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Acme Resources Ltd.

BSE: 539391 Sector: Financials
NSE: N.A. ISIN Code: INE636B01011
BSE 00:00 | 11 Aug 18.50 0.50
(2.78%)
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NSE 05:30 | 01 Jan Acme Resources Ltd
OPEN 18.00
PREVIOUS CLOSE 18.00
VOLUME 1851
52-Week high 36.20
52-Week low 11.42
P/E 44.05
Mkt Cap.(Rs cr) 48
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 18.00
CLOSE 18.00
VOLUME 1851
52-Week high 36.20
52-Week low 11.42
P/E 44.05
Mkt Cap.(Rs cr) 48
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Acme Resources Ltd. (ACMERESOURCES) - Director Report

Company director report

1. FINANCIAL HIGHLIGHTS

The working results of the Company for the year under review are given below:

(Amount In lakhs)

Particulars Year ended 31.03.2021 Year ended 31.03.2020
(Rs.) (Rs.)
Profit / (Loss) before tax (2350.14) (179.75)
Provision for Taxation - Current Tax 52.82 135.00
- Deferred tax (689.12) (171.36)
- Wealth tax Nil Nil
- Tax paid for earlier years 25.88 133.89
Profit / (Loss) After Tax (1739.72) (277.28)
Transfer to Statutory Reserve Fund Nil Nil
Balance brought forward from previous year 3164.11 3441.39
Balance carried to Balance Sheet (1739.72) (277.28)

2. MATERIAL CHANGES AND COMMITMENTS

There were no material changes and commitments affecting the financial position of theCompany which occurred between the end of financial year to which these financialstatements relate and the date of this Report.

3. DIVIDEND

To conserve the resources of the Company for future expansion the Board has decidednot to recommend any dividend for the year under review.

4. PERFORMANCE REVIEW

The profit of the company during the current year shows decrease as comparison toprevious year. Your Directors are making all efforts to further improve the performance ofthe company in future.

5. CONSOLIDATED FINANCIAL STATEMENTS

The Company has two subsidiary companies M/s Atul Agro Private Limited and M/s OJASSuppliers Limited for consolidation purposes. As per the provisions of Regulations of theListing Agreement M/s Atul Agro Private Limited was not a material non-listed subsidiarycompany for the financial year 2020-2021 and hence the provisions of this clause did notapply. OJAS Suppliers Limited was a material non-listed subsidiary company for thefinancial year 2020-2021 and the provisions of this clause were duly complied with.

Your Directors take pleasure in attaching the Consolidated Financial Statementspursuant to Clause 32 of the Listing Agreement entered into with the Stock Exchanges andprepared in accordance with the Accounting Standards prescribed by the Institute ofChartered Accountants of India in this regard. The Auditors' Report to the Shareholdersthereupon does not contain any qualification.

Total Income decreased by 58.29 % from Rs. 1657.23 lacs in Financial Year 2019-2020 toRs.

691.31 lacs in Financial Year 2020-2021.

Profit/(Loss) Before Tax (PBT) decreased by 828.13 % from Rs. 268.63 lacs in FinancialYear 2019-2020 to Rs. (1956.06) lacs in Financial Year 2020-2021. Profit/(Loss) After Tax(PAT) decreased by 2227.70% from Rs. 66.10 lacs in Financial Year 2019-2020 to Rs.(1406.52) lacs in Financial Year 2020-2021.

6. FIXED DEPOSITS

The Company has not accepted any deposits during the year under review and it continuesto be a Non-deposit taking Non-Banking Financial Company in conformity the guidelines ofthe Reserve Bank of India and Companies (Acceptance of Deposits) Rules 2014.

7. DIRECTORS

There has been no change in composition of Directors of the Company

8. DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134 (3) (c) of the Companies Act 2013 withrespect to Directors Responsibility statement it is hereby confirmed:

a) That in the preparation of the accounts for the financial year ended 31st March2021 the applicable Indian accounting standards (Ind-AS) have been followed along withproper explanations relating to material disclosures;

b) That the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that were reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit of the Company of the year under review;

c) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the Companies Act 2013 forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities.

d) That the Directors have prepared the annual accounts for the financial year ended 31stMarch 2021 on a going concern basis.

e) The Company had followed the internal financial controls laid down by the directorsand that such internal financial controls are adequate and were operating effectively.

f) That the proper systems a re in place to ensure compliance of all laws applicable tothe Company.

