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Deep Energy Resources Ltd.

BSE: 532760 Sector: Others
NSE: DEEPENR ISIN Code: INE677H01012
BSE 00:00 | 26 Nov 41.05 -0.50
(-1.20%)
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42.70

HIGH

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40.65

NSE 00:00 | 26 Nov 40.85 -0.70
(-1.68%)
OPEN

42.85

HIGH

42.85

LOW

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OPEN 42.70
PREVIOUS CLOSE 41.55
VOLUME 3557
52-Week high 62.60
52-Week low 30.80
P/E 4105.00
Mkt Cap.(Rs cr) 131
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 42.70
CLOSE 41.55
VOLUME 3557
52-Week high 62.60
52-Week low 30.80
P/E 4105.00
Mkt Cap.(Rs cr) 131
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Deep Energy Resources Ltd. (DEEPENR) - Director Report

Company director report

To

The Members

Deep Energy Resources Limited

(Formerly known as Deep Industries Limited)

Ahmedabad

Your Directors have pleasure in presenting 30th Annual Report together with the auditedfinancial statement of your Company for the Financial Year ended 31st March 2020.

FINANCIAL RESULTS:

The financial statements of the Company have been prepared in accordance with theIndian Accounting Standards (Ind AS) notified under section 133 of the Companies Act2013 read with Rule 7 of the (Companies Accounts) Rules 2014. The standalone andconsolidated financial performance of the Company for the Financial Year ended on 31 stMarch 2020 are summarized below:

(Rs in Lakhs)

Particulars

Standalone

Consolidated

2019-20 2018-19 2019-20 2018-19
Revenue from Operations - - 72.50 -
Other Income 0.18 29.92 0.77 32.61
Total Income 0.18 29.92 73.27 32.61
Less: Total Expenses 7.76 7.14 56.19 9.02
Profit Before Tax -7.59 22.78 17.08 23.59
Less: Tax Expenses -52.04 6.15 -31.14 6.77
Profit/(Loss) for the Year 44.45 16.63 48.22 16.82
Other Comprehensive Income/ (Loss) for the year - - - -
Total Comprehensive Income/ (Loss) for the year - - - -
Earning per Equity Share (Basic and Diluted) 0.14 0.05 0.15 0.05

COMPANY PERFORMANCE (STANDALONE & CONSOLIDATED BASIS):

1. The Company's Standalone total revenues from operations decreased to Rs 0.18 Lakhsin the year 2019-20 from Rs 29.92 Lakhs in 2018-19 while consolidated total revenues fromoperations increased to Rs 73.27 Lakhs in the year 2019-20 from Rs 32.61 Lakhs for theyear 2018-19.

2. Company's Standalone net profit increased to Rs 44.45 Lakhs in the year 2019-20 fromRs 16.63 Lakhs in the year 2018-19.

However your Directors are expecting to achieve better results in time to come and tocontinue the position of market leader in coming years.

Subsidiary Performance:

Deep Energy Resources Limited has Three subsidiaries as follows as Deep NaturalResources Limited Prabha Energy Private Limited Deep Energy LLC

1) Deep Natural Resources Limited has earned total revenue of Rs 72.52 Lakhs in theyear 2019-20 as compared to revenue earned of Rs 0.079 Lakhs in the year 2018-19. And ithas earned total profit of Rs 14.95 Lakhs in the year 2019-20 as compared to total profitearned of Rs 0.009 Lakhs in the year 2018-19.

2) Prabha Energy Private Limited has earned total revenue of Rs 0.58 Lakhs in the year2019-20 as compared to revenue earned of Rs 2.61 Lakhs in the year 2018-19. And it hasearned total loss of Rs 11.18 Lakhs in the year 2019-20 as compared to total profit earnedof Rs 0.18 Lakhs in the year 2018-19.

3) Deep Energy LLC has earned Nil Profit in the year 2019-20 and 2018-19.

DIVIDEND:

In view of the future Capital expenditures the Directors have decided to plough backthe profits. Hence no dividend has been recommended this year on equity shares of theCompany.

TRANSFER TO RESERVES:

The Company has not transferred the amount to General Reserves and an amount of Rs19689.29 Lakhs is retained as surplus in the Statement of profit and Loss of Standalonefinancials.

