey of businessoperations and it is still the main Revenue earner for the Company. In the year underreview the total Revenue receipt from this segment was Rs.11017.94 Lakhs as againstRs.10456.70 Lakhs in the previous year. The segment surplus marginally reduced fromRs.1268.89 Lakhs to Rs.1262.43 Lakhs.

Garment:

This segment deals mostly in domestic market and registered reduced in revenue earningsfrom Rs.6542.87 Lakhs to Rs.5680.70 Lakhs with surplus being increased from Rs.181.83Lakhs to Rs.185.51 Lakhs as compared to previous year. The total revenue of the segment isreduced due to lockdown imposed for COVID-19 Pandemic.

Power Generation:

Because of unilateral cut down in purchase per unit of power by the sale recipientGovernment of Maharashtra revenue income from this segment was drastically reduced fromRs.57.72 Lakhs to Rs.28.93 Lakhs resulting in a cut down of surplus earnings from Rs.15.51lakhs to a loss of Rs.14.52 Lakhs.

However since there has been no cost of financing operations in this sector and theentire surplus earned goes to add up to the profit of the Company no serious attention hadso far been given to this segment. Whereas time has now come to examine viability ofcontinuing with this segment in future.

Others Non- Conventional Segment:

This is the newest and not properly organized segment started on a trial basis only acouple of years back with prospective risk of minimum loss. The working experience andviability study has so far revealed immense prospect in a properly organized operation ofthe segment. The management has accordingly decided to set up appropriate infrastructurefor the segment at the right moment in the near future. The current year operation haswitnessed a loss of Rs.3.86 Lakhs in Financial Year 2020-21 as against Rs10.36 Lakhs inthe previous year 2019-20. In the reporting year the revenue earning has increased toRs.279.13 Lakhs from Rs.88.71 Lakhs in the previous year.

DIVIDEND

Your Directors are pleased to recommend dividend of Rs.1.50 per equity share of Rs.10/-each for the Financial Year 2020-21 i.e. 15% on the paid-up equity share capital of theCompany. The proposed dividend is subject to approval of shareholders in the ensuingAnnual General Meeting of the Company and it would result in appropriation of Rs.45.60Lakhs (gross amount). Your Company retains the extra profit for future plans.

RESERVES

Your Company proposes to transfer a sum of Rs.400.00 Lakhs to the General Reserve andcarry forward a balance of Rs.379.06 Lakhs in the Profit and Loss Account.

SUBSIDIARY JOINT VENTURE AND ASSOCIATE COMPANY

The Company does not have any Subsidiary Joint Venture or Associate Company.

TRANSFER TO INVES TO REDUCTION AND PROTECTION FUND

Pursuant to the provision of Section 124(5) of the Companies Act 2013 your Company hastransferred Rs. 93071/- during the Financial Year 2020-21 to the Investor Education andProtection Fund. This amount was lying unpaid/ unclaimed with the Company for a period ofseven years after declaration of dividend for the Financial Year 2012-13.

Further the Company has also transferred 6301 equity shares to the Investor Educationand Protection Fund pursuant to the provision of Section 124(6) of the Companies Act 2013during the Financial Year 2020-21 in respect of which dividend has not been paid orclaimed by the members for 7(seven) consecutive years or more.

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY

No material changes and commitments affecting the financial position of the Companyoccurred between the end of the Financial Year 2020-21and the date of this Report.

CHANGE IN NATURE OF BUSINESS IF ANY

During the Financial Year 2020-21 there has been no change in the nature of businessof the Company.

SHARE CAPITAL

During the year the Company did not issue/allot any Shares/Securities.As on 31stMarch 2021 the issued and subscribed capital of your Company stood at Rs. 35200000/-.The paid-up Capital of your Company stood at Rs. 30400000/- comprising of 3040000equity shares of Rs.10/- each fully paid.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The composition of the Board consists of the following persons:

Key Managerial Personnel

1) Mr. Shri Krishan Saraf - Managing Director
2) Mr. Deo Kishan Saraf - Whole-time Director
3) Mr. Bishnu Kumar Kesan - Chief Financial Officer
4) Mrs. Bandana Saha - Company Secretary & Compliance Officer

Non-Executive Non-Independent Director

1) Mrs. Rashi Saraf

Non-Executive Independent Directors

1) Mr. Samir Kumar Ghosh (Demised on 17th April 2021)

2) Mr. Mukul Banerjee

3) Mr. Jadav Lal Mukherjee

4) Mr. Rajarshi Ghosh (Appointed on 30th June 2021)

None of the Directors of the Company is disqualified from being appointed as Directorsunder the provisions of section 164(2) of the Companies Act 2013.

