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Elnet Technologies Ltd.

BSE: 517477 Sector: Infrastructure
NSE: ELNET ISIN Code: INE033C01019
BSE 00:00 | 19 Oct 172.00 -5.75
(-3.23%)
OPEN

177.05

HIGH

182.00

LOW

171.20

NSE 05:30 | 01 Jan Elnet Technologies Ltd
OPEN 177.05
PREVIOUS CLOSE 177.75
VOLUME 8490
52-Week high 232.90
52-Week low 111.00
P/E 5.54
Mkt Cap.(Rs cr) 69
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 177.05
CLOSE 177.75
VOLUME 8490
52-Week high 232.90
52-Week low 111.00
P/E 5.54
Mkt Cap.(Rs cr) 69
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Elnet Technologies Ltd. (ELNET) - Director Report

Company director report

Dear Members

Your Directors have great pleasure in presenting the Thirtieth AnnualReport together with the Audited financial statements of your Company for the FinancialYear ended March 31 2021.

FINANCIAL HIGHLIGHTS

The financial performance of your company is stated hereunder:

(Rs. in Lakhs)

Particulars 2020-21 2019-20
1. Revenue from operations 2135.84 2403.69
2. Other income 503.77 508.14
3. Total revenue 2639.61 2911.83
4. Expenses 1008.99 1444.72
5. Profit before exceptional items and tax 1630.62 1467.11
6. Exceptional items 0.00 0.00
7. Profit before tax 1630.62 1467.11
8. Tax expense 431.93 382.18
9. Profit for the period 1198.69 1084.93
10. Other comprehensive income net of income tax (0.09) 0.74
11. Total comprehensive income for the period 1198.60 1085.67
12. Earnings per share 29.97 27.12

PERFORMANCE OF THE COMPANY STATE OF THE COMPANY'S AFFAIRS:

During the year 2020-21 there was no significant change in thebusiness model of the company.

DIVIDEND

The Board of Directors at their meeting held on June 23 2021 arepleased to recommend a dividend of 14% i.e Rs. 1.40 on the Equity Shares of the Companyfor the financial year ended

March 31 2021. The dividend if approved by the Shareholders will bepaid within the statutory period to all those equity shareholders whose names appear onthe Register of Members of the Company as on Wednesday July 21 2021 being the recorddate.

SHARE CAPITAL

During the year under review your Company has not issued any type ofShares. Hence there is no change in the share capital of the company.

TRANSFER TO RESERVES

The Company retained the entire surplus in the Profit and Loss Accountand hence no transfer to General Reserve was made during the Year.

TRANSFERS TO THE INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to section 124 of the Companies Act 2013 ("theAct") read with the Investor Education and Protection Fund Authority (AccountingAudit Transfer and Refund) Rules 2016 ("The Rules") all unpaid or unclaimeddividends are required to be transferred by the Company to the Investor Education andProtection Fund (IEPF) established by the Central Government after completion of sevenconsecutive years from the date of transfer to unpaid dividend account. Further accordingto the Rules the shares in respect of which dividend has not been paid or claimed forseven consecutive years or more shall also be transferred to the demat account of IEPFAuthority.

Transfer of Unpaid/ Unclaimed Dividend Amount/Shares pertaining to thedividend declared in the financialyear ended March 31 2014 to Investor Education andProtection Fund (IEPF)

The due date for transfer of unpaid/unclaimed dividend amount andcorresponding shares for the dividend declared during the financial year ended March 312014 is August 20 2021. In compliance with the provision during the financialyear 2021-2022 the Company had sent intimation to the eligible shareholders andadvertised in the newspaper seeking action from the shareholders who have not claimedtheir dividends for seven consecutive years or more for the dividend declared during thefinancial year ended March 31 2014. Accordingly after the expiry of due date forclaiming the unpaid/ unclaimed dividend the Company will transfer such unpaid orunclaimed dividends and also the corresponding shares for the Financial Year ended March31 2014 to IEPF authority.

