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Anik Industries Ltd.

BSE: 519383 Sector: Others
NSE: ANIKINDS ISIN Code: INE087B01017
BSE 00:00 | 25 May 25.50 -1.00
(-3.77%)
OPEN

25.75

HIGH

26.55

LOW

25.25

NSE 00:00 | 25 May 25.55 -0.60
(-2.29%)
OPEN

26.70

HIGH

26.75

LOW

25.10

OPEN 25.75
PREVIOUS CLOSE 26.50
VOLUME 6394
52-Week high 39.40
52-Week low 15.36
P/E 9.17
Mkt Cap.(Rs cr) 71
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 25.75
CLOSE 26.50
VOLUME 6394
52-Week high 39.40
52-Week low 15.36
P/E 9.17
Mkt Cap.(Rs cr) 71
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Anik Industries Ltd. (ANIKINDS) - Director Report

Company director report

Dear Shareholders

Your Directors have pleasure in presenting 45th Annual Report together withthe Audited Financial Statement of the Company for the financial year ended 31stMarch 2021.

FINANCIAL SUMMARY

The Performance of the Company for the financial year ended on 31st March2021 is summarized below:

(Rs. in Lakhs)

Particulars

Standalone

Consolidated

2020-2021 2019-2020 2020-2021 2019-2020
Revenue from operations 13371.02 49243.16 13371.02 49873.07
Other Income 1692.01 806.63 1627.74 692.64
Profit/ (Loss) before Depreciation Finance Cost Exceptional items & Tax Expenses 1786.33 (4517.45) 1716.47 (4635.28)
Less: Depreciation 81.99 88.79 81.99 88.79
Profit/ (Loss) before Finance Cost Exceptional Items and Tax Expenses 1704.34 (4606.24) 1634.48 (4724.07)
Less: Finance Cost 1072.78 1095.26 1074.50 1095.56
Profit/ (Loss) before Exceptional Items and Tax Expenses 631.56 (5701.50) 559.98 (5819.63)
Add/ (Less): Exceptional items - - - -
Profit (Loss) before tax expenses 631.56 (5701.50) 559.98 (5819.63)
Less: Current tax 12.00 0 12.00 0
Less: Deferred tax 163.03 (1928.44) 163.03 (1928.44)
Less: Earlier Taxes paid - - - -
Profit (Loss) for the year from continuing operations (A) 456.53 (3773.06) 384.96 (3891.19)
Profit (Loss) from discontinuing operations before tax - - - -
Less: Current tax - - - -
Less: Deferred tax - - - -
Profit (Loss) from discontinuing operations after tax (B) - - - -
Profit (Loss) for the year (A+B) 456.53 (3773.06) 384.96 (3891.19)
Add: Share of Profit (Loss) of associate Profit (Loss) for the year after Minority interest and Share of Profit/(Loss) of Associates 456.53 (3773.06) 64.27 449.23 113.98 (3777.20)
Add: Other Comprehensive Income (9.63) 2.88 (9.63) 2.88
Total Comprehensive Income 446.90 (3770.18) 439.60 (3774.33)
Balance brought forward from previous year 23738.41 27262.83 39671.87 37552.65
Amount Available for Appropriation 23795.92 23349.02 34075.83 33635.25
Transfer to General Reserve - - - -
Proposed Dividend on Equity Shares - - - -
Tax on Dividend - - - -
Surplus carried to Balance Sheet 23795.92 23349.02 34075.83 33635.25
Paid Up Equity Share Capital 2775.35 2775.35 2775.35 2775.35
Earnings Per share (Rs.10/- each)Basic & Diluted (in Rs.) 1.64 (13.59) 1.62 (13.60)

OPERATIONS AND STATE OF COMPANY'S AFFAIR

During the year Company's total revenue stood at Rs. 15063.03 Lakhs as compared toprevious year figures Rs. 50049.79 Lakhs. The same is due to lockdown/restrictivedirections prevailed during most of the part of the financial year Covid-19 Pandemic.However your company succeeded in achieving a Net Profit for the year of Rs. 456.53 Lakhsas compared to previous year Net Loss of Rs. 3773.06 Lakhs. Hence even after impact ofCOVID-19 pandemic across the country performance of your company can be termed asgrowing. On a consolidated basis the total revenue stood at Rs. 14998.76 Lakhs ascompared to previous year figures Rs. 50565.72 Lakhs and net profit for the year stood atRs. 449.23 Lakhs as compared to previous year net loss Rs. 3777.21 Lakhs.

