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Amco India Ltd.

BSE: 530133 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE924B01011
BSE 00:00 | 24 Sep 44.50 -0.45
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NSE 05:30 | 01 Jan Amco India Ltd
OPEN 44.55
PREVIOUS CLOSE 44.95
VOLUME 160
52-Week high 53.40
52-Week low 22.05
P/E 9.27
Mkt Cap.(Rs cr) 18
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 44.55
CLOSE 44.95
VOLUME 160
52-Week high 53.40
52-Week low 22.05
P/E 9.27
Mkt Cap.(Rs cr) 18
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Amco India Ltd. (AMCOINDIA) - Director Report

Company director report

THE MEMBERS

The Directors have pleasure in presenting the 33rd Annual Report on the performance ofyour Company for the Financial Year ended 31st March 2020.

1. STATEMENT OF COMPANY'S AFFAIRS:

i. Financial Summary:

The performance of the Company for the financial year ended 31st March 2020 issummarized below:

Particulars 2019-2020 2018-2019
Total Income 8619.56 8033.45
Total expenses 8494.41 7965.24
Profit before Exceptional Items & Tax 125.15 68.21
Exceptional Items 0 0
Net Profit before Taxation 125.15 68.21
Tax Expenses:
Tax adjustments for earlier year 0.04 8.19
Current Tax 36.70 14.50
Deferred Tax 0.30 (13.55)
MAT Credit Entitlement 0 0.51
Net Profit After Tax 88.11 75.96
Re-measurement gains/ (losses) on post employment benefit plans 2.93 (0.35)
Total Profit for the year 91.04 75.61

ii. Performance Review:

During the Financial Year 2019-20 the financial results of the Company weresatisfactory. The revenue of the Company for the Financial Year 2019-20 was Rs. 8619.56/-lakhs as compared to the revenue of Rs. 8033.45/- lakhs during the financial year 2018-19.The Company has earned the total profit of Rs. 91.04/- lakhs during the year under reviewin comparison to the net profit of Rs. 75.61 lakhs earned during the previous FinancialYear.

iii. Transfer to Reserves:

The Company has not transferred any amount to the General Reserves during the yearunder review and no amount is presently proposed to be carried to the reserves.

iv. Dividend:

The Board has not recommended any dividend on the equity shares of the Company for thefinancial year ended 31st March 2020.

v. Revision of Financial Statements or Board's report:

The Board of Directors of the Company has not revised the Financial Statements andBoard's report of the financial year under review.

vi. Material changes during the financial year and commitments subsequent to theclosure of financial year and upto the date of Boards Report:

Changes in Board of Directors & KMPs

The term of Mr. Dharam Pal Aggarwal & Mr. Ankit Aggarwal as Independent Directorsof the Company expired at the 32nd Annual General Meeting of the Company held on 28thSeptember 2019. Pursuant to the provisions of Companies Act 2013 read with SEBI (LODR)Regulations 2015 Mr. Dharam Pal Aggarwal & Mr. Ankit Aggarwal were eligible forre-appointment. Accordingly Mr. Dharam Pal Aggarwal & Mr. Ankit Aggarwal werere-appointment as Independent Non- Executive Directors of the Company for the period of 5years with the approval of shareholders.

During the year under review Ms. Priyanka Beniwal resigned from the post of CompanySecretary & Compliance Officer (Whole Time Key Managerial Personal) of the Companyw.e.f 4th February 2020 The Nomination and Remuneration Committee as well as Board of theCompany took note of her resignation in their respective meetings.

Based upon the recommendation received from Nomination and Remuneration Committee ofthe Company the Board of Directors appointed Mr. Subrat Mohan Gupta as the CompanySecretary & Compliance Officer (Whole Time Key Managerial Personal) w.e.f 11thFebruary 2020.

Mr. Subrat Mohan Gupta resigned from the post of Company Secretary & ComplianceOfficer (Whole Time Key Managerial Personal) of the Company w.e.f 8th August 2020.

Global Pandemic - COVID-19

The outbreak of Coronavirus (COVID-19) pandemic globally and in India is causingsignificant disturbance and slowdown of economic activity. In many countries businessesare being forced to cease or limit their operations for long or indefinite periods oftime. Measures taken to contain the spread of the virus including travel bansquarantines social distancing and closures of non-essential services have triggeredsignificant disruptions to businesses worldwide resulting in an economic slowdown.

