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Action Construction Equipment Ltd.

BSE: 532762 Sector: Engineering
NSE: ACE ISIN Code: INE731H01025
BSE 00:00 | 27 May 190.90 2.05
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191.10

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188.95

NSE 00:00 | 27 May 191.10 1.40
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193.50

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OPEN 191.10
PREVIOUS CLOSE 188.85
VOLUME 14567
52-Week high 291.55
52-Week low 161.05
P/E 21.47
Mkt Cap.(Rs cr) 2,274
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 191.10
CLOSE 188.85
VOLUME 14567
52-Week high 291.55
52-Week low 161.05
P/E 21.47
Mkt Cap.(Rs cr) 2,274
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Action Construction Equipment Ltd. (ACE) - Director Report

Company director report

Dear Members

Your Directors are pleased to present the 27th Annual Report on the businessand operation of the Company together with Audited Statement of Accounts for the financialyear ended March 31 2021.

FINANCIAL RESULTS

The Company's financial performance for the year ended March 2021 is summarized below:

(Rs. in Crores
PARTICULARS FY 2020-21 FY 2019-20
Revenue from operations 1227.01 1156.20
Other Income 15.31 4.03
Total Income 1242.32 1160.23
Earnings Before Depreciation Finance costs Exceptional Items and Tax 134.65 95.87
Less: Depreciation and amortization expenses 13.94 13.01
Less: Finance Costs 12.23 14.66
Profit before exceptional items and Tax 108.48 68.20
Less: Exceptional items - -
Profit Before Tax 108.48 68.20
Less: Tax expense 28.32 15.56
Profit After Tax 80.16 52.64
Other Comprehensive income for the year (net of tax) 0.76 (0.14)
Total Comprehensive income for the year 80.92 52.50

FINANCIAL PERFORMANCE OVERVIEW (STANDALONE BASIS)

The brief highlights of the Company's performance (standalone) during the financialyear 2020-21:

• Total revenue from operations increased to Rs.1227.01 crores as againstRs.1156.20 crores in the previous year - an increase of 6.12%.

• Earnings before Interest Depreciation Amortization Exceptional Items &Tax for the current year is Rs.134.65 crores against Rs.95.87 crores in the previous year- an increase of 40.45%.

• Profit Before Tax (PBT) and Profit After Tax (PAT) for the current year areRs.108.48 crores and Rs.80.16 crores respectively against Rs.68.20 crores and Rs.52.64crores in the previous year - an increase of 59.06% and 52.28% respectively.

• Earnings per share is Rs.7.06 for the year under review.

STATE OF COMPANY'S AFFAIRS

The year gone by started with an unprecedented nation-wide lockdown due to pandemicwhich negatively impacted the economic activities across the globe. Post relaxation oflockdown economic activities gradually started picking up from mid May 2020. ACE backedby manufacturing strength robust supply chain management and strong distribution networkmade a strong come back. EBIDTA margins improved YoY (11.0% in FY21 vs 8.3% in FY20) onaccount of cost optimization and operating leverage. Economic environment continues toremain uncertain and challenging owing to Covid and partial lockdowns across the country.However we as an organization remain vigilant to the ground developments with confidenceand optimism to manage emerging scenarios.

In these difficult times of the Covid-19 pandemic resilience for an organisation isparamount. During the year the Company focussed on achieving its business goalshand-in-hand with improving cash from operations and cutting costs. Necessary efforts weremade towards business continuity and resilience.

CHANGE IN THE NATURE OF BUSINESS

There was no change in the nature of the business of the Company during the financialyear ended March 31 2021.

AMOUNTS TRANSFERRED TO RESERVES

During the year under review there was no amount transferred to any of the reserves bythe Company.

DIVIDEND

The Board of Directors at their meeting held on May 28 2021 has recommended paymentof Rs.0.50 i.e. (25%) per equity share of the face value of Rs.2 (Rupee Two Only) each asfinal dividend for the financial year ended March 31 2021. The payment of final dividendis subject to the approval of the shareholders at the ensuing Annual General Meeting (AGM)of the Company.