Your Company is under the good management guidance and control that help continued inachieving the targets of cutting down in the cost of operations and getting efficiency inthis area by using better alternated resources/means.

IMPACT OF COVID-19 PANDEMIC

The raging pandemic is posing formidable and unprecedented challenges across thebusiness value chain. The Corona virus (COVID- 19) pandemic globally and in India iscausing significant disturbance and slowdown of economic activity. In many countriesbusinesses have ceased or limited their operations for long or indefinite periods of time.Measures taken to contain the spread of the virus including travel bans quarantinessocial distancing and closures of non-essential services have triggered significantdisruptions to businesses worldwide resulting in an economic slowdown.

COVID-19 is significantly impacting business operation of the companies. On 24thMarch 2020 the Government of India ordered a nationwide lockdown for 21 days whichfurther got extended till 03rd May 2020 to prevent community spread ofCOVID-19 in India resulting in significant reduction in economic activities. For theCompany the focus immediately shifted to ensuring the health and well-being of allstakeholders and strictly following government guidelines on health and safety.

INDIAN ACCOUNTING STANDARDS (IND AS)

As mandated by the Ministry of Corporate Affairs the Company has adopted IndianAccounting Standards ("Ind AS") from 1st April 2017. The financialstatements of the Company for the financial year 2020-21 have been prepared in accordancewith IND AS prescribed under Section 133 of the Companies Act 2013 read with theCompanies (Indian Accounting Standards) Rules 2015 and the other recognized accountingpractices and policies to the extent applicable.

DIVIDEND

In a view of exploring new business opportunities and considering the necessity toconserve resources of the Company during this uncertain and difficult times due to theCOVID-19 pandemic the Directors have not recommended any dividend for the financial yearended 31st March 2021.

RESERVES

The Board of Directors has not proposed any amount for transfer to reserves for theyear ended 31st March 2021.

CHANGE IN NATURE OF BUSINESS

There was no change in the nature of business of the Company during the financial yearended 31st March 2021.

SEGMENT-WISE BUSINESS PERFORMANCE:

TRADING BUSINESS

The trading business got adversely impacted due to Covid-19 pandemic conditionsresulted in substantial difference in turnover from trading business however whichhandsome margin booked a PBIT of Rs. 1212.13 lakhs as compared to losses incurred duringlast financial year. Your company is confident of increasing its trading turnover whichwill help in increase in profit from this segment. Your company is also confident ofrecovering maximum part of the provision made from debtors/advances in the times to come.

REAL ESTATE BUSINESS

The performance of real estate segment of your company can be termed well in Covid-19pandemic conditions which prevailed during the entire year. Post lockdown condition therealty sector is growing rapidly in tier-2 and tier-3 cities for residential spaces. Theintegrated township project 'Active Acres' at Kolkata by M/s. Mahakosh PropertyDevelopers a partnership firm wherein your Company is partner with major stake wassuccessful in getting response from all segments of public even in tough conditions ofpandemic. Out of 6 residential towers 5 towers have been completed and only few units areleft to be and handed over. Construction work of 6th tower having 276residential units is in-progress. Thousands of happy and satisfied customers are alreadyresiding in the township. In addition to that one Commercial Tower is also completed withapprox. 240000 sq. ft. saleable area various famous brands have already started theircommercial activities on long term lease.

New project of the company comprising of service apartments and luxury residences inthe name of 'One Rajarhat' at Kolkata with 320 apartments is performing well. Company hasreceived a very good response and around 265 units have already been booked and remainingunits are expected to be booked in short period.

MINING BUSINESS

Mining Business also performed satisfactory for the year under review though there isnot much progress in the process of getting necessary permissions from forest andenvironment department for one major mineral mine having substantial area in BalaghatM.P. however with the start of regular working in Governments offices your companyexpects to expect to obtain necessary approval in next one year. Thereafter operationsfrom the said mine can be started. Your Company is optimistic of overcoming these hurdles.Better profitability and turnover is expected from mining activities in future.

NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES JOINT VENTURESOR ASSOCIATE COMPANIES DURING THE YEAR

There are no companies which have become or ceased to be subsidiary joint venture and/ or associate of the company during the financial year 2020-21.

DETAILS RELATING TO DEPOSITS COVERED UNDER CHAPTER V OF THE COMPANIES ACT 2013

The Company has not accepted any deposits from the public within the meaning of Section73 of the Companies Act 2013 read with the rules made thereunder.

The Company has not received any unsecured loan from director during the financialyear.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

There were no funds which were required to be transferred to Investor Education andProtection Fund during the year. The Company has designated Mr. Mayank Chadha as a NodalOfficer for the purpose of IEPF. The details of nodal officer are available on Company'swebsite www.anikgroup.com.

SHARE CAPITAL

The Paid up Equity Share Capital as at 31st March 2021 stood at Rs.277534860/-. During the year under review the Company has not raised any paid up sharecapital. The Company has not issued shares with differential voting rights nor has grantedany stock option or sweat equity shares. As on 31st March 2021 none of theDirectors of the Company hold instruments convertible into equity shares of the Company.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of Section 129(3) of the Companies Act 2013 andRegulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 the Consolidated Financial Statements form part of this Annual Report. TheConsolidated Financial Statements are prepared in accordance with the Indian AccountingStandards (IND AS) notified under Section 133 of the Companies Act 2013 read withCompanies (Accounts) Rules 2014.

INSURANCE

All properties and insurable interests of the Company including Building and Plant& Machinery have been adequately insured.

HUMAN RESOURCE & INDUSTRIAL RELATIONS

Industrial relations were harmonious throughout the year. The Board wishes to place onrecord their sincere appreciation to the cooperation extended by all the employees inmaintaining cordial relations.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORT

A separate report on Corporate Governance in terms of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 forms integral part of this report. Acertificate regarding compliance of conditions of Corporate Governance Report issued bySecretarial Auditor is attached separately to this report.

Management Discussion and Analysis Report for the year under report as stipulatedunder the Companies Act 2013 and Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 is also presented in a separatesection forming part of this Annual Report.

DIRECTOR'S RESPONSIBILITIES STATEMENT

To the best of their knowledge and belief your Directors make the following statementsin terms of section 134(3) (c) read with section 134(5) of the Companies Act 2013:

i) That in the preparation of the annual accounts for financial year ended 31stMarch 2021; the applicable accounting standards have been followed along with properexplanation relating to material departures if any;

ii) That the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of financialyear and of the profit/loss of the Company for that period;

iii) That the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Directors have prepared the annual accounts on a going concern basis;

v) That the Directors have laid down internal financial controls which are adequateand are operating effectively;

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

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL INCLUDING THOSE WHO WERE APPOINTED ORHAVE RESIGNED DURING THE YEAR

Appointment:

Mr. Manish Shahra (DIN: 00230392) Chairman & Managing Director of the Companywhose tenure of 5 years ended on 30th June 2021 is again re-appointed asChairman & Managing Director for the period of 3 years subject to approval of membersin ensuing AGM.

Mr. Ashok Kumar Trivedi (DIN: 00350507) Whole-time Director of the Company whosetenure of 5 years ended on 31st March 2021 is again reappointed as Whole-timeDirector for the period of 3 years subject to approval of members in ensuing AGM.

Mr. Ashok Kumar Trivedi (DIN: 00350507) Whole-time Director of the Company retires byrotation in accordance with the provisions of the Articles of Association of the Companyand being eligible offer himself for re-appointment.

Details of the proposal for appointment/ re-appointment of Directors are mentioned inthe Notice of the Annual General Meeting.

Mr. Mayank Chadha was appointed as the Company Secretary & Compliance Officer ofthe Company w.e.f. 23rd October 2020 to fill the vacancy caused by resignationof Ms. Ishmita Walia w.e.f. 1041 October 2020.