9. AUDITORS' REPORT

The Auditors' Report is unqualified. The notes to the Accounts referred to in theAuditors' Report are self-explanatory and therefore do not call for any furtherclarifications.

10. AUDITORS

M/s T R Chadha & Co LLP Chartered Accountants. Auditors of the company retire atthe conclusion of the forthcoming Annual General Meeting and proposed to appoint Agarwal& Dhandhania Chartered Accountants to hold the office as auditors till the conclusionof the next five Annual General Meetings on such remuneration as may be determined by theBoard of directors of the company. The Company has received a certificate from thestatutory auditors to the effect that their appointment; if made would be within thelimit prescribed under section 139 & 141 of the Companies Act 2013. They have alsoconfirmed that they hold a valid peer review certificate as prescribed under clause 41 (1)(h) of the Listing Agreement. Members are requested to consider their appointment.

11 . EMPLOYEES

The information required under Section 197 of the Act read with rule 5 (1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 are givenbelow: (i) The ratio of the remuneration of each Director to the median remuneration ofthe employees of the Company for the financial year 2020-2021 percentage increase inremuneration of each Director Chief Financial Officer and Company Secretary during thefinancial year 2020-2021 and the comparison of remuneration of each Key ManagerialPersonnel (KMP) against the performance of the Company are as under :

1. The Company has not paid any remuneration including Sitting fees to Non-executiveDirectors. Therefore the ratio to median remuneration is not applicable for Non-executivedirectors.

Executive Directors/KMP Ratio to Median Remuneration % increase in remuneration in the financial year Comparison of the Remuneration of the KMP against the performance of the company
Mr. Vivek Chaturvedi Managing Director 6.50 No increase Loss decreased by 1593 % in financial year 2020-21 due to
Mr. Kailash Jha Company Secretary 4.16 No increase NPA provisions.
Ms. Vineeta Sharma Company Secretary 1.80 No increase

ii) The percentage increase in the median remuneration of employees in the financialyear: No increase iii) The number of permanent employees on the rolls of company: 6 iv)The explanation on the relationship between average increase in remuneration and companyperformance. No major increase during the year. v) The key parameters for the variablecomponent of remuneration availed by the Managing directors is as per the remunerationpolicy for directors and further approved by Central Government. Key managerial personneland other employees recommended by the Nomination and Remuneration Committee and approvedby the Board of Directors. vi) The particulars of employees required under section 197(12)of the Companies Act 2013 read with Rules 5 (2) and 5(3) of the Companies (Appointmentand Remuneration of Managerial Personnel) Rules 2014 are not furnished as there is noemployee in receipt of remuneration more than the prescribed limit. The Board of Directorswish to express its appreciation to all the employees for their outstanding contributionto the operations of the Company during the year. The information required under theCompanies Act 2013 and the Rules made there under is provided as below:

Details of remuneration paid/payable to Directors and Company secretary for the yearended March 31 2021:

Name of the Director Designation Salary & Perquisites Total
Mr. Vivek Chaturvedi Managing Director Rs. 650000 Rs. 650000
Ms. Vineeta Sharma Company Secretary Nil Nil

12. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION

In view of the nature of activities being carried on by the Company under Section 134(3) (m) of the Companies Act 2013 read with the Companies (Accounts) Rules 2014concerning conservation of energy and technology absorption respectively are notapplicable to the Company.

13. FOREIGN EXCHANGE

The company had no foreign exchange inflow or outflow during the year under review.

14. EMPLOYER EMPLOYEE RELATIONSHIP

The Company has maintained a cordial relationship with its employees which resulted insmooth flow of business operations during the year under review.

15. RESERVE BANK OF INDIA REGULATIONS

The Company has complied with all the applicable regulations of the Reserve Bank ofIndia as on March 31 2021.

16. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

Pursuant to Section 135 of the Companies Act 2013 the Board of Directors in itsmeeting held on May 27 2014 has constituted Corporate Social Responsibility Committee ofthree directors and a Corporate Social Responsibility Policy (CSR Policy) indicating theactivities to be undertaken by the Company which has been approved by the Board. Theobject of CSR Policy of the Company is to continue to contribute towards social welfareprojects for benefits of society and major focusing on providing education vocationaltraining promoting health care facilities to economically weaker and underprivilegedsection of the Society and to do such other activities as may be permissible under Section135 of the Companies Act 2013 and the Companies (Corporate Social Responsibility Policy)Rules 2014.

The details of activities undertaken by the Company is annexed as Annexure - I.

17. DECLARATION BY INDEPENDENT DIRECTORS

The Board has received the declaration from all the Independent Directors as per theSection 149 (7) of the Companies Act 2013 and the Board is satisfied that all theIndependent Directors meet the criterion of independence as mentioned in Section 149(6) ofthe Companies Act 2013.

18. COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

The Nomination Remuneration and Compensation Committee has put in a place the policy onboard diversity for appointment of directors taking into consideration qualification andwide experience of the directors in the fields of banking finance regulatory Marketingadministration and legal apart from compliance of legal requirements of the Company. TheCompany has laid down remuneration criteria for the directors key managerial personneland other employees in the Nomination Remuneration and Compensation Committee Policy. ThePolicy on Board Diversity and Nomination Remuneration and Compensation Committee Policyare given in Annexure- II and III to this report and are also uploaded on the Company'sWebsite.

19. NUMBER OF MEETINGS OF THE BOARD

During the year Nine (9) Board Meetings were held. The details of the Board and variousCommittee meetings are given in the Corporate Governance Report.

20. BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and Regulations of the ListingAgreement the Board has carried out an annual performance evaluation of its ownperformance the directors individually as well as the evaluation of the working of itsvarious Committees. The manner in which the evaluation has been carried out has beenexplained in the Corporate Governance Report.

21. DISCLOSURES AS PER SECTION 134 OF THE COMPANIES ACT 2013 READ WITH RULE 8(5) OF

THE COMPANIES (ACCOUNTS) RULES 2014

Extract of Annual Return

The extract of the annual return in the Form MGT 9 is annexed to this report asAnnexure-IV.

Particulars of loans guarantee or investments

Pursuant to Section 186 (11) (a) of the Companies Act 2013 (the ‘Act') read withRule 11(2) of the Companies (Meetings of Board and its Powers) Rules 2014 the loan madeguarantee given or security provided in the ordinary course of business by a Non- BankingFinancial Company (NBFC) registered with Reserve Bank of India are exempt from theapplicability of provisions of Section 186 of the Act. As such the particulars of loansand guarantee have not been disclosed in this Report.

During the year under review the Company has invested surplus funds in varioussecurities in the ordinary course of business the details of the Current Investments andNon-Current Investments of the Company are furnished under notes forming part of theFinancial Statements for the year ended March 31 2021.

Particulars of Contracts or Arrangements with Related Parties

The Related Party Transactions (RPTs) were entered in ordinary course of business on anarm's length basis and were in compliance with the provisions of the Companies Act 2013and the Listing Agreement. There are no materially significant related party transactionsmade by the Company with Promoters Directors Key Managerial Personnel or otherdesignated persons which may have a potential conflict with the interest of the Company atlarge.

The statement of RPTs is placed before the Audit Committee and the Board on a quarterlybasis. Omnibus approval was obtained for the transactions of repetitive nature. The Policyon Materiality of Related Party Transactions and dealing with Related Party Transactionsas approved by the Board is uploaded on the Company's website. None of the Directors hasany pecuniary relationships or transactions vis-a-vis the Company. The details of thetransactions with Related Party are provided in the Financial Statements forming part ofthis Annual Report and the particulars of RPTs in Form AOC-2 is annexed to this report as

Annexure-V.