SHARE CAPITAL

The paid up Equity Share Capital of the Company as at March 31 2021 stood at Rs.22.70crores. During the year under review the Company has not issued shares or convertiblesecurities or shares with differential voting rights nor has granted any stock options orsweat equity or warrants. As on March 31 2021 none of the Directors of the Company holdinstruments convertible into Equity Shares of the Company.

LISTING OF SHARES

The equity shares of the Company are listed on the National Stock Exchange of IndiaLimited (NSE) and BSE Limited (BSE). The listing fee for the year 2021-22 has already beenpaid to both the Stock Exchanges.

CREDIT RATING

ICRA Limited on April 13 2020 has placed long term rating on watch with negativeimplications due to COVID lockdown and reaffirmed short term rating. Further on September04 2020 ICRA has restored long term rating to same level before COVID i.e. assigned astable outlook to the long term rating from watch with negative implications.

As on March 31 2021 the Company has the following rating assigned by ICRA on bankingfacilities.

Long Term Rating [ICRA]AA- (pronounced ICRA double A minus) with a Stable outlook
Short Term Rating [ICRA]A1+ (pronounced ICRA A one plus)

MATERIAL CHANGES AND COMMITMENTS IF ANY

No material changes and commitments affecting the financial position of the Companyoccurred between the end of the financial year to which this financial statement relateand the date of this report.

DISCLOSURES RELATING TO SUBSIDIARY COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS

As on March 31 2021 the company has only one subsidiary i.e. SC Forma SA BotosaniRomania.

In accordance with Section 129(3) of the Companies Act 2013 Regulations 33 of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 and applicableAccounting Standards the Company has prepared consolidated financial statements of theCompany and its subsidiary which form part of the Annual Report. For details please referthe Consolidated Financial Statements.

A statement containing the salient features of the financial statement/highlights ofperformance of our subsidiary in the prescribed Form AOC-1 is attached as Annexure-Ito this Report.

There are no associates and Joint Ventures companies within the meaning of Section 2(6)of the Companies Act 2013 (Act) and there has been no material change in the nature ofthe business of the subsidiary.

In accordance with Section 136 of the Companies Act 2013 the audited financialstatements including the consolidated financial statements and related information of theCompany and accounts of its subsidiary are available on our website atwww.ace-cranes.com. These documents will also be available for inspection during businesshours at our registered office.

The Policy for determining material subsidiary may be accessed on the Company's websiteat www.ace-cranes.com.

BOARD OF DIRECTORS

During the year on the recommendation of Board the members of the Company in their 26thAnnual General Meeting held on September 24 2020 at 11:30 a.m. IST through VideoConferencing ("VC")/ Other Audio Video Means ("OAVM") have approvedthe appointment of the following Directors:

• Appointment of Dr. Divya Singal (DIN:08722144) as an Independent Non-ExecutiveDirector (Independent Women Director) of the Company for five years w.e.f. April 01 2020.

• Appointment of Mr. Shriniwas Vashisht (DIN:06572418) as an IndependentNon-Executive Director of the Company for five years w.e.f. September 24 2020.

In accordance with the provisions of Companies Act 2013 (hereinafter referred as"the Act") and Articles of Association of the Company Mrs. Mona Agarwal (DIN:00057653) Whole-Time Director of the Company will retire by rotation at the ensuing AGMand being eligible offers herself for re-appointment.

The Board of Directors on the recommendation of the Nomination and RemunerationCommittee of the Company has appointed Dr. Jagan Nath Chamber (DIN: 08841478) asadditional Director (Independent Director) of the Company in their meeting held onNovember 06 2020 to hold office till the next Annual General Meeting of the Company orlast date up to which the Annual General Meeting should have been held whichever isearlier.

Further the Board has also recommended for appointment of Dr. Jagan Nath Chamber asIndependent Non-Executive Director for a period of 5 years w.e.f November 06 2020 subjectto the approval of the shareholder in the ensuing Annual General Meeting (AGM). The briefresume and other details relating to his appointment as required to be disclosed underthe Companies Act 2013/Listing Regulations is given as Annexure-I to the Notice ofthe 27th AGM.

