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CMI Ltd.

BSE: 517330 Sector: Engineering
NSE: CMICABLES ISIN Code: INE981B01011
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VOLUME 23966
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OPEN 20.00
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VOLUME 23966
52-Week high 57.30
52-Week low 17.90
P/E
Mkt Cap.(Rs cr) 32
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

CMI Ltd. (CMICABLES) - Director Report

Company director report

To the Members

CMI Limited

The Board of Directors present the Fifty Fifth Board's Report of theCMI Limited "(the Company") along with the financial statements for thefinancial year ended 31st March 2022.

1. FINANCIAL SUMMARY

The financial summary and performance highlights of the Company forthe financial year 202122 are provided below:

(Amount Rs. in Lakhs)

Particulars Financial year
2021-22 2020-21
Total revenue 7092.63 20612.09
Less: Total Expenditure excluding Depreciation 19712.04 27201.23
Profit before Depreciation and Tax (12.619.41) (6589.14)
Less: Depreciation 1044.51 1187.52
Add: Exceptional items (4477.83) (14044.15)
Profit Before Tax (18141.75) (21820.80)
Less: Current Tax - -
Deferred Tax (3852.02) (2360.50)
Net Profit after Tax (14289.72) (19460.31)

 

Previous year's figures have been regrouped/ rearranged whereverconsidered necessary.

2. FINANCIAL AND OPERATIONAL PERFORMANCE

During the financial year under review your Company's revenue fromoperations was Rs. 7092.63 Lakhs. Further in the Financial Year ended 31st March 2022the Profit/(Loss) before tax (PBT) was Rs. -18141.75 Lakhs as against profit of Rs.-21820.80 in the previous year and Profit/(Loss) after tax (PAT) was Rs. -14289.72 Lakhsagainst -19460.31 Lakhs in the previous financial year.

The Company has adopted adequate cost control measures throughout theyear and has been aggressive in its quest for new business. This helped to deliver adecent revenue growth. Your

Company continues to focus on production of quality cables to broadenits customer base and to set a benchmark in the competitive market. With stable governmentat centre the long term outlook of cable industry is expected to be favorable driven byPower Sector Reforms Modernization of Railways new Metro Railways and otherInfrastructures Developmental Projects.

Economic environment continues to remain uncertain and challengingowing to Covid and partial lockdowns across the country. However we as an organizationremain vigilant to the ground developments with confidence and optimism to manage emergingscenarios.

3. 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 AND DETAILS OFSIGNIFICANT AND MATERIAL GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

No material changes and commitments affecting the financial position ofthe company occurred between the end of financial year of your Company and the date ofDirector's Report.

4. SHARE CAPITAL

As on 31st March 2022 Authorised share capital of theCompany is Rs. 1750000000/-(One Hundred and Seventy Five Crores) and Paid up shareCapital of the Company is Rs. 160274570/- (Rupees Sixteen Crores Two lakhs Seventy FourThousand Five hundred and Seventy Only) divided into 16027457 (One Crore Sixty LakhTwenty Seven Thousand Four Hundred Fifty Seven) equity shares of Rs. 10/- (Rupees Ten)each.

5. CREDIT RATING

For the Financial Year 2021-22 no credit ratings have been obtainedfrom the Rating Agencies.

6. DIVIDEND AND RESERVES/OTHER EQUITY

In view of the financial performance and losses during the year underreview the Board of Directors has not recommended any dividend for the financial yearunder review. As the Company has incurred losses during the year other equity of theCompany as on 31st March 2022 stands at Rs (3296.59) lakhs.

7. PUBLIC DEPOSITS

The Company has not accepted or renewed any fixed deposits during theperiod under review. It has not accepted any deposits from the public within the meaningof the provisions of

Section 73 of the Companies Act 2013 and Rules made thereunder.Therefore it is not required to furnish information in respect of outstanding depositsunder non-banking non-financial Companies (Reserve Bank) Directions 1966 and Companies(Accounts) Rules 2014.

8. SUBSIDIARIES JOINT VENTURES OR ASSOCIATE COMPANIES

As on 31st March 2022 the Company do not have anyAssociate or Subsidiary Company. Therefore disclosure in Form AOC-1 in terms of Section129(3) of the Act is not required.

9. INTERNAL FINANCIAL CONTROLS

The Board / Management believes that based on the knowledge/information gained by them about affairs of the Company from records the Company haseffective internal financial control systems and policies and such controls are operatingeffectively.

