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DFM Foods Ltd.

BSE: 519588 Sector: Agri and agri inputs
NSE: DFMFOODS ISIN Code: INE456C01020
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VOLUME 48767
52-Week high 378.00
52-Week low 187.25
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Mkt Cap.(Rs cr) 1,593
Buy Price 316.65
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Sell Price 317.20
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OPEN 299.00
CLOSE 305.70
VOLUME 48767
52-Week high 378.00
52-Week low 187.25
P/E
Mkt Cap.(Rs cr) 1,593
Buy Price 316.65
Buy Qty 4.00
Sell Price 317.20
Sell Qty 4.00

DFM Foods Ltd. (DFMFOODS) - Director Report

Company director report

Dear Shareholders

The Board of Directors have pleasure in presenting their Report and theAudited Financial Statements for the year ended 31st March 2022.

1. FINANCIAL PERFORMANCE

(Rs in Lakhs)

Particulars For the year ended 31st March 2022 For the year ended 31st March 2021
Revenue from operations 55445 52406
Profit before tax (3271) 3858
Profit after tax (2476) 2870

The Financial Statements prepared in accordance with Section 133 of theCompanies Act 2013 read with the rules made thereunder and Indian Accounting Standards(Ind AS) along with the Auditors' Report form part of the Annual Report.

2. COMPANY'S PERFORMANCE

Despite 2nd and 3rd wave of Covid and ensuinglockdowns substantially impacting the category and the Company the revenues grew to '55445 Lakhs by 5.8% YoY

Material margin was impacted by unprecedented commodity inflationfirst due to the Covid induced supply chain disruptions later exacerbated by the war inUkraine. However a large part of this inflation was mitigated by a company-wide costmanagement program and higher price realization through grammage reductions.

Brand investments continued with advertising spends increasing to 9.0%of sales in FY 2021-22 vs. 3.7% in FY 2020-21. Investment in go-to-market expansion alsoincreased to 2.8% of sales in FY 2021-22 vs. 1.0% in FY 2020-21. Other expenses increasedprimarily due to higher freight as well as one-time expenses.

As a result the loss for the financial year 2021-22 was at (' 2476lakhs) as compared to profit after tax of ' 2870 lakhs in the previous year.

The details on operational review and the state of Company's affairsare covered in the Management Discussion and Analysis Report forming part of this AnnualReport.

3. BUSINESS CONTINUITY PLAN IN COVID-19

As a result of a robust business continuity plan the Company was ableto manage operations during the Covid-19 pandemic. This involved a detailed review ofsales orders finished and input stocks production delivery and supplies to outletsdaily. The review was done to identify key constraints in operations and find timelysolutions for them. The review also covered safety of employees and business partners.This process helped the Company to deliver a strong market share and managed to rein ourcosts well.

4. DIVIDEND

In accordance with the Dividend Distribution Policy and in view of theCompany reporting loss and the need to conserve cash for investment the Board has decidednot to declare dividend for FY 2021-22.

5. RESERVES

No transfer to Reserves has been proposed.

6. CHANGE IN CAPITAL STRUCTURE

As on date the Authorized Share Capital of the Company is '150000000/- (Rupees Fifteen Crores Only) divided into 65000000 Equity Shares of '2/- each and 2000000 Cumulative Convertible Preference Shares of ' 10/- each carryingdividend @10% per annum.

During the year under review your Company has made allotment of 4364equity shares on 31st August 2021 pursuant to the exercise of ESARs byeligible employee under Employees Stock Appreciation Rights Plan 2020. The equity sharesissued during the year rank pari passu with the existing equity shares of your Company.

Accordingly the Issued and Paid-up equity share Capital of the Companyis '100550488 divided into 50275244 Equity Shares of face value of ' 2/- each as on31st March 2022. Post 31st March 2022 the issued and paid upcapital has increased to 50275876 Equity Shares of face value of ' 2/- each consequentupon allotment of 632 equity shares under Employees Stock Appreciation Rights Plan 2020on 4th April 2022.

The Company's shares are listed with BSE Ltd. and National StockExchange of India Ltd.