Whistle Blower Policy/Vigil Mechanism

The Company has framed a Whistle Blower Policy/Vigil Mechanism providing a mechanismunder which an employee/director of the Company may report violation of personnel policiesof the Company unethical behaviour suspected or actual fraud violation of code ofconduct. The Vigil Mechanism ensures standards of professionalism honesty integrity andethical behaviour. This mechanism provides safeguards against victimisation ofdirectors/employees who avail of the mechanism and provides for direct access to theChairman of the Audit Committee in exceptional cases. The policy has been appropriatelycommunicated to the employees within the organisation and has also been hosted on theCompany's website. During FY 2020-21 no employee has been denied access to the AuditCommittee under this policy.

Financial summary/highlights

The details are spread over in the Annual Report as well as are provided in thebeginning of this report.

Directors and Key Managerial Personnel

Directors Mr. Vivek Chaturvedi (Managing Director) Mr. Hitesh Chopra (IndependentDirector) and Ms. Swati Agarwal (Women Independent Director) were appointed as an directorduring the previous year.

Key Managerial Personnel Mr. Vivek Chaturvedi is working as an CFO and Mr. Kailash Jhais working as an CFO.

Subsidiaries or Associate Companies

There is no changes in Subsidiaries and Associate companies.

Significant and Material Orders

There are no significant and material orders passed by the regulators or courts ortribunals impacting the going concern status and Company's operations in future.

Internal Financial Controls

The details in respect of adequacy of internal financial controls with reference to theFinancial Statements The Company's well-defined organisational structure documentedpolicy guidelines defined authority matrix and internal financial controls ensureefficiency of operations protection of resources and compliance with the applicable lawsand regulations. Moreover the Company continuously upgrades its systems and undertakesreview of policies.

The internal financial control is supplemented by extensive internal audits regularreviews by management and standard policies and guidelines to ensure reliability offinancial and all other records to prepare financial statements and other data.

The Audit Committee of the Board reviews internal audit reports given along withmanagement comments. The Audit Committee also monitors the implemented suggestions.

22. SECRETARIAL AUDIT

The Board had appointed Mr. Vikas Gera Practicing Company Secretary (Certificate ofPractice No. 4500) (Membership No. FCS 5248) to carry out Secretarial Audit under theprovisions of Section 204 of the Companies Act 2013 for the financial year 2020-21. TheSecretarial Audit Report is annexed to this report as Annexure-VI. The report does notcontain any qualification.

23. ANNEXURES

Following Reports are attached to this Report pursuant to the provisions of the ListingAgreement with the Stock Exchange:

(i) The Report on Corporate Governance as per Regulations of the Listing agreementforms part of the Annual Report and is annexed herewith together with Auditors'Certificate on Corporate Governance the certificate duly signed by the Managing Directorand Chief Financial Officer on the Financial Statements of the Company for the year endedMarch 31 2021 as submitted to the Board of Directors at their meeting held on June 292021 and the declaration by the Managing Director regarding compliance by the Boardmembers and senior management personnel with the Company's Code of Conduct. (ii) TheManagement Discussion & Analysis Report as per Regulations of the Listing agreement isgiven as a separate Report forming part of the Annual Report.

24. POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company has zero tolerance for sexual harassment at workplace and has adopted aPolicy on the Prevention of Sexual Harassment at its workplaces in line with theprovisions of the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013 and the Rules made thereunder for prevention and redressal ofcomplaints of sexual harassment at workplace.

The Company has complied with the provision relating to the constitution of InternalComplaints Committee under the Sexual Harassment of Women at the Workplace (PreventionProhibition and Redressal) Act 2013.

During the FY 2021 the Company had received no complaint on sexual harassment underthe Sexual Harassment of Women at the Workplace (Prevention Prohibition and Redressal)Act 2013.

25. ACKNOWLEDGEMENTS

The Board of Directors would like to thank Reserve Bank of India and other Regulatory/Government authorities and Stock Exchanges for their support and stakeholders for theircontinued co-operation and support.

REGISTERED OFFICE On behalf of the Board of Directors
984 9th Floor Aggarwal Cyber Plaza-II For ACME RESOURCES LIMITED
Netaji Subhash Place
Pitampura New Delhi - 110034
Phone: (011) 27026766 sd/- sd/-
Fax: 91-11 700-8010 Kuldeep Saluja Vivek Chaturvedi
Email: acmeresources@gmail.com Director Managing Director
Website: www.acmeresources.in DIN-00289187 DIN-08027097

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