The Independent Directors has furnished requisite declarations pursuant to Section149(7) of the Companies Act 2013 and Regulation 25(8) of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 confirming their respective independencestatus.

In accordance with the provisions of Companies Act 2013 and the Company's Articles ofAssociation Mrs. Rashi Saraf (DIN: 07152647) Non-Executive Non-Independent Director ofthe Company will be subject to retire by rotation at the ensuing Annual General Meetingof the Company and being eligible offers herself for re-appointment.

The term of appointment of Managing Director expired with the closure of Financial Year2020-21 i.e. on 31st March 2021. The Board of Directors on recommendation of Nominationand Remuneration Committee approved re-appointment of Mr. Shri Krishan Saraf (DIN:00128999) as a Managing Director of the Company for a further period of 3 (three) yearssubject to confirmation and approval of members in the ensuing Annual General Meeting.

The term of appointment of Mr. Mukul Banerjee (DIN: 07527632) Non-ExecutiveIndependent Director of the Company has expired on 29th May 2021. The Board of Directorson recommendation of Nomination and Remuneration Committee approved re-appointment of Mr.Mukul Banerjee as a Non-Executive Independent Director of the Company for the second termof 5(five) consecutive years subject to the approval of the members in the ensuing AnnualGeneral Meeting.

Mr. Rajarshi Ghosh (DIN: 05270177) has been appointed as an Additional Director of theCompany in the capacity of Non-Executive Independent Director by the Board onrecommendation of Nomination and Remuneration Committee w.e.f. 30th June 2021 till theconclusion of the ensuing Annual General Meeting. Further the Board proposes to appointMr. Rajarshi Ghosh (DIN: 05270177) as a Non-Executive Independent Director of the Companyfor a term of 5(five) consecutive years w.e.f. 30th June 2021 on approval being obtainedfrom the members in the ensuing Annual General Meeting.

Resolutions for approval of such appointment and re-appointment(s) forms part of thenotice of the ensuing Annual General Meeting.

FORMAL ANNUAL EVALUATION

The ultimate responsibility for good governance and prudent management of a Companylies with the Board of Directors of the Company. The Board is expected to exercisecontinuous proactive and effective decision making and implementation thereof with a viewto achieve the desired goal. In this connection the Nomination and Remuneration Committeehad set out a framework of guidelines for the Board of Directors to undertake continuousevaluation of the performance of the Company while affirming the desired destination. TheBoard of Directors as a whole is required to display its commitment to Good Governanceensuring a constant improvement of processes and procedures wherein each individualmember of the Board is committed to contribute his best in the overall growth of theorganisation.

MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Year 2020-21 the Board of Directors of the Company met 8(eight)times on 21st April 2020 29th June 2020 14th August 2020 17th August 2020 14thSeptember 2020 11th November 2020 11th February 2021 and 31st March 2021. Further aseparate meeting of the Independent Directors of the Company was also held on 11thFebruary 2021 whereat the prescribed items enumerated under Schedule IV to the CompaniesAct 2013 and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 were discussed.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act 2013 theAnnual Return as on 31st March 2021 is available on the Company's website on:http://www.acknitindia.com/Annual-Return.html

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) of the Companies Act 2013 the Directors to the best oftheir knowledge hereby state and confirm that:

• in the preparation of Annual Accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

•the Directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company at the end of Financial Year 31st March2021 and the Profit or Loss of the Company for that period;

• the Directors had taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

•the Directors had prepared the Annual Accounts for the Financial Year ended 31stMarch 2021 on a going concern basis;

•the Directors had laid down Internal Financial Controls to be followed by theCompany and such Internal Financial Controls were adequate and operating effectively; and

• the Directors had devised proper systems to ensure compliance with theprovisions of all applicable laws and such systems were adequate and operatingeffectively.