7. (a) Employees Stock Option Scheme ("ESOP")

The Certificate from the Secretarial Auditor of the Company statingthat the ESOP Scheme has been implemented in accordance with the SEBI Guidelines and theresolution passed by the members would be placed at the website of the Company atwww.dfmfoods.com for inspection by members.

During the year DFM Foods Employees Stock Option Plan-2014 of theCompany was amended to align with the new Securities and Exchange Board of India (ShareBased Employee Benefits and Sweat Equity) Regulations 2021.

(b) Employees Stock Appreciation Rights ("ESAR")

During the year 1109650 (Eleven Lakh Nine thousand Six hundred Fiftyonly) ESARs has been granted to the eligible employee(s) at such base price as determinedby the Nomination and Remuneration Committee which would not be less than the face valueof the equity share of the Company as on the date of grant. 162684 ESARs of face valueof ' 2/- each got vested and 37200 ESARs of face value of ' 2/- have been exercised bythe eligible employees.

The Certificate from the Secretarial Auditor of the Company statingthat the ESAR Scheme has been implemented in accordance with the SEBI Guidelines and theresolution passed by the members would be placed at the website of the Company atwww.dfmfoods.com for inspection by members.

During the year the "DFM Employees Stock Appreciation Rights Plan2020" ("ESAR 2020"/ "Plan") of the Company was amended to alignwith the new Securities and Exchange Board of India (Share Based Employee Benefits andSweat Equity) Regulations 2021.

The applicable disclosures as stipulated under the SEBI Guidelines ason 31st March 2022 with regard to the DFM Foods Employees Stock Option Plan -2014 and "DFM Employees Stock Appreciation Rights Plan 2020" ("ESAR2020"/ "Plan") of the Company are available on the website of the Companyat www.dfmfoods.com and link for the same is https://www.dfmfoods.com/download/corporate/ESOP%20-%20ESAR%20Disclosure%20 2021-22.pdf

8. SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any subsidiary Joint Ventures or AssociateCompany. However the Company is a subsidiary of AI Global Investments (Cyprus) PCCLimited.

9. MATERIAL CHANGES AND COMMITMENT AFFECTING THE FINANCIAL POSITION

There has been no change in business of the Company during the year.There have been no material changes and commitments affecting the financial position ofthe Company which occurred between the end of the financial year to which the financialstatements relate and the date of this Report.

10. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013 the Board ofDirectors to the best of their knowledge and ability confirm that:

a) In the preparation of the annual accounts the applicable accountingstandards have been followed and there are no material departures from the same;

b) They have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company as at 31stMarch 2022 and of the loss of the Company for the year;

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

d) The annual accounts are prepared on a going concern basis;

e) They have laid down internal financial controls to be followed bythe Company and that such internal financial controls are adequate and are operatingeffectively; and

f) They have devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems are adequate and operatingeffectively.

Based on the framework of internal financial controls and compliancesystems established and maintained by the Company work performed by the internalstatutory and secretarial auditors and external consultant(s) and the reviews made by theManagement and the relevant Board Committees including the Audit Committee the Board isof the opinion that the Company's internal financial controls are adequate andoperationally effective during the financial year 2021-22.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

The Company has received a declaration from all the IndependentDirectors confirming that they satisfy the criteria of independence as prescribed underthe provisions of the Companies Act 2013 ('the Act') and the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 (SEBI Listing Regulations).

In the opinion of the Board all the Independent Directors possess theattributes of integrity expertise and experience including the proficiency required to beIndependent Directors of the Company fulfill the conditions of independence as specifiedin the Act and the SEBI Listing Regulations and are independent of the management and havealso complied with the Code for Independent Directors as prescribed in Schedule IV of theAct.

The Directors are reputed professionals with diverse functionalexpertise industry experience educational qualifications and gender mix relevant tofulfilling the Company's objectives and strategic goals.

In accordance with the provisions of Section 152 of the Companies Act2013 and the Articles of Association of the Company Mr. V.L. Rajesh Non-ExecutiveDirector liable to retire by rotation at the ensuing AGM of the Company and beingeligible offers himself for re-appointment.

The Board at its meeting held on 25th May 2022 based on therecommendation of Nomination and Remuneration Committee has proposed the re-appointmentof Mr. V.L. Rajesh for approval of the shareholders at the ensuing AGM of the Company.