FIXED DEPOSITS:

During the year under review your Company has not accepted any fixed deposits withinthe meaning of Chapter V of the Companies Act 2013.

SHARE CAPITAL:

The paid up Equity Share Capital as on March 31 2020 was Rs 32.00 Crore. During theperiod under review the Company has not granted any stock options nor sweat equity. TheCompany has also not purchased of its own shares by employees or by trustees for thebenefit of employees.

Your Company's equity shares are available for dematerialization through NationalSecurities Depository Limited and Central Depository Services (India) Limited. As of March31 2020 99.99% of the equity shares of your Company were held in demat form.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:

During the year under review the Company has not given any loan and provided anyguarantee. The Company has made investment under the provisions of Section 186 ofCompanies Act 2013. The said details are given in the notes to the Financial Statements.

EXTRACT OF ANNUAL RETURN:

The extract of annual return in Form MGT 9 as required under Section 92(3) of theCompanies Act 2013 and Rule 12 of the Companies (Management and Administration) Rules2014 is available on the website of the Company at www.deepindustries.com.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANY:

Your Company has total 3 subsidiaries as on 31 st March 2020 as under

1) Prabha Energy Pvt. Ltd.

2) Deep Natural Resources Ltd.

3) Deep Energy LLC

The annual financial statements and related detailed information of the subsidiarycompanies shall be made available to the shareholders of the holding and seeking suchinformation on all working days during business hours. The financial statements of thesubsidiary companies shall be kept for inspection by any shareholder/s during workinghours at the Company's registered office and that of the respective subsidiary companiesconcerned. As provided under Section 129(3) of the Companies Act 2013 and rules madethere under a statement containing the salient features of the financial statement of itssubsidiaries in AOC-1 format under the rules is attached to the financial statements.

SCHEME OF ARRANGEMENT:

Hon'ble National Company Law Tribunal ("NCLT") Ahmedabad Bench hassanctioned the Scheme of Arrangements in the nature of Demerger of Oil and Gas Servicesundertaking of Deep Energy Resources Limited(Formerly known as Deep Industries Limited)(Demerged Company) into Deep CH4 Limited (Resulting Company) and restructuring of theequity share capital of Deep CH4 limited under Section 230 to 232 read with Section 66 andother applicable provisions of the Companies Act 2013 ("Scheme") vide its orderdated 17.03.2020. The effective date of the Said Scheme is 20.06.2020 (i.e. the date offilling the Scheme with Registrar of Companies)

The Scheme of Arrangement provides for transfer and vesting of Oil and Gas ServicesUndertaking from the Demerged Company into the Resulting Company. The Oil and GasExploration and Production business shall continue to be carried on by the DemergedCompany.

CHANGE OF NAME OF THE COMPANY

With reference to the Clause 11.4 of the Scheme of Arrangement in the nature ofDemerger of Oil and Gas Services undertaking of Deep Energy Resources Limited (Formerlyknown as Deep Industries Limited) (Demerged Company) into Deep CH4 Limited (ResultingCompany) as sanctioned by Hon'ble National Company Law Tribunal ("NCLT")Ahmedabad Bench the name of the Company changed from "DEEP INDUSTRIESLIMITED" to "DEEP ENERGY RESOURCES LIMITED" with effect from11th September 2020.

IMPACT OF COVID-19

As per the current assessment of the situation based on the internal and externalinformation available the Company continues to believe that the impact of COVID - 19 onits business assets internal financial controls profitability and liquidity bothpresent and future would be limited and there is no indication of any material impact onthe carrying amounts of investments and other financial assets.

The Company is taking utmost care like sanitizing social distancing mandatory maskwearing thermal check at the gate maintaining proper hygiene.

DIRECTORS:

Appointment/Resignation:

During the year under review there was no appointment or resignation of any Directors.

However Mr. Dharen Shantilal Savla was appointed as Non Executive Non IndependentDirector- Additional w.e.f 16 th April 2020 and has resigned w.e.f. 14 th September2020. Dr. Kirit Shelat – Independent Director and Mrs. Renuka Upadhyay IndependentDirector have resigned from the position of director w.e.f. 14 th September 2020.Further Mr. Shail Savla appointed as Non-Executive Non Independent Director w.e.f 14 thSeptember 2020 and Mrs. Shaily Dedhia appointed as Independent Director w.e.f. 14 thSeptember 2020.