As per the provision of Companies Act 2013 and SEBI (LODR) Regulations 2015 twoconsecutive terms of appointment as Independent Director of the following Directors in theCompany have been completed on September 24 2020. They have been retired from the post ofDirectorship w.e.f. September 25 2020.

1. Mr. Girish Narain Mehra (IAS Retd.) (DIN:00059311);

2. Mr. Subhash Chander Verma (DIN:00098019);

3. Mr. Keshav Chandra Agrawal (DIN:00098143).

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet with criteria of independence as prescribed under sub-section(6) of Section 149 of the Act and under Regulation 16(1)(b) of SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 (hereinafter referred as "the ListingRegulations").

KEY MANAGEmAL pERSONNELS (KMp)

Pursuant to the provisions of Section 203 of the Companies Act 2013 read with Rulesmade thereunder following are designated as Key Managerial Personnel (KMP) of the Company:

• Mr. Vijay Agarwal Chairman & Managing Director;

• Mrs. Mona Agarwal Whole-Time Director;

• Mr. Sorab Agarwal Whole-Time Director;

• Mrs. Surbhi Garg Whole-Time Director;

• Mr. Rajan Luthra Chief Financial Officer (CFO); and

• Mr. Anil Kumar Company Secretary & Compliance Officer.

NUMBER OF BOARD MEETINGS

During the financial year 2020-21 four (4) Board Meetings were held. For detailsthereof kindly refer to the Corporate Governance Report forming part of this AnnualReport.

ANNUAL GENERAL MEETING

During the financial year 2020-21 26th Annual General Meeting of theCompany was held on September 24 2020 at 11:30 a.m. through Video Conferencing("VC")/Other Audio Visual Means ("OAVM").

COMMITTEES OF THE BOARD

The Board has 6 (Six) committees: Audit Committee Nomination and RemunerationCommittee Stakeholders Relationship Committee Corporate Social Responsibility CommitteeRisk Management Committee (constituted on 28.05.2021) and Committee of Board (COB). Duringthe year all recommendations made by the committees were approved by the Board. Adetailed note on the composition of the Board and its committees including its terms ofreference is provided in the Corporate Governance Report forming part of this AnnualReport.

The composition and terms of reference of all the Committee(s) of the Board ofDirectors of the Company is in line with the provisions of the Act and ListingRegulations.

NOMINATION AND REMUNERATION POLICY

The Board of Directors has framed a policy which lays down a framework in relation toremuneration of Directors Key Managerial Personnel and Senior Management of the Company.The Policy broadly lays down the guiding principles philosophy

and the basis for payment of remuneration to Executive and Non-Executive Directors (byway of sitting fees) Key Managerial Personnel Senior Management and other employees. Thepolicy also provides the criteria for determining qualifications positive attributes andIndependence of Director and criteria for appointment of Key Managerial Personnel / SeniorManagement and performance evaluation. The above policy has been posted on the website ofthe Company at www.ace-cranes.com under investor relation section.

DIRECTORS' RESpONSIBILITY STATEMENT

Pursuant to the provisions of clause (c) of Sub-section (3) of Section 134 of theCompanies Act 2013 your Directors hereby confirm that they:

i) Have followed in the preparation of Annual Accounts for the financial year 2020-21the applicable Accounting Standards and no material departures have been made for thesame;

ii) Had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the Company as at March 31 2021 and of the profit of theCompany for the year ended on that date;

iii) Had taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act 2013 for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

iv) Had prepared the annual accounts on a going concern basis;

v) Have laid down internal financial controls to be followed by the Company and thatsuch internal financial controls are adequate and are operating effectively; and

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

ANNUAL pERFORMANCE EVALUATION OF THE BOARD ITS COMMITTEES AND INDIVIDUAL DIRECTORS

Pursuant to the provisions of Companies Act 2013 and Regulation 25 (3) of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 as amendedIndependent Directors at their separate meeting without participation of theNon-Independent Directors and Management have considered and evaluated the Board'sperformance and performance of the Chairman and NonIndependent Directors. The IndependentDirectors in the said meeting have also assessed the quality quantity and timeliness offlow of information between the Company Management and the Board.