The internal control systems include documented policies checks andbalances guidelines and procedures that are supplemented by robust internal auditprocesses and monitored continuously through periodical reviews by management to providereasonable assurance that all assets are safeguarded; and all transactions entered into bycompany are authorized recorded and reported properly.

The Board/Management is in the process reviewing the internal controlsframework of the Company with an objective to have a robust internal control frameworkcommensurate with the size scale and nature of business of the company.

Pursuant to provisions of Section 138 and other applicable provisionsif any read with rule 13 of the Companies (Accounts) Rules 2014 of the CompaniesAct2013 the board of directors in their meeting held on 30th May 2022 onthe recommendation of the Audit Committee of the Company appointed M/s. Priyanka Singhand Associates as the Internal Auditor of the Company to conduct internal audit of therecords of the Company for the financial year ended on 31st March 2022 at aremuneration to be fixed by the Board. The Report submitted by the Internal Auditor hasbeen reviewed by the Audit Committee from time to time.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

As on 31st March 2022 the Company has 6 Directors with anExecutive Chairman which includes 1 Executive Directors 3 Non-executive IndependentDirectors inclusive of 1 Woman Director and 2 Non-executive Non-Independent Director.

Change in Directorship:

During the year under review following are the changes in thecomposition of Board of Directors of the Company:

S. No. Name of Director DIN Designation Date of Appointment Date of Cessation
1 Mr. Amit Jain 00041300 Chairman Cum Managing Director 01-10-2002 -
2 Mr. Pyare Lal Khanna 02237272 Non-Executive NonIndependent Director 30-12-2020 -
3 Mr. Manoj Bishan Mittal 00282676 Non-Executive Independent Director 29-07-2016 03-12-2021
4 Ms. Charu Jain 03457247 Non-Executive Independent Director 28-05-2019 -
5 Mr. Kunal Singhal 08140142 Non-Executive NonIndependent Director 31-03-2020 -
6 Mr. Servagaya Jain 00862686 Non-Executive Independent Director 26-08-2020 -
7 Mr. Vikash Sharma 05192303 Non-Executive Independent Director 31-12-2021

Mr. Manoj Bishan Mittal Non-Executive Independent Director resignedfrom the directorship of the Company w.e.f. 03rd December 2021.

Further the Board of Directors on recommendation of the Nomination andRemuneration Committee appointed Mr. Vikash Sharma as an additional director in thecategory of NonExecutive Independent Director in accordance with Section 149 of the Actwith effect from 31st December 2021. In terms of Section 161 of the Act Mr.Vikash Sharma holds office up to the date of ensuing Annual General Meeting. TheNomination & Remuneration Committee of the Board hereby recommends the resolution inrelation to appointment of Mr. Vikash Sharma as a Non-executive Independent Director forthe approval by the members of the Company. Brief profile of Mr. Vikash Sharma has beengiven in the Notice convening the Annual General Meeting.

The Company has received declaration from the Independent Directorsthat they meet the criteria of independence as prescribed u/s 149(6) of the Companies Act2013. In the opinion of the Board they fulfill the condition for appointment/ re-appointment as Independent Directors on the Board. Further in the opinion of the Boardthe Independent Directors also possess the attributes of integrity expertise andexperience as required to be disclosed under Rule 8(5) (iiia) of the Companies (Accounts)Rules 2014.

In accordance with the provisions of Section 152 of the Act and theCompany's Articles of Association Mr. Pyare Lal Khanna Non- Executive Non-IndependentDirector retires by rotation at the forthcoming Annual General Meeting and being eligibleoffers himself for reappointment. The Board and Nomination & Remuneration Committeerecommend his reappointment for the consideration of the Members of the Company at theforthcoming Annual General Meeting.

Further the members of the Company at their 54th Annual GeneralMeeting ("AGM") of the Company held on 30th September 2021 had grantedapproval for appointment of Mr. Pyare Lal Khanna (holding DIN: 02237272) as Non-executiveNon-Independent Director of the Company effective from 30th December 2020 liable toretire by rotation.

In terms of the provisions of Regulation 17(1A) of the SEBI ListingRegulations the Company is required to obtain approval of members for continuing thedirectorship of any Non-executive Director who has attained the age of seventy five (75)years by passing a Special Resolution.

