BIGBLOC CONSTRUCTION LIMITED
Your Directors have pleasure in presenting the 6th Annual Report together with theAudited Financial Statements for the year ended 31st March 2021.
1. FINANCIAL RESULT AND PERFORMANCE:
|PARTICULARS || |
| ||Year Ended 31/03/2021 ||Year Ended 31/03/2020 ||Year Ended 31/03/2021 ||Year Ended 31/03/2020 |
|Sales ||5529.59 ||8082.38 ||10277.80 ||11879.21 |
|Other income ||236.01 ||94.71 ||36.42 ||32.70 |
|Profit Before Interest & Depreciation ||717.94 ||723.33 ||1229.25 ||1066.22 |
|(-) Finance Cost ||290.26 ||287.95 ||442.72 ||443.60 |
|(-) Depreciation ||368.94 ||357.73 ||518.82 ||477.08 |
|Profit before tax & Exceptional items ||58.74 ||77.65 ||267.72 ||145.54 |
|(+) Exceptional Items ||0 ||0 ||0 ||0 |
|Profit Before Tax ||58.74 ||77.65 ||267.72 ||145.54 |
|(-) Tax Expense ||20.80 ||6.50 ||20.80 ||100.36 |
|Profit for the year after tax ||37.94 ||71.15 ||246.92 ||245.90 |
|Earnings Per Share (Basic & Diluted) (In `) ||0.27 ||0.50 ||1.74 ||1.74 |
2. REAL ESTATE AND CONSTRUCTION INDUSTRIES AND COVID-19 PANDEMIC:
COVID-19 led to a complete breakdown of economy livelihood and healthcare in FinancialYear 2020-21. During the year challenges such as sharp rise in prices of raw materialslocal restrictions of movement of people continuous challenges in Real Estate sector andvarious other reasons have played its role and impact on the business.
As per CREDAI there were 20000 ongoing construction projects across 18000 sitesbefore the lockdown in 2020. These involved a workforce of over eight million. Of thisalmost 30 percent of the workers left for their native places in the initial days of thelockdown hence putting a brake on the construction activities that took a while toresume. Construction and engineering projects around the world have been jeopardize invarious way by the COVID-19 pandemic and many projects have closed. The supply chain isbeing disrupted due to government lockdowns labor shortages are occurring companies arefacing economic recession and having trouble keeping various contracts. The variousmaterials that come from different factories in the country or abroad through differentvehicles for construction work those things cannot come. All transportations in thecountry have been disrupted due to lockdown in all parts of the country. For theconstruction sector which was already under stress before the pandemic due to financialconstraints and dwindling output the second wave of COVID-19 and the resultant migrationhas indeed come as a harsh blow.
The Ministry of Housing and Urban Affairs has recommended all the states to considerreducing stamp duty of property transactions in a bid to push real estate activitygenerate more revenue and aid economic growth. The Maharashtra government slashed premiumsand levies charged on construction by 50 per cent a move that is expected to give a boostto the real estate sector in the state. The cut will apply to both ongoing and newprojects. This move will go a long way in expediting project completion and the marketwill witness new launches. The industry applauds this booster dose making many projectsviable and we shall adhere to the rules laid down in lieu of availing these benefits. Asignificant reduction in these premiums will give a massive boost to developers' executioncapacity and this will result in more projects being developed and completed.
The government will also generate more stamp duty and registration revenue fromincreased housing sales. The state government had in September lowered stamp duty from 5per cent to 2 per cent till December 31 2020. From January till March a duty of 3 percent will be charged. This led to jump in property sales in Mumbai and other cities. Homesales in the Mumbai Metropolitan Region saw growth of 10 per cent year-on-year (YoY) to30042 units in the second half (H2) of 2020 propelled by the stamp duty cut Sales pickedup from September and grew stronger towards the end of the year. Sales in Q4 jumped 80 percent YoY Projects have gathered momentum. Lots of good sales have taken place due tostamp duty cut. The demand is more for completed projects and hence all builders arelooking to complete their ongoing projects asperRERAdeadlinesorbefore.Asignificantreduction in premiums will give a massive boost todevelopers' execution capacity and this will result in more projects being developed andcompleted.