COVID-19 is significantly impacting business performance & business operation ofthe companies by way of interruption in production supply chain disruptionunavailability of personnel closure / lockdown of production facilities etc. On March 242020 the Government of India ordered a nationwide lockdown for 21 days which further gotextended till May 3 2020 to prevent community spread of COVID-19 in India resulting insignificant reduction in economic activities.

vii. Key changes in the Nature of business:

There were no key changes in the nature of the business during the year under review.

viii. Operations and Future Outlook during the year:

The results during the Financial year 2019-20 were satisfactory but your Company aimsto achieve higher targets. Due to stiff competition and other internal as well as externalforces your Company faced issues during the year under review. With the abundance ofsupplies with no increase in actual demand of the product due to the entry of new marketplayers the Company is continuously trying and changing its market strategy for better andimproved results. The Company is in the process of bringing in better technology &expanding its areas of operation and is aiming for much better results in the near future.

2. DIRECTORS:

i. Meetings of the Board:

The Board met Five (5) times during the Financial Year 2019-20 in respect of thosemeetings proper notices were given and the proceedings were properly recorded. Theintervening gap between any two meetings was within the period prescribed under CompaniesAct 2013 Secretarial Standards and SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 on the Corporate Governance. For further details regardingnumber of meetings of the Board and its committees please refer Corporate GovernanceReport annexed to the Annual Report.

ii. Changes in Board of Directors:

The term of Mr. Dharam Pal Aggarwal & Mr. Ankit Aggarwal as Independent Directorsof the Company expired at the 32nd Annual General Meeting of the Company held on 28thSeptember 2019. Pursuant to the provisions of Companies Act 2013 read with SEBI (LODR)Regulations 2015 Mr. Dharam Pal Aggarwal & Mr. Ankit Aggarwal were re-appointment asIndependent Non- Executive Directors of the Company for the period of 5 years with theapproval of shareholders.

Except this during the year under review there was no change in the Board ofDirectors of the Company.

iii. Declaration by Independent Directors:

The Company has received necessary declaration from all the Independent Directors underSection 149(7) of the Companies Act 2013 declaring that they meet the criteria ofindependence laid down in Section 149(6) of the Companies Act 2013 and under SEBI(Listing Obligations & Disclosure Requirements) Regulations 2015.

iv. Training of Independent Directors:

The Company has adopted a Training Policy for training of Independent Directors whichinter-alia

includes the various familiarization programmes in respect of their roles rightsresponsibilities in the Company nature of the industry in which the Company operatesbusiness model of the Company etc. Further the same is also taken care during the variousstrategy meets of the Company and different presentations in the Board/Committee meetingson the statutory Laws. The details of such familiarization programmes/Training Policy havealso been posted on the website of the Company at www.amcoindialimited.com.

v. Separate Meeting of Independent Directors:

The Independent Directors were fully kept informed of the Company's activities in allits spheres. During the year under review a separate meeting of Independent Directors washeld on 10th March 2020 and the Independent Director's reviewed the performance of:

a) The Executive Directors of the Company- viz. Mr. Surender Kumar Gupta Chairman& Managing Director Mr. Rajeev Gupta Whole - Time Director and Mrs. Vidhu GuptaWhole Time Director & Woman Director

b) The Board of Directors of the Company as a whole

c) The Independent Directors also reviewed the performance of Chairman of the Companyand

d) They also assessed the quality quantity and timeliness of flow of informationbetween the Company's management and the Board that are necessary for the Board toeffectively and reasonably perform their duties.

vi. Key Managerial Personnels (KMPs):

During the year under review Ms. Priyanka Beniwal resigned from the post of CompanySecretary & Compliance Officer (Whole Time Key Managerial Personal) of the Companyw.e.f 4th February 2020. The Nomination and Remuneration Committee and Board of Directorsof the Company took note of her resignation.

Based upon the recommendation received from Nomination and Remuneration Committee ofthe Company the Board of Directors appointed Mr. Subrat Mohan Gupta as the of CompanySecretary & Compliance Officer (Whole Time Key Managerial Personal) w.e.f 11thFebruary 2020.