The Board of Directors has evaluated the performance of each of the IndependentDirectors (without participation of the relevant

Director). The Board has carried out the annual evaluation of its own performance andthat of its Directors individually. The evaluation criteria as approved by the Nominationand Remuneration Committee included various aspects of the functioning of Board such ascomposition process and procedures including adequate and timely information attendancedecision making roles and responsibilities etc.

The performance of individual directors including the Chairman was evaluated on variousparameters such as industry knowledge & experience vision commitment time devotedetc. The evaluation of Independent Directors was based on aspects like participation &contribution to the Board decisions knowledge experience and integrity etc.

STATUTORY AUDITORS

As per provisions of Section 139(1) of the Act the Company has appointed M/s BRAN& Associates Chartered Accountants (Firm Regn. No. 014544N) as Statutory Auditors ofthe Company for a period of 5 (Five) years (01.04.2017 to 31.03.2022) i.e. till theconclusion of the 28th AGM to be held in the calendar year 2022 in the AGM ofthe Company held on September 29 2017.

Statutory Auditors' Report

The observations of Statutory Auditor in its reports on standalone and consolidatedfinancials are self-explanatory and therefore do not call for any further comments. Thereare no qualifications reservations or adverse remarks made by Statutory Auditors in theirreports.

secretarial auditors

Pursuant to the provisions of Section 204 of the Companies Act 2013 read withcorresponding Rules framed thereunder M/s Vasisht & Associates Company Secretarieswere appointed as the Secretarial Auditors of the Company to carry out the secretarialaudit for the year ending March 31 2021.

Secretarial Audit Report

A Secretarial Audit Report given by the Secretarial Auditors in Form No.MR-3 isannexed with this Report as Annexure-II. There are no qualifications reservationsor adverse remarks made by Secretarial Auditors in their Report.

Secretarial Compliance Report

Pursuant to SEBI circular no CIR/CFD/CMD1/27/2019 dated February 08 2019 in additionto secretarial audit Annual Secretarial Compliance Report given by M/s Vasisht &Associates Company Secretaries on compliance of all applicable SEBI Regulations andcirculars/guidelines issued thereunder is annexed as Annexure-III.

COST AUDITORS

As per Section 148 of the Companies Act 2013 the Company is required to have theaudit of its cost records conducted by a Cost Accountant in practice.

Pursuant to the provisions of Section 141 read with Section 148 of the Companies Act2013 and Rules made thereunder M/s Vandana Bansal & Associates Cost Accountants(Firm registration No. 100203) has been appointed as the Cost Auditor of the Company forthe year ending March 31 2021.

Cost audit report for financial year 2020-21 will be filed with the Ministry ofCorporate Affairs within stipulated time period.

INTERNAL AUDIT

The Board of Directors of the Company has appointed Internal Auditors of the Companyto audit the function and activities of the Company and to review various operations ofthe Company the Company continued to implement their suggestions and recommendations toimprove the control environment.

DETAILS IN RESpECT Of Frauds REpORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REpORTABLETO THE CENTRAL GOVERNMENT

The Statutory Auditors Secretarial Auditors and Cost Auditors of the Company have notreported any frauds to the Audit Committee or to the Board of Directors under Section 143(12) of the Companies Act 2013 including rules made there under.

corporate social responsibility (csr)

The Company's CSR activities are primarily done through its trust namely ACE EmergencyResponse Service. The CSR Committee of the Board of Directors has been formed comprisingof three directors with Chairman being Independent Director. CSR Committee has framed andformulated a CSR Policy indicating

the activities to be undertaken by the Company in accordance with schedule VII of theAct and the Companies (Corporate Social Responsibility Policy) Rules 2014 issued underthe Act. The same has also been approved and reviewed from time to time by the Board. TheCSR policy is available at the website of the Company at www.ace-cranes.com.