Your Directors are pleased to recommend a dividend of 2.5% i.e. 0.25/- per equity shareon face value of 10 each aggregating to 35.39 lakhs.
4. SHARE CAPITAL:
The Paid up equity share capital as on March 31 2021 was 1415.76 lakhs divided into14157575 equity shares of 10 each. During the year under review the Company hasneither issued any shares/convertible warrant nor has granted any stock options and norsweat equity.
5. BUSINESS DEVELOPMENT & EXPANSION:
Bigbloc Construction Limited has increased production capacity in its SubsidiaryCompany Starbigbloc Building Material Private Limited from 200000 Cubic Meter to250000 Cubic Meter i.e. by 25% (per cent).
6. STATE OF THE COMPANY'S AFFAIRS:
Covid-19 a global pandemic has threatened the very existence of human life across theglobe. It has caused what seems to be transitory pause to most of the businesses acrossthe globe. Your Company is no exception to these challenges and its effects. During thesetime key focus of the Company was on Employee Health and Safety along with costoptimization and cash flow management. Your Company's dedicated approach with PeopleHealth Safety Liquidity and Optimized Cost Structure to run the business moreeffectively has helped to convert this crisis into an opportunity and moving ahead theembarked growth trajectory.
STANDALONE FINANICIAL RESULT AND PERFORMANCE:
During the year under review your Company has recorded its net revenue from operationsas 5529.59 lakhs against revenue recorded of 8082.38 lakhs in the previous year. The EBIDTrecorded at 717.94 lakhs against last year's figure of 723.33 lakhs. Net profit after taxis recorded at 37.94 lakhs against previous year net profit of 71.15 lakhs.
CONSOLIDATED FINANICIAL RESULT AND PERFORMANCE:
During the year under review your Company has recorded its net revenue from operationsas 10277.80 lakhs against revenue recorded of 11879.21 lakhs in the previous year. TheEBIDT recorded at 1229.25 lakhs against last year's figure of 1066.22 lakhs. Net profitafter tax is recorded at 246.92 lakhs against previousyearnetprofitof 245.90 lakhs.
7. EXTRACT OF ANNUAL RETURN:
In accordance with Section 134(3) (a) of the Companies Act read with Rule 12(1) of theCompanies (Management and Administration) Rules 2014 an extract of the annual return inthe prescribed format is annexed as Annexure- 1 to the Director's Report. The web link forthe Annual Return placed on the Company's website is www.nxtbloc.in.
8. CONSOLIDATED FINANCIAL STATEMENTS:
The Consolidated Financial Statements of Bigbloc Construction Limited and itssubsidiaries is prepared in accordance with Ind AS- 110 on Consolidated Financialstatements and Equity method of accounting given in Ind AS - 28 on "Accounting ofInvestments in Associates in Consolidated Financial statements". The details of suchsubsidiary are as follows:-
|Sr. No. Name of company ||Nature of relation |
|1 Starbigbloc Building Material Private Limited (Formerly known as Hilltop Concrete Private Limited') ||Subsidiary |
9. SUBSIDIARIES ASSOCIATES AND JOINT VENTURE COMPANIES:
The Company has one Subsidiary company as on March 31 2021. Pursuant to provisions ofSection 129(3) of the Companies Act 2013 read with Rule 5 of the Companies (Accounts)Rules 2014 a statement containing salient features of the financialstatements of theCompany's subsidiaries/ Associate Companies and Joint Ventures is given in Form
AOC-1 and forms an integral part of this Annual Report.
10. CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION & ANALYSIS REPORT:
As per Regulation 34 (3) read with Schedule V of the SEBI (Listing Obligations andDisclosure Requirements) Regulations
2015 a separate section on corporate governance practices followed by the Companytogether with a certificate from Mr. Dhiren Dave Company Secretary in practiceconfirming compliance and Management Discussion and Analysis
Report forms an integral part of this Annual Report.
11. FIXED DEPOSITS:
During the year under review the company has not accepted any deposits within themeaning of section 73 of the Companies Act 2013 and the rules made there under.