The Nomination & Remuneration Committee and the Board of theCompany is of the opinion that Mr. Pyare Lal Khanna (holding DIN: 02237272) has been anintegral part of the Board and has provided valuable insights to the Company and hiscontinuation as Director will be in the interest of the Company notwithstanding hiscompletion of seventy five (75) years of age. The Nomination & Remuneration Committeeand the Board of Directors of the Company have recommended the continuation of Mr. PyareLal Khanna (holding DIN: 02237272) as a Nonexecutive Non-Independent Director of theCompany considering his rich experience expertise and valuable contribution made to theBoard of the Company at the forthcoming Annual General Meeting.

Directors liable to retire by rotation

Mr. Pyare Lal Khanna is liable to retire by rotation at the ensuingAnnual General Meeting and being eligible offers himself for reappointment.

None of the Directors are disqualified under the provisions of theCompanies Act 2013.

Key Managerial Personnel

During the year under review in terms of the provisions of Section2(51) and 203 of the Companies Act 2013 the Key Managerial Personnel (KMP) of theCompany were as under: -

i. Mr. Amit Jain - Chairman cum Managing Director

ii. Mr. Subodh Kumar- Company Secretary

iii. Mr. Raj Kumar - Chief Financial Officer

Changes in Key Managerial Personnel

During the year under review there is no change in the Key ManagerialPersonnel (KMP) of the Company in terms of the provisions of Section 2(51) and 203 of theCompanies Act 2013.

However Mr. Subodh Kumar resigned from the designation of CompanySecretary w.e.f. 21.04.2022 and was re-appointed as Company Secretary of the Companyw.e.f. 30.05.2022.

11. DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to Sub-section (5) of Section 134 of the Companies Act 2013with respect to the Director's Responsibility Statement it is here by confirmed that:

i. In the preparation of the Annual Accounts for the year ended 31stMarch 2022 the applicable accounting standards read with requirements set out underSchedule III of the Act have been followed and no material departures have been made fromthe same;

ii. Appropriate Accounting Policies have been selected and appliedconsistently and have made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company as at 31stMarch 2022 and of the profit of the Company for that year ended on that date except tothe extent mentioned in notes to accounts;

iii. Proper and sufficient care has been taken for the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities

iv. The Annual Accounts have been prepared on a going concern basis.

v. The internal financial controls to be followed by the Company hadbeen laid down and that such internal financial controls are adequate and were operatingeffectively;

vi. The proper systems had been devised to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively.

12. BOARD PERORMANCE EVALUATION

The Company has devised a Policy for performance evaluation ofIndependent Directors Board Committees and other individual Directors which includecriteria for performance evaluation of the Non-Executive Directors and ExecutiveDirectors.

Pursuant to the provisions of the Act the Board has carried out anannual evaluation of its own performance the individual Directors (including theChairman) as well as an evaluation of the working of all Board Committees. The Board ofDirectors was assisted by the Nomination and Remuneration Committee. Some of theperformance indicators based on which evaluation takes place are experience expertiseknowledge and skills required for

achieving strategy and for implementation of best governance practiceswhich ultimately contributes to the growth of the Company in compliances with all policiesof the Company.

13. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year under review 8 (Eight) Board Meetings were dulyconvened and held. The details of the number of meetings of the Board held during theFinancial Year 2021-22 forms part of the Corporate Governance Report.

14. COMMITTEES OF THE BOARD

The Board of Directors has the following Committees:

i. Audit Committee

ii. Nomination and Remuneration Committee

iii. Stakeholders' Relationship Committee

iv. Corporate Social Responsibility Committee.

The details of the Committees along with their composition number ofmeetings terms of reference and attendance of members at the meetings are provided in theCorporate Governance Report which forms part of this Annual Report. Further during theyear review the board has accepted all the recommendations of the Audit Committee.

15. STATEMENT ON DECLARATION BY INDEPENDENT DIRECTORS

Your Company has received the necessary declaration from eachIndependent Director that he/she meets the criteria of Independence as laid out in Section149(6) of the Companies Act 2013 read with the Schedules rules made thereunder andRegulation 25 of SEBI Listing Regulations 2015.

16. NOMINATION AND REMUNERATION POLICY

The Board of Directors has framed a policy which lays down a frameworkin relation to remuneration of Directors Key Managerial Personnel and Senior Managementof the Company.