Ministry of Corporate Affairs vide its Notification(s) dated January 22 2021 notifiedthe Companies (Corporate Social Responsibility Policy) Amendment Rules 2021 which interalia provides for the revised format of annual report for publishing the CSR activitiesundertaken during the financial year ended March 31 2021.

The Annual Report on CSR Activities as stipulated under the Act forms an Integral partof this Report and is appended as Annexure-IV.

CORPORATE GOVERNANCE

Your Company reaffirms its commitment to the good corporate governance practices andhas adopted the Code of Conduct which has set out the systems processes and policyconforming to international standards.

In compliance with Regulation 34 of the Listing Regulations a separate report oncorporate governance alongwith a certificate from Practicing Company Secretary regardingcompliance of the conditions of Corporate Governance as stipulated under Schedule V of theListing Regulations forms part of this Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and Analysis for the year as stipulated under Schedule V of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 as amended isseparately given and forms part of this Annual Report and provides a more

detailed analysis on the performance of individual businesses and their outlook.

contracts or arrangements with related parties

All contracts or arrangements or transactions that were entered into by the Companyduring the financial year with related parties were on an arm's length basis and in theordinary course of business. During the year the Company had not entered into anycontracts or arrangements or transactions with related parties which could be consideredmaterial in accordance with the policy of the Company on materiality of related partytransaction. All related party transactions have been approved by the Audit Committee andthe Board.

Further the prescribed details of related party transactions of the Company in FormNo. AOC-2 in terms of section 134 of the Act read with Rule 8 of the Company(Accounts) Rules 2014 is given as Annexure-V to this report.

DISCLOSURE ON AUDIT COMMITTEE

The Audit Committee as on March 31 2021 comprises of the following Directors: Mr.Avinash Parkash Gandhi (Chairman) Mr. Vijay Agarwal Mr. Shriniwas Vashisht and Dr.Jagan Nath Chamber as Members. For more details kindly refer to the section 'Committees ofthe Board-Audit Committee' in the Corporate Governance Report which forms part of thisAnnual Report. All recommendations of Audit Committee were accepted by the Board ofDirectors.

RISK MANAGEMENT

Risk management is integral to your Company's strategy and for the achievement of ourlong-term goals. Our success as an organization depends on our ability to identify andleverage the opportunities while managing the risks.

The COVID-19 pandemic this year has posed several unprecedented challenges in the formof uncertain lockdowns unlock phases health hazards and supply chain disruptions acrossthe globe. These have added a new dimension to the term VUCA (Volatile Uncertain Complexand Ambiguous).

The Company has implemented a comprehensive and fully integrated 'Enterprise RiskManagement' framework in order to anticipate identify measure manage mitigate monitorand report the principal risks and uncertainties that can impact its ability to achieveits strategic business objectives.

This integration is enabled by alignment of Risk Management Internal Audit Legal andcompliance methodologies and processes in order to maximize enterprise value of theCompany and ensure high value creation for our stakeholder over a period of time.

Pursuant to provision of SEBI (Listing Obligations and Disclosure Requirements)Regulation 2015 the Risk Management Committee of the Company has been constituted by theBoard in their meeting held on May 28 2021 with the responsibility of reviewing the riskmanagement process in the Company and ensuring that the risks are brought withinacceptable limits.

The Company endeavors to continually sharpen its Risk Management systems and processesin line with a rapidly changing business environment. There are no risks which in theopinion of the Board threaten the existence of the Company. However some of the riskswhich may pose challenges are set out in the Management Discussion and Analysis whichforms part of this Annual Report.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls with reference tofinancial statements. Such controls were tested during the financial year and no materialweaknesses in the design or operation were observed. Review of the financial controls isdone on an ongoing basis.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company maintains adequate internal control system and procedures commensuratewith its size and nature of operations. The internal control systems are designed toprovide a reasonable assurance over reliability in financial reporting ensure appropriateauthorization of transactions safeguarding the assets of the Company and prevent misuse/losses and legal compliances.