Details of shares/shareholders in respect of which dividend has notbeen claimed are provided on the website of the company www.elnettechnologies.com.(Investors/Compliances/unpaid dividend data/year 2021). Members are requested to ensurethat they claim the dividends and shares referred above before they are transferred tothe said Fund.

THIRTIETH ANNUAL REPORT 2020 - 21

Members/claimants whose shares and/or unclaimed dividend have beentransferred to the IEPF Demat Account or the Fund as the case may be may claim theshares or apply for refund of dividend by making an application to the IEPF Authority inForm IEPF-5 (available on http:// www.iepf.gov.in) along with requisite fee as decided bythe IEPF Authority from time to time.

The Member / claimant can file claim in a Financial Year as perthe IEPF Rules.

CASH FLOW STATEMENT

In compliance with the provisions of Section 134 of Companies Act 2013and Regulation 34(2) (c) of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 the Cash flow statement for the financial year ended March 31 2021forms part of this Annual Report.

NUMBER OF MEETINGS OF THE BOARD & COMMITTEES

The Board of Directors met 05 (Five) times during the financial yearended March 31 2021. i.e. on June 29 2020 August 17 2020 November 11 2020 January25 2021 and February 10 2021. The gap between the Board meetings was within the periodprescribed under the Companies Act 2013 and SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015. Details regarding attendance of directors at the BoardMeetings and the particulars of meeting of all Committees held during the financial yearended March 31 2021 are given in the Corporate Governance report forming part of thisAnnual Report.

PASSING OF BOARD RESOLUTION BY CIRCULATION

During the financial year 2020-21 there were no resolutions passedthrough circulation.

AUDIT COMMITTEE

Pursuant to section 177(8) of Companies Act 2013 the Company hasconstituted an Audit Committee. The particulars of Composition of the Audit Committeemeetings held during the year and other particulars have been detailed in the CorporateGovernance Report forming part of this Annual Report.

DETAILS OF RECOMMENDATIONS OF AUDIT COMMITTEE WHICH WERE NOT ACCEPTEDBY THE BOARD ALONG WITH REASONS

The Audit Committee generally makes certain recommendations to theBoard of Directors of the Company during their meetings held to consider any financialresults (Unaudited and Audited) and such other matters placed before the Audit Committeeas per the Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 from time to time. During the year the Board of Directors has consideredall the recommendations made by the Audit Committee and has accepted and carried on therecommendations suggested by the Committee to its satisfaction. Hence there are norecommendations unaccepted by the Board of Directors of the Company during the year underreview.

CHANGE IN DIRECTORS AND KEY MANAGERIAL PERSONNEL CHANGE IN DIRECTORS-APPOINTMENT CHANGE IN DESIGNATIONAND RESIGNATION APPOINTMENT:

Mr. P. R Nithiyanandan (DIN: 07721702) Regularised as Director at the29th Annual General Meeting held on 28th September 2020.

Mr. D. Ravichandran IAS. (DIN: 08644903) was appointed as theChairman and Non-Executive Director of the company with effect from November 02 2020 inthe place of Mr. Vijayakumar IAS (DIN: 08128389). Mr. D. Ravichandran IAS. (DIN:08644903) resigned from the board w.e.f. June 23 2021 at the Meeting of Board ofDirectors held on June 23 2021.

Mr. Kirubanandan (DIN: 08952116) was appointed as a Non ExecutiveDirector of the Company with effect from November 11 2020 subject to the approval ofShareholders of the company in place of Mr. P.R Nithiyanandan (DIN: 07721702). The saidappointment is deployed for approval of Shareholders in this 30th Annual General Meeting.

Mr. Ajay Yadav IAS. (DIN: 07785020) was appointed in place of Mr. D.Ravichandran IAS. (DIN: 08644903) as the Chairman and Non-Executive Director of thecompany with effect from June 23 2021 subject to the approval of shareholders of theCompany. The said appointment is deployed for approval of Shareholders in this 30th AnnualGeneral Meeting.

