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Ansal Housing Ltd.

BSE: 507828 Sector: Infrastructure
NSE: ANSALHSG ISIN Code: INE880B01015
BSE 00:00 | 20 May 6.79 0.29
(4.46%)
OPEN

6.77

HIGH

6.85

LOW

6.63

NSE 00:00 | 20 May 6.85
(%)
OPEN

6.60

HIGH

6.90

LOW

6.60

OPEN 6.77
PREVIOUS CLOSE 6.50
VOLUME 14239
52-Week high 13.91
52-Week low 5.60
P/E
Mkt Cap.(Rs cr) 40
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 6.77
CLOSE 6.50
VOLUME 14239
52-Week high 13.91
52-Week low 5.60
P/E
Mkt Cap.(Rs cr) 40
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Ansal Housing Ltd. (ANSALHSG) - Director Report

Company director report

Dear Shareholders

The Directors of your Company have immense pleasure in presenting the37th Board Report on the Company's business and operations together with the AuditedStatement of Accounts for the financial year ended 31st March 2021. Consolidatedperformance of the Company and its subsidiaries has been referred to wherever required.

FINANCIAL RESULTS AND APPROPRIATIONS

In compliance with the provisions of the Companies Act 2013 and SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 (ListingRegulations) the Company has prepared its standalone and consolidated statements as perIND-AS for the financial year 2020-21. Your company's performance on standalone basisduring the year as compared with that of during the previous year is summarised as under:

(Figures in Rs Lakhs)

Particulars 2020-21 2019-20
1 Total Revenue 14160.66 17170.72
Less:
Total expenses excluding depreciation and finance cost 14153.88 18356.38
Depreciation 116.99 158.55
6497.94 6479.73
Finance Cost 20768.81 24994.66
2 Net Profit/(Loss) before Tax (6608.15) (7823.94)
Less:
-Provision for Tax (2188.65) (1842.96)
3 Net Profit/(Loss) After Tax but before prior period items (4419.49) (5980.98)
Less:
-Tax Provisions for earlier years

-

-

4 Net Profit/(Loss) after Tax and prior period items (4419.49) (5980.98)
Add :
Other Comprehensive Income 8.62 (5.33)
5 Net Profit/(Loss) after Comprehensive Income (4410.87) (5986.31)
Add:
Surplus profit brought forward from previous year 551.36 6537.66
6 Balance available for appropriation (3859.51) 551.36
Less: Appropriations
-Proposed Dividend Nil (Previous Year Nil) - -
-Dividend Tax thereon

-

-

-Transfer to General Reserve/CRR

-

-

-Dividend/Dividend Tax for earlier years

-

-

7 Surplus profit carried over to Balance Sheet (3859.51) 551.36
8 EPS (Basic & Diluted) (7.44) (10.07)

FINANCIAL AND OPERATIONAL REVIEW

During the financial year 2020-21 the net revenue from operations forthe standalone entity decreased to Rs 141.61 Crores from Rs 171.71 Crores in the previousyear showing a decline of around 17.53%. However due to decrease in total expensesexcluding depreciation and finance cost the earnings before interest tax depreciationand amortization (EBITDA) increased to Rs 0.07 crores from (Rs 11.85) Crores in theprevious financial year and accordingly the loss after tax has come down to Rs 44.19Crores for the year under review as against a loss after tax of Rs 59.81 Crores for theprevious financial year. The decrease in the revenue during the financial year 2020-21 isdue to general recession in the real estate sector coupled with the reducedpurchase/booking of dwelling houses by the buyers due to spread of CoVID-19 pandemic. Inline with the above the consolidated total revenue stood at Rs 174.37 Crores during theFinancial Year 2020-21 against revenue of Rs 221.21 Crores in the previous year showing adownturn of 21.17 %. Net Consolidated loss from ordinary activities after tax for theFinancial Year 202021 was Rs 42.28 Crores against the Net Loss of Rs 57.90 Crores in thePrevious Year.

The Company is currently developing/ building various projects atGurugram Meerut Agra Alwar Ajmer Indore Karnal Yamunanagar Jhansi JammuMuzaffarnagar Rewari Shahpur and Ghaziabad. Though construction at various project siteswas slowed down during the financial year 2020-21 due to financial constraints and onaccount of restrictions placed on free movement of persons and goods pursuant to outbreakof deadly disease Corona Virus (CoVID-19) till the month of September 2020 your Companyhas managed to gradually speed up the same during the remaining half of the financialyear. While business cycles were affected in the financial year under review due to buyersholding back purchases in anticipation of regulatory changes and sign of recovery wereanticipated sometime in the second half of the financial year under review or earlyquarters of current financial year however the second wave of CoVID-19 has again hit theeconomy so badly that at this point of time it is uncertain to comment upon recovery ofthe Real Estate Sector as the experts have firm anticipations of third wave of thepandemic to arrive anytime soon.

CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of the Companyduring the period under review.

TRANSFER TO RESERVES

Considering the losses incurred during the financial year 2020-21 theCompany does not propose to transfer any amount to the General Reserve.

DIVIDEND

Based on Company's performance during the year the Directors do notpropose payment of any dividend for the financial year 2020-21.

TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to the provisions of Section 125 of the Companies Act 2013the relevant amount against the final dividend for the financial year 2013-14 remainingunpaid or unclaimed for a period of seven years shall be transferred by the Company tothe Investor Education and Protection Fund (IEPF) administered by the Central Governmentby 01st November 2021. Members who have not yet encashed their dividend warrant(s)pertaining to the final dividend for the financial year 2013-14 are requested to lodgetheir claims with the company on or before 21st October 2021 otherwise the Company wouldhave no other option but to transfer this amount to the IEPF by 01st November 2021 whichis the last date for transfer of the said amount. No claim shall lie thereafter againstthe Company for the amounts so transferred. Pursuant to the provisions of InvestorEducation and Protection Fund (Uploading of information regarding unpaid and unclaimedamounts lying with companies) Rules 2012 the Company has uploaded the details of unpaidand unclaimed dividends lying with the Company as on 31st March 2021 on the website ofthe Company (www.ansals.com).

FIXED DEPOSITS

The Company had been inviting/accepting and renewing deposits from thepublic and its shareholders for past many years in accordance with the provisions of theCompanies Act 1956/2013 read with the Companies (Acceptance of Deposits) Rules1975/2014. However the Company stopped accepting/renewing public deposits with effectfrom 1st April 2016 in view of non availability of deposit insurance which was amandatory condition for acceptance/renewal of deposits. The Company owed a principalamount of Rs 99.50 crores towards the public depositors when it stopped taking/renewingfurther deposits on 1st April 2016.