The Board is of the opinion that Mr. V.L. Rajesh possesses therequisite knowledge skills expertise and experience to contribute to the growth of theCompany.

Profile and other information of Mr. V.L. Rajesh as required under theSEBI Listing Regulations and Secretarial Standards are given in the Notice convening theensuing AGM of the Company and the relevant resolution is recommended for approval of theMembers of the Company.

In terms of Section 203 of the Act the Company has the following KeyManagerial Personnel:

1. Mr. Lagan Shastri Managing Director & CEO

2. Mr. Nikhil Mathur Chief Financial Officer

3. Mr. Raju Singh Tomer Company Secretary

During financial year 2021-22 Mr. Nikhil Mathur was appointed as ChiefFinancial Officer of the Company w.e.f. 1st July 2021 in place of Mr. DavinderDogra who resigned and ceased to be Chief Financial Officer of the Company w.e.f. 1stJuly 2021.

12. BOARD AND COMMITTEES

The Board and its committees including number of Meetings are given inClause No. 2 of the Corporate Governance Report.

Pursuant to the requirements of Schedule IV to the Companies Act 2013and the SEBI Listing Regulations two separate Meetings of the Independent Directors ofthe Company were held on 11th November 2021 and 4th February 2022without the presence of other Directors.

The Board Committees play a crucial role in the governance structure ofthe Company and have been constituted to deal with specific areas / activities as mandatedby applicable regulation which concern the Company and need a closer review. The BoardCommittees are set up under the formal approval of the Board to carry out clearly definedroles which are performed by Members of the Board as a part of good governance practice.The Chairman of the respective Committee informs the Board about the summary of thediscussions held in the Committee Meetings. The minutes of the meeting of all Committeesare placed before the Board for review. The Board Committees can request special inviteesto join the meeting as appropriate.

During the year under review there have been no instances where therecommendations of the Audit Committee were not accepted by the Board.

The Board has established the following statutory and non-statutoryCommittees: -

i. Audit Committee

ii. Nomination and Remuneration Committee (Compensation Committee)

iii. Corporate Social Responsibility Committee

iv. Stakeholders' Relationship Committee and

v. Risk Management Committee.

In addition to the above the Operations Committee reviews specificbusiness operational matters and other items that the Board may decide to delegate.

The composition terms of reference number of meetings held andbusiness transacted by the Committees is given in the Corporate Governance Report.

13. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION POLICY

The Company's Policy relating to appointment of Directors payment ofManagerial remuneration Directors' qualifications positive attributes independence ofDirectors and other related matters as provided under Section 178(3) of the Companies Act2013 is furnished in ANNEXURE - 1 and forms part of this Report. The Policy is alsoavailable in the Investor Relations on the website of the Company and can be accessed atthe weblink: https://www.dfmfoods.com/download/corporate/Nomination-and-Remuneration-Policy%20DFM.PDF

The details of familiarization programme for Independent Directors withthe Company are placed on the website of the Company at the weblink:https://www.dfmfoods.com/download/corporate/ Familiarization-Programme-for-FY-21-22.pdf

14. PERFORMANCE EVALUATION OF THE BOARD ITS COMMITTEES AND INDIVIDUALDIRECTORS

The details of evaluation of Directors Committees and Board as a wholeare given in Clause No. 2(iv) of the Corporate Governance Report.

15. INTERNAL FINANCIAL CONTROLS

The Company has adopted policies and procedures for ensuring theorderly and efficient conduct of its business including adherence to Company's policiessafeguarding of its assets prevention and detection of frauds and errors accuracy andcompleteness of the accounting records and timely preparation of reliable financialinformation.

Unit heads are responsible to ensure compliance with the policies andprocedures laid down by the Management. Robust and continuous internal monitoringmechanisms ensure timely identification of risks and issues. The Management Statutory andInternal Auditors undertake rigorous testing of the control environment of the Company.

The Audit Committee evaluates the internal financial control systemperiodically and no reportable material weaknesses in the design or operation wereobserved during the year.

Statutory Auditors in its report expressed an unmodified opinion on theadequacy and operating effectiveness of the Company's internal financial control overfinancial reporting.

The details on Internal Control and Adequacy are covered in theManagement Discussion and Analysis Report forming part of this Annual Report.

16. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

The details on transfer to Investor Education and Protection Fund(IEPF) are given in Clause 6(xv) of the Corporate Governance Report.

17. AUDIT COMMITTEE

The Audit Committee comprises of Mr. Anil Chanana (Chairperson) Mr.Hemant Nerurkar Mr. Sahil Dalal and Ms. Dipali Sheth. The terms of reference of theCommittee are included in the Corporate Governance Report which is a part of this Report.

During the year under review there have been no instances where therecommendations of the Audit Committee were not accepted by the Board.

18. CORPORATE GOVERNANCE

The Company has complied with the corporate governance requirementsunder the Companies Act 2013 and SEBI Listing Regulations. A separate section onCorporate Governance along with a certificate from the Statutory Auditor confirmingcompliance is annexed and forms part of this Report.

19. AUDITORS AND AUDITORS' REPORT

A. Statutory Auditors

As per provisions of Section 139(1) of the Companies Act 2013 theCompany has appointed M/s. Deloitte Haskins & Sells (Firm Registration No. 015125N)Chartered Accountants as Statutory Auditors for a period of 5 (Five) years in the AGM ofthe Company held on 6th August 2018.

M/s. Deloitte Haskins & Sells LLP has furnished a certificate oftheir eligibility and consent under section 139 and 141 of the Companies Act 2013 and theCompanies (Audit and Auditors) Rules 2014 for their continuance as the Auditors of theCompany. In terms of the Listing Regulations the Auditors have confirmed that they hold avalid certificate issued by the Peer Review Board of the ICAI.

The Statutory Auditors' Report does not contain any qualificationsreservations or adverse remarks or disclaimer on the financial statements of the Companyfor the financial year 2021-22.

B. Details in respect of frauds reported by auditors

There were no instances of fraud reported by the auditors.

C. Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act 2013read with corresponding Rules framed thereunder Mrs. Sunita Mathur was appointed as theSecretarial Auditor of the Company to carry out the secretarial audit for the year ending31st March 2022.

I n terms of Section 204 of the Companies Act 2013 and Regulation 24Aof the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 aSecretarial Audit Report given by the Secretarial Auditor in Form No. MR-3 is annexed withthis Report as Annexure-2. There are no qualifications reservations or adverse remarksmade by Secretarial Auditor in their Report.

D. Internal Auditors

Pursuant to the provisions of Section 138 of the Companies Act 2013read with corresponding Rules framed thereunder M/s. Grant Thornton Bharat LLP is theInternal Auditor of the Company.

E. Cost Auditors

Provisions of Section 148 of the Companies Act 2013 read withCompanies (Cost Account and Audit) Rules 2014 were not applicable to the Company. Hencethe Company has not appointed any Cost Auditor during the year.

20. RISK MANAGEMENT

The type of risks and risk mitigation in detail has been provided inthe Management Discussion and Analysis Report forming part of this Annual Report.

As on 31st March 2022 the Risk Management Committee (RMC)comprised of Mr. Anil Chanana (Chairperson) Mr. Hemant Nerurkar Mr. Sahil Dalal Ms.Dipali Sheth and Mr. Lagan Shastri. The detailed terms of reference of the Committee areincluded in the Corporate Governance Report which is a part of this Report.

The RMC on timely basis informed the Audit Committee and Board aboutrisk assessment and minimization procedures. The RMC has inter-alia formulated adetailed Risk Management Policy as prescribed under the SEBI Listing Regulations. In theopinion of the RMC there are no such risks which may threaten the existence of theCompany.

21. VIGIL MECHANISM - WHISTLE BLOWER POLICY

The Vigil Mechanism - Whistle Blower Policy aims to:

• Allow and encourage stakeholders to bring to the Managementnotice concerns about unethical behavior malpractice wrongful conduct actual orsuspected fraud or violation of policies and leak or suspected leak of any UnpublishedPrice Sensitive Information.

• Ensure timely and consistent organizational response.

• Build and strengthen a culture of transparency and trust.

• Provide protection against victimization.

The Audit Committee periodically reviews the existence and functioningof the mechanism. It reviews the status of complaints received under this policy on aquarterly basis.

The details on Vigil Mechanism- Whistle Blower Policy are given inClause 4 (c) of the Corporate Governance Report.