Directors Retire by Rotation:

In accordance with the provisions of section 152[6] of the Act and in terms of theArticles of Association of the Company Mr. Rupesh Kantilal Savla (DIN:00126303) ManagingDirector will retire by rotation at the ensuing Annual General Meeting and being eligibleoffer himself for re-appointment. The Board recommends his re-appointment.

Independent Directors:

The terms and conditions of appointment of Independent Directors are in accordance withthe applicable Regulations of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 and also as per the provisions of the Companies Act 2013("Act") read with Schedule IV to the Act.

Your Company has received annual declarations from all the Independent Directors of theCompany under sub - section (7) of section 149 confirming that they meet with the criteriaof Independence as provided in Section 149(6) of the Companies Act 2013 and Regulation16(1) (b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015and there has been no change in the circumstances which may affect their status asIndependent Director during the year.

In compliance with the requirements of the SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 the Company has put in place a Familiarization Programmefor the Independent Directors to familiarize them with the Company their roles rightsresponsibilities in the Company nature of the industry in which the Company operatesbusiness model etc. The details of the Familiarization Program are available on thewebsite of the Company at www.deepindustries.com.

KEY MANAGERIAL PERSONNEL

As required under Section 2(51) and Section 203 of Act read with Rule 8 of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 followingpersons are the Key Managerial Personnel of your Company as on 31st March 2020:

1. Mr. Paras Shantilal Savla Chairman & Managing Director

2. Mr. Rupesh Kantilal Savla Managing Director

3. Mr. Rohan Shah Chief Financial Officer *

4. Mr. Akshit Soni Company Secretary *

There is no change in Key Managerial Personnel of the Company during the year endedMarch 31 2020.

*Mr. Rohan Shah Chief Financial Officer and Mr. Akshit Soni Company Secretary of theCompany have resigned w.e.f. closing of business hours on 14 th September 2020. FurtherMr. Shashvat Shah appointed as new Chief Financial Officer and Ms. Dixita Soni hasappointed as new Company Secretary & Compliance Officer of the Company w.e.f. 15 thSeptember 2020.

Policy on Appointment & Remuneration of Directors Key Managerial Personnel andother Employees

The Board has on its recommendation of Nomination and Remuneration Committee framed aPolicy relating to appointment & remuneration of Directors Key Managerial Personnel& other employees in relation in accordance with SEBI (Listing Obligations andDisclosure Requirement) Regulations 2015 and Section 178(3) of the Companies Act 2013is given in the Corporate Governance Report forming part of the Annual Report.

Criteria for Performance Evaluation

During the year under review the board considered and define the criteria as well asthe process for performance evaluation of itself that of its Committees and individualDirectors as follows:

Evaluation Criteria For evaluation
Board • Degree of fulfillment of key responsibilities including focus on strategic and policy issues.
• Effectiveness of Board process and information sharing.
• Board culture and dynamics.
• Quality of decisions.
• Establishment and delineation of responsibilities to Committees.
• Quality of relationship between Board and the Management.
Committee • Degree of fulfillment of key responsibilities.
• Frequency and effectiveness of meetings.
• Committee dynamics especially openness of discussions including with the Board.
• Adequacy of Committee composition.
• Quality of relationship of the committee with the Board and the Management.
Individual Directors • Participation in Board in terms of adequacy (time & content).
• Contribution through expertise and perspective.
• Guidance / support to Management outside Board / Committee meetings.

Manner of evaluation of board its committees and individual directors

The evaluation of Board its Committees and Individual Directors was carried out as perthe process and criteria laid down by the Board of Directors based on the recommendationof the Nomination and Remuneration Committee.

The obtaining and consolidation of feedback from all Directors for the evaluation ofthe Board and its Committees Individual Directors (i.e. Independent and Non IndependentDirectors) were co-ordinate by the Chairman of the Board and the feedback received wasdiscussed in the meeting in case of evaluation of the Board and Committee and wasdiscussed with Individual Directors in case of their evaluation.

