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Balu Forge Industries Ltd.

BSE: 531112 Sector: Engineering
NSE: N.A. ISIN Code: INE011E01029
BSE 00:00 | 17 May 102.60 8.30
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NSE 05:30 | 01 Jan Balu Forge Industries Ltd
OPEN 95.80
PREVIOUS CLOSE 94.30
VOLUME 172834
52-Week high 276.45
52-Week low 85.00
P/E 34.78
Mkt Cap.(Rs cr) 845
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 95.80
CLOSE 94.30
VOLUME 172834
52-Week high 276.45
52-Week low 85.00
P/E 34.78
Mkt Cap.(Rs cr) 845
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Balu Forge Industries Ltd. (BALUFORGE) - Director Report

Company director report

Dear Shareholders

The Board of Directors are pleased to present the 32nd Annual Reporttogether with the Audited Financial Statements of the Company for the Financial Year ended31 March 2021.

1. FINANCIAL RESULTS

The Financial Highlights for the year under report are as under:

(Amount in Crores)

Description Year ended 31 March 2021 Year ended 31 March 2020
Revenue from Operations 142.09 0.20
Other Income 5.24 0.01
Total Revenue 147.33 0.21
Total Expenses 137.58 0.14
(Loss) / Profit before tax and exceptional items 9.74 0.07
Profit before tax 9.74 0.07
Tax expense / (credit) Current Tax 2.25 0.01
Deferred Tax -0.13 0.02
Net Profit after tax 7.62 0.04
Other Comprehensive expense/ (Income) net of Income tax 1.02 -
Balance Transfer to Reserve 6.60 0.04

2. REVIEW OF OPERATIONS

During the financial year ended 31 March 2021 the Company has recorded total revenueof Rs. 147.33 crores and the Company has earned Net Profit of Rs. 6.60 crores as comparedto previous year Net Profit of Rs. 0.04 crores.

3. COVID-19

The outbreak of novel Coronavirus (COVID-19) pandemic and the consequent lockdownrestrictions imposed by the central and state government's had caused significantdisturbance and slowdown of economic activity in India and across the globe. The companysaw a great uptick in demand from the Agricultural and Power Generation Sector due to foodsecurity being pushed by all government and backup power made mandatory by all governmentsfor hospitals and medical facilities. The Company has also taken proactive measures tocomply with various regulations/guidelines issued by the Government and local bodies toensure safety of our workforce & local community in general. The New Normal created bythe Novel Corona (COVID-19) has further changed the narrative & the managementbelieves it is imperative to adapt to this change & stay ahead of one's peers whilecontinuously enhancing one's learning curve through this journey. The company is carryingout Research and Development and focusing also in New Energy/Mobility Solutions and greenenergy sectors. This bears testimony to the strongest forward-thinking pillar ofinnovation that is deep routed in the ideology & culture. The Management with thisapproach & forward thinking is sure to thrive and overcome this pandemic & comeout stronger despite the global slowdown.

4. TRANSFER TO RESERVES

The Board of Directors has decided to retain the entire amount of profit in the profitand loss account. Accordingly the Company has not transferred any amount to the'Reserves' for the year ended 31 March 2021.

5. EXTRACT OF ANNUAL RETURN

As required under Section 92(3) of the Companies Act 2013 and rule 12(1) of theCompanies (Management and Administration) Rules 2014 an extract of the Annual Return inform which MGT-9 is a part of the Annual Report as Annexure - A. Further the annualreturn as on 31 March 2021 is available on the Company's website and can be accessed athttps://www.baluindustries.com.

6. DIVIDEND

During the year under review the Board of Directors have not recommended any amountfor dividend.

7. MAINTENANCE OF COST RECORDS

The Maintenance of Cost Records pursuant to Section 148(1) of the Companies Act 2013is not required by the Company for the FY 2020-21 and accordingly such accounts andrecords are not made and maintained by the Company.