Due to prolonged extreme and severe overall recession in the realestate sector since financial year 2013-14 it (the sector) had become virtually deserted.As a result the turnover of the Company had been badly affected leading to repercussionson a much wider scale making it difficult for the Company to refund the whole amount of Rs99.50 crores at once after the closure of the fixed deposit scheme. In view of the abovethe Company in the month of July 2016 had approached the Hon'ble National Company LawTribunal (NCLT) New Delhi seeking its approval to repay public deposits in instalments.Vide its Order dated 3rd October 2016 the NCLT had accepted and approved in principlethe repayment proposal of the company for extension of time in respect of repayment ofmatured deposits in a phased manner over a period of 24 months from their respectivematurity dates in view of the past track record of the Company subject to periodicalreview of the scheme. Thereafter regular review of the fixed deposit scheme has been doneby Hon'ble NCLT and the Company has been refunding the public deposits in accordance withthe orders of the Hon'ble NCLT.

The details relating to the deposits as required by Rule 8(5)(v) of theCompanies (Accounts) Rules 2014 are given below:

1. Deposits accepted during the year 2020-21 Nil
2. Deposits remained unpaid or unclaimed as at 31.03.2021 Unpaid - Rs 2135 crores Unclaimed - Rs 3.58 crores
3. Whether there has been any default in repayment of deposits or payment of interest thereon during the year 202021 and if so number of such cases and the total amount involved-
(i) at the beginning of the year; Rs 1.43 crores
(ii) maximum during the year; Rs 9.61crores
(iii) at the end of the year; Rs 9.61 crores
4. The details of deposits which are not in compliance with the requirements of Chapter V of the Companies Act 2013 NA

During the year under review the Company was required to make paymentsof Rs. 12 crores to the depositors @ Rs 1 crore per month in terms of the Scheme ofRepayment of Public Deposits approved by the Hon'ble NCLT vide its order dated 11th July2019. However due to the outbreak of the CoVID-19 Pandemic the Company could pay only Rs2.39 crores during the whole Financial Year resulting in short payment of Rs 9.61 crores.The Company has submitted an application to the Hon'ble NCLT seeking waiver andcondonation of short payments in view of difficulties and financial stress faced by theCompany due to the Pandemic and the hearing for the said application is yet to happen atthe discretion of NCLT.

SHARE CAPITAL

The issued subscribed and paid-up equity share capital of the Companyas on 31st March 2021 stood at Rs 5938.58 lakhs.

SERVICE OF DOCUMENTS THROUGH ELECTRONIC MODE

In furtherance of the Green Initiative in Corporate Governanceannounced by the Ministry of Corporate Affairs the Company had in past requested theshareholders to register their email addresses with the Registrar/Company for receivingthe report accounts and notices etc. in electronic mode. However some of theshareholders have not yet registered their e-mail IDs with the Company. Shareholders whohave not registered their email addresses are once again requested to register the samewith the Company by sending their requests to sect@ansals.com. Further in view ofCoVID-19 pandemic Ministry of Corporate Affairs vide General Circulars No. 20/2020 dated05th May 2020 and 02/2021 dated 13th January 2021 and SEBI vide Circulars No.SEBI/HO/CFD/CMD1/ CIR/P/2020/79 dated 12th May 2020 and SEBI/HO/CFD/CMD2/CIR/P/2021/11dated 15th January 2021 have granted exemption to all the Companies from dispatchingphysical copies of Notices and Annual Reports to Shareholders. To cope up with suchexigencies in future also it is always advisable to all the shareholders to keep theiremail ids registered/ updated with the Company in order to receive any urgent informationon time.

SUBSIDIARY ASSOCIATE AND JOINT VENTURE COMPANIES

As on 31st March 2021 your Company had 17 Subsidiaries and 1Associate Company the details whereof are set out at appropriate place in the AnnualReport.

Pursuant to provisions of section 129(3) of the Act a statementcontaining salient features of the financial statements of the Company's subsidiaries inForm AOC-1 is attached to the financial statements of the Company. In accordance withthird proviso to Section 136(1) of the Companies Act 2013 the Annual Report of yourCompany containing inter alia the audited standalone and consolidated financialstatements has been placed on the website of the Company at www.ansals.com. Furtheraudited financial statements together with related information and other reports of eachof the subsidiary companies have also been placed on the website of the Company atwww.ansals.com.

Further highlights of performance of subsidiaries associates andjoint venture companies and their contribution to the overall performance of the Companycan be referred to in Form AOC-1 as well as Consolidated Financial Statements which formpart of this Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review asstipulated under Regulation 34 read with other regulations of the SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 is presented hereunder whichforms part of the Annual Report.

The global economies are facing a synchronized slowdown resulting froma variety of factors affecting the world. The outbreak of Corona Virus (CoVID-19) hasglobally disrupted people's lives interrupted businesses and jeopardized decades ofdevelopment progress. According to The World Economic Outlook (WEO) update globaleconomic growth has been downgraded to 2.4% in 2019 which is its slowest pace since theglobal financial crisis of 2008. To add to the existing issues the pandemic outbreak hasworsened the economic environment.

The sector was somehow managing to come back on the track but surge innew CoVID-19 positive cases has potentially threatened sector to get derailed from itsrecovery path. Amid a dramatic spike in the number of new Coronavirus cases in India thedemand for residential real estate in India might be thrown off track. With the secondwave peaking in First Quarter of the Financial Year 2021-22 the sector is expected toconfront similar challenges as in the previous Financial Year.

India's Gross Domestic Product (GDP) contracted by 7.3% in 2020-21 asper provisional National Income estimates released by the National Statistical Officemarginally better than the 8% contraction in the economy projected earlier. GDP growth in2019-20 prior to the COVID-19 pandemic was 4%.

The fourth quarter of 2020-21 recorded a growth of 1.6% in GDP thesecond consecutive quarter of positive growth after the country had entered a technicalrecession in the first half of the year. The Gross Value Added (GVA) recorded 3.7% growthin Q4 compared to 1% in Q3. GVA had contracted by 22.4% and 7.3% respectively in thefirst and second quarters of 2020-21. The GVA in India's economy shrank by 6.2% in2020-21 compared to a 4.1% rise in the previous year.

GVA from Trade Hotels Transport Communication andBroadcasting-related services recorded the sharpest decline of 18.2% followed byConstruction (-8.6%) Mining and quarrying (-8.5%) and Manufacturing (-7.2%).