Mr. Subrat Mohan Gupta resigned from the post of Company Secretary & ComplianceOfficer (Whole Time Key Managerial Personal) w.e.f 8th August 2020. The Nomination andRemuneration Committee and Board of Directors of the Company took note of his resignation.

Except this there was no change in the Key Managerial Personnels of the Company duringthe year under review.

vii. Performance Evaluation Criteria:

The Securities and Exchange Board of India (Listing Obligations and DisclosuresRequirement) Regulations 2015 mandated that the Board shall monitor or review Boardevaluation framework. The Companies Act 2013 states that a formal annual evaluation needsto be made by the Board of its performance and that of Committees and of the Directors.The Schedule IV of the Companies Act 2013 states that the performance evaluation of theIndependent Directors shall also be done by the entire Board of Directors excluding theDirector being evaluated.

The evaluation of all the Directors and the Board as the whole was conducted based onthe criteria and framework adopted by the Board. The Board works with the Nomination &Remuneration committee to lay down the evaluation criteria for the performance ofexecutive/non-executive/independent directors through a peer evaluation excluding theDirector being evaluated through the Board efficiency survey. The Board's functioning wasevaluated on various aspects including inter alia degree of fulfillment of keyresponsibilities Board structure and composition establishment and delineation ofresponsibilities to various Committees effectiveness of Board processes information andfunctioning information flow relationship with the stakeholders Company's performance& Company strategies.

The Directors were evaluated on aspects such as attendance and contribution at Board/Committee Meetings and guidance/ support to the management outside Board/ CommitteeMeetings. In addition the Chairman was also evaluated on key aspects of his roleincluding setting the strategic agenda of the Board encouraging active engagement by allBoard members and motivating and providing guidance to the Managing Director.

The areas on which the Committees of the Board were assessed included degree offulfillment of key responsibilities adequacy of Committee composition and effectivenessof meetings.

The performance evaluation of the Independent Directors was carried out based on thethree key roles of the Independent Directors - governance control & guidance. Someperformance indicators bases upon which the independent directors were evaluated are:

a) Ability to contribute to corporate governance practices of the Company;

b) Active participation in long term strategic planning;

c) Commitment to the fulfillment of directors' obligations & fiduciaryresponsibility;

d) Participation in Board and committee meetings.

The Independent Directors who also reviewed the performance of the Board as a wholecarried out the performance evaluation of the Chairman and the Executive Directors.

viii. Policy for Appointment of Directors & Remuneration:

The policy of the Company for the appointment of Directors in place of one resigning orretiring or for some new introduction to the Board of Directors of the Company and fordetermining the remuneration can be viewed at the website of the Company atwww.amcoindialimited.com. The policy relating to the appointment and remuneration ofdirectors comes under the functional area of Nomination & Remuneration Committee ofthe Company. The policy is concerned with the identification ascertainment of theintegrity qualification expertise and experience having regard to the skills of thecandidate that is to be brought to the Board/Company.

ix. Directors' Responsibility Statement:

Pursuant to the requirement under Section 134(5) of the Companies Act 2013 withrespect to the Directors' Responsibility Statement it is hereby confirmed that:

a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

b) 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 the financial year and ofthe profit of the Company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the annual accounts on a ‘going concern' basis; and

e) the directors had laid down internal financial controls to be followed by theCompany and that

such internal financial controls are adequate and were operating effectively.

f) the directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.

3. BOARD COMMITTEES & RELATED INFORMATION:

i. AUDIT COMMITTEE:

Audit Committee Composition:

The Audit Committee is composed of following as Chairman & members:

a) Mr. Dharam Pal Aggarwal Chairman & member.

b) Mr. Rajeev Gupta member.

c) Mr. Naseem Ahmad member.

Recommendations of Audit Committee not accepted by the Board:

The Board accepted all the recommendations made by the Audit committee during the yearunder review.