AUDITORS

1. Statutory Auditor

At the Annual General Meeting held on 21st September 2017 M/s SRB & AssociatesChartered Accountants (Firm Reg. No. 310009E) has been appointed as the StatutoryAuditors of the Company in terms of the provisions of section 139 of the Companies Act2013 for a consecutive period of 5(five) years subject to ratification by members inevery Annual General Meeting. However the requirement of ratification by members at everyAnnual General Meeting is dispensed with vide MCA commencement notification of Companies(Amendment) Act 2017 dated 07th May 2018.

Further the report of the Statutory Auditors when read with notes and schedules asannexed are self-explanatory and therefore do not call for any further comments.

2. Internal Auditor

Pursuant to the provisions of Section 138 of the Companies Act 2013 read with theCompanies (Accounts) Rules 2014 your Company had appointed M/s Dhand & Co. (FirmRegistration No. - 327662E) Chartered Accountants as the Internal Auditor of the Companyfor the Financial Year 2020-21.

3. Cost Auditor

In view of the provisions of Section 148 and all other applicable provisions of theCompanies Act 2013 read with the Companies (Audit and Auditors) Rules 2014 theprovisions of Cost Audit is not applicable on the products of the Company for theFinancial Year 2020-21.

4. Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act 2013 read withcorresponding rules framed there under M/s Rekha Goenka & Associates PracticingCompany Secretary was appointed as the Secretarial Auditor of the Company to carry outthe secretarial audit for the Financial Year ended 31st March 2021.

SECRETARIAL AUDIT REPORT

Secretarial Audit Report given by the Secretarial Auditor is annexed to this Report as Annexure-I.There are no qualifications reservations or adverse remarks made by Secretarial Auditorin the Secretarial Audit Report.

PUBLIC DEPOSIT

The Company has not accepted any deposits from the public during the year as definedunder Section 73 of the Companies Act 2013. Deposit outstanding as on 31st March 2021including unclaimed deposit was nil.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THEFINANCIAL STATEMENTS

The Company has in place adequate internal financial controls with reference toFinancial Statements. During the year such controls were tested and no reportablematerial weakness in the design or operation was observed.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

During the Financial Year ended 31st March 2021 no Loan or Guarantees u/s 186 of theCompanies Act 2013 was provided by the Company. The particulars of investments made bythe Company under Section 186 forms part of the notes to the Financial Statements annexedto this Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Reference is made to the disclosures included in the notes to the Financial Statementspursuant to the provisions of Section 129 read with Schedule III to the Companies Act2013 which shows the Related Party Transactions entered into during the year. However itmay be noted that all transactions with the related parties had been made in the normalcourse of business and at arm's length basis.

HUMAN RESOURCE

The total number of employees of the Company as on 31st March 2021 was 163. YourCompany believes that employees are the most valuable assets of an organization and theoptimum utilization of the skill knowledge and attitude they possess are instrumental tothe growth of the organization.

INTERNAL COMPLIANT COMMITTEE

The Company has in place Policy on Prevention of Sexual Harassment of Women in linewith the requirements under the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013. The Company has duly constituted Internal CompliantCommittee to prevent instances of sexual harassment and to receive and to effectively dealwith complaints pertaining the same. No complaint has been received during the year underreview.

DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR DIRECTORS AND EMPLOYEES

The Company's Whistle Blower Policy encourages Directors and employees to bring to theCompany's attention instances of unethical behaviour and actual or suspected incidents offraud or violation of the Acknit Code of Conduct that could adversely impact the Company'soperations business performance and / or reputation. The Policy provides that the Companyinvestigates such incidents when reported in an impartial manner and takes appropriateaction to ensure that the requisite standards of professional and ethical conduct arealways upheld. It is the Company's Policy to ensure that no employee is victimised orharassed for bringing such incidents to the attention of the Company. The practice of theWhistle Blower Policy is overseen by the Audit Committee of the Board and no employee hasbeen denied access to the Committee. The Whistle-blower Policy is available on theCompany's website and can be accessed through:http://www.acknitindia.com/corporate-policies/whistle-blower-policy-acknit.pdf

RISK MANAGEMENT POLICY

The Company has in place a comprehensive risk management policy which is reviewedperiodically by the Board of Directors. As of now the Directors do not envisage anyelement of risk which may threaten the existence of the Company.