Residential segment contributes 80% of the real estate sector. Housinglaunches were 86139 units across the top eight Indian cities in the second half of 2020.According to India Ratings and Research (Ind-Ra) the Indian real estate sector may stagea sharp K-shaped recovery in FY22. However the overall sales in FY22 could still be 14%below the FY20 levels.

Industry Structure and Developments

The real estate sector is one of the most globally recognized sectors.The real estate sector comprises four sub sectors - housing retail hospitality andcommercial. The growth of this sector is well complemented by the growth of the corporateenvironment and the demand for office space as well as urban and semi-urbanaccommodations. The CoVID-19 pandemic has thrown up big challenges for India's real estateindustry. The real estate sector which has been facing a slowdown over the last fiveyears trying to come to terms with plethora of reforms and changes like DemonetizationRERA GST and the NBFC crisis was already struggling due to liquidity crisis regulatoryhurdles and weak consumer sentiment. The sector has been trying to get back on its feetand come to terms with multiple reforms and changes brought into it.

The impact of CoVID-19 is felt around the World however Real Estate isone of the most badly affected sectors due to the outbreak of the deadly Virus as it hasbrought the construction activities to a halt and significantly eroded the market for thepotential buyer-base. The pandemic and the subsequent lockdowns have led to a slump insales and considerable postponement of new project launches as well as the commitments fordelivery of completed units to the Buyers.

The Road ahead

The CoVID-19 pandemic had significantly impacted the working of AnsalHousing Limited during the First half of the Financial Year 2020-21 and things graduallystarted to bring back on track with downfall in the positivity rate of the Virus duringthe second half. However the Second wave of the Virus has again posed a challenge beforethe fate of the industry once again. The operations of the Company were almost haltedduring the first quarter of the Financial Year 2021-22 due to lockdowns and restrictionsimposed by the Governments to curb the spread of the Virus.

On the other side on a positive note the Securities and Exchange Boardof India's (SEBI's) approval for the Real Estate Investment Trust (REIT) platform allowsall kind of investors to invest in the Indian real estate market. It would create anopportunity worth Rs. 1.25 trillion (US$ 19.65 billion) in the Indian market in the comingyears. Responding to an increasingly well-informed consumer base and bearing in mind theaspect of globalisation Indian real estate developers have shifted gears and acceptedfresh challenges. The most marked change has been the shift from family owned businessesto that of professionally managed ones. Real estate developers in meeting the growingneed for managing multiple projects across cities are also investing in centralisedprocesses to source material and organise manpower and hiring qualified professionals inareas like project management architecture and engineering.

The residential sector is expected to grow significantly with thecentral government aiming to build 20 million affordable houses in urban areas across thecountry by 2022 under the ambitious Pradhan Mantri Awas Yojana (PMAY) scheme of the UnionMinistry of Housing and Urban Affairs. Expected growth in the number of housing units inurban areas will increase the demand for commercial and retail office space.

The current shortage of housing in urban areas is estimated to be 10million units. An additional 25 million units of affordable housing are required by 2030to meet the growth in the country's urban population. The growing flow of FDI in Indianreal estate is encouraging increased transparency. Developers in order to attractfunding have revamped their accounting and management systems to meet due diligencestandards. Indian real estate is expected to attract a substantial amount of FDI in thenext two years with US$ 8 billion capital infusion by FY22.

Opportunities and threats Opportunities

The CoVID-19 outbreak has posed a huge threat for the growth prospectsfor the economy but gradually everything is coming back towards normalization and would becompletely near to normal soon as the government is taking necessary steps to formulateguidelines and policies to resume the economic activities keeping health safety at theforemost priority. As India continues with its Coronavirus vaccination drive the positiveimpact of the inoculation programme will also be seen in the country's real estatesegment.

In face of such challenges one emerging positive thing is the fallinginterest rates. Amid the RBI continuing to keep the repo rate unchanged at 4% home buyerscan currently get home loans for as low as 6.65% annual interest. This is in contrast withthe average home loan interest rate of 8% seen in January 2020. Price growth in thehousing segment has also been under pressure in the past one year due to the impact ondemand. The Indian Real estate sector is expected to reach US$ 1 trillion by 2030 drivenby rising demand and various reforms in the past seven years like new realty law RERA asannounced by the Housing and Urban Affairs Secretary Mr. Durga Shankar Mishra on 21stJuly 2021. The number of people employed in the sector is also expected to rise to 7crore in the coming years from 5.5 crore in 2019 he said while addressing aConfederation of Indian Industry Event on the Real Estate Sector.

By 2025 the sector will contribute 13 per cent to Country's GDP.Retail hospitality and commercial real estate are also growing significantly providingthe much-needed infrastructure for India's growing needs.

The residential sector is expected to grow significantly with thecentral government aiming to build 20 million affordable houses in urban areas across thecountry by 2022 under the Pradhan Mantri Awas Yojana (PMAY) scheme of the Union Ministryof Housing and Urban Affairs. Expected growth in the number of housing units in urbanareas will increase the demand for commercial and retail office space. The scheme isexpected to push affordable housing and construction in the country and give a boost tothe real estate sector.

Last year the Government had announced major tax benefits that ishelping stimulate demand for affordable housing. With effect from Assessment Year 2020-21the benefit of rollover of capital gains under section 54 of the Income Tax Act has beenincreased from investment in one residential house to two residential houses for a taxpayer having capital gains up to Rs 2 crore. Further the rate cuts under the GST regimeon under construction properties and no GST on completed projects may result in increasedsales volume as the final price to be paid for purchase of property would go cheaper.

The Company strongly believes that the

Real Estate Sector is bound to improve in long term. Your Company hasmanaged well even during turbulent times due to its inherent strengths like awell-accepted brand well-designed projects and trust among members creditors and otherfinancial institutions. Your Company is hopeful that the Real Estate Sector will improvein near future and the Company is looking forward to grab new opportunities by launchingnew projects particularly through collaboration route and ensure timely delivery ofexisting projects.

Threats & Challenges

Apart from the major threat for the time being i.e. the CoVID-19pandemic there are some factors which may prove to be a threat for the industry. Some ofthe major issues are enumerated below:

In case of Realty Sector GST is not the only tax payable by thecustomer but there are several other duties and charges that may vary from State to Statesuch as Stamp Duty and Registration Charges which eventually adds up to the cost to beborne by the customer since stamp duty has not been subsumed within GST.

Due to the concept of decentralized registration under GST every RealEstate Developer has to obtain registration in every state where the construction projectshave been undertaken. It is becoming an arduous and a tedious task for the companies toexecute with the compliance requirements such as returns maintenance of separate recordsetc. for each state.