12. BOARD OF DIRECTORS:
In accordance with the provisions of Section 152 of the Companies Act 2013 and theCompany's Articles of Association Mr. Mohit Narayan Saboo Director (DIN: 02357431) willretire by rotation at the ensuing Annual
General Meeting and being eligible has offered himself for re-appointment. Thedetails of the aforesaid directors his expertise in various functional areas as requiredto be disclosed under Regulation 36(3) of the Listing Regulations form part of the Noticeof the ensuing Annual General Meeting;
Pursuant to the provisions of Section 168 and other applicable provisions(including any modification or re-enactment thereof) if any of the Companies Act 2013Ms. Payal Loya has resigned from the post of "Non-
Executive - Independent Director (Woman Director)" of the Company w.e.f.07/08/2020;
Pursuant to Section 161 and other applicable provisions (including any modificationor re-enactment thereof) if any of the Companies Act 2013 Ms. Samiksha Rajesh Nandwani(DIN: 08815491) has been appointed as an
Additional Director in the Independent capacity of the Company by the Board ofDirectors w.e.f. 07/08/2020 and regularized as a "Non-Executive - IndependentDirector (Woman Director)" of the Company w.e.f. 18/09/2020 in 5th AGM of the Companywho holds the office of as a "Non-Executive - Independent Director (WomanDirector)" of the Company for a period of 5 (five) consecutive years and shall notretire by rotation;
Pursuant to the provisions of Section 168 and other applicable provisions(including any modification or re-enactment thereof) if any of the Companies Act 2013Mr. Manish Narayan Saboo has resigned from the post of
"Non-Executive - Non Independent Director" of the Company w.e.f. 11/01/2021;
Pursuant to Section 161 of the Companies Act 2013 and other applicable provisions(including any modification or re-enactment thereof) if any of the Companies Act 2013Mr. Gautam Sunil Maity (DIN: 08413453) was appointed as an Additional Director under thecategory of "Non-Executive - Non Independent Director" of the
Company w.e.f. 11th January 2021 who shall hold office upto the date of the ensuingAnnual General Meeting of the Company.
As on 31st March 2021 Your Company has 8 (Eight) Directors namely
1. Mr. Narayan Sitaram Saboo - Executive Director & Chairman
2. Mr. Naresh Sitaram Saboo - Managing Director
3. Mr. Gautam Sunil Maity - Additional Director under the category of Non-Executive -Non Independent Director
4. Mr. Mohit Narayan Saboo - Executive Director & CFO
5. Mr. Dishant Kaushikbhai Jariwala - Non-Executive - Independent Director
6. Ms. Samiksha Rajesh Nandwani - Non-Executive - Independent Director (Woman Director)
7. Mr. Premil Jatinbhai Shah - Non-Executive - Independent Director
8. Mr. Sachit Jayesh Gandhi - Non-Executive - Independent Director
During the financial year other than as stated above no changes have been occurred inthe Directors of the Company.
The details of the aforesaid directors his expertise in various functional areas asrequired to be disclosed under Regulation 36(3) of the Listing Regulations form part ofthe Notice of the ensuing Annual General Meeting.
13. DECLARATION FROM INDEPENDENT DIRECTORS:
The Independent Directors have submitted their declaration to the Board that theyfulfill all the requirements as stipulated in Section 149(6) of the Companies Act 2013read with rules framed thereunder.
14. BOARD EVALUATION:
In line with the Corporate Governance Guidelines of the Company Annual PerformanceEvaluation was conducted for all Board Members as well as the working of the Board and itsCommittees. The Board evaluation framework has been designed in compliance with therequirements under the Companies Act 2013 the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 and in consonance with Guidance Note on Board Evaluationissued by SEBI in January 2017. Evaluation of the Board was based on criteria such ascomposition and role of the Board Board communication and relationships functioning ofBoard Committees review of performance and compensation to Executive Directorssuccession planning strategic planning etc. Evaluation of Directors was based oncriteria such as participation and contribution in Board and Committee meetingsrepresentation of shareholder interest and enhancing shareholder value experience andexpertise to provide feedback and guidance to top management on business strategygovernance and risk understanding of the organization's strategy risk and environmentetc. Evaluation of Committees was based on criteria such as adequate independence of eachCommittee frequency of meetings and time allocated for discussions at meetingsfunctioning of Board Committees andeffectiveness of its advice/recommendation to theBoard etc. The Board has also noted areas requiring more focus in the future.