CORPORATE GOVERNANCE

Your Company uphold the standard of good corporate governance and is compliant with theprovisions as stipulated under SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 both in letter and spirit. The Company's core values of honesty andtransparency have been followed in every line of business decision making since itsinception.

The Corporate Governance Report giving details as required under Paragraph C ofSchedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 isattached to this Report as Annexure - II. The Certificate on Corporate Governancefor the year ended 31st March 2021 as issued by M/s Rekha Goenka & AssociatesPracticing Company Secretary is also attached hereto as Annexure - III which formspart of this Report.

CREDIT RATINGS

In terms of Regulation 34(2) read with Paragraph C of Schedule V of SEBI (ListingObligations & Disclosure Requirements) Regulations 2015 credit rating details aregiven separately in the Corporate Governance Report annexed herewith as Annexure- II.

AUDIT COMMITTEE

The Audit Committee of the Company comprises of 4(four) members namely Mr. RajarshiGhosh Mr. Deo Kishan Saraf Mr. Mukul Banerjee and Mr. Jadav Lal Mukherjee. Majority ofthem are Independent Directors with exception of Mr. Deo Kishan Saraf who is a Whole-timeDirector of the Company.

Mr. Samir Kumar Ghosh Non-Executive Independent Director the Former Chairman of theAudit Committee demised on 17th April 2021.

Mr. Rajarshi Ghosh Additional Director of the Company in the capacity of Non-ExecutiveIndependent Director is appointed as the Chairman of the Audit Committee in the BoardMeeting held on 30th June 2021.

The Committee met 5(five) times during the year on 29th June 2020 14th September2020 11th November 2020 11th February 2021 and 31st March 2021. The Board acceptedthe recommendations of the Audit Committee as were made by it during the year.

The composition of the Committee number and dates of the Audit Committee meeting alongwith the attendance details of the members are given separately in the CorporateGovernance Report annexed herewith as Annexure- II.

NOMINATION AND REMUNERATION COMMITTEE

Your Company has Nomination and Remuneration Committee pursuant to the provisions ofSection 178 of the Companies Act 2013. The Nomination and Remuneration Committeecomprises of 4(four) members namely Mr. Rajarshi Ghosh Mr. Mukul Banerjee Mr.Jadav Lal Mukherjee and Mrs. Rashi Saraf.

Mr. Samir Kumar Ghosh Non-Executive Independent Director the Former Chairman of theNomination and Remuneration Committee demised on 17th April 2021.

Mr. Rajarshi Ghosh Additional Director of the Company in the capacity of Non-ExecutiveIndependent Director is appointed as the Chairman of the Nomination and RemunerationCommittee in the Board Meeting held on 30th June 2021.

The functions of this Committee includes identification of persons who are qualified tobecome Directors and who may be appointed as Senior Management formulation of criteriafor determining qualifications positive attributes independence recommendations oftheir appointments to the Board evaluation of every Director's performance formulationof a policy for the selection and appointment of Directors Senior Management Personneland their remuneration.

The Company's Policy on Appointment and Remuneration of Directors Key ManagerialPersonnel and Other Employees is available on the Company's website and can be accessedthrough:http://www.acknitindia.com/corporate-policies/nomination-and-remunertion-policy.pdf

The details of terms of reference of the Nomination and Remuneration Committee numberand dates of the meetings held attendance of the Directors and remuneration paid to allthe Directors during the Financial Year ended 31st March 2021 are given separately inthe Corporate Governance Report annexed herewith as Annexure-II.