8. CASH FLOW & CONSOLIDATED FINANCIAL STATEMENTS

As required under Regulation 34 of the Listing Regulations a Cash Flow Statement ispart of the Annual Report. The Board had approved during the year the investment in whollyowned Subsidiary namely Safa Otomotiv FZ - LLC in - Dubai on 30 November 2021. HoweverCapital Contribution for the same has not been made till the closure of the Financial Yeari.e. 31 March 2021 and hence not required to publish Consolidated Financial Statements.

9. SHARE CAPITAL

The paid up Equity Share Capital as on 31 March 2020 was Rs. 3500000/- divided into350000 Equity Share of Rs. 10/- each.

The Board of Directors of the company on 24 September 2020 and 25 September 2020 hadissued and allotted 68265000 Equity shares of which 47840000 Equity Shares of Rs.10/- each aggregating to Rs. 478400000/- are issued for consideration other than cashand 20425000 Equity Shares of Rs. 10/- each aggregating to Rs. 204250000/- areissued for cash at the price of Rs. 10 per share on preferential basis in terms of ChapterV of SEBI (ICDR) Regulations 2018.

The Board of Directors of the company has also issued and allotted 9200000 warrantsconvertible into 9200000 equity shares of Rs. 10/- each to be issued at par for cash ona preferential basis.

The Board of Directors of the company had made a second Preferential Allotment on 27April 2021 and had issued and allotted 5549886 equity shares of Rs. 10/- each issued atthe premium of Rs. 71/- per share.

So as on the date of signing of Directors Report the Paid Up Equity Share Capital wasRs. 741648860 /- divided into 74164886 Equity Shares of Rs. 10/- Each.

10. LISTING

The shares of the Company are listed at the BSE Limited. The Company has paid theannual listing fees for the financial year 2020-21 to the said Stock Exchange.

11. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION & PROTECTION FUND

There was no transfer during the year to the Investor Education and Protection Fund interms of Section 125 of the Companies Act 2013.

12. INTERNAL CONTROL SYSTEM

The Company's internal control system has been established on values of integrity andoperational excellence and it supports the vision of the Company "To be the mostsustainable and competitive Company in our industry". The Company's internal controlsystems are commensurate with the nature of its business and the size and complexity ofits operations.

Internal Audit - The Company has in place a robust Internal Control System and ablysupported by reputed independent firms i.e. Mehta Singhvi & Associates CharteredAccountants Mumbai as the Internal Auditors. The audit conducted by the Internal Auditorsis based on an internal audit plan which is reviewed each year in consultation with theAudit Committee. These audits are based on risk based methodology and inter-alia involvethe review of internal controls and governance processes adherence to management policiesand review of statutory compliances. The Internal Auditors share their findings on anongoing basis during the year for corrective action. Report of the Internal Auditors forthe FY 2020-21 does not contain any qualification reservation disclaimer or adverseremarks.

13. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THECOMPANIES ACT 2013

The particulars of investment made under Section 186 of the Companies Act 2013 hasbeen disclosed in the note no. 14 of financial statements.

14. DIRECTORS RESPONSIBILITY STATEMENT

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

a) that in the preparation of the annual accounts for the financial year ended 31 March2021 the applicable accounting standards had been followed along with proper explanationrelating to material departures.

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

c) that the Directors had taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities and

d) The Directors had prepared the accounts for the financial year ended 31 March 2021on a going concern basis.

e) The Directors had laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively.

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

15. SUBSIDIARY JOINT VENTURES AND ASSOCIATE COMPANIES

The Board had approved during the year the investment in wholly owned Subsidiary namelySafa Otomotiv FZ - LLC in - Dubai on 30 November 2020. However Capital Contribution forthe same has not been made till the closure of the Financial Year i.e 31 March 2021.

16. DEPOSITS

The Company has not accepted any deposits within the meaning of sub-section (31) ofSection 2 and Section 73 of the Companies Act 2013 ("the Act") and the Rulesframed thereunder. As on 31 March 2021 there were no deposits lying unpaid or unclaimed.