Cessation:

Ms. Ishmita Walia has resigned from the post of Company Secretary and ComplianceOfficer of the Company w.e.f. 10th October 2020. The Board appreciated thevaluable services rendered by her during her tenure as key managerial personnel.

DECLARATION BY DIRECTORS:

During the year declarations received from the Directors of the Company pursuant toSection 164 of the Companies Act 2013. Board appraised the same and found that none ofthe director is disqualified holding office as director.

DECLARATION BY INDEPENDENT DIRECTORS AND RE-APPOINTMENT; IF ANY

All the Independent Directors have submitted their disclosures to the Board that theyfulfill all the requirements as stipulated in Section 149(6) of the Companies Act 2013and the Listing Regulations 2015 so as to qualify themselves to be appointed asIndependent Directors under the provisions of the Companies Act 2013 and the relevantrules.

In compliance with Rule 6(1) of the Companies (Appointment and Qualification ofDirectors) Rules 2014 the IICA will conduct the Online Proficiency Self-Assessmentthrough the Independent Director's Databank platform. The Independent Directors shallrequire passing the Online Proficiency Test. In among 3 Independent Directors of theCompany 2 Independent Directors are exempt for passing Online Proficiency Test and restone Independent Director have confirmed that he will appear in the Online ProficiencyTest.

DISCLOSURE UNDER RULE 8(5) OF COMPANIES (ACCOUNTS) RULES 2014

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 along with theirstatus as at the end of the financial year is not applicable. The requirement to disclosethe details of difference between amount of the valuation done at the time of onetimesettlement and the valuation done while taking loan from the Banks or FinancialInstitutions along with the reasons thereof is not applicable.

LISTING OF SHARES

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

SUBSIDIARIES JOINT VENTURES AND ASSOCIATES

As on 31st March 2021 Company has one subsidiary company i.e. Revera Milk& Foods Private Limited. Your Company holds 86.61% holdings in Revera Milk & FoodsPrivate Limited & one associate firm i.e. M/s Mahakosh Property Developer apartnership firm. Your company holds 21% holdings in M/s Mahakosh Property Developer.

Pursuant to the provisions of Section 129 134 and 136 of the Companies Act 2013 readwith rules framed there under and Regulation 33 of the SEBI Listing Regulations 2015 theCompany had prepared consolidated financial statements of the Company and its subsidiaryand a separate statement containing the salient features of financial statement ofsubsidiary in Form AOC-1 is given in the "Annexure A" which formspart of this Annual Report.

In accordance with Section 136 of the Companies Act 2013 the audited financialstatements including the consolidated financial statements and related information of theCompany and audited accounts of its subsidiary are available on our websitewww.anikgroup.com. These documents will also be available for inspection till the date ofthe AGM during business hours at our registered office of the Company.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Year 2020-21 the Board of Directors of the Company met 6 (Six)times on 10th June 2020 29th August 2020 15thSeptember 2020 23rd October 2020 1341 November 2020 & 12thFebruary 2021.

Pursuant to the requirements of Schedule IV to the Companies Act 2013 and the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 and upholding the goodnorms of Corporate Governance separate Meetings of the Independent Directors of theCompany were also held on 30th September 2020 without the presence ofNon-Independent Directors and members of the management to review the performance ofNon-Independent Directors and the Board as a whole the performance of the Chairperson ofthe company taking into account the views of Executive Directors Non-ExecutiveNon-Independent Directors and also to assess the quality quantity and timeliness of flowof information between the Company management and the Board.

The intervening gap between any two Meetings was within the period prescribed under theCompanies Act 2013.

CODE OF CONDUCT

The Company has laid down a code of conduct for all Board members and Senior Managementand Independent Directors of the Company. All the Board members including IndependentDirectors and Senior Management Personnel have affirmed compliance with the code ofconduct. Declaration on adherence to the code of conduct is forming part of the CorporateGovernance Report.

BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performanceboard committees and individual directors pursuant to the provisions of the Act SEBIListing Regulations 2015 and the Guidance Note on Board Evaluation issued by theSecurities and Exchange Board of India on 0541 January 2017.