Higher interest rate is also a major threat to the real estate sector.While compared to countries such as USA and the UK India's banks are found to give loansat higher rates. Despite of so much correction the prevailing interest rates are stillhigher than the interest rate charged by US banks for purchasing a property. The higherthe interest rate the lower the demand for property causing a ripple effect. Thusinterest rate on home loans is also considered a challenge to developers of the realestate sector.

The real estate market in India is currently in the midst of fairlychallenging times. In the last few years there have been a few noticeable macro shiftsthat have challenged the realty sector. The demand-supply gap has been an issue with mostof the key real estate markets such as Mumbai Bengaluru and Gurugram facing a seriousoversupply of properties. The bigger challenge is that Real Estate as an Asset Class isnot showing the kind of 20-30% annual price appreciation that was seen between the years2001 and 2008. Between 2013 and 2017 the property prices in some major cities haveincreased by just about 5%-7%. During the said 4-year period Delhi actually witnessednegative price growth of (-0.70%). Even after 2017 the property prices in most of thecities have witnessed downtrend thereby resulting in further decrease in demand.

Such situations tend to hamper the overall business landscape leadingto sluggish growth directly impacting the real estate sector. In the current recessionarytimes the foremost challenge is to augment the sales and multiply the collections of thereadily available stock and projects under development. Consequently effectuating yourCompany to meet its financial commitments towards suppliers contractors governmentlenders and employees.

Government of India along with the governments of respective States hastaken several initiatives to encourage development in the sector. The Smart City Projectwith a plan to build 100 smart cities is a prime opportunity for real estate companies.Below are some of the other major Government initiatives:

• Under Union Budget 2021-22 tax deduction up to Rs. 1.5 lakh oninterest on housing loan and tax holiday for affordable housing projects have beenextended until the end of fiscal 2021-22.

• The Atmanirbhar Bharat 3.0 package announced by Finance MinisterMrs. Nirmala Sitharaman in November 2020 included income tax relief measures for realestate developers and homebuyers for primary purchase/sale of residential units of valueup to Rs. 2 crore from November 12 2020 to June 30 2021.

• In October 2020 the Ministry of Housing and Urban Affairs(MoHUA) launched an affordable rental housing complex portal.

• In order to revive around 1600 stalled housing projects acrosstop cities in the country the Union Cabinet has approved the setting up of Rs. 25000crore (US$ 3.58 billion) alternative investment fund (AIF).

• Government has created an Affordable Housing Fund (AHF) in theNational Housing Bank (NHB) with an initial corpus of Rs. 10000 crore (US$ 1.43 billion)using priority sector lending short fall of banks/ financial institutions for microfinancing of the HFCs.

Review of Operations 1. Development Business & Retailing

Your Company's development business primarily focuses on thedevelopment and sale of residential real estate which includes plotted developmentshouses villas and apartments of varying sizes and integrated townships with the focus onthe high end luxury residential developments. The Development business also consists ofcertain commercial and shopping complexes including those that are integral to theresidential developments they are in vicinity of. Development business consists of threesegments:

Residential segment

The Residential segment continues to strive for equilibrium amidsttepid response from the market and the changing landscape of the Sector. The residentialsegment has been in corrective phase which now seems to be headed towards a more stableposition. Growing economy rapid urbanisation and enhanced policy support and loweringinterest rates are suggesting signs of recovery for the segment. Initiatives taken by thecurrent regime which include the smart cities Housing for All Affordable Housing Schemewill provide the required stimulus to the residential segment. Developers have beenfocussing on project completions instilling confidence in buyers.

Commercial Segment

Commercial Segment has consolidated growth trajectory owing to improvedbusiness sentiments and rising growth prospects in the IT/ITES sector attributed toimproving macro-economic dynamics and corporate expansion. The market sentiments werefurther bolstered by key announcements such as removal of Dividend Distribution tax forREITs paving way for appetite and willingness both from a developer and an investorperspective.

Retail segment

The retail segment in the country is witnessing an enormoustransformation and is undergoing structural changes. The retail landscape has been growingto a more structured sector owing to the evolving consumer spending patterns andincreasing disposable income levels. Delhi NCR is a leading retail destination in Indiaan area where your company has significant presence. The area is one of the largestpopulation base in the country with majority of the population is well travelled and wellversed with all the brands. There is an emerging trend in the National Capital Region(NCR) of malls being perceived as entertainment destinations. Being located in proximityto prominent cities of Punjab and Haryana allows retailers to cater to a wider population.The presence of mall clusters tend to attract high footfalls as they allow consumers toaccess to a larger set of brands as compared to visiting standalone development.

2. Hospitality Operations

During the Finanical Year 2020-21 there have been no operations in theHospitality Division of the Company having the Brand "The Great KababFactory"which has been franchised from Umak Hospitality Pvt. Ltd.

Outlook

Even though the pandemic drastically impacted the sector in 2020better days were expected in 2021. But the continuous mutation of CoVID-19 virus making itsevere on every successive variant again some delay is expected to bring the things backon the track. However we are very much hopeful that the vaccination drive being going onshall be a great relief to cope with this challenge. Amid growing importance of homeownership among buyers and investors the demand for residential real estate would be highin the coming years. As the situation moves closer to normalization with lockdowneasements across India and globally in the medium term recovery process will see rapidtraction bringing new opportunities within specific real estate segments. In the longterm with staggered revival the outlook for real estate sector in the coming year maylikely emerge positive. Prior to the pandemic the Real Estate Sector was alreadywitnessing a major change with the introduction of the major reforms like demonetizationRERA GST IBC and the NBFC crisis and the announcements being made by the government aredriving consolidation and proving well for the industry in the long run. People lookingfor buying homes should take the benefit of the present scenario and invest in propertiesas prices are stable at this point of time and interest rates are also less. FDI normswill attract cash inflows which will be supportive for us as well as the entire sector.Recent reforms in the GST Act would boost transparency and uniformity in real estatesector it would also reduce the burden on taxpayers considerably. Western UP Region hasbeen developing day by day and regions like Noida Greater Noida Raj Nagar Extension& Greater Noida West have witnessed unsurpassed growth in past few years.

Internal Control systems and their adequacy

The Company has in place adequate internal control systems andprocedures commensurate with the size and nature of business. These procedures aredesigned to ensure that:

- Effective & adequate internal control environment is maintainedacross the Company.

- All assets and resources are acquired economically used efficientlyand are adequately protected.

- Significant financial managerial and operating information isaccurate reliable and is provided timely; and

- All internal policies and statutory guidelines are complied with.