17. DIRECTORS & KEY MANAGERIAL PERSONNEL (KMP)

Sr. No. Name of Director / KMP Designation Date of Appointment Date of Cessation
1. Mr. Jaspalsingh Chandock Chairman & Managing Director 19-11-2020
2. Mr. Trimaan Chandock Whole time Director 19-11-2020
3. Mr. Jaikaran Chandock Whole time Director 19-11-2020
4. Mr. Ashvin Thumar Independent Director 30-06-2021
5. Mr. Deepak Mehta Independent Director 30-06-2021
6. Ms. Sejal Soni Independent Woman Director 30-06-2021
7. Mr. Mitesh Dani CFO 28-05-2018
8. Mr. Aakash Joshi Company Secretary 22-06-2020
9. Mr. Mitesh Dani Director 27-09-2018 19-11-2020
10. Mr. Yatin Mehta Managing Director 30-09-2016 19-11-2020

(i) Composition of the Board of Directors and KMP

The Board of Directors and Key Managerial Personnel is duly constituted. As on the dateof this report the composition of the Board and Key Managerial Personnel is as mentionedbelow:

(ii) Changes in Composition of Board and Key Managerial Personnel

a) Mr. Raghvendra Raj Mehta was appointed as Additional Director (Independent Director)of the company on 30 June 2021.

b) Mr. Radhey Shyam Soni was appointed as Additional Director (Independent Director) ofthe company on 30 June 2021.

c) Ms. Shalu Laxmanraj Bhandari was appointed as Additional Director (Independent WomanDirector) of the company on 30 June 2021.

Policy on Appointment and Remuneration of Directors Key Managerial Personnel andSenior Management Personnel

The Board of Directors has adopted a Nomination and Remuneration Policy in terms of theprovisions of sub- section (3) of Section 178 of the Act and SEBI Listing Regulationsdealing with appointment and remuneration of Directors Key Managerial Personnel andSenior Management Personnel. The policy covers criteria for determining qualificationspositive attributes independence and remuneration of Directors Key Managerial Personneland Senior Management Personnel.

MEETINGS OF BOARD & COMMITTEES • Meetings of Board of Directors

The Board of Directors duly meets 10 (Ten) times during the financial year from ended31st March 2021 as under:

22 June 2020 03 August 2020 15 September 2020 24 September 2020 25 September 202019 November 2020 30 November 2020 06 January 2021 25 January 2021 and 1 March 2021.

The periodicity between two Board Meetings was within the maximum time gap asprescribed in the SEBI (LODR) Regulations' 2015 / Companies Act 2013.

The Composition of the Board is as under:

Sr. No. Name of Directors Designation/ Category of Directorship
1 Mr. Jaspalsingh Chandock Chairman & Managing Director
2 Mr. Trimaan Chandock Whole Time Director
3 Mr. Jaikaran Chandock Whole Time Director
4 Mr. Ashvin Thumar Independent Director*
5 Mr. Deepak Mehta Independent Director*
6 Ms. Sejal Soni Independent Woman Director*

*Resigned as Director in the Board Meeting held on 30 June 2021. However in place ofthese three Independent Directors Mr. Ragvendra Raj Mehta Mr. Radheshyam Soni and Ms.Shalu Bhandari have been appointed as new Independent Director w.e.f 30 June 2021.

Committee Meetings:

• Audit Committee:

The Audit committee reviews reports of the internal auditor meets statutory auditorsas and when required and discusses their findings suggestions observations and otherrelated matters. It also reviews major accounting policies followed by the Company.

The Audit Committee of the Company is constituted/re- constituted in line with theprovisions of Regulation 18 of SEBI (Listing Obligations and Disclosure requirements)

Regulations 2015 read with Section 177 of the Companies Act 2013.

During the financial year 2020-21 the Audit Committee of the Company met Seven times on22 June 2020 03 August 2020 15 September 2020 30 November 2020 06 January 2021 25January 2021 1 March 2021. The gap is not more than one hundred and twenty days betweentwo Audit Committee meetings.