RESIGNATION

Mr. M. Vijayakumar IAS. (DIN: 08128389) and Mr. P.R Nithiyanandan(DIN: 07721702) resigned from the Board of the Company with effect 2020 respectively. TheBoard places its sincere gratitude for the services and support rendered by the saidDirector during his tenure in the Board.

Mr. D.Ravichandran IAS. (DIN:08644903) resigned from the Board of theCompany with effect from June 23 2021. The Board places its sincere gratitude for theservices and support rendered by the said Directors during their tenure in the Board.

RETIREMENT BY ROTATION

Pursuant to Section 152(6)(c) of Companies Act 2013 Mr. J. Ravi(DIN:00042953) and Mr. C. Ramachandran (DIN: 00050893) retired by rotation at the29th Annual General Meeting of the Company held on September 28 2020 and being eligibleand willing were re-appointed.

CHANGE IN KEY MANAGERIAL PERSONNEL

During the financial year ended March 31 2021 Mr. Joswa JohnsonCompany secretary resigned from the Company with effect from February 18 2021. The Boardplaces its sincere gratitude for the services and support rendered by him during histenure in the Company as the Key Managerial personnel of the Company.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3) (a) of the Companies Act2013 the Annual return as per provisions of Section 92 (3) of the Companies Act 2013 canbe viewed on the website of the company www.elnettechnologies.com and can be accessed athttp://www. elnettechnologies.com/Document/Draft%20Annual%20Return%202020-21.pdf

INDEPENDENT DIRECTORS' DECLARATION

The Company has received declarations from all the IndependentDirectors on the board of the Company as on the end of financial year 2020-21 confirmingthat they continue to meet with the criteria of Independence as prescribed under Section149(6) of the Companies Act 2013 and Regulation 25 & 16 of SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 and amendments made under thereto. In theopinion of the Board all the Independent Directors are the person of integrity and areexpert in various field of Finance Law Technology Engineering Commerce and have morethan 20 years of vast experience. As all the Independent directors on the Board carriesmore than 10 years of experience they are exempted from appearing in online proficiencyself-assessment test conducted by the institute notified under sub-section (1) of section150 of the Companies Act 2013 hence in the opinion of the Board all the IndependentDirectors of the Listing Regulations and are independent of the Company fulfillmanagement.

CORPORATE GOVERNANCE REPORT

Pursuant to Regulation 34(3) of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 read with schedule-V thereof the report onCorporate Governance and also Company Secretaries regarding compliance with the conditionsof the certificate Corporate Governance has been furnished in the Annual Report as ANNEXURE-VIand forms part of the Annual Report.

MANAGEMENT DISCUSSION & ANALYSIS

Pursuant to Regulation 34(2) of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 read with schedule-V thereof the ManagementDiscussion and Analysis report has been annexed to the Boards Report as ANNEXURE-IV andforms part of the Annual Report.

COMPLIANCE WITH CODE OF CONDUCT

The Company has framed a Code of Conduct for the Board of Directors andSenior Management personnel of the Company. The Code of Conduct is available on theCompany's website. All the Board of Directors and Senior Management personnel haveaffirmed compliance with the Code of conduct as on March 31 2021.

As required under Regulation 34(3) and Schedule V (D) of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 a declaration from Mrs.Unnamalai Thiagarajan Managing director to this effect is annexed to the report oncorporate governance which forms part of this Annual Report.

LISTING OF SHARES

The equity shares of the Company are listed on the Stock Exchange viz.BSE Limited (BSE). The Company has paid the applicable listing fees to the Stock Exchangewithin the stipulated time.

DEMATERIALISATION OF EQUITY SHARES

As on March 31 2021 3865935 numbers of equity shares are held inDematerialized form which constitutes 97% of total shareholding. The Company urges itsshareholders to dematerialize the remaining physical shares also at the earliest.