Vigil Mechanism (Whistle Blower Policy):

The Company has adopted a Whistle Blower Policy to provide a formal mechanism to theDirectors and employees to report their concerns about unethical behaviour actual orsuspected fraud or violation of the Company's Code of Conduct. It also provides foradequate safeguards against the victimization of employees who avail of the mechanism andallows direct access to the Chairperson of the Audit Committee in exceptional cases. Wefurther affirm that no employee has been denied access of the

Audit Committee during the financial year 2019-20. The policy is placed on the websiteof the Company at www.amcoindialimited.com.

ii. NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee (NRC) of Directors reviews the composition ofthe Board to ensure that there is an appropriate mix of abilities experience anddiversity to serve the interests of all shareholders and the Company.

Nomination & Remuneration Policy:

The policy of the Nomination & Remuneration Committee is based on the following:

a) to follow the process of appointment of Director / KMPs when a vacancy arises or isexpected the NRC will identify ascertain the integrity qualification appropriateexpertise and experience having regard to the skills that the candidate will bring to theBoard / Company;

b) to decide whether qualification expertise and experience possessed by a person aresufficient / satisfactory for the concerned position;

c) to determine the level & composition of remuneration which is reasonable &sufficient to attract retain & motivate directors to run the Company successfully;

d) to ensure the relationship of remuneration with the performance;

e) to ensure that any person(s) who is/ are appointed or continues as KMP's orIndependent directors shall comply with the conditions laid under the provisions ofCompanies Act 2013 & SEBI (LODR) Regulations 2015;

f) to specify time period within which the employee shall exercise the vested optionsin the event of termination or resignation of an employee.

The detailed policy of the Nomination & Remuneration Committee is uploaded on thewebsite of the Company at www.amcoindialimited.com.

iii. STAKEHOLDER'S RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee considers the following:

a) to consider and resolve the grievances of the security holders of the Companyincluding complaints related to transfer of shares non receipt of annual report nonreceipt of declared dividends etc.

b) to set forth the policies relating to and to oversee the implementation of the Codeof Conduct for Prevention of Insider Trading and to review the concerns received under theCode of Conduct. The Company has adopted the Code of Internal Procedures and Conduct forPrevention Regulating Monitoring and Reporting of Insider Trading under the SEBI(Prohibition of Insider Trading) Regulations. The Code lays down guidelines for proceduresto be followed and disclosures to be made while dealing in the shares of the Company. TheCompany's Code on prevention of Insider Trading also ensures timely and adequatedisclosure of Price Sensitive Information as required under the Regulations.

iv. OTHER COMMITTEES:

INTERNAL COMPLAINT COMMITTEE:

The Company has formed the Internal Complaint Committee as required under the Section21 of the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal)Act 2013 read with the relevant rules for both the plant of the Company situated atBaddi Himachal Pradesh & Noida Uttar Pradesh.

The Internal Complaint Committee of the Company was reconstituted in accordance withthe provisions of Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013 during the year review. The respective Committees met two times eachduring the year and reviewed & discussed the relevant issues.

4. CORPORATE GOVERNANCE:

Your Company is committed to bind itself with good Corporate Governance standards. Ithas put in place an effective Corporate Governance System that ensures proper complianceof the provisions of Securities and Exchange Board of India (Listing Obligations andDisclosures Requirement) Regulations 2015 with Stock Exchange. A Corporate GovernanceReport MDA Report together with the Certificate from the Auditors of the

Company regarding compliance of conditions of Corporate Governance is made part of theAnnual Report. The Management's Discussion and Analysis Report for the year under reviewas stipulated under the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015 ("Listing Regulations") is annexedto the Board report as Annexure I.

The Company has entered into the Listing Agreement with the Stock Exchange where theshares of the Company are listed in compliance with the provisions of the Securities andExchange Board of India (Listing Obligations and Disclosures Requirement) Regulations2015.

The Company has a proper mix of Executive and Non - Executive Directors on Board and aWomen Director and Independent Directors appointed pursuant to the provisions of CompaniesAct 2013 and SEBI (LODR) Regulations 2015.

The Company has framed a Code of Conduct for all its Board Members and SeniorManagement Personnel of the Company who have affirmed compliance thereto. The said code ofconduct has been posted on the Company's website. The Declaration to this effect signed bythe Chairman & Managing Director is made part of the Annual Report.

The Company has obtained the certificate from the Auditors of the Company regardingcompliance of the conditions of the Corporate Governance and is annexed to the Director'sReport as Annexure II.