The Policy broadly lays down the guiding principles philosophy and thebasis for payment of remuneration to Executive and Non-executive Directors (by way ofsitting fees and commission) Key Managerial Personnel Senior Management and otheremployees. The policy also provides the criteria for determining qualifications positiveattributes and Independence of Director and criteria for appointment of Key ManagerialPersonnel / Senior Management and performance evaluation which are considered by theNomination and Remuneration Committee and the Board of Directors while making selection ofthe candidates. The above policy has been posted on the website of the Company athttps://cmilimited.in/img/pdf/Nomination%20and%20Remuneration%20Policy-new-2021.pdf.

17. VIGIL MECHANISM Cum WHISTLE BLOWER POLICY

The Company has a vigil mechanism named Vigil Mechanism Cum WhistleBlower Policy framed by Board of the Company to deal with instances of fraud andmismanagement if any. Details of the same are given in the Corporate Governance Report.No employee has been denied to have access to the Chairman of the AuditCommittee/Management.

The same has also been displayed on the website of the Company viz: -https://cmilimited.in/img/pdf/Whistle%20Blower%20Policy-2022.pdf.

18. RELATED PARTY TRANSACTIONS

All transactions entered with Related Parties for the year under reviewwere on arm's length basis and thus a disclosure in Form AOC-2 in terms of Section 134 ofthe Act is not required. Further there are no material related party transactions duringthe year under review as defined under SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 and adopted by the Board of Directors in the Related PartyTransactions Policy of the Company. All related party transactions are mentioned in thenotes to the accounts. The Company has developed a framework through Standard OperatingProcedures for the purpose of identification and monitoring of such Related PartyTransactions.

All Related Party Transactions are placed before the Audit Committeefor approval. Omnibus approval was obtained on a yearly basis for transactions which areof repetitive nature. Transactions entered into pursuant to omnibus approval are verifiedand details of all Related Party Transactions are placed before the Audit Committee andthe Board for review and approval on a quarterly basis.

The Policy on Related Party Transactions as approved by the Board ofDirectors has been uploaded on the website of the Company and can be seen at the linkhttps://cmilimited.in/img/pdf/Policy on Related Party Transactions-new-2021.pdf. None ofthe Directors has any pecuniary relationship or transactions vis-a-vis the Company excepttransactions approved by Audit Committee and Board.

19. CORPORATE SOCIAL RESPONSIBILITY

In compliance with Section 135 of the Companies Act 2013 read withCompanies (Corporate Social Responsibility Policy) Rules 2014 as amended the Board ofthe Company has formed Corporate Social Responsibility ("CSR") Committee.Details of CSR Committee along with their composition number of meetings terms ofreference and attendance of members at the meetings are provided in the CorporateGovernance Report. The policy on CSR as approved by the erstwhile Board of Directors isalso uploaded on the website of the Company i.e.https://cmilimited.in/img/pdf/Corporate%20Social%20Responsibilitv%20Policy.pdf.

Pursuant to Section 135 of the Companies Act 2013 read with CSR policyof the Company it is required to spend two percent of the average net profit of theCompany for three immediately preceding financial years. Annual Report on CSR activitiesas required under the Companies (Corporate Social Responsibility Policy) Rules 2014 asamended have been annexed as Annexure -1 and forms integral part of this Report.

20. AUDITORS

a) Statutory Auditor and Auditor's Report

M/s. Krishna Neeraj & Associates Chartered Accountants FirmRegistration No. 023233N was re-appointed as the Statutory Auditors of the Company at the54th Annual General Meeting ('AGM') held on September 30 2021 for a secondterm of 5 years and they hold office upto the conclusion of the 59th AnnualGeneral Meeting of the Company.

There is no audit qualification reservation or adverse remark for theyear under review. Remaining disclosures are self-explanatory.

b) Secretarial Auditor and secretarial Auditor Report

Pursuant to provision of Section 204 of the Companies Act 2013 andCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Board ofDirectors has appointed M/s Pooja Anand & Associates Practicing Company Secretariesfor conducting Secretarial Audit of the Company for the financial year 2021-22

The Secretarial Audit Report for FY 2020-21 as submitted by SecretarialAuditor in Form MR-3 is annexed as Annexure-2.