The internal control system includes a well-defined delegation of authority and acomprehensive Management Information System coupled with quarterly reviews of operationaland financial performance a well-structured budgeting process with regular monitoring ofexpenses and Internal audit. The Internal Audit reports are periodically reviewed by themanagement and the Audit Committee and necessary improvements are undertaken if required.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM

The Company has a vigil mechanism for Directors and Employees to report their concernsabout unethical behavior actual or suspected fraud or violation of the Company's Code ofConduct. The mechanism provides for adequate safeguards against victimization of effectedDirector(s) and Employee(s). In exceptional cases Directors and Employees have directaccess to the Chairman of the Audit Committee. The Whistle Blower Policy is available onCompany's website at www.ace-cranes.com. During the year no case of genuine concernsreceived under this policy.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of allapplicable Secretarial Standards issued by the Institute of Company Secretaries of Indiaand that such systems are adequate and operating effectively.

POLICY ON PREVENTION PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN ATWORKPLACE

The Company has laid down sexual harassment policy pursuant to provision of SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 andRules made thereunder. The objective of this policy is to provide protection againstsexual harassment of women at workplace and for the prevention and redressal of complaintsof sexual harassment and for matters connected therewith. The Company has zero toleranceon sexual harassment at workplace. During the financial year 2020-21 no complaint wasreceived under this policy.

RESEARCH AND DEVELOPMENT

Your Company continues to invest in a comprehensive Research & Development(R&D) programme to develop a unique source of sustainable competitive advantage andbuild future readiness by leveraging contemporary advances in several relevant areas ofscience and technology and blending the same with classica concepts of productdevelopment.

The Company has dedicated R&D centers at Jajru Road Faridabad and at Dudhola LinkRoad Dudhola Village Palwal. Both these centers have accreditations from the Ministry ofScience and Technology Govt. of India. Both the centers continuously carries out Researchand Developments for developing new products and also focus on the quality of productsmaking them more economical cost effective and user friendly.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING 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 Company's operations in future.

PARTICULARS OF REMUNERATION OF DIRECTORS/ KMP/EMpLOYEES

Disclosures pertaining to remuneration and other details as required under Section197(12) of the Companies Act 2013 and Rule 5(1) 5(2) and 5(3) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 is attached as Annexure-VIto this Report.

PUBLIC DEPOSITS

During the year your Company did not accept any public deposits under Chapter V of theCompanies Act 2013 and as such no amount on account of principal or interest on publicdeposits was outstanding as of March 31 2021.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT2013

Particulars of loans guarantees and investments under Section 186 of the CompaniesAct 2013 as at the end of the financial year 2020-21 are provided in the notes tostandalone financial statements.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information pursuant to conservation of energy technology absorption and foreignexchange earnings and outgo as required to be disclosed under the Companies Act 2013 isannexed as Annexure-VII and forms a part of this report.

ANNUAL RETURN

The extracts of the Annual Return of the Company in Form MGT-9 as they stood on theclose of the financial year i.e. March 31 2021 is furnished in Annexure-VIII and formspart of this Report.

Further a copy of the Annual Return of the Company containing the particularsprescribed under section 92 of the Companies Act 2013 in Form MGT-7 as they stood onthe close of the financial year i.e. March 31 2020 is uploaded on the website of theCompany i.e. www.ace-cranes.com in the Investor Relations Section.

INVESTORS EDUCATION AND pROTECTION FUND (IEpF)

In accordance with the applicable provisions of Companies Act 2013 read with InvestorEducation and Protection Fund (Accounting Audit Transfer and Refund) Rules 2016("IEPF Rules") all unclaimed dividends are required to be transferred by theCompany to the IEPF after completion of seven (7) years. Further according to IEPFRules the shares on which dividend has not been claimed by the shareholders for seven (7)consecutive years or more shall be transferred to the demat account of the IEPF Authority.

The details relating to amount of dividend transferred to the IEPF authority andcorresponding shares on which dividends were unclaimed for seven (7) consecutive yearsare provided in the Corporate Governance Report section of this Annual Report.