ACCEPTANCE OF DEPOSITS

During the year under review your Company neither accepted anydeposits nor there were any amounts outstanding at the beginning or end of the year whichwere classified as ‘Deposits' in terms of Section 73 of the Companies Act 2013read with the Companies (Acceptance of Deposit) Rules 2014 and hence the requirement forfurnishing of details of deposits which are not in compliance with the Chapter V of theCompanies Act 2013 is not applicable.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Sections 134(3) (c) and 134(5) of theAct in relation to the audited financial statements of the Company for the year endedMarch 31 2021 the Board of Directors hereby confirms that:

a) in the preparation of the annual accounts the applicable accountingstandards have been followed along with proper explanations relating to materialdepartures wherever applicable.

THIRTIETH ANNUAL REPORT 2020 - 21

b) the Directors have selected such accounting policies and appliedthem consistently and made judgements and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of your Company as at March 31 2021and of the profit of your Company for the year ended on that date.

c) the Directors have taken proper and sufficient accounting records inaccordance with the provisions of the Act for safeguarding the assets of your Company andfor preventing and detecting fraud and other irregularities.

d) the Directors have prepared the annual accounts on a ‘goingconcern' basis.

e) the Directors have laid down internal financial controls to befollowed by your Company and that such internal financial controls are adequate and areoperating effectively and

f) the Directors have devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems are adequate and operatingeffectively.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

In compliance with the requirements of Section 135 and Schedule VII ofthe Companies Act 2013 read with The Companies (Corporate Social Responsibility Policy)Rules 2014 as amended the Board of Directors have framed a policy on CSR as recommendedby the CSR committee duly constituted and the said policy is available on theCompany's website www. elnettechnologies.com. The composition and terms of referenceof the CSR Committee is detailed in the Corporate Governance Report forming part of thisAnnual Report.

The disclosure on Corporate Social Responsibility initiatives duringthe financial year has been provided in ANNEXURE-III which forms part of thisAnnual Report.

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of Companies Act 2013 readwith the Companies (Audit and Auditors) Rules 2014 as amended M/s. MSKA and AssociatesChartered Accountants Chennai were appointed as Statutory Auditors of your Company inthe 26th Annual General Meeting of the Company for a term of 5 years till the conclusionof 31st Annual General Meeting.

The Annual Accounts of the Company including its Balance SheetStatement of Profit and Loss and Cash Flow Statement including the Notes and Schedules tothe Accounts have been audited by M/s. MSKA Associates Chartered Accountants Chennai.

The Independent Auditors Report given by the Auditors on the financialstatements of the Company is forming part of the Annual Report. There has been noqualification reservation adverse remark or disclaimer given by the Auditors in theirReport which requires any explanation/ comments by the Board.

SECRETARIAL AUDITOR

Pursuant to the Section 204(1) of the Companies Act 2013 read withRule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014the Board of Directors had appointed M/s. BP & Associates Practicing CompanySecretaries Chennai as the Secretarial Auditors of the Company for conducting theSecretarial Audit for the financial year 020-21. The Secretarial Audit Report for theFinancial Year 2020-21 contain observation As per the Regulation 6(1) ofSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 – The Company has not been able to appoint a compliance officerfrom 19th February 2021 due to Covid-19. However The company has now taken steps toappoint a compliance officer.#

MANAGEMENT'S REPLY

The observations made in the Secretarial Auditors' Report areself-explanatory contain no qualification reservations adverse remarks and disclaimersand therefore do not call for any further comments. The Secretarial Audit Report isforming part of this Annual Report and annexed in Annexure-V.

INTERNAL AUDITOR

Pursuant to Section 138 of the Companies Act 2013 read with Rule 13 ofThe Companies (Accounts) Rules 2014 and all other applicable provisions (including anyamendment thereto) if any of the Companies Act 2013 M/s. Ajay Kumar andAssociates Chartered Accountants Chennai were appointed as the Internal Auditors of theCompany for the Financial Year 2020-21.