The evaluation of Chairperson was co-ordinated by the Chairman of the IndependentDirectors meeting.

DETAILS OF MEETINGS OF THE BOARD AND ITS COMMITTEES:

The details of the number of meeting of Board of Directors and its Committees heldduring the financial year indicating the number of meetings attended by each directors aregiven in the Corporate Governance Report which forms a part of this report.

COMPOSITION OF AUDIT COMMITTEE:

As on 31 st March 2020 the board has constituted audit committee which comprises of:Mr. Hemendrakumar Shah (Chairman Non Executive Independent Director) Mr. Kirit Shelat(Member Non Executive Independent Director) Mr. Paras Savla (Member Chairman &Managing Director)

More details are given under Corporate Governance Report. During the year under reviewall recommendations of Audit Committee were accepted by Board.

DIRECTOR'S RESPONSIBILITY STATEMENT:

In terms of section 134[3][c] of the Companies Act 2013 in relation to the financialstatements of the Company for the year ended 31st March 2020 the board of Directorsstate that : (a) in preparation of the annual financial statements the applicableaccounting standards have been followed along with proper explanations relating tomaterial departures if any (b) such accounting policies have been selected and appliedconsistently and judgments and estimates made that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company as on March 31 2020 andof the profit of the Company for the year ended on that date (c) proper and sufficientcare has been taken for maintenance of adequate accounting records in accordance with theprovisions of the Act for safeguarding the assets of the Company and for prevention anddetection of fraud and other irregularities (d) the annual financial statements have beenprepared on going concern basis (e) proper internal financial controls were in place andthat the financial controls were adequate and were operating effectively and (f) thesystems to ensure compliance with the provisions of all applicable laws were in place andwere adequate and operating effectively.

INTERNAL FINANCIAL CONTROL SYSTEM AND THIER ADEQUACY:

The details in respect of internal financial control and their adequacy are included inthe Management and Discussion &

RISK MANAGEMENT:

The Company manages and monitors on the principal risks and uncertainties that canimpact its ability to achieve its objectives. Pursuant to section 134 (3) (n) of theCompanies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 the Company has framed Risk Management Policy. At present the companyhas not identified any element of risk which may threaten the existence of the company.

A well-defined risk management mechanism covering the risk mapping and trend analysisrisk exposure potential impact and risk mitigation process is in place. The objective ofthe mechanism is to minimize the impact of risks identified and taking advance actions tomitigate it. The mechanism works on the principles of probability of occurrence andimpact if triggered. A detailed exercise is being carried out to identify evaluatemonitor and manage both business and non-business risks. The Company has formally framed aRisk Management Policy to identify and assess the key risk areas monitor and reportcompliance and effectiveness of the policy and procedure.

Discussion on risks and concerns are covered in the Management Discussion and AnalysisReport which forms part of this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY(CSR):

Pursuant to the provisions of section 135(5) of the Companies Act 2013 (the Act) Asper the relevant provisions of the Act read with Rule 2(1)(f) of the Companies (CorporateSocial Responsibility Policy) Rules 2014 the Company is required to spend at least 2% ofthe average net profits (determined under section 198 of the Companies Act 2013 andsection 349 of the Companies Act 1956) made during the immediately three financial years.However due to inadequacy of profits as per Section 198 of the Companies Act 2013 thecompany is not required to spend any amount on CSR activities for Financial Year 2019-20.

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

Your Company is committed to provide and promote a safe healthy and congenialatmosphere irrespective of gender caste creed or social class of the employees.

But though the Company does not have more than 1 number of female employee andsubjected to the provisions of the Section 2 of The Sexual Harassment of Women atWorkplace (Prevention Prohibition & Redressal) Act 2013 the Internal ComplaintsCommittees (ICC) cannot be constituted due to the lack of number of female employees.Therefore the Company has organized an awareness programme or the female employees inrespect to spread the awareness of this Act and has informed them to file any complaint ofSexual harassment caused at workplace to the Local Complaints Committee (LCC) Constitutedin every District as per the provision of Section 5 of The Sexual Harassment of Women atWorkplace (Prevention Prohibition & Redressal) Act 2013.

The following is a summary of sexual harassment complaints received and disposed offduring the year.

• No. of complaints received. - NIL

• No. of complaints disposed off – Not Applicable

INDUSTRIAL RELATIONS:

The Company is committed to nurturing enhancing and retaining top talent throughsuperior Learning and Organizational Management.

During the year under review your Company enjoyed cordial relationship with workersand employees at all levels.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Separate reports on Corporate Governance compliance along with the required Certificatefrom Practicing Company Secretary of the Company regarding compliance of the conditions ofCorporate Governance and Management Discussion and Analysis as stipulated by SEBI (ListingObligation & Disclosures Requirement) Regulations 2015 forms part of this AnnualReport.

PROHIBITION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prohibition of Insider Trading with aview to regulate trading in securities by the Directors and designated employees of theCompany. The Code requires preclearance for dealing in the Company's shares and prohibitsthe purchase or sale of Company shares by the Directors and the designated employees whilein possession of unpublished price sensitive information in relation to the Company andduring the period when the Trading Window is closed. The Company has formulated the Codeof Practices and Procedures for Fair Disclosure in terms of the requirements of SEBI(Prohibition of Insider Trading) Regulations 2015. The Board is responsible forimplementation of the Code. The Policy is available on our website.www.deepindustries.com.

RELATED PARTY TRANSACTION POLICY:

The Company has adopted a policy for Related Party Transaction with a view to regulateall transactions between the Company and its Related Parties based on the laws andregulations applicable to the Company during ordinary course of business. The Company hasformulated policy in the terms of requirement of Regulation 23 of SEBI (Listing Obligationand Disclosure Requirements) Regulations 2015. The Policy is available on our websitewww.deepindustries.com

POLICY ON DETERMINATION OF MATERIALITY OF EVENT/INFORMATION:

The Company has adopted Policy for determining materiality of Events/Disclosures thatmandates Company to disclose any of the events or information which in the opinion of theBoard of Directors of the Company is material. The Company has formulated policy in theterms of requirement of Regulation 30 of SEBI (Listing Obligation and DisclosureRequirements) Regulations 2015. Regulation 30 (4)(ii) of the Listing Regulations requiresthe listed entity to frame a policy for determination of materiality of events orinformation for disclosure based on the criteria specified therein. The Policy isavailable on our website www.deepindustries.com.

RELATED PARTY TRANSACTIONS:

All contracts/arrangement/transactions entered into by the Company during the FinancialYear with related parties were on an arm's length basis and were in the ordinary course ofbusiness and were placed before the audit committee for their approval whereverapplicable. Your Company had not entered into any transactions with related parties whichcould be considered material in terms of Section 188 of the Companies Act 2013.Accordingly the disclosure of related party transactions as required under Section 134(3)(h) of the Companies Act 2013 in Form AOC- 2 is as attached in Annexure- A.

MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANYOCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATEAND THE DATE OF THE REPORT:

There have been no material changes and commitments affecting the financial positionof the Company since the close of financial year i.e. since 31st March 2020 Further itis confirmed that there has been no change in the nature of business of the Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALSIMPACTING THE GOING CONCERN STATUS OF THE COMPANY:

There are no material orders passed by the Regulators or Courts or Tribunals whichwould impact the going concern status and Company's future operations.

AUDITORS:

Statutory Auditors and their Report:

M/s Dhirubhai Shah & Co LLP Chartered Accountants Ahmedabad [Firm RegistrationNo. 102511W/W100298] were appointed as Statutory Auditors of your Company at the 26thAnnual General Meeting held on September 22 2016 for a term of five consecutive yearsfrom conclusion of 26 th Annual General Meeting till the conclusion of Thirty First AnnualGeneral Meeting to be held in the year 2021.

Further the Ministry of Corporate Affairs (MCA) vide notification dated 7th May 2018has done away with the requirement of ratification of appointment of Statutory Auditors atevery Annual General Meeting as per the first proviso of Section 139 of the CompaniesAct 2013 and the Companies (Audit and Auditors) Amendment Rules 2018. Accordingly theCompany is not required to pass any resolution pertaining to ratification of theappointment of Statutory Auditors in the Annual General Meeting.

The Board has duly reviewed the Statutory Auditors' Report on the Accounts. Theobservations and comments appearing in the Auditors' Report are self-explanatory and donot call for any further explanation / clarification by the Board of Directors as providedunder section 134 of the Act.

Secretarial Auditors & Secretarial Audit Report:

Pursuant to provisions of section 204 of the Act and the Companies [Appointment andRemuneration of Managerial Personnel] Rules 2014 the Board has appointed M/s ShilpiThapar & Associates a firm of Company Secretaries in Whole-Time Practice to undertakethe Secretarial Audit of the Company for the financial year 2019-20.

The Secretarial Audit Report for the Financial Year 2019-20 carried out by M/s ShilpiThapar and Associates (CP No.:6779 FCS: 5492) is annexed herewith as Annexure - B.

Internal Auditors:

The board has re-appointed M/s R.R Khandol & Co. Chartered Accountants (FRN:0112488) as an Internal Auditors of the Company for F.Y 2020-21.

REPORTING OF FRAUDS BY AUDITORS:

During the year under review the Statutory Auditors and the Secretarial Auditor havenot reported any instances of frauds committed in the Company by its Officers or Employeesto the Audit Committee under section 143(12) of the Companies Act 2013.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM:

The Company promotes ethical behavior in all its business activities and hasestablished a vigil mechanism for its Directors Employees and Stakeholders associatedwith the Company to report their genuine concerns. The Vigil Mechanism as envisaged in theCompanies Act 2013 and the Rules prescribed thereunder and the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 is implemented through the Whistle BlowerPolicy to provide for adequate safeguards against victimization of persons who use suchmechanism and make provision for direct access to the Chairperson of the Audit Committee.

The Whistle Blower Policy has been appropriately communicated within the Company andhas also been posted on the Website of the Companyhttp://www.deepindustries.com/Pages/Policies.aspx.

LISTING OF SHARES:

The Equity Shares of the Company are listed on the Bombay Stock Exchange Limited (BSE)with scrip code No. 532760 and on National Stock Exchange of India Limited (NSE) withsymbol of DEEPIND. The Company confirms that the annual listing fees to both the stockexchanges for the financial year 2020-21 have been paid.

With reference to change in name of the Company the Company has received in-principalapproval from both the exchanges for change in Symbol from "DEEPIND" to"DEEPENR".

INSURANCE:

All movable properties as owned by the Company continued to be adequately insuredagainst risks.

PARTICULARS OF EMPLOYEES:

The information required under Section 197(12) of the Companies Act 2013 read withrule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 are provided in the separate annexure forming part of this Report as Annexure- C.

There was no employee drawing salary as prescribed under Section 197 of the CompaniesAct 2013 read with rule 5(2) & (3) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014.

HUMAN RESOURCES:

The well disciplined workforce which has served the Company lies at the very foundationof the Company's major achievements and shall be continue for the years to come. Thesuccess of the Company and good track record are largely attributable to the remarkablecommitment dedication and hard work of the employees. The Company has strongly embeddedcore values and all employees are trained and encouraged to use these values in theirdaily operations and the bases for making decisions. The management has always carried outsystematic appraisal of performance and imparted training at periodic intervals. TheCompany has always recognized talent and has judiciously followed the principle ofrewarding performance. This has helped to ensure all employees are aligned and focused onkey objectives and key performance indicators critical for the Company's performance.Remuneration and performance are strongly linked together through bonus schemes andincrements.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNING ANDOUTGO:

The information to be disclosed under Section 134 (3) (m) of the Companies Act 2013read with Companies (Accounts) Rules 2014 are set out in Annexure- D to thisReport.

AKNOWLEDGEMENTS:

Your Directors wish to place on record their deep sense of appreciation for thecommitment displayed by all the employees of the Company resulting in successfulperformance during the year under review.

Our Directors also take this opportunity to place on record the co-operationassistance and continued support extended by the Banks Government Authorities Vendorsand Shareholders during the year under review.

For and on behalf of the Board of Directors
Date : 14.09.2020 PARAS SAVLA
Place : Ahmedabad Chairman & Managing Director
DIN:00145639

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