The effective implementation and independent monitoring of internalcontrols and processes is done by the Internal Audit.

The Audit Committee of the Board reviews the Internal Audit findingsand provides guidance on internal controls. It ensures that Internal Audit recommendationsare effectively implemented. The Audit Committee of the Company met four times during thefinancial year 2020-21. It reviewed inter-alia the adequacy and effectiveness of theInternal Control Systems and monitored implementation of Internal Audit recommendationsand overlooked other financial disclosures. During the year under review no material orserious observation has been received from the Internal Auditors of the Company forinefficiency or inadequacy of such controls.. Outlook on Risks and Concerns Themanagement of the company anticipates the major risks pertaining to the industry in whichit operates such as economic regulatory taxation and environmental risks and also theinvestment outlook towards Indian Real estate sector. Some of the risks that may arise innormal course of its business and impact its potential for future developments inter-aliainclude liquidity risk counter-party risk commodity risk credit risk Inflation riskand market risk etc. The Company has broad based and strong in-house Legal Department totake care of Legal and Regulatory Risks. The requisite insurance covers are also taken bythe Company for covering the disasters etc. The Audit Committee and the Board of Directorsof the Company have been implementing robust risk management policies and guidelines thatset-out the tolerance for risk and your company's general risk management philosophy.Accordingly your Company has established a framework and process to monitor the exposuresto implement appropriate measures in timely and effective manner. The same is constantlyreviewed for improvement.

Human Resources

Company's Human Resource pool is a key engine for its business andgrowth. Our focus continues to leverage and nurture our key talent working closely withour outsourced partners in various areas of our operations and ensuring optimumutilization of manpower aligned with our business strategy. The company conductsconsultations dialogues deliberations negotiations and meetings in a congenialenvironment and arrives at amicable solutions to issues that crop from time to time. OurReward & Recognition/ incentive programme continues to strive to build culture ofmeritocracy and strengthen alignment of performance and reward.

As on 31st March 2021 the Company's "on rolls" talent poolcomprised 211 employees.

Details of Significant Changes in the Key Financial Ratios incomparison with the previous financial year alongwith detailed explanations for suchchanges:

Ratio FY 2020-21 FY 2019-20 Percentage Variance Explanation for Significant Change
Debtor Turnover Ratio 1.54 1.31 17.55% No explanation required.
Inventory Turnover Ratio 0.08 0.06 21.06% No explanation required.
The Interest Coverage Ratio has only slightly improved as compared to FY-19-20 due to following reasons:
Interest Coverage Ratio -0.01 -0.16 91.41% -There is no abnormal loss like decline in realisable value of the Project which was there in last year.
-There is minor reduction in interest expenses and overall losses as compared to last financial year.
Current Ratio 1.12 1.23 -9.09% No explanation required.
Debt Equity Ratio 3.46 2.85 21.41% No explanation required.
The OP Margin has improved due to following reasons:
Operating Profit Margin 22.28% -23.11% 196.4% -the margin is reasonable in projects for which the turnover is booked during the financial year 2020-21.
-there is no abnormal loss like decline in realisable value of the Project which was there in last year.
Net Profit Margin -31.79% -51.15% 37.85% The Net Loss (after tax) is reduced due to decrease in sales increase in operating margin.
Return on Net Worth -11.36% -10.82% -4.91% No explanation required.

Cautionary Statement

Statements in this Management Discussion and Analysis contain certainforward looking statements within the meaning of applicable laws and regulations. Actualresults may differ substantially or materially from those expressed or implied. Importantdevelopments that could affect the Company's operations include a downward trend in thereal estate development industry rise in input costs and significant changes in politicaland economic environment environment standards tax laws litigation and labour relationsetc. The shareholders and readers are cautioned that in the case of data and informationexternal to the company no representation is made on its accuracy or comprehensivenessthough the same are based on sources thought to be reliable.

AWARD OF ISO 9001: 2015

Your Company continues to enjoy the privilege of ISO 9001:2015Certification granted to it on 16th April 2020 through well-known certification agency "DNVGL - Business Assurance". The Management System Certificate is valid till 15thApril 2023. It will be the constant endeavour of the management to continuously stress onsystems/quality for ultimate delivery of its products.

DECLARATION BY INDEPENDENT DIRECTORS

In the first Board Meeting held for the financial year 2020-21 all theIndependent Directors of the Company furnished to the Company a declaration to the effectthat they meet the criteria of independence as provided in Subsection 6 of Section 149 ofCompanies Act 2013 read with Schedule IV thereof.

POLICIES OF THE BOARD OF DIRECTORS/ COMPANY

I. Nomination and Remuneration Policy

The Company's policy on directors' appointment and remuneration is asunder:-

Appointment criteria and qualifications:

a) The Committee shall identify and ascertain the integrityqualification expertise and experience of the person for appointment as Director KMP orat Senior Management level and recommend to the Board his/ her appointment.

b) A person should possess adequate qualification expertise andexperience for the position he/she is considered for appointment. The Committee hasdiscretion to decide whether qualification expertise and experience possessed by a personis sufficient/satisfactory for the concerned position.

c) The Company shall not appoint or continue the employment of anyperson as the Managing Director/Whole-time Director who has attained the age of seventyyears. Provided that the term of the person holding this position may be extended beyondthe age of seventy years with the approval of shareholders by passing a special resolutionbased on the explanatory statement annexed to the notice for such motion indicating thejustification for extension of appointment beyond seventy years..

Remuneration to Whole-time/Executive/Managing Director KMP andSenior Management Personnel:

a) Fixed pay:

The Managing Director Wholetime Director KMP and Senior ManagementPersonnel shall be eligible for a monthly remuneration as may be approved by the Board onthe recommendation of the Nomination & Remuneration Committee. The breakup of the payscale and quantum of perquisites including employer's contribution to provident fundpension scheme medical expenses club fees etc. shall be decided and approved by theBoard/ the person authorized by the Board on the recommendation of the Committee andapproved by the shareholders and Central Government wherever required.

b) Minimum Remuneration:

If in any Financial Year the Company has no profits or its profitsare inadequate the Company shall pay remuneration to its Managing Director/Whole-timeDirector in accordance with the provisions of Schedule V of the Companies Act 2013 and ifit is not able to comply with such provisions with the previous approval of the CentralGovernment.

c) Provisions for excess remuneration:

If any Managing Director/Whole- time Director draws or receivesdirectly or indirectly by way of remuneration any such sums in excess of the limitsprescribed under the Act or without the prior sanction of the Central Government whererequired he/she shall refund such sums to the Company and until such sum is refundedhold it in trust for the Company. The Company shall not waive recovery of such sumrefundable to it unless permitted by the Central Government.