There is no secretarial audit qualification for the year under reviewexcept:

1. During the year under review the company has delayed in thesubmission of the Audited financial results/ statements for the Quarter and Year ended on31st March 2021 to the Stock Exchange as required under Regulation 33 ofSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015.

In this regard National Stock Exchange Limited (NSE) and BSE Limited(BSE) had sent a notice to the Company via Notices no. NSE/LIST-SOP/COMB/FINE/0819 andSOP-C Review-July 2021 (Reg33 respectively both dated 29.07.2021 for fine amounting to

Rs.171100/- (Rupees One lac seventy one thousand one hundred only)each including GST for delay in submission of Financial Results for the quarter and yearended 31st March 2021)

Board's Comment:

In this regard the Company wishes to inform you that delay insubmission of financial results was due to the Covid wave that has hit the officeadversely and the complete accounts department was under isolation due to 1/3rdCovid positive results in the mid of May 2021 and June 2021 and were under recoveryphase during the month of July 202. The imposed fine amounting to Rs.171100/- (RupeesOne lac seventy one thousand one hundred only) from each Stock Exchanges have been waivedupon application submitted by the Company.

2. During the year under review the company's website has not beenupdated as required under Regulation 46 of Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 and Companies Act 2013 andrules made thereunder.

Board's Comment:

In this regard the Company wishes to inform you that the necessaryupdation in respect to the above observation have been made by the Company.

3. During the year under review the company has delayed in the filingof the Certificate from practicing company secretary to Stock Exchange as required underRegulation 40(9) for the year ended 31st March 2021 under of Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations 2015

Board's Comment:

In this regard the Company wishes to inform you that the delay was dueto inadvertent error and the Company shall take all necessary steps to avoid such kind ofdelay in future compliances.

c) Cost Auditor

In terms of Section 148 of the Act the Company is required to maintaincost records and have the audit of its cost records conducted by a cost accountant. Costrecords are made and maintained by the Company as required under Section 148(1) of theAct. The Board of Directors at its meeting held 30th June 2021 appointed M/sAjay Kumar Singh & Co (Firm Registration Number 000386) Cost Auditors to conduct theCost Audit for the Financial Year 2021-22.

For the financial year ending 31st March 2023 the Board ofDirectors of the Company has on the recommendation of the Audit Committee approved theappointment of M/s Ajay Kumar Singh & Co as the cost auditors of the Company. M/s AjayKumar Singh & Co Cost Accountants have vast experience in the field of cost audit.

In accordance with the provisions of Section 148(3) of the Act readwith Rule 14 of the Companies (Audit and Auditors) Rules 2014 the remuneration payableto the cost auditors as recommended by the Audit Committee and approved by the Board hasto be ratified by the members of the Company.

Accordingly an appropriate resolution for the proposed remuneration ofRs. 50000 per annum plus applicable taxes and out-of-pocket expenses payable to the costauditors for the Financial Year ending 31st March 2023 forms part of thenotice of ensuing Annual General Meeting for ratification.

21. OTHER INFORMATION

a) Details in respect of frauds reported by Auditors other than thosewhich are reportable to the Central Government.

The Statutory Auditors Secretarial Auditors Cost Auditors or InternalAuditors of the Company have not reported any frauds to the Audit Committee or to theBoard of Directors under Section 143(12) of the Companies Act 2013 including rules madethereunder.

b) Stock Options Scheme

The Company does not have any Scheme of Stock Option for its employeesDirectors etc.

c) Disclosure under Section 43(a)(iii) and Section 54(1) (d) of theCompanies Act 2013

During the year under review the Company has not issued any shareswith differential voting rights and sweat equity shares and hence no information asrequired under Section 43(a)(iii) & Section 54(1)(d) of the Companies Act 2013 readwith applicable rules is required to be disclosed.

d) Risk Management

The Board/ management is continuingly reviewing the Risk managementframework of the Company. The Company regularly put in place a suitable enterprise riskmanagement framework for identifying and evaluating risks and opportunities that may havebearing on the organization. The Company recognizes that these risks need to be managedand mitigated to protect the shareholders and other stakeholder's interest.

e) Conservation of Energy Technology Absorption and Foreign ExchangeEarnings and outgo

In accordance with Section 134(3)(m) of the Companies Act 2013 readwith the Rule 8(3) of the Companies (Accounts) Rules 2014 as amended the information onconservation of energy technology absorption and foreign exchange earnings and outgo areannexed as Annexure - 3 hereto and forms an integral part of this Report.