The Board has carried out an annual performance evaluation of its own performance thedirectors individually as well as the evaluation of the working of its Committees. Theevaluation of all the directors and the Board as a whole was conducted based on thecriteria and framework adopted by the Board. The performance evaluation of the IndependentDirectors was carried out by the entire Board. The performance evaluation of the Chairmanand the Non Independent Directors was carried out by the Independent Directors who alsoreviewed the performance of the Secretarial Department. The Directors expressed theirsatisfaction with the evaluation process.

FAMILIARIZATION PROGRAMME

Details of the programmes for familiarization of the Independent Directors with theCompany their roles rights responsibilities in the Company nature of the industry inwhich the Company operates business model of the Company etc. are available on thewebsite of the Company at the link: http://www.anikgroup.com/upload/investorsfile/CTI1620926351pdf.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls with reference tofinancial statements and during the year no reportable material weaknesses in the designor operation were observed.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

Company has not given any loans or guarantees or made investment beyond the limitsmentioned under the provisions of Section 186 of the Companies Act 2013

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICHTHE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

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

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/ OUTGO

The information on conservation of energy technology absorption and foreign exchangeearnings and outgo stipulated under Section 134(3)(m) of the Companies Act 2013 read withRule 8 of The Companies (Accounts) Rules 2014 are given in the "AnnexureB" forming part of this report.

DETAILS PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT 2013

Disclosure pertaining to remuneration and other details as required under Section197(12) of the Companies Act 2013 read with rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 are given in the "AnnexureC" forming part of this report.

During the year under review none of the employee of the company is drawing more thanRs.10200000/- per annum or Rs. 850000/- per month for the part of the year. Theinformation required under Rule 5(2) and (3) of The Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 is provided in the Annexure formingpart of this Report. In terms of the first provision to Section 136 of the Act the Reportand Accounts are being sent to the Members excluding the aforesaid Annexure. Any Memberinterested in obtaining the same may write to the Company Secretary at the RegisteredOffice of the Company.

Further none of directors is drawing any remuneration or commission from anysubsidiary or associate companies.

NOMINATION AND REMUNERATION POLICY OF DIRECTORS KEY MANAGERIAL PERSONNEL AND OTHEREMPLOYEES

As per the provisions of Section 178 of the Companies Act 2013 the Board of Directorshas approved a policy which lays down a framework in relation to appointment andremuneration of Directors Key Managerial Personnel and other employees of the Company.The Policy broadly lays down the guiding principles philosophy and the basis for paymentof remuneration to Directors Key Managerial Personnel and other employees. The policyalso provides the criteria for determining qualifications positive attributes andIndependence of Director and criteria for appointment of Key Managerial Personnel / SeniorManagement while making selection of the candidates. The above policy is available on thewebsite of the Company at www.anikgroup.com.

AUDIT COMMITTEE

The details pertaining to composition of Audit Committee are included in the CorporateGovernance Report which forms part of this report. All the recommendations made by theAudit Committee were accepted by the Board.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a Vigil Mechanism which also incorporates a Whistle Blower Policy inline with the provisions of the Companies Act 2013 and the Regulation 22 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 to report genuineconcerns or grievances. The Vigil Mechanism/ Whistle Blower Policy may be accessed on theCompany's website i.e. www.anikgroup.com.

RISK MANAGEMENT

Pursuant to section 134(3)(n) of the Companies Act 2013 & Regulation 17(9) of theSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 the Board of theCompany has formed a Risk Management Committee to frame implement and monitor the RiskManagement Plan for the Company. The details of risk have been covered in the ManagementDiscussion and Analysis Report forming part of the Boards report.

PARTICULARS OF CONTRACT OR ARRANAGEMENT WITH RELATED PARTIES

All the related party transactions entered into during the financial year were on anarm's length basis and were in the ordinary course of business. None of the transactionswith related parties fall under the scope of Section 188(1) of the Companies Act 2013(the "Act"). Accordingly the disclosure of related party transactions asrequired under Section 134(3) (h) of the Act in the prescribed Form AOC-2 is notapplicable to the Company and hence does not form part of this report.

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 at the linkhttp://www.anikgroup.com/upload/investors file/CTI1620926506pdf.