15. PREVENTION OF INSIDER TRADING:-
The Company has adopted a Code of Conduct for Prevention of Insider Trading incompliance with the SEBI (Prohibition & Insider Trading) Regulations 2015 as amendedfrom time to time with a view to regulate the trading in securities by the Directors andDesignated Employees of the Company. The Code requires pre-clearance for dealing in theCompany's shares and prohibits the purchase or sale of shares of the Company by theDirectors and the designated employees while in possession of unpublished price sensitiveinformation in relation to the Company and during the period when the TradingWindow' is closed. The Board is responsible for implementation of the code. All Directorsand the designated
Employees have confirmed compliance with the code.
16. MEETINGS OF BOARD OF DIRECTORS:
The Board met 9 (Nine) times during the financial year ended 31st March 2021 thedetails of which are given in the
Corporate Governance Report that forms part of this Annual Report. The intervening gapbetween any two meetings was within the period prescribed by the Companies Act 2013 andthe Listing Regulations.
17. MEETINGS OF MEMBERS:
During the year under review 5th Annual General Meeting of the Company was held on18th September 2020. No Extra
Ordinary General Meeting was held during the financial year.
18. POLICY ON DIRECTOR'S APPOINTMENT REMUNERATION INCLUDING CRITERIA FOR DETERMININGQUALIFICATIONS POSITIVE ATTRIBUTES INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS:
The Board has on the recommendation of the Nomination & Remuneration Committeeframed a policy for selection and appointment of Directors Senior Management and theirremuneration including criteria for determining qualifications positive attributes andother matters provided under sub section (3) of section 178 of the Companies Act 2013. TheCompany's Nomination and Remuneration Policy for Directors Key Managerial Personnel andother employees is attached below in Annexure-2 and is also available on Company'swebsite www.nxtbloc.in.
19. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company has adopted Vigil Mechanism/Whistle Blower Policy in accordance with theprovisions of Section 177 of the
Companies Act 2013 read with Rule 7 of the Companies (Meetings of Board and itsPowers) Rules 2014 and Regulation 22 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015.
Under this policy your Company encourages its employees to report any reporting offraudulent financial or other information to the stakeholders and any conduct thatresults in violation of the Company's code of business conduct to the management (on ananonymous basis if employees so desire). Further your Company has prohibiteddiscrimination retaliation or harassment of any kind against any employees who based onthe employee's reasonable belief that such conduct or practice have occurred or areoccurring reports that information or participates in the investigation. The Vigil
Mechanism/Whistle Blower Policy is being made available on the Company's website atwww.nxtbloc.in.
20. FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:
The Company has formulated a familiarization program for the Independent Directors toprovide insights into the
Company to enable the Independent Directors to understand its business in depth andcontribute significantlyto the
Company. The details of such program are available on the Company's website atwww.nxtbloc.in.
21. COMPOSITION OF KEY MANAGERIAL PERSONNEL:
|Name of KMP ||Designation ||Date of Appointment in current Designation ||Date of Re- Appointment in current Designation ||Date of Resignation |
|Mr. Naresh Saboo ||Managing Director ||11/04/2016 ||11/04/2021 ||N.A |
|Mr. Mohit Saboo ||Director & CFO ||11/04/2016 ||- ||N.A |
|Mr. Shyam Kapadia ||Company Secretary ||11/02/2020 ||- ||N.A. |
22. COMPOSITION OF AUDIT AND NOMINATION & REMUNERATION COMMITTEE:
The Audit Committee comprises of Mr. Dishant Jariwala (Chairman) Mr. PremilShah (Member) and Mr. Naresh Saboo (Member).
The Nomination and Remuneration Committee comprises of Mr. Premil Shah(Chairman) Mr. Dishant Jariwala (Member) and Ms. Samiksha Rajesh Nandwani (Member). Briefdetails on the committee are given in the Corporate Governance Report. All therecommendations of the audit committee are accepted by the Board.