f) Particulars of Employees and Related Disclosures

Disclosures pertaining to remuneration and other details of theemployees as required under Section 197(12) of the Companies Act 2013 read with Rule 5 ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 asamended are annexed to this report as Annexure -4.

g) Extract of Annual Return

Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act2013 the Company has placed a copy of the Annual Return as at 31st March 2022on its website at https://cmilimited.in/investors/extract-of-annual-report. By virtue ofamendment to Section 92(3) of the Companies Act 2013 the Company is not required toprovide extract of Annual Return (Form MGT-9) as part of the Board's report.

h) Management Discussion & Analysis Report

The Management Discussion and Analysis Report on the operations of theCompany as required under the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 (hereinafter referred to as "Listing Regulations") is providedin a separate section and forms an integral part of the Annual Report.

i) Particulars of Loans Guarantees or Investments under Section 186

Details of Loans Guarantees and Investments covered under theprovisions of Section 186 of the Companies Act 2013 are given in the note no 9 & 10to the Financial Statements.

j) Corporate Governance Report

The Company has complied with requirements of Regulation 34 of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015. A report on theCorporate Governance practices followed by the Company together with a certificate fromthe Practicing Company Secretary regarding compliance is given as an Annexure-5 tothis report.

k) Cost Records

As per the requirement of Central Government and pursuant to provisionsof Section 148 of the Companies Act 2013 read with Companies (Audit and Auditors) Rules2014 as amended from time to time audit of cost records of the Company is being carriedout. The Board of Directors on recommendation of Audit Committee has appointed M/s AjayKumar Singh & Co. Cost Accountants as Cost Auditor to audit the cost records andaccounts relating to cable manufacturing for the financial year ending 31stMarch 2023. As per the requirement of the aforesaid section a resolution ratifyingremuneration payable to Cost Auditors forms part of the Notice convening the 55thAnnual General Meeting.

Your Company has maintained cost records and accounts as per Section148 (1) of the Companies Act 2013. Further the Cost Audit Report along with annexure forFY 2020-21 was approved by board of Directors on 14th November 2021.

l) Disclosure under the Sexual Harassment of Women at Work Place(Prevention Prohibition and Redressal) Act 2013.

The Company has laid down Anti Sexual Harassment policy on GenderEquality Gender Protection Prevention of Redressal System in line with the requirementsof the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal)Act 2013. An Internal Complaints Committee (ICC) has been set up to redress complaintsreceived regarding sexual harassment. All employees (permanent contractual temporaryApprenticeship) are covered under this policy. The following is a summary of sexualharassment complaints received and disposed of during the year under review> No. ofcomplaints received: Nil

> No. of complaints disposed of: NA

> No. of Complaints at the end: NIL

m) Secretarial Standards

The Company has in place proper systems to ensure compliance with theprovisions of the applicable secretarial standards issued by the Institute of CompanySecretaries of India and such systems are adequate and operating effectively.

22. CAUTIONARY NOTE

Certain Statements in the 'Management Discussion and Analysis' sectionmay be forwardlooking and are stated as required by applicable laws and regulations. Manyfactors may affect the actual results which would be different from what the Directorsenvisage in terms of the future performance and outlook. Investors are cautioned that thisdiscussion contains forward looking Statement that involve risks and uncertaintiesincluding but not limited to risks inherent in the Company's growth strategy dependenceon certain businesses dependence on availability of qualified and trained manpower andother factors discussed. The discussion and analysis should be read in conjunction withthe Company's financial statements and notes on accounts.

23. OTHER DISCLOSURES

> During the financial year 2021-22 the Company has not made anyapplication and no such proceeding is pending under the Insolvency and Bankruptcy code2016.

> There were no instances where the Company required the valuationfor one time settlement or while taking the loan from the Banks or Financial institutions.

> The Company has not issued shares with differential voting rightsand sweat equity shares during the year under review.

24. ACKNOWLEDGEMENT

The Directors wish to place on record their gratitude to theAuthorities Banks Business Associates and Shareholders for their unstinted supportassistance and co-operation. The Directors place on record their deep appreciation toemployees at all levels for their hard work dedication and commitment.

By order of the board
For CMI Limited
Sd/-
(Amit Jain)
Chairman cum Managing Director
DIN:00041300 Place: New Delhi
Date: 31st August 2022

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