5. RISK MANAGEMENT POLICY:

The Company's Risk Management Policy with a robust supporting risk management frameworkfacilitates identification and assessment of new risks and review of presently identifiedrisks. The process is based on identified risks and the risk events or factors whichrequire regular assessment and quick response. Based on the probability & impact ofthe risk the requisite controls and action plans have been designed and implemented. TheKey Risk Indicators have been identified to measure the adequacy effectiveness andefficiency of these controls and action plans.

The objective of risk management in the Company is to act as an enabler in maintainingits knowledge edge sustaining and expanding the business being competitive and ensuringexecution of projects within budgeted cost and time resulting in improved turnover andprofitability. The Risk Management Policy of the Company can be viewed at the website ofthe Company at www.amcoindialimited.com

6. AUDITORS:

i. Statutory Auditors:

In accordance with the provisions of Section 139 of the Companies Act 2013 read withthe Companies (Audit and Auditors) Rules 2014 and on recommendation of the AuditCommittee M/s. Dhirubhai Shah & Co. LLP Chartered Accountants were appointed asStatutory Auditors of the Company for the period of 5 years in the 30th Annual GeneralMeeting of the Company held on 26th September 2017. The requirement to place the matterrelating to the ratification of the appointment of Statutory Auditors by the members atevery AGM has been done away with by the Companies (Amendment) Act 2017. Accordingly noresolution is being proposed for the ratification of appointment of the Statutory Auditorsat the ensuing AGM.

Board's explanation and Comments:

The Notes on Accounts read with the Auditors Report are self explanatory and thereforedo not require any further comments or explanations as the Auditor's Report given byauditors of the Company doesn't contain any qualification reservation or adverse remarks.

Reporting of Fraud by Statutory Auditors:

As required under Section 143 (12) of Companies Act 2013 the Statutory Auditors havenot reported to the Board any instances of fraud committed against the Company by itsofficers or employees. Hence no such information is required to be mentioned in BoardsReport.

ii. Cost Auditors:

As per Companies (Cost Records and Audit) Rules 2014 issued by the Ministry ofCorporate Affairs on 13th June 2014 the provisions of Cost Audit and maintenance of Costrecords are not applicable on the Company for the Financial Year 2019-20.

iii. Internal Auditors:

In compliance with Section 138 of Companies Act 2013 read with Rule 13 of Companies(Accounts) Rules 2014 M/s. V.V. Kale & Co. Chartered Accountants were appointed asan Internal Auditors of the

Company to conduct Internal Audit for the Financial Year 2019-20. The Internal Auditorshave submitted their Internal Audit Report for the Financial Year 2019-20 to the Board ofDirectors of the Company. Board's explanation and Comments:

The Internal Audit Report given by the Internal Auditors of the Company does notcontain any qualification reservation or adverse remarks and does not require any furthercomments or explanations.

iv. Secretarial Auditors:

In compliance with the provisions of the Section 204 of Companies Act 2013 M/s. MohitBajaj & Associates Practising Company Secretaries were appointed as the SecretarialAuditors of the Company by the Board of Directors to conduct Secretarial Audit for theFinancial Year 2019-20.

a) Secretarial Audit & Report thereupon:

The Secretarial Audit Report as required under Section 204 of the Companies Act 2013for the financial year 2019-20 is annexed to this Report as Annexure III.

Board's explanation and Comments:

The Secretarial Audit report does not require any further comments or explanations asit does not contain any qualification reservation or adverse remark.

b) Annual Secretarial Compliance Report:

The Company has obtained Annual Secretarial Compliance Report from Mr. Mohit BajajPractising Company Secretary confirming compliance of SEBI Regulations / Circulars /Guidelines issued thereunder and applicable to the Company.

Board's explanation and Comments:

The Annual Secretarial Compliance Report does not require any further comments orexplanations as it does not contain any qualification reservation or adverse remark.

7. MANAGERIAL REMUNERATION:

The remuneration paid by the Company to its Managing Director & Whole TimeDirectors is as per the terms of their appointment. The details of the same are enumeratedbelow. No sitting fee is paid by the Company to the Non-executive directors. In additionthe Non-Executive directors are not holding any shares in the Company. The details ofremuneration paid to Managing Director/Whole Time Directors for the financial year ended31st March 2020. (in. Rs.)