22. PARTICULARS OF LOANS AND GUARANTEES GIVEN SECURITIES PROVIDED ANDINVESTMENTS MADE

The Company has neither given any loans or guarantees nor provided anysecurities covered under the provisions of Section 186 of the Companies Act 2013. Thecompany has made investments of Rs. 96 Lakh in the paid up equity share capital of BelenusSolar Power Private Limited to get renewable energy which will benefit to the Company fromcost saving perspective. Details of investments are given in Note No.7.1 which forms partof the Financial Statements.

23. RELATED PARTY TRANSACTIONS

Your Company has formulated a policy on related party transactionswhich is also available on the website of the Company at https://www.dfmfoods.com/download/corporate/Policy-on-Related-Partys-Transactions-and-Materiality-of-Related-Party- Transactions.pdf. This policy deals withthe review and approval of related party transactions. The Board of Directors of theCompany has approved the criteria to grant omnibus approval by the Audit Committee withinthe overall framework of the policy on related party transactions.

All related party transactions entered into by the Company during thefinancial year with related parties were in the normal course of business and on an arm'slength basis. Prior omnibus approval is obtained for related party transactions which areof repetitive nature and entered in the ordinary course of business and at arm's length.During the year the Company had not entered into any transaction with related partieswhich could be considered material in accordance with the policy of the Company onmateriality of related party transactions. All related party transactions are placedbefore the Audit Committee for review and approval. Accordingly the disclosure of relatedparty transactions as required under Section 134(3) (h) of the

Companies Act 2013 in Form AOC-2 is not applicable. Members may referto Note No. 30 to the Financial Statement which sets out related party disclosurespursuant to IND AS-24.

24. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to the provisions of Section 135 of the Companies Act 2013read with the Companies (Corporate Social Responsibility Policy) Rules 2014 the Companyhas undertaken projects/programs in accordance with the CSR Policy. The details of the CSRprojects are given as Annexure-3 to this Report.

25. EXTRACT OF ANNUAL RETURN

As per the requirements of Section 92(3) of the Companies Act 2013 andRules framed thereunder the extract of the Annual Return of the Company for the FY2021-22 is available on the website of the Company athttps://www.dfmfoods.com/investor.html

26. PARTICULARS OF REMUNERATION OF DIRECTORS / KMP / EMPLOYEES

The particulars of remuneration under Section 197(12) of the CompaniesAct 2013 and Rule 5(1) and Rule 5(2) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 are attached as Annexure -4 and Annexure- 4A.

27. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant or material orders passed by any RegulatorsCourts or Tribunals against the Company which could impact the going concern status andCompany's operations in future.

28. DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE(PREVENTION PROHIBITION AND REDRESSAL) ACT 2013

The Company is committed towards promoting the work environment thatensures every employee is treated with dignity and respect and afforded equitabletreatment irrespective of their gender race social class caste creed religion placeof origin sexual orientation disability or economic status. Pursuant to the provisionsof the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal)Act 2013. The Company has adopted a Policy on prevention of sexual harassment atworkplace ('POSH Policy'). Periodic sessions were also conducted to apprise employeesInternal Complaint Committee and build awareness on the subject matter. Our key focus isto create a safe respectful and inclusive workplace which fosters professional growth foreach employee.

The Company has constituted Internal Complaint Committee comprises ofseven internal members and

one external member under the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013 and complied with other provisions ofthe said Act.

During the year under review there were no complaints receivedpursuant to the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013.

29. DISCLOSURE UNDER THE INSOLVENCY AND BANKRUPTCY CODE 2016

During the year under review there was no application made by theCompany of any proceeding pending against the Company under the Insolvency and BankruptcyCode 2016.

30. HUMAN RESOURCES & EMPLOYEE RELATIONS

The detail of Human resources has been provided in the ManagementDiscussion and Analysis Report forming part of this Annual Report.

The relationships with employees have been cordial and operations atthe factory uninterrupted. Measures for safety of employees welfare and developmentcontinue to receive top priorities.