The Statutory Auditor Internal Auditor and Whole Time Directors/Chief FinancialOfficer are invited to the meeting as and when required.

The Composition of the Audit Committee is as under:

Sr. No. Member's Name Category Designation
1 Mr. Ashvin Thumar Independent Director* Chairman
2 Mr. Deepak Mehta Independent Director* Member
3 Ms. Sejal Soni Independent Director* Member

*Resigned as Director in the Board Meeting held on 30 June 2021. However in place ofthese three Independent Directors Mr. Ragvendra Raj Mehta Mr. Radheshyam Soni and Ms.Shalu Bhandari have been appointed as new Independent Director w.e.f 30 June 2021.

• Nomination & Remuneration Committee

The Nomination and Remuneration Committee recommends the appointment of Directors andremuneration of such Directors. The level and structure of appointment and remuneration ofall Key Managerial personnel and Senior Management Personnel of the Company as per theRemuneration Policy is also overseen by this Committee.

The Nomination & Remuneration Committee is duly constituted during the year underreview the committee met 2 times. The meetings were held on 22 June 2020 and 19 November2020.

The Composition of the Nomination & Remuneration Committee is as under:

Sr. No. Member's Name Category Designation
1 Ms. Sejal Soni Independent Director* Chairman
2 Mr. Ashvin Thumar Independent Director* Member
3 Mr. Deepak Mehta Independent Director* Member

*Resigned as Director in the Board Meeting held on 30 June 2021. However in place ofthese three Independent Directors Mr. Ragvendra Raj Mehta Mr. Radheshyam Soni and Ms.Shalu Bhandari have been appointed as new Independent Director w.e.f 30 June 2021.

• Stakeholders' Relationship Committee

The scope of the Shareholders/ investors Grievance Committee is to review and addressthe grievance of the shareholders in respect of share transfers transmission non receiptof annual report non receipt of dividend etc and other related activities. In additionthe Committee also looks into matters which can facilitate better investor's services andrelations.

The Stakeholders' Relationship Committee is duly constituted during the year underreview the committee met 6 times on 22 June 2020 03 August 2020 30 November 2020 06January 2021 25 January 2021 1 March 2021

The Composition of the Stakeholders' Relationship Committee is as under:

Sr. No. Member's Name Category Designation
1 Ms. Sejal Soni Independent Director* Chairman
2 Mr. Ashvin Thumar Independent Director* Member
3 Mr. Deepak Mehta Independent Director* Member

*Resigned as Director in the Board Meeting held on 30 June 2021. However in place ofthese three Independent Directors Mr. Ragvendra Raj Mehta Mr. Radheshyam Soni and Ms.Shalu Bhandari have been appointed as new Independent Director w.e.f 30 June 2021.

18. ATTRIBUTES QUALIFICATIONS & INDEPENDENCE OF DIRECTORS THEIR APPOINTMENT ANDREMUNERATION

The Nomination & Remuneration Committee of Directors have approved a Policy forSelection Appointment and Remuneration of Directors which inter-alia requires thatcomposition of remuneration is reasonable and sufficient to attract retain and motivateDirectors KMP and senior management employees and the Directors appointed shall be ofhigh integrity with relevant expertise and experience so as to have diverse Board and thePolicy also lays down the positive attributes/criteria while recommending the candidaturefor the appointment as Director.

19. INDEPENDENT DIRECTORS

The Independent Directors hold office for a fixed term of five years and are not liableto retire by rotation. The Independent Directors have submitted their disclosure to theboard that they fulfill all the requirements as to qualify for their appointment as anIndependent Director under the provisions of the Companies Act 2013 as well as SEBI(LODR) Regulations 2015.

20. DECLARATION OF INDEPENDENT DIRECTORS

In terms of the provisions of sub-section (6) of Section 149 of the Act and Regulation16 of SEBI Listing Regulations including amendments thereof the Company has receiveddeclarations from all the Independent Directors of the Company that they meet the criteriaof independence as prescribed under the provisions of the Act and SEBI ListingRegulations. There has been no change in the circumstances affecting their status as anIndependent Director during the year. Further the Non Executive Directors of the Companyhad no pecuniary relationship or transactions with the Company other than sitting feescommission and reimbursement of expenses if any incurred by them for the purpose ofattending meetings of the Company.