Name Salary (Total) (PA) Service Contract Details
Rajeev Gupta Whole Time Director 1800000/- Perquisites: Reimbursement of Medical expenses by the Company Leave Travel Concession & Club Membership to be paid by the Company. Other Benefits: Free use of Company's Car for office & personal Work alongwith the driver. Telephone at residence at Company's cost. Reimbursement of entertainment expenses incurred for the Company's business.
Surender Kumar Gupta CMD 2400000/- Perquisites: Reimbursement of Medical expenses by the Company Leave Travel Concession & Club Membership to be paid by the Company. Other Benefits: Free use of Company's Car for office & personal Work alongwith the driver. Telephone at residence at Company's cost. Reimbursement of entertainment expenses incurred for the Company's business.
Vidhu Gupta Whole Time Director 600000/-

• Mrs. Vidhu Gupta Whole Time Director of the Company has foregone all of hersalary i.e the sum of Rs.

600000/- during the year under review.

8. JOINT VENTURES:

M/s. Amco India Limited had diversified its business and has entered into a Memorandumof Understanding

with M/s. Krish Infrastructures Private Limited forming "Krish Icons' (AOP) forconstruction and development of Housing Projects in Bhiwadi. The Profit Sharing Ratio forAmco India Limited & Krish Infrastructures Private Limited in the said project is40:60 respectively. The project is in progress and the Company has started fetching profitfrom the sale of the units which are completed with M/s. Krish Infrastructures PrivateLimited.

9. PARTICULARS OF EMPLOYEES:

The information required under Section 197 (12) of the Companies Act 2013 read withCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 relating tothe ratio of the remuneration of each Director to the median employee's remuneration andthe statement showing the details of top ten employees in terms of remuneration is annexedto this report as Annexure IV.

10. ANNUAL RETURN:

In accordance with the provisions of Section 92 (3) of the Act read with Companies(Management and Administration) Rules 2014 the extract of Annual Return in Form MGT 9 isannexed to this report as Annexure V. The copy of the Annual Return is available on thewebsite of the Company at http://www.amcoindialimited. com/reports-&-results.html

11. PARTICULARS OF ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO:

The disclosure under Section 134(3)(m) of the Companies Act 2013 read with Companies(Accounts) Rules 2014 relating to foregoing matters are as follows.

i. Conservation of Energy:

a) Steps Taken or Impact on Conservation of Energy:

In the past few years the Company has tried to improve energy efficiency significantlyby various measures. Steps taken to conserve energy include:

• At its plants the Company has carried out various actions to optimize energyconsumption and reduce losses.

• The periodical reviews conducted at plants have given a number of actionableideas which are being implemented to conserve energy.

• Energy efficient motors are being installed in order to optimize use of power.

• In its plants and offices the Company has replaced conventional light fixtureswith energy efficient fixtures such as LED lights and tubes.

b) Steps taken by the Company for utilizing alternate sources of Energy:

The Company is planning to take steps for utilizing alternate sources of energyincluding installation of solar light panel system for street lights and other such systemat its Plants.

c) Capital Investment on Energy Conservation Equipments:

During the year under review the Company has made capital investment on energyconservation equipments. The equipment in which investment was made includes energyefficient motors and LED lights.

ii. Technology Absorption:

a) Efforts made towards Technology Absorption:

The Company has neither entered into any technical collaboration with any foreigncountry nor imported any technology from any foreign country or organization.

b) Benefits derived like product improvement cost reduction product development orimport substitution:

Not applicable.

c) In case of imported technology (imported during the last three years reckoned fromthe beginning of the financial year):

The Company has not imported any technology during the previous three financial years.

d) Expenditure incurred on Research and Development:

No Research & Development work has been carried out by the Company during the yearunder review and therefore is no expenditure on this head.

iii. Foreign Exchange Earning & Outgo:

Particulars 2019-20 2018-19
Foreign Exchange Earning 5.94 20.21
Foreign Exchange Outgo 5.37 11.11

12. PUBLIC DEPOSITS:

During the year under review the Company has not invited/accepted any deposits fromthe public and no amount on account of principal or interest were outstanding on depositswithin the meaning of Companies Act 2013 and rules made there under.