The audit conducted by the Internal Auditors is based on an internalaudit plan which is reviewed each quarter in consultation with the Audit Committee. Theseaudits are based on risk based methodology and inter alia involve the review of internalcontrols and governance processes adherence to management policies and review ofstatutory compliances. The Internal Auditors share their findings on an ongoing basisduring the financial year for corrective action. The audit Committee oversees the work ofInternal Auditors.

 

# As per the Regulation 6 of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 Ms. Divya Raj Gupta Qualified CompanySecretary being appointed as a Compliance officer of our Company with effect from June 252021.

THIRTIETH ANNUAL REPORT 2020 - 21 COMPLIANCE WITH SECRETARIAL STANDARDSON BOARD AND GENERAL MEETINGS

During the Financial Year 2020-21 your Company has complied withapplicable Secretarial Standards namely SS-1 & SS-2 issued by the Institute ofCompany Secretaries of India.

PARTICULARS OF EMPLOYEES

The information as required under the provisions of Section 197(12) ofthe Companies Act 2013 and read with Rule 5(1) 5(2) and 5(3) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 are set out in ANNEXURE-Iattached herewith which forms part of this report. The statement containing suchparticulars of employees as required in terms of the provisions of Section 197(12) of theAct read with rules 5(2) and 5(3) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 forms part of the Annual Report. Pursuant to theprovisions of the Section 136(1) of the Companies Act 2013 the reports and accounts asset out therein are being sent to all members of the Company excluding the aforesaidinformation and the same is open for inspection at the registered office of the

Company during working hours upto the date of Annual General Meetingand if any member is interested in obtaining such information may write to the CompanySecretary at the registered office of the Company in this regard.

CONSERVATION OF ENERGY / TECHNOLOGY ABSORPTION/FOREIGN EXCHANGEEARNINGS AND OUTGO

A. Conservation of Energy:

Steps taken or impact on conservation of energy Steps taken by the company for utilizing alternate sources of energy Capital investment on energy conservation equipment's The operations of the Company are not energy-intensive. However wherever possible the Company strives to curtail the consumption of energy on a continuing basis.

B. Technology absorption:

Efforts made towards technology absorption Benefits derived like product improvement cost reduction product development or import substitution
Expenditure on Research & Development if any Not Applicable
Details of technology imported if any Year of import
Whether imported technology fully Absorbed Areas where absorption of imported technology has not taken place if any

C. Foreign Exchange Earning and Outgo:

Total Foreign exchange earned NIL Total Foreign exchange outgo NIL

ANNUAL BOARD EVALUATION AND FAMILIARIZING PROGRAMME

The Board has carried out an annual evaluation of its own performancethe directors and also Committees of the Board based on the guideline formulated by theNomination & Remuneration Committee under Self-evaluation method. Board compositionquality and timely flow of information frequency of meetings and level of participationin discussions some of the parameters considered during the evaluation process. A note onthe familiarizing programme adopted by the Company for the orientation and training of theDirectors and the Board evaluation process undertaken in compliance with the provisions ofthe Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 is provided in the Corporate Governance Report which forms part of thisReport. Further the Independent Directors of the Company met once during the year onFebruary 10 2021 to review the performance of the Non-executive directors Chairman ofthe Company and performance of the Board as a whole. Details regarding familiarisationprogramme are also available on the website of the Company.

As per the SEBI Circular SEBI/HO/CFD/CMD/CIR/P/2018/79 dated 10th May2018 the followings details are being provided on Board evaluation.

THIRTIETH ANNUAL REPORT 2020 - 21

Observations of board evaluation carried out for the year. There were no observations arising out of board evaluation during the year as the evaluation indicates that the Board has functioned effectively within its powers as enumerated under