The Board is of the opinion that the Independent Directors of the Company possessrequisite qualifications experience and expertise and they hold highest standards ofintegrity.

21. FAMILIARISATION PROGRAMME FOR

INDEPENDENT DIRECTORS

The familiarisation program aims to provide Independent Directors with the industryscenario the socioeconomic environment in which the Company operates the business modelthe operational and financial performance of the Company significant developments so asto enable them to take well informed decisions in a timely manner. The familiarizationprogram also seeks to update the Directors on the roles responsibilities rights andduties under the Act and other statutes.

22. BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 the Board based on therecommendation of the Nomination and Remuneration Committee has carried out an annualperformance evaluation of Board of Directors Statutory Committees and IndividualDirectors. The policy is also in compliance to Regulation 19 read with Schedule II Part Dof the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. TheNomination and Remuneration Committee has defined the evaluation criteria for thePerformance Evaluation of the Board its Statutory Committees and individual Directors.

23. PARTICULARS OF EMPLOYEES

In terms of the requirements of sub-section (12) of Section 197 of the Act read withsub-rule (1) of Rule 5 of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 as amended from time to time the disclosures pertaining to theremuneration and other details are annexed to this Report as Annexure - B.

24. RELATED PARTY TRANSACTIONS

Information on transactions with related parties pursuant to Section 134(3)(h) of theAct read with rule 8(2) of the Companies (Accounts) Rules 2014 are given in Annexure inForm AOC-2 and the same forms part of this report as Annexure - C. A statement givingdetails of all Related Party Transactions are placed before the Audit Committee on aquarterly basis for its review. Disclosure as required under Indian Accounting Standards("IND AS") - 24 have been made in the Note No. 41 to the Financial Statements.

25. CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility i.e. (CSR) activities as required under Section 135 ofthe Companies Act 2013 is not applicable to the Company for the financial year 2020-21.

26. CORPORATE GOVERNANCE

Your Company always places a major thrust on managing its affairs with diligencetransparency responsibility and accountability thereby upholding the important dictumthat an Organization's corporate governance philosophy is directly linked to highperformance. The Company understands and respects its fiduciary role and responsibilitytowards its stakeholders and society at large and strives to serve their interestsresulting in creation of value for all its stakeholders.

In terms of Regulation 34 of SEBI (LODR) Regulations a separate section on CorporateGovernance with a detailed report on Corporate Governance is provided as a separatesection in the Annual Report and a certificate from Mr. Jaymin Modi Proprietor of M/s.Jaymin Modi & Co. Company Secretaries the Secretarial Auditor of the Company iscertifying compliance of conditions of Corporate Governance forms part of this AnnualReport. The Report on Corporate Governance also contains certain disclosures as requiredunder the Companies Act 2013.

27. MATERIAL CHANGES OCCURRED AFTER THE CLOSING THE FINANCIAL YEAR AND BEFORE THISREPORT ARE AS FOLLOWS:

a) The Board of Directors at their meeting held on 01 March 2021 have inter aliaapproved following:-

1. Increase in Authorised Share Capital of the Company from Rs.800000000/- (RupeesEighty Crores only) divided into 80000000 (Eight Crore) Equity Shares of Rs. 10/-(Rupees Ten) each to Rs. 900000000/- (Rupees Ninety Crores only) divided into90000000 (Nine Crore) Equity Shares of Rs.10/- (Rupees Ten only) each.

2. Company had offered and issued in one or more tranches upto *6030000 (SixtyLakhs Thirty Thousand) fully paid up Equity Shares of Rs.10/-each of the Company for cashat a price which shall not be less than the minimum specified price as per the SEBI (Issueof Capital and Disclosure Requirements) Regulations 2018to the proposed allottees underNon Promoter category(Public) by way of Preferential Allotment.