A statement showing the disclosure of transactions with related parties as requiredunder IND AS-24 is set out under Note-38 to the standalone financial statements.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has constituted a CSR Committee in accordance with Section 135 of theCompanies Act 2013. For other details regarding the CSR Committee please refer to theCorporate Governance Report which is a part of this report.

The Company has incurred operational as well as net Loss during the three immediatelypreceding financial years and hence the requirement of compulsory CSR expenditure on CSRactivities during the financial year under review is not applicable.

The said Committee has developed a Policy on CSR which has been approved by the Boardof Directors. The CSR Policy may be accessed on the Company's website at the linkhttp;//www.anikgroup.com/upload/csr_file/CTI1624079994.pdf.

The Annual Report on CSR activities is attached as "Annexure D"forming part of this report.

AUDITORS & AUDITORS REPORT

A. STATUTORY AUDITORS

As per the provisions of Section 139(1) of the Act the Company had appointed M/s. S.N.Gadiya & Co. Chartered Accountants (Firm Registration No. 02052C) as StatutoryAuditors for a period of 5 (Five) years in the Annual General Meeting of the company heldon 2841 September 2019.

Your company has received a certificate from auditors confirming their eligibility tocontinue as Auditors of the Company in terms of provisions of Section 141 of the CompaniesAct 2013 and the Rules framed thereunder. They have also confirmed that they hold a validcertificate as required under the provisions of Regulation 33 of the SEBI ListingRegulations 2015.

The notes referred to by the Auditors in their Report are self explanatory and hence donot require any explanation.

Further there was no fraud in the Company which was required to report by statutoryauditors of the Company under sub-section (12) of Section 143 ofCompanies Act 2013.

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.

The company has defaulted in repayment of dues to Bank details are as under:

Particulars Amount (in lakhs) of default as at the balance sheet date Period of Default Remarks if any
Punjab National Bank 3380.66 From March 2020 to March 2021 LC devolved
Punjab National Bank 575.58 From March 2020 to March 2021 Interest on LC devolved

EXPLANATION OF BOARD OF DIRECTORS:

The Company has made default during the year 2020-21 due to the adverse impact of theCOVID-19 on the company's operations and stretched liquidity profile leading to delays indebt servicing alongwith cash losses financial problem. The management of the Company hastrying to regularize the Account.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS

There were no instances of fraud reported by the auditors.

B. SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act 2013 and rules madethereunder the Company has appointed M/s Ajit Jain & Co. Practicing CompanySecretary to undertake the Secretarial Audit of the Company for the financial year2020-21. The Secretarial Audit Report for the financial year 2020-21 is annexed herewithas "Annexure E" forming part of this report.

ANNUAL SECRETARIAL AUDIT REPORT

The comments referred to by the Secretarial Auditors in their Report are selfexplanatory except the following:

SECRETARIALAUDITORS COMMENT:

1. Company submitted financial results for the quarter and year ended 31stMarch 2020 after due date with Stock Exchange under Regulation 33 of SEBI (ListingObligations and Disclosure Requirements) Regulation 2015.

2. Company submitted financial results for the quarter ended 30th June 2020after due date with Stock Exchange under Regulation 33 of SEBI (Listing Obligations andDisclosure Requirements) Regulation 2015.

3. Company submitted the Annual Report for the financial year 2020 after due date withStock Exchange under Regulation 34 of SEBI (Listing Obligations and DisclosureRequirements) Regulation 2015.

4. One Promoter sold the shares while trading window was closed.

Explanation of Board of Directors:

1. For the quarter and year ended 31st March 2020 the financial resultscould not be submitted within time because of the damages caused in server of our companydue to some technical issues resulting in loss of substantial financial data; NationalStock Exchange of India Limited has considered the request and refunds the amount.However the application of refund is pending with BSE Ltd;

2. For the quarter ended 30t June 2020 the financial results could not besubmitted within time because of the damages caused in server of our company due to sometechnical issues resulting in loss of substantial financial data;

3. Due to the loss of substantial financial data the company was unable to retrievethe financial data resulting in delay in compilation of Annual Report. The Companysubmitted the request for waiver of fine and National Stock Exchange of India Limited hasconsidered the request and refunds the amount. However the application of refund ispending with BSE Ltd;

4. Company intimated to Stock Exchanges for violations.

ANNUAL SECRETARIAL COMPLIANCE REPORT

A Secretarial Compliance Report for the financial year ended 31st March2021 on compliance of all applicable SEBI Regulations and circulars/guidelines issuedthereunder was obtained from M/s Ajit Jain & Co. Practicing Company Secretaryappointed as Secretarial Auditor and submitted to both the stock exchanges.