Remuneration to Non- Executive/

Independent Directors:

a) Remuneration/Commission:

The remuneration/commission shall be fixed as per the slabs andconditions mentioned in the Articles of Association of the Company and the Companies Act2013.

b) Sitting Fees:

The Non-Executive/Independent Director may receive remuneration by wayof fees for attending meetings of Board or Committee thereof provided that the amount ofsuch fees shall not exceed Rs 40000 per meeting of the Board or Committee or such amountas may be approved by the board within the limits prescribed by the Central Governmentfrom time to time.

c) Commission:

Commission may be paid within the monetary limit approved byshareholders subject to the limit not exceeding 1% of the profits of the Company computedas per the applicable provisions of the Companies Act 2013.

d) Stock Options:

An Independent Director shall not be entitled to any stock option ofthe Company.

II. Corporate Social Responsibility Policy

During the year 2020-21 no expenditure was made by the Company towardsCorporate Social Responsibility initiatives as the Company is continuously incurringlosses since the financial year 2016-17 due to prevailing downfall in the Real EstateSector as a consequence of which the average net profit in accordance of Section 135 ofthe Companies Act 2013 is negative for the Financial Year under review.

The details about the policy developed and implemented by the Companyon Corporate Social Responsibility are given in the "Annexure-I" forming part ofthis report as specified under the Companies (Corporate Social Responsibility Policy)Rules 2014. The Policy has been disclosed on the website of the Company.

III. Statement concerning Development and Implementation of RiskManagement Policy

The Company has its Risk Management Policy which is reviewed by theBoard of Directors of the Company and the Audit Committee of Directors from time to timeso that management controls the risk through a structured network. Head of Departments areresponsible for implementation of the risk management system as may be applicable to theirrespective areas of functioning and report to the Board and the Audit Committee about theevents of material significance.

The main objective of this policy is to ensure sustainable businessgrowth with stability and to promote a proactive approach in reporting evaluating andresolving risks associated with the business. In order to achieve the key objectives thepolicy establishes a structured and methodical approach to risk management in order toguide decisions on risk related issues.

In today's turbulent and competitive environment strategies formitigating inherent risks are imperative for triggering the growth graph of the Company.The common risks inter alia are: Hazard risk Regulatory risks Competition Businessrisk Technology Obsolescence Investments Retention of talent and Expansion offacilities etc. Business risk inter-alia further includes financial risk politicalrisk fidelity risk and legal risk etc.

As a matter of policy these risks are assessed and appropriate stepsare taken to allay the same so that the element of risk threatening the Company'sexistence is very minimal.

IV. Whistle Blower Policy and Vigil Mechanism

Your Company being a Listed Company has established a Vigil (WhistleBlower) Mechanism and formulated policy to enable director/s or stakeholders includingindividual employees and their representative bodies to freely communicate their concernsabout illegal or unethical practices actual or suspected fraud or violation of the Codeof Conduct or Policy for the time being in force. The Whistle Blower Policy of the Companyis available on the Company's Website.

V. Related Party Transactions Policy

In accordance with the provisions of the Companies Act 2013 and theSEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 the Companyhas in place a Related Party Transactions (RPT) Policy to ensure due and timelyidentification approval disclosure and reporting of transactions between the Company andits Related Parties. All Related Party Transactions are approved by the Audit Committeeprior to entering into the transactions. Related Party Transactions of repetitive natureare approved by the Audit Committee on omnibus basis for one financial year at a time. Allomnibus approvals are reviewed by the Audit Committee on a quarterly basis. The Policy hasbeen disclosed on the website of the Company link for which ishttp://www.ansals.com/pdfs/policy-on-related-party-transaction.pdf.

VI. Financial Control Policy

The Company has a well-defined Financial Controls Policy which has beenframed keeping in view the provisions of the Companies Act 2013 and the ListingRegulations. The objective of the Policy is to ensure the orderly and efficient conduct ofbusiness of the Company including adherence to the Company's policies safeguarding of itsassets the prevention and detection of frauds and errors the accuracy and completenessof the accounting records and the timely preparation of reliable financial information.The Policy has been disclosed on the website of the Company.

VII. Policy on Diversity of Board

Your Company believes that a diverse Board will enhance the quality ofthe decisions made by the Board by utilizing the different skills qualificationprofessional experience and knowledge etc. of the members of the Board which is inevitablefor achieving sustainable and balanced development. Keeping this in view the Company hasframed a "Policy on Board Diversity"in accordance with provisions of theCompanies Act 2013 and Listing Regulations. The Policy on Board Diversity shall help theNomination & Remuneration Committee of the Company while considering and recommendingappointment of persons on the Board of Directors of the Company.

VIII Policy on prevention of Sexual Harassment of Women at workplace.

The company has adopted the guidelines and procedures of the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 toevolve a permanent mechanism for the prevention and redressal of sexual harassment casesand other acts of violence in the organisation and to create and maintain a sensitive andcongenial democratic working environment in which every woman can work in a community freeof violence harassment exploitation intimidation and stress.

COMMITTEES OF BOARD NUMBER OF MEETINGS OF THE BOARD AND COMMITTEES

The Board of Directors met four times during the financial year underreview for which notices were served in accordance with Section 173(3) of the CompaniesAct 2013 at their addresses registered with the Company by the permitted mode ofdelivery. As on 31st March 2021 the Board had five committees namely the AuditCommittee the Corporate Social Responsibility ('CSR') Committee the Stakeholders'Relationship Committee Committee of Directors and Nomination and Remuneration Committee.A detailed note on composition of the board committees meetings attendance thereat isprovided in the Corporate Governance Report which forms part of the Annual Report.

AUDITORS AND AUDITORS' REPORT Statutory Auditors

M/s. Dewan P.N. Chopra & Co. Chartered Accountants are theStatutory Auditors of the Company who were appointed by the shareholders in their annualgeneral meeting held on 28th August 2017 for five consecutive years starting with thefinancial year 2017-18.