23. DIRECTORS' RESPONSIBILITY STATEMENT:
To the best of knowledge and belief and according to the information and explanationsobtained by them your Directors make the following statement in terms of Section 134(3)(c) of the Companies Act 2013 that:
a) in the preparation of the annual accounts for the financial year ended 31st March2021 the applicable accounting standards have been followed along with proper explanationrelating to material departures; the annual accounts have been prepared in compliance withthe provisions of the Companies Act 2013;
b) the directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairsof the Company at the end of the financial year and ofthe profit of the Company for year ended on that date;
c) the directors have taken proper and sufficientcare for the maintenance of adequateaccounting records in with the provisions of this Act for safeguarding the assets of theCompany and for preventing and detecting fraud and other irregularities;
d) the directors have prepared the annual accounts on a going concern basis; and
e) the directors have laid down internal financialcontrols to be followed by theCompany and that such internal financial controls are adequate and are operatingeffectively;
f) the directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems are adequate and operating effectively.
24. STATUTORY AUDITORS:
Pursuant to the provisions of Section 139 and other applicable provisions if any ofthe Companies Act 2013 read with the Companies (Audit and Auditors) Rules 2014(including any statutory modification(s) re-enactment(s)/amendment(s) thereof for thetime being in force) M/s. RKM & Co. Chartered Accountants (Firm Registration No.108553W) re-appointed as the Statutory Auditors of the Company to hold office for theirsecond term from the conclusion the
5th Annual General Meeting till the conclusion of 10th Annual General Meeting to beheld in the year 2025 subject by totheratification members at every Annual GeneralMeeting to be held after 5th Annual General Meeting on such remuneration and terms andconditions as may be mutually agreed upon by the Board of Directors and the StatutoryAuditors subject to their eligibility under Section 141 of the Companies Act 2013.
Members' attention is invited to the observation made by the Auditors under"Qualified Opinion" appearing in Auditors
Reports. The company has not provided for Post-Employment Benefits and other longterm employee benefits accrual basis but provides the same as and when they become due forunder DefinedBenefit payment. This method of accountingofPost-EmploymentBenefitsand otherlong term employee benefits Plans is in deviation with Ind AS 19 on Employee Benefits. Asthere is no actuarial underDefined Benefit report or basis of calculation available withthe management of suchPost-EmploymentBenefitsand other long term employee benefits thequantum of deviation cannot be ascertained. If the company had followed the methodaccounting as per Ind AS 19benefitexpense would have increased and then employeecorrespondingly Profit for the period would have reduced.
"The Board is of the opinion that the Provision for the Long term Employees aredetermined on the basis of actuarial Valuation Method & technique prescribed in theAccounting Standard. The Consulting fees by actuaries for determining
Plan is even higher theProvisionforlong termbenefit than the Annual Liability of thecompany for Long term benefits.
The company has decided to pay the Long term benefits as and when it becomes due as theamount is negligible and it is not going to make anyimpact financialPosition of thecompany. Considering the size of the company and the negligible liability the company hasnot made provisions for Long term employee benefits & Defined benefits plan"
25. SECRETARIAL AUDIT:
In terms of the provisions of Section 204 of the Companies Act 2013 read with theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Boardhas appointed Mr. Dhiren R. Dave Surat Practicing
Company Secretaries to conduct the secretarial audit of the Company for the financialyear 2020-2021. The Secretarial Audit Report for the financial year 2020-2021 is annexedas Annexure-3 to the Director's Report.
As per regulation 24A of SEBI (LODR) regulation 2015 as amended from time to timeyour Company's unlisted material subsidiary viz. Starbigbloc Building Material PrivateLimited has undertaken Secretarial Audit for FY 2020-21. Copy of Secretarial Audit Reportof Starbigbloc Building Material Private Limited is enclosed as Annexure 3A. TheSecretarial Audit Report of your Company and its unlisted material subsidiary StarbigblocBuilding Material Private Limited does not contain any qualification reservation oradverse remark.
26. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE:
Loans Guarantees and Investments covered under Section 186 of the Companies Act 2013form part of the notes to the financial statements provided in this Annual Report.
27. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:
All transactions entered with Related Parties for the year under review were on arm'slength basis and in the ordinary course of business and that the provisions of Section 188of the Companies Act 2013 and the Rules made thereunder are not attracted. Thusdisclosure in form AOC-2 in terms of Section 134 of the Companies Act 2013 is notrequired. Further there are no material related party transactions during the year underreview with the Promoters Directors or Key Managerial Personnel. The transactions withrelated parties as per requirements of Indian Accounting Standard (IND AS-24) Related Party Disclosures' are disclosed in Note No. 39 of Notes to Accounts. AllRelated Party Transactions are placed before the Audit Committee as also to the Board forapproval. Omnibus approval was obtained for transactions which are of repetitive nature.The policy on materiality of Related Party Transactions as approved by the Board ofDirectors has been uploaded on the website of the Company. The web-link of the same hasbeen provided in the Corporate Governance Report. None of the Directors/KMP has anypecuniary relationship or transactions vis-a-vis the Company.
28. DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY:
Pursuant to the provisions of the Companies Act 2013 and the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 the Board formally adopted steps forframing implementing and monitoring the risk management plan for the Company by way ofRisk Management Policy. The main objective of this policy is to ensure sustainablebusiness growth with stability and to promote a pro-active approach in reportingevaluating and mitigating risks associated with the business. The policy establishes astructured and disciplined approach to Risk Management in order to guide decisions onrisk related issues. In today's challenging and competitive environment strategies formitigating inherent risks associated with business and for accomplishing the growth plansof the Company are imperative. The common risks inter alia are risks emanating from;Regulations Competition Business Technology obsolescence
Investments retention oftalentfinancepoliticsandfidelity. As a matter of policythese risks are assessed and steps as appropriate are taken to mitigate the same. The RiskManagement Policy is also hosted on the Company's website at www.nxtbloc.in.
29. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THESE FINANCIAL STATEMENTSRELATE AND THE DATE OF THE REPORT:
There are no material changes or commitments affecting the financial position of theCompany which have occurred between the end of the financial year and the date of thisReport.
30. LISTING OF SHARES AND LISTING FEES:
The Equity Shares of your Company are listed and actively traded on the Bombay StockExchange Limited (BSE) and the National Stock Exchange of India Limited (NSE). The Companyhas paid annual listing fees to the both stock exchanges for the financial year 2021-2022.
31. INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:
The Board of your Company has laid down internal financial controls to be followed bythe Company and that such internal financial controls are adequate and operatingeffectively. Your Company has adopted policies and procedures for the orderly andefficient conduct of its business including adherence to the Company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial disclosures. The Company has in place adequate internal financialcontrols with reference to financial statements. The Company's internal control system iscommensurate with its size scale and complexities of its operations. During the yearsuch controls were tested and no reportable material weaknesses in the design or operationwere observed.
The Company's building plant and machineries Stocks and other properties wherevernecessary and to the extent required have been adequately insured.
33. REMUNERATION AND PARTICULARS OF EMPLOYEES:
The information in accordance with the provisions of Section 197(12) of the CompaniesAct 2013 read with rule 5 of The Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 is annexed as Annexure- 4 to the Director's Report. Since there isno employee receiving remuneration of 60 lakh or more or employed for part of the yearand in receipt of 5 lakh or more a month there is no information requires to be givenunder Rule 5(2) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014.
34. CORPORATE SOCIAL RESPONSIBILITY [CSR]:
The provisions of the CSR expenditure and Composition of Committee as provided in theSection 135 of the Companies Act 2013 is not applicable to the Company.
35. INDUSTRIAL RELATIONS:
The Company maintained healthy cordial and harmonious industrial relations at alllevels.
36. TRANSFER OF UNPAID/UNCLAIMED AMOUNTS TO IEPF:
Since the Company was incorporated on June 2015 there were no amount of Unclaimeddividend and interest thereon which remained unpaid/unclaimed for a period of 7 yearsrequired to be transferred by the Company to the Investor
Education and Protection Fund (IEPF) established by the Central government pursuant toprovision of Section 125 of the Companies Act 2013.
37. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO:
As required under Section 134(3)(m) of the Companies Act 2013 read with Rule 8 of theCompanies (Accounts) Rules 2014 the particulars relating to conservation of energytechnology absorption and foreign exchange earnings and outgo is appended as Annexure- 5to the Director's Report.
38. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND REDRESSAL) ACT 2013: Your Company has complied with provisions relating to theconstitution of Internal Complaints Committee under the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013. During the year under reviewno complaints were received by the Company relating to sexual harassment at workplace.