AWARDS AND RECOGNITIONS

Your Company continues to deliver unmatched performance amongst its peers and has beenconferred with awards every year. The Company was awarded with many awards andrecognition. The significant award includes:

• "Best Company of the Year (Manufacturing)" Award at the BusinessLeader of the Year Awards April 2021;

• The Economic Times Prestigious Brands 2020-21 Award March 2021;

• "10 Most Inspiring CFO's In India 2020" by CEO Insights Magazine;

• "Bestseller in Mobile Cranes Category" at Equipment India AwardsOctober 2020;

• Best Company in Cranes & Tower Cranes- CIA World Awards Feb 2019;

• Best Company of the Year - ET Now;

• Business Leader of the Year- CMD Mr. Vijay Agarwal - ET Now;

• Outstanding Employee Engagement Strategy Award- World HRD Congress;

• Most Innovative HR Award- World HRD Congress.

BUSINESS RESPONSIBILITY REPORT

Pursuant to the provision of Regulation 34(2)(f) of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 your company is required to submit BusinessResposibility Report (BRR) for the financial year 2020-21 which is annexed as Annexure-IX.

DIVIDEND DISTRIBUTION POLICY

Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 as amended by the SEBI (Listing Obligations and DisclosureRequirements) (Second Amendment) Regulations 2021 ("the Regulations") makes itmandatory for the top 1000 listed entities based on their market capitalization calculatedas on March 31 of every financial year to formulate a Dividend Distribution Policy.

In compliance with the provisions of Regulation 43A of the Listing Regulations theBoard of Directors of the Company at its meeting held on May 28 2021 has approved andadopted the Dividend Distribution Policy of the Company ("the Policy"). Thepolicy inter alia lays down various parameters relating to declaration/ recommendation ofdividend. The policy is available on the Company's website at www.ace-cranes.com.

STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY EXPERTISE ANDEXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THEYEAR

In the opinion of Board of Directors of the Company Independent Directors on the Boardof Company hold highest standards of integrity and are highly qualified recognized andrespected individuals in their respective fields. It's an optimum mix of expertise(including financial expertise) leadership and professionalism.

CHANGE OF REGISTRAR AND TRANSFER AGENT (RTA)

Company's existing RTA M/s Kfin Technologies Private Limited ("KFIN") basedat Hyderabad has been replaced by the Board in their meeting held on January 28 2021 withnew RTA i.e. M/s

Skyline Financial Services Private Limited ("SKYLINE") based at New Delhiw.e.f April 2021 and pursuant to SEBI (LODR) Regulation a tripartite agreement has beenexecuted between the existing RTA new RTA and the Company.

OTHER INFORMATION

Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under reviewor said items are not applicable to the Company:

1. The Managing Director and the Whole Time Directors has not received any remunerationor commission from any of its subsidiaries.

2. Buy back of securities: No.

3. Bonus shares: Not Issued.

4. No application has been made under the Insolvency and Bankruptcy Code; hence therequirement to disclose the details of application made or any proceeding pending underthe Insolvency and Bankruptcy Code 2016 (31 of 2016) during the year alongwith theirstatus as at the end of the financial year is not applicable; and

5. The requirement to disclose the details of difference between amount of thevaluation done at the time of onetime settlement and the valuation done while taking loanfrom the Banks or Financial Institutions along with the reasons thereof is notapplicable.

ACKNOWLEDGEMENT

The Board places on record its appreciation for the support and continued co-operationextended by all the customers vendors dealers bankers regulators and businessassociates. The Board places on record its appreciation to all the employees for theirdedicated and committed services. Your Directors deeply acknowledge the continued trustand confidence that the shareholders place in the management and is confident that withtheir continued support the Company will achieve its objectives and emerge stronger inthe coming years.

For and on behalf of the Board of
Action Construction Equipment Limited
Sd/-
Vijay Agarwal
Place: Faridabad Chairman & Managing Director
Date : July 31 2021 DIN: 00057634

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