The Board has duly examined the Statutory Auditors' Report to theaccounts which is self-explanatory. Clarifications wherever necessary have been includedin the Notes to Accounts section of the Annual Report and the Management's view on theQualification made by Statutory Auditors in their report is mentioned below:

Details of Audit Qualification: Management' view on Audit Qualification:
IFCI Limited has revoked the restructuring and recalled repayment of outstanding dues amounting Rs.11296.77 Lakh (including default interest). The Company has not recognized the default interest cost amounting Rs.805.35 Lakh for the year ended 31st March 2021 considering covid-19 and other factors. The company is in discussion with the lender to resolve the matter in best possible manner. The Company's records indicate that had management recognized the default interest an amount of Rs.805.35 Lakh would have been required to provide for as finance cost. Accordingly Finance Cost Deferred tax assets and Loss after tax would have been increased by Rs.805.35 Lakh Rs.224.05 Lakh and Rs.581.30 Lakh respectively and shareholder's fund would have been reduced by Rs.581.30 Lakh for the year ending 31st March 2021. It has been a very tough time for the Real Estate industries considering various regulatory changes during the past few years which has got worse than ever before due to the spread of the COVID-19 pandemic. There is a difference of recognition of interest cost amounting to Rs. 805.35 Lakhs as quantified by the auditors with regard to outstanding dues amounting Rs. 11296.77 Lakhs as recalled by the lender namely IFCI Limited. The management is in negotiations with the lender in this regard and has denied the revocation during COVID affected period. The management is very much hopeful that the request will be considered by the lender particularly when we are in proactive discussion with IFCI since March 2020 to work out the resolution on this matter.

Further since no fraud has been reported by the Auditors undersub-section (12) of section 143 of the Companies Act 2013 no details are required to begiven in the Directors' Report as required by Section 134(3)(ca) of the Companies Act2013.

Cost Auditors

M/s. U. Tiwari & Associates Cost Accountants were appointed asthe Cost Auditors for the financial year 2020-21 to conduct cost audit of the accountsmaintained by the Company in respect of the various projects prescribed under theapplicable Cost Audit Rules. The Cost Audit Report given by the Cost Auditors for thefinancial year 2020-21 shall be filed as per the requirements of applicable laws.

In accordance with the provisions of Section 148 of the Companies Act2013 read with the Companies (Audit and Auditors) Rules 2014 since the remunerationpayable to the

Cost Auditors is required to be ratified by the shareholders the Boardrecommends the same for the financial year 2021-22 for approval by shareholders at theensuing Annual General Meeting.

Secretarial Auditors

In terms of Section 204 of the Companies Act 2013 and the Regulation24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 asamended from time to time CS Vivek Arora and M/s Parveen Rastogi & Co. PracticingCompany Secretaries were appointed as the Secretarial Auditors of the Company and itsMaterial Subsidiary viz. M/s Geo Connect Limited respectively for the financial year2020-21. The Secretarial Audit Reports submitted by them in the prescribed form MR-3 areattached as "Annexure-IIA and IIB" respectively and form part of thisreport. The Secretarial Audit Reports are selfexplanatory.

OTHER STATUTORY DISCLOSURES

Web address of Annual Return

In terms of the provisions of Section 92(3) of the Companies Act 2013read with Section 134(3)(a) of the Companies Act 2013 the Annual Return in Form MGT-7shall be placed on the website of the Company as soon as the same shall be filed with theRegistrar of Companies. The Web link to access the same ishttps://www.ansals.com/corporate/annual-return.aspRslinks=investors3-2.

Particulars of Loans Guarantees or Investments under Section 186 ofthe Companies Act and Schedule V of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015

During the year under review your Company had granted CorporateGuarantees in favour of the following:

a) State Bank of India SME SIB Branch aggregating to an amount of INR6813600/- (Indian Rupees Sixty Eight Lakh Thirteen Thousand Six Hundred Only) to securethe due repayment and discharge of Working Capital Term Loan availed by Geo ConnectLimited Wholly Owned Subsidiary of the Company under the Emergency Credit Line GuaranteeScheme.

b) IDBI Trusteeship Services Limited aggregating to an amount of INR890000000/- (Indian Rupees Eighty Nine Crores Only) in connection with the last milefunding sanctioned under Special Window for Completion of Construction of Affordable andMid-Income Housing Fund- 1 (SWAMIH FUND-1) launched by SBICAP Ventures Limited to theWholly Owned Subsidiary of the Company viz. Identity Buildtech Private Limited againstissue of Non-Convertible Debentures ("NCDS").

Particulars of Contracts or Arrangements with Related Parties

As a part of its philosophy of adhering to highest ethical standardstransparency and accountability your Company has historically adopted the practice ofundertaking related party transactions only in the ordinary and normal course of businessand at arm's length. In line with the provisions of the Companies Act 2013 and theListing Regulations the Board has approved a policy on related party transactions. Thesaid policy on related party transactions has been placed on the Company's Website. AllRelated Party Transactions are placed on a quarterly basis before the Audit Committee forits review. The particulars of contracts or arrangements with related parties referred toin section 188(1) and applicable rules of the Companies Act 2013 in Form AOC-2 areprovided as "Annexure -III" to this report forming part hereof.

Your Company has taken necessary approvals as required by Section 188read with the Companies (Meeting of Board and its Powers) Rules 2014 from time to time inrespect of the related party transactions.

Material changes and commitments if any affecting the financialposition of the company which have occurred between the end of the financial year of thecompany to which the financial statements relate and the date of the report

No material changes or commitments have occurred between the close ofthe financial year of the Company to which the balance sheet relates and the date of thereport which may affect the financial position of the Company.

Board Evaluation

Pursuant to applicable provisions of the Companies Act 2013 andListing Regulations the Board in consultation with its Nomination & RemunerationCommittee had formulated a framework containing inter-alia the criteria for performanceevaluation of the entire Board of the Company its Committees and individual directorsincluding independent directors.

The performance of the board was evaluated by independent directors intheir separate meeting after seeking inputs from all the directors on the basis of thecriteria such as the adequacy and composition of the board and its structureeffectiveness of board processes information and functioning etc. The performance of thecommittees was evaluated by the board after seeking inputs from the committee members onthe basis of the criteria such as the composition of committees effectiveness ofcommittee meetings functions etc. A structured separate exercise is carried out by theboard and the nomination and remuneration committee

reviews the performance of the individual directors on the basis of thecriteria such as qualifications expertise attendance and participation in the meetingsexperience and competencies independent judgement obligations and regulatorycompliances performance of specific duties and obligations governance issues thecontribution of the individual director to the board and committee meetings likepreparedness on the issues to be discussed meaningful and constructive contribution andinputs in meetings etc. In addition the Chairman was also evaluated on the key aspectsof his role. Performance evaluation of independent directors was done by the entire boardexcluding the independent director being evaluated.

The Board evaluation is conducted through questionnaire havingqualitative parameters and feedback based on rating scale of 1-3. The directors expressedtheir satisfaction with the evaluation process.

CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review Mrs. Iqneet Kaur was appointed as anAdditional NonExecutive Independent Director on the Board with effect from 29th July 2020to hold office upto the date of next Annual General Meeting. She being eligible wasregularized as NonExecutive Independent Director not liable to retire by rotation by theshareholders of the Company in the Annual General Meeting of the Company held on 28thSeptember 2020. In accordance with the provisions of section 152 of Companies Act 2013Mr. Kushagr Ansal Director of the Company is liable to retire by rotation at the ensuingAnnual General Meeting and being eligible offers himself for re-appointment.

As on 31st March 2021 the composition of board was as givenhereunder:

Name DIN Designation Date of Appointment
Mr. Surrinder Lal Kapur 00033312 Independent Director 15.05.2006
Mr. Ashok Khanna 01510677 Independent Director 31.07.2000
Mr. Maharaj Kishen Trisal 00059545 Independent Director 14.02.2013
Mr. Kushagr Ansal 01216563 Whole time Director & CEO 26.08.2006
Mrs. Neha Ansal 08469989 Non-Executive Director 02.07.2019
Mrs. Iqneet Kaur 05272760 Independent Director 29.07.2020

PARTICULARS OF EMPLOYEES

Information required pursuant to section 197(12) of the Companies Act2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 is provided as "Annexure-IV" to this Report. YourBoard of Directors affirms that the remuneration paid is as per the Remuneration Policy ofthe Company.

A statement containing inter alia particulars of top ten Employees interms of remuneration drawn and name of every employee if employed throughout thefinancial year in receipt of remuneration of Rs 102 lakhs or more or employees employedfor part of the year and in receipt of Rs 8.5 lakhs or more per month pursuant to Rule5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 forming part of this Report is attached herewith in "Annexure-V".

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGEEARNINGS AND OUTGO

A. Conservation of Energy and Technology Absorption

Your Company is not engaged in any manufacturing activity; as suchparticulars relating to Conservation of Energy and Technology Absorption as per section134(3)(m) of the Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules2014 are not applicable.

B. Foreign Exchange Earnings and Outgo

a) Activities Relating to exports As the company operates in Real
b) Initiatives taken to increase exports Estate & Hospitality segment the Company is not involved in any activity relating to export.
c) Development of new export markets for products and services
d) Export plans
Particulars of Foreign Exchange Earnings and Outgo -
a) Foreign Exchange Earnings - through Credit Cards as per bank certificates/advices Rs Nil
b Dividend Received in foreign currency (Net of CDT) Rs Nil
c) Foreign Exchange Outgo Rs Nil
Payment of Brokerage Rs Nil
Travel Expenses Rs 2.31 Lakhs
Property Exhibition Rs Nil
Professional Expenses Rs Nil

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS ORCOURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

No significant and material orders were passed by the regulators orcourts or tribunals during the financial year 2020-21 which have an impact on the goingconcern status and company's operations in future.

CORPORATE GOVERNANCE

Your Company believes in adopting best practices of corporategovernance. Corporate governance principles are enshrined in the spirit of Ansal HousingLtd. which form the core values of the Company. These guiding principles are alsoarticulated through

Regd. Office:

606 6th Floor Indra Prakash 21 Barakhamba Road

New Delhi - 110 001.

Place : Vaishali Ghaziabad Dated : 27th July 2021 theCompany's code of business conduct corporate governance guidelines charter of varioussub-committees and disclosure policy. Pursuant to the Regulation 34 of the ListingRegulations a separate section on corporate governance practices followed by yourCompany together with a certificate from M/s. Parveen Rastogi & Co. CompanySecretary on compliance with corporate governance norms under the Listing Regulationshas been annexed as part of this Report.

INVESTORS' GRIEVANCE

In order to comply with the provisions of Regulation 46 read with otherregulations of the SEBI (Listing Obligations & Disclosure Requirements) Regulations2015 the Company has designated an e-mail ID - sect@ansals.com which is exclusively forthe clarifications/queries/grievance redressal of the investors of the Company.

LISTING OF EQUITY SHARES The Securities of the Company are listed andtraded at BSE Limited and National Stock Exchange of India Ltd. The Company has paidlisting fee to BSE Ltd. as well as National Stock Exchange of India Ltd. for the financialyear 2021-22.

INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE(PREVENTION PROHIBITION & REDRESSAL) ACT 2014

As a part of the policy for Prevention of Sexual Harassment in theorganisation the Company has in place an Internal Complaints Committee for prevention andredressal of complaints of sexual harassment of Women at work place in accordance with theSexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013and relevant rules thereunder. During the year under review no case was reported in thenature of sexual harassment at any workplace of the Company and any of itssubsidiaries/associates.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) of the Companies Act 2013 the Directorsto the best of their knowledge and belief confirm :

i. that in the preparation of the annual accounts the applicableaccounting standards have been followed along with proper explanations relating tomaterial departures;

ii. that the directors have selected such accounting policiesand applied them consistently and made judgements and estimates that are reasonable andprudent so as to give a true and fair view of the state of affairs of the Company for thefinancial year ended 31st March 2021 and of the profit of the Company for that period;

iii. that the directors had taken proper and sufficient care formaintenance of adequate accounting records in accordance with the provision of the Act forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities; and

iv. that the directors had prepared the annual accounts on a goingconcern basis; and

v. that the directors had laid down internal financial controls to befollowed by the company and that such internal financial controls are adequate and wereoperating effectively.

vi. that the directors had devised proper systems to ensure complianceswith the provisions of all applicable laws and that such systems were adequate andoperating effectively.

SECRETARIAL STANDARDS

The Board of Directors of your Company hereby confirms that all theprovisions of applicable Secretarial Standards issued by the Institute of CompanySecretaries of India (ICSI) i.e. Secretarial Standard--1 and SecretarialStandard-2 pertaining to 'Meetings of the Board of Directors' and 'General Meetings'respectively have been duly complied with by the Company during the year under review.ACKNOWLEDGEMENTS AND APPRECIATION The Board of Directors of your Company wishes to placeon record its appreciation to the Central and State Governments as well as theirrespective Departments and Development Authorities connected with the business of theCompany Company's bankers and business associates for the assistance cooperation andencouragement they extended to the Company.

The Directors also extend their appreciation to the employees for theircontinuing support and unstinting efforts in ensuring an excellent all-round operationalperformance. The Directors would like to thank shareholders and deposit holders for theirsupport and contribution. We look forward to their continued support in future.

For and on behalf of the Board of Directors
Sd/- Sd/-
Kushagr Ansal Maharaj Kishen Trisal
Whole-time Director & CEO Director
DIN:01216563 DIN: 00059545

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