13. LOANS GUARANTEE & INVESTMENTS:

The details of loans & advances given by the Company during the financial yearunder review can be viewed in respective notes to the Balance Sheet.

14. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of CSR are not applicable on the Company as the Company does not fallinto the prescribed criteria's.

15. CONTRACTS & ARRANGEMENTS WITH RELATED PARTY:

All contracts / arrangements / transactions entered by the Company during the financialyear with related parties were on an arm's length basis & in the ordinary course ofbusiness. During the year the Company had not entered into any contract / arrangement /transaction with related parties which could be considered material in accordance withthe policy of the Company on materiality of related party transactions.

There were no materially significant related party transactions which could havepotential conflict with interest of the Company at large.

The Policy on materiality of related party transactions and dealing with related partytransactions as approved by the Board may be accessed on the Company's website atwww.amcoindialimited.com The details of the transactions with Related Parties at providedin the Form No. AOC 2 as annexed to this report as Annexure VI.

16. INTERNAL CONTROL SYSTEMS:

The Company's internal audit systems are geared towards ensuring adequate internalcontrols commensurate with the size and needs of the business with the objective ofefficient conduct of operations through adherence to the Company's policies identifyingareas of improvement evaluating the reliability of Financial Statements ensuringcompliances with applicable laws and regulations and safeguarding of assets fromunauthorized use. The details of the internal controls system are given in the ManagementDiscussion and Analysis Report which forms part of the Directors' Report.

17. SECRETARIAL STANDARDS:

The Company has followed applicable Secretarial Standards i.e. SS-1 and SS-2 relatingto ‘Meetings of the Board of Directors' and ‘General Meetings' respectively. TheCompany has complied with the provisions of all the applicable Secretarial Standards.

18. SHARE CAPITAL:

The Company has only one kind of share capital i.e. Equity shares with same votingrights. The Authorised Share capital of the Company is Rs. 75000000/- divided into7500000 shares of Rs. 10/-each. The Paid up share capital of the company is Rs.41100000/- divided into 4110000 equity shares of Rs. 10/- each.

i. Sweat Equity shares:

The Company has not issued any sweat equity shares during the financial year underreview.

ii. Issue of further Share Capital:

The Company has not issued any further shares during the financial year under review.

iii. Buy back of Shares:

During the year under review the Company has not made any offer to buy back itsshares.

19. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTIONPROHIBITION AND REDRESSAL) ACT 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted aPolicy on Prevention Prohibition and Redressal of Sexual Harassment at the Workplace inline with the provisions of the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013 and the rules there under. The Policy aims to provideprotection to employees at the workplace and prevent and redress complaints of sexualharassment and for matters connected or incidental thereto with the objective ofproviding a safe working environment where employees feel secure. The details ofcomplaint of sexual harassment during the financial year 2019-20 are as follows:

• Number of complaints of sexual harassment received in the year: Nil

• Number of complaints disposed during the year: N.A.

• No. of cases pending for more than ninety days: Nil

• Nature of action taken by the employer or District Officer: N.A.

20. INDUSTRIAL RELATIONS:

The relation with the employees continues to be peaceful and cordial throughout theyear. Your Board believes that trained and motivated people determine the futureaugmentation of the Company. Your Board places on record appreciation for the efforts andenthusiasm shown by employees at all levels.

21. ACKNOWLEDGEMENTS:

It is our strong belief that caring for our business constituents has ensured oursuccess in the past and will do so in future. Your Directors would like to acknowledge andplace on record their sincere appreciation on the co-operation and assistance extended bythe various Government Authorities Company's Bankers etc. The Directors convey theirsincere thanks for the continued support given to the company by the esteemed shareholdersand valued customers. The Directors also recognize and appreciate the dedication and hardwork put in by the employees at all levels and their continued contribution to itsprogress.

Place: Noida U.P For Amco India Limited
Date: 27.08.2020
sd/- sd/-
Surender Kumar Gupta Rajeev Gupta
Chairman & MD Whole Time Director
DIN:00026609 DIN: 00025410
Add: C-53-54 Sector 57 Add: C-53-54 Sector 57
Noida U.P-201301 Noida U.P-201301

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