C. COST AUDITORS

The Company does not fall within the provisions of section 148 of Companies Act 2013read with Companies (Cost records & Audit) Rules 2014 therefore no such records arerequired to be maintained and company was not required to appoint cost Auditor for theFinancial Year 2020-21.

D. INTERNAL AUDITORS

The Board has appointed M/s Mayank Chandak & Associates (Firm Registration Number:016689C) as Internal Auditor of the company for the financial year 2020-21and takes hissuggestions and recommendations to improve and strengthen the internal control systems.

The Audit Committee reviews adequacy and effectiveness of the Company's internalcontrol environment and monitors the implementation of audit recommendations.

PREVENTION OF INSIDER TRADING

The Board of Directors has adopted the code as per SEBI (Prohibition of InsiderTrading) Regulations 2015; The Details of the said code is available on website of theCompany at the link: http://www.anikgroup.com/upload/investors file/CTI1622627600pdf.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Reporting as required under Regulation 34(2) of the SEBI(Listing Obligations & Disclosure Requirements) Regulations 2015 is not applicableto your Company for the financial year ending 31st March 2021.

SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the regulator or courts ortribunals impacting the going concern status of the Company and future operations.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company complies with all applicable mandatory secretarial standards issued by theInstitute of Company Secretaries of India.

IMPLEMENTATION OF CORPORATE ACTION

During the year under review the Company has not failed to implement any CorporateActions within the specified time limit.

CREDIT RATING

Credit rating obtained along with revisions thereto for bank facilities of the Companyduring FY 2020-21 as under:

SN. Rating Agency Facilities Tenure Credit Rating as 31" March 2020 Credit Rating revised on 27th July 2020 Reason for downgrade in credit ratings
1. Brickwork Ratings Fund Based Long Term BWR BB/Negative (Downgraded) Issure not Cooperating* BWR D (Downgraded) Issure not Cooperating* The reasons for downgrade in Credit Ratings of the Company is based on the company's filing on the stock exchange dated 13th June 2020 indicating adverse impact of the COVID-19 on the company's operations and stretched liquidity profile leading to delays in debt servicing alongwith cash losses reported for FY 2020 (9M) [provisional] and FY 2019 the outstanding rating of the company has been further downgraded to default rating under the ‘Issuer Not Cooperating' category
2. Brickwork Ratings Fund Based Short Term BWR BB/Negative (Downgraded) Issure not Cooperating* BWR D (Downgraded) Issure not Cooperating*

ANNUAL RETURN

As per the provisions of section 92(3) read with section 134(3) (a) of the Act theAnnual Return as on 31st March 2021 in the prescribed form no. MGT-7 isavailable on the website of the Company and link of the same is www.anikgroup.com.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND REDRESSAL) ACT 2013

The Company has in place an Anti harassment policy in line with the requirements of theSexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.All employees (permanent contractual temporary trainees) are covered under the policy.An Internal Complaints Committee (ICC) has also been set up to redress complaints receivedon sexual harassment. There was no complaint received from any employee during thefinancial year 2020-21 and hence no complaint is outstanding as on 31st March2021 for redressal.

OTHER DISCLOSURES

There are no shares held by trustees for the benefit of employees and hence nodisclosure under Rule 16(4) of the Companies (Share Capital and Debentures) Rules 2014has been furnished.

ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the employees of the Companyfor their enormous personal efforts as well as their collective contribution during theyear. The Directors would also like to thank the shareholders customers suppliersbankers financial institutions and all other business associates for their continuoussupport given to the Company and their confidence in the management.

For and on behalf of the Board of Directors
MANISH SHAHRA
Chairman & Managing Director
DIN: 00230392
Place : Indore
Dated: 30th July 2021

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