*Note: - However as on the date of allotment i.e 27th April 2021 only5549886 (Fifty Five Lakhs Forty Nine Thousand Eight Hundred and Eighty Six)Fully paidEquity Shares of Rs. 10 each at a premium of Rs.71 per share were issued and allotted uponreceipt of requisite subscription money from the allottees.

The extra ordinary general meeting of the shareholders of the Company was scheduled on07 April 2021 for obtaining approval of the shareholders for the aforesaid items.

b) Changes in Composition of Board -

a) Mr. Raghvendra Raj Mehta was appointed as Additional Director (Independent Director)of the company on 30 June 2021.

b) Mr. Radhey Shyam Soni was appointed as Additional Director (Independent Director) ofthe company on 30 June 2021.

c) Ms. Shalu Laxmanraj Bhandari was appointed as Additional Director (Independent WomenDirector) of the company on 30 June 2021.

c) Shifting of Registered office the Company

The registered office of the Company was shifted within local limits of city from 156First Floor Raghuleela Mega Mall Poisur Gymkhana Road Kandivali (W) MumbaiMaharashtra 400067 to 506 5th Floor Imperial Palace 45 Telly Park RoadAndheri (East) Mumbai-400069 with effect from 21st May 2021.

d) Incorporation of Two New Wholly owned Subsidiaries

The Company has incorporated two new wholly owned subsidiary of the company namely:-

1. Naya Energy Works Private Limited on 7 July 2021

2. Balu Advanced Technologies & Systems Private Limited on 15 July 2021

28. BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report for the financial year ended 31 March 2021 asstipulated under Regulation 34(2) of SEBI LODR Regulations is provided as a separatesection in the Annual Report.

29. MANAGEMENT DISCUSSION ANALYSIS REPORT

The Management's Discussion and Analysis Report for the year under review asstipulated under regulation 34 (3) and Part B of schedule V of the SEBI (ListingObligation and Disclosure Requirement) Regulation 2015 is provided as a separate sectionin the Annual Report.

30. AUDITORS

a) Statutory Auditors

The Board of Directors after considering the recommendations of the Audit Committeeat its meeting held on 30 November 2020 has recommended the appointment of M/s M. B.Agrawal & Co Chartered Accountants (Registration No 100137W) as the StatutoryAuditors of the Company for a period commencing from the conclusion of 31st AGMuntil the conclusion of the Sixth consecutive Annual General Meeting thereafter.

The Company has received a certificate from M/s M. B. Agrawal & Co CharteredAccountants (Registration No 100137W) to the effect that the appointment if made wouldbe in accordance with limits specified under the Companies Act 2013. As required underSEBI Regulations they have confirmed that they hold valid certificate issued by the PeerReview Board of the Institute of Chartered Accountants of India.

The Report given by M/s M. B. Agrawal & Co Statutory Auditors on the financialstatements of the Company is part of the Annual Report. There has been no qualificationreservation adverse remark or disclaimer given by the Auditors in their Report.

b. Internal Auditors

During the year the Board of Directors has appointed M/s Mehta Singhvi &Associates Chartered Accountants (Registration No. 122217W) as Internal Auditor of theCompany The audit conducted by the Internal Auditors is based on an internal audit planwhich is reviewed each year in consultation with the Audit Committee. These audits arebased on risk based methodology and inter-alia involve the review of internal controls andgovernance processes adherence to management policies and review of statutorycompliances. The Internal Auditors share their findings on an ongoing basis during theyear for corrective action. Report of the Internal Auditors for the FY 202021 does notcontain any qualification reservation disclaimer or adverse remarks.

c) Cost Auditor

In terms of Section 148 of the Act read with Rule 14 of the Companies (Audit andAuditors) Rules 2014 the Company is not required to maintain cost records in respect ofits manufacturing facilities in India.