STAKEHOLDERS RELATIONSHIP COMMITTEE

Your Company has Stakeholders Relationship Committee pursuant to Section 178 of theCompanies Act 2013 which comprises of 5(five) members namely Mr. Rajarshi Ghosh Mr. DeoKishan Saraf Mr. Mukul Banerjee Mr. Jadav Lal Mukherjee and Mrs. Rashi Saraf.

Mr. Samir Kumar Ghosh Non-Executive Independent Director the Former Chairman of theStakeholders Relationship Committee demised on 17th April 2021.

Mr. Rajarshi Ghosh Additional Director of the Company in the capacity of Non-ExecutiveIndependent Director is appointed as the Chairman of the Stakeholders RelationshipCommittee in the Board Meeting held on 30th June 2021.

During the year under review the Stakeholders Relationship Committee met 4(four) timeson 29th June 2020 14th September 2020 11th November 2020 and 11th February 2021 inorder to take on note the share transfer/transmission/ remat of shares/subdivision asintimated by the RTA of the Company.

The composition of the Committee number and dates of the Stakeholders RelationshipCommittee meeting along with the attendance details of the members are given separately inthe Corporate Governance Report annexed herewith as

Annexure-II.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Company has Corporate Social Responsibility (CSR) Committee pursuant to Section135 of the Companies Act 2013 which comprises of 4(four) members namely Mr. RajarshiGhosh Mr. Shri Krishan Saraf Mr. Mukul Banerjee and Mrs. Rashi Saraf.

Mr. Samir Kumar Ghosh Non-Executive Independent Director the Former Chairman of theCorporate Social Responsibility (CSR) Committee demised on 17th April 2021.

Mr. Rajarshi Ghosh Additional Director of the Company in the capacity of Non-ExecutiveIndependent Director is appointed as the Chairman of the Corporate Social Responsibility(CSR) Committee in the Board Meeting held on 30th June 2021.

The composition of the Committee number and dates of the Corporate SocialResponsibility (CSR) Committee meeting along with the attendance details of the membersare given separately in the Corporate Governance Report annexed herewith as Annexure -II.

The CSR Policy has been placed on the Website of the Company and can be accessedthrough: http://www.acknitindia.com/CSR-Policy.pdf

The Annual Report on CSR activities in terms of Rule 8 of Companies (Corporate SocialResponsibility Policy) Rules 2014 is annexed herewith and marked as Annexure - IV formingpart of this Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34(2) read with Paragraph B of Schedule V of SEBI (ListingObligations & Disclosure Requirements) Regulations 2015 Management Discussion andAnalysis Report is attached hereto as Annexure-V which forms part of this Report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information pertaining to conservation of energy technology absorption foreignexchange earnings and outgo as required under Section 134(3)(m) of the Companies Act 2013read with Rule 8(3) of the Companies (Accounts) Rules 2014 is attached hereto as Annexure- VI which forms part of this Report.

PARTICULARS OF EMPLOYEES

The information on particulars of employees as required under Section 197(12) of theCompanies Act 2013 read with Rule 5 of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 is attached hereto as Annexure-VII which formspart of this Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALSIMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There was no significant and material order passed by the Regulators or Courts orTribunals impacting the going concern status and/ or Company's operations in future.

LISTING OF SHARES

The shares of the Company are currently listed on The BSE Ltd. and The Calcutta StockExchange Ltd. (CSE). It was reported earlier that the Company has taken initiative fordelisting its shares from CSE. The application of de-listing has been considered by CSEand as per its recommendations necessary de-listing process has been initiated.

MANAGING DIRECTOR'S CERTIFICATE

Managing Director's Certificate under Regulation 34(3) read with Paragraph D ofSchedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 oncompliance of Code of Conducts is attached hereto as Annexure-VIII which forms partof this Report.

ACKNOWLEDGEMENT

The Board places on record its appreciation for the continued co-operation and supportextended to the Company by customers vendors regulators banks financial institutionsand others concerned. The Company also extend its thankful appreciation of the services ofthe employees and staffs of the Company without whose hard work and involvement thedesired results of the Company could not be achieved. The Board deeply acknowledges thetrust and confidence placed by the consumers of the Company and all its stakeholders atlarge.

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