Further the Company ensures that there is a healthy and safe atmosphere for everywomen employee/s at the workplace.
39. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:
During the yearunderreviewtherearenotanysignificantand material orders passed by theRegulators or Courts to the Company.
40. MAINTENANCE OF COST RECORDS & AUDIT:
Your Company is not required to maintain cost records as specified by the CentralGovernment under Section 148(1) of the Companies Act 2013. The provision of cost auditdoes not apply to your Company.
41. SECRETARIAL STANDARDS COMPLIANCE:
During the year under review your Company has complied with all the applicableSecretarial Standards issued by The Institute of Company Secretaries of India and approvedby the Central Government pursuant to Section 118 of the Companies Act 2013.
42. NON EXERCISE OF OPTION TO CONVERT THE WARRANTS INTO EQUITY SHARES AND FULLEXTINGUISHMENT OF WARRANTS AND DE-ACTIVATION OF ISIN AFTER EXTINGUISHMENT
On the based on approval granted by members of the Company by way of Postal Ballot on14th May 2018 and in-Principal approval issued by NSE vide letter no. NSE/LIST/16344 on14th May 2018 and BSE vide letter no. DCS/ PREF/PB/PRE/2870/2018-19 dated 18th May 2018the Company had issued share warrant at the rate of Rs. 180/- each convertible intoequity shares (1 Warrant equal to 1 Equity share of face value of Rs. 10/- each) to thefollowing allottee's:
|Sr. No. Name of Allottee's ||Category ||No. of Warrants |
|1 Naresh Sitaram Saboo ||Promoter ||250000 |
|2 Sitaram Nandlal Saboo HUF ||Promoter Group ||100000 |
|3 Mohit Yarns Limited ||Promoter Group ||150000 |
Since the Warrant holders did not exercise the conversion option within 18 months fromthe date of their allotment so the entitlement of the conversion has lapsed and upfrontamount received by the Company on such warrants has been forfeited as per the terms.
For the purpose of full extinguishment of warrants and de-activation of ISIN afterextinguishment the Corporate Action with NSDL and R&T Agent/Registry Division viz;Adroit Corporate Services initiated by the Company. As per the corporate action(s)executed by the R&T Agent/Registry Division viz; Adroit Corporate Services PrivateLimited Warrants were debited to the account(s) in the NSDL system vide NSDLCommunication letter Ref. No. II/CA/COM/06319/2021 on dated 9th February 2021.
Details of which are given below:
|ISIN Credit ||ISIN Description Records ||Debit/ Quantity ||Records ||Quantity ||Execution Date |
|INE412U13012 ||BIGBLOC CONSTRUCTION LIMITED WARRANTS 22NV19 ||Debit ||3 ||500000 ||9th February 2021 |
43. HUMAN RESOURCES:
The Company treats its "Human Resources" as one of its most important assets.The Company's culture promotes an environment that is transparent flexible fulfillingand purposeful. The Company is driven by passionate and highly engaged workforce. This isevident from the fact that the Company continues to remain the industry benchmark fortalent retention. Your Company continuously invests in attraction retention anddevelopment of talent on an ongoing basis. A number of programs that provide focusedpeople attention are currently underway. The Company thrust is on the promotion of talentinternally through job rotation and job enlargement. During the year under review therewas a cordial relationship with all the employees. The Directors would like to acknowledgeand appreciate the contribution of all employees towards the performance of the Company.
Your Directors would like to express their appreciation for the assistance andco-operation received from the Financial Institutions the Bankers Governmentauthorities customers vendors and shareholders during the year under review. YourDirectors also wish to record their recognition of the customer support and patronage bythe corporate houses in and around Surat. Your Directors also wish to place on recordtheir deep sense of appreciation for the commitment displayed by all executives officersand staff which enable the Company to deliver a good all-round record
|For and on behalf of the Board || |
|FOR BIGBLOC CONSTRUCTION LIMITED || |
|NARAYAN SABOO ||NARESH SABOO |
|Director ||Managing Director |
|DIN : 00223324 ||DIN : 00223350 |
|Date ||: 12/08/2021 |
|Place ||: Surat |