The Board of Directors of the Company on the recommendation of the Audit Committeeapproved the appointment of M/s. R. K. Bhandari and Co. Cost Accountants (Firm'sRegistration No.: 101435) as the Cost Auditors for the FY 2021-22 and recommends theirremuneration to the Members for their ratification at the ensuing Annual General Meeting.

d) Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Companies Act 2013 and Rule 9 theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Companyhas appointed Mr. Jaymin Modi Proprietor of M/s Jaymin Modi & Co. Company Secretariesto carry out Secretarial Audit for the financial year 2020-21 The Secretarial Audit reportis annexed as (Annexure - D) to this Report. The report does not contain anyqualifications. The Board at its meeting held on 30 June 2021 has reappointed M/s JayminModi as secretarial auditor for conducting Secretarial audit of the Company for FY2021-22.

31. EXPLANATION OR COMMENTS ON QUALIFICATIONS RESERVATIONS OR ADVERSE REMARKS ORDISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

The Auditors' Report does not contain any qualifications reservations or adverseremarks. Report of the secretarial auditor is given as an Annexure D which forms part ofthis report.

32. IMPLEMENTATION OF RISK MANAGEMENT POLICY

The Company has formulated a policy and process for risk management. The Company hasset up a core group of leadership team which identifies assesses the risks and thetrends exposure and potential impact analysis at different level and lays down theprocedure for minimization of risks. Risk Management forms an integral part of Managementpolicy and is an ongoing process integrated with the operations.

33. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO

The Company has strong commitment towards conservation of energy natural resources andadoption of latest technology in its areas of operation. The particulars relating toconservation of energy technology absorption foreign exchange earnings and outgo asrequired to be disclosed under clause (m) of sub-section (3) of Section 134 of the Actread with Rule 8 of the Companies (Accounts) Rules 2014 is annexed to this Report asAnnexure ‘E'.

34. WHISTLE BLOWER POLICY AND VIGIL MECHANISM

Your Company recognizes the value of transparency and accountability in itsadministrative and management practices. The Company promotes the ethical behavior in allits business activities. The Company has adopted the Whistle blower Policy and VigilMechanism in view to provide a mechanism for the Directors and employees of the Company toapproach Audit Committee of the Company to report existing/probable violations of lawsrules regulations or unethical conduct.

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

During the year there has been no significant material orders passed by the Regulatorsor Courts or Tribunals impacting the going concern status and company's operations infuture.

36. COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS

Your Directors hereby confirm that the Company has complied with the necessaryprovisions of the revised Secretarial Standard 1 and Secretarial Standard 2 to the extentapplicable to the Company.

37. POLICY ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The Company has zero tolerance towards sexual harassment at the workplace and towardsthis end has adopted a policy in line with the provisions of Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013 and the Rules there under.

The Company has complied with provisions relating to the constitution of InternalComplaints Committee under the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013 which redresses complaints received on sexualharassment. During the financial year under review the Company has not received anycomplaints of sexual harassment from any of the women employees of the Company.

38. GREEN INITIATIVE

Electronic copy of the Annual Report 2020-21 and the Notice of the Annual GeneralMeeting are sent to all members whose email addresses are registered with the Company /depository participant(s).

Your Directors would like to draw your attention to Section 20 of the Companies Act2013 read with the Companies (Management and Administration) Rules 2014 as may beamended from time to time which permits paperless compliances and also service of notice /documents (including annual report) through electronic mode to its members.

To support this green initiative we hereby once again appeal to all those members whohave not registered their e-mail addresses so far are requested to register their e-mailaddress in respect of electronic holding with their concerned Depository Participantsand/or with the Company

39. ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation for the assistance andco-operation received from the Company's Bankers Government Agencies FinancialInstitutions Customers Investors and Business constituents and look forward to maintainthe same in future.

Registered Office: By the Order of the Board
506 5th Floor Imperial Palace 45 Telly Park Road For Balu Forge Industries Limited
Andheri (East) Mumbai Maharashtra 400069 Date: 31 August 2021 (Formerly Known as Amaze Entertech Limited)
Place: Mumbai Sd/-
Mr. Jaspalsingh Chandock Chairman & Managing Director
DIN: 00813218

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