31. DISCLOSURE REQUIREMENTS

a. As per Listing Regulations the Corporate Governance Report with theAuditor's Certificate thereon and the Management Discussion and Analysis are attachedwhich forms part of this Report.

b. The Company believes that it can only be successful in the long termby creating value both for its shareholders and for society. The Company is committed inpursuing responsible growth and recognise its responsibility towards the society and theenvironment in which it operates. As per Regulation 34 of the Listing Regulations aBusiness Responsibility Report describing the initiatives taken by the Company from anenvironmental social and governance perspective is attached and is a part of this AnnualReport.

c. The Company has devised proper systems to ensure compliance with theprovisions of all applicable Secretarial Standards issued by the Institute of CompanySecretaries of India and that such systems are adequate and operating effectively.

32. DEPOSITS FROM PUBLIC

During the year the Company did not accept any public deposits underChapter V of the Companies Act 2013.

33. PARTICULARS OF ENERGY CONSERVATION TECHNOLOGY ABSORPTION ANDFOREIGN EXCHANGE EARNINGS AND OUTGO [PURSUANT TO COMPANIES (ACCOUNTS) RULES 2014]

The particulars relating to energy conservation technology absorptionforeign exchange earnings and outgo are provided in Annexure -5 to this Report.

34. ENVIRONMENT HEALTH AND SAFETY ("EHS")

Developing and maintaining "Zero Accident Culture" is at thecore of your Company's EHS policy. Various safety initiatives and programs are implementedto achieve this objective.

Your Company manages occupational health and safety by systematicallyassessing the hazards and mitigating risks through various safety programs and trainingfor employees.

Our sustainable journey has been fueled by our efficient set of systemsand implementation strategy. Considering Environment Health and Safety as top-mostpriority we strive to provide a safe and healthier work environment for our workforce.

To fulfill the commitment comprehensive EHS manual comprising thepolicies procedures and work instructions has been prepared.

A brief on EHS programme of the Company is as under: Environment:

The Company has always been conscious of the need to conserve energy inits manufacturing plants and to protect environment.

Our focus on environmental and climate change sets out our broadercommitment to responsible environmental practices while also enabling us to identify keyareas of focus and objectives with respect to air pollution reduction water conservationand eco-efficiency aimed at reducing our carbon/environmental footprint and contributingto a more sustainable operating environment for the benefit of all.

These initiatives include:

• Maximisation of resource consumption with focus on eliminatingwaste. Optimisation of transport efficiencies in our logistics.

• Ongoing review and implementation of energy-saving initiatives.Investigating alternative cleaner energy options (with lower GHG emission factors).

• Efficient water usage and effluent management. Exploringrecycling opportunities for general waste.

Health:

Your Company strengthened its safety policies after the outbreak ofCovid-19 pandemic and ensured Covid-19 awareness programs health screening socialdistancing workplace disinfection sanitization of vehicles medical insurance forworkers and employees and constant monitoring of Covid-19 affected employees and theirprimary contacts.

The Company also collaborated with Max Health care to provide COVID-19vaccine free of cost to all its eligible employees including third party contractemployees. Due to Company's said initiative till date approx. 100% people are vaccinatedwhich includes its employees and their family members.

Safety:

Last year we encouraged employees to work from home wherever possibleand reinforce safety standards in office and factory locations. We continued to supportour employees reaching out to us in case of any medical emergency. Balanced Energeticand Mindful is our well-being programme that focuses on physical emotional and financialwellbeing of our employees and was institutionalized during the year. To ensure emotionalwell-being there were multiple counselling sessions conducted throughout the year.

35. CREDIT RATING

CRISIL has assigned CRISIL A-/Negative for long-term rating and CRISILA2+ for short term rating.

Care Ratings Limited (Credit Analysis & Research Ltd) has assignedCARE A; Negative Outlook: Negative for long term bank facilities and CARE A1 (A One) forshort term bank facilities.

36. ACKNOWLEDGEMENT

Your Company has been able to operate efficiently because of theculture of professionalism creativity integrity and continuous improvement in allfunctions and areas as well as the efficient utilization of the Company's resources.

The Directors hereby wish to place on record their appreciation for theco-operation and continued support received from consumers vendors investorsshareholders banks regulatory authorities and the society at large during the year. YourDirectors look forward to the long-term future with confidence.

On behalf of the Board
Place : Mumbai Hemant Madhusudan Nerurkar
Date : 25th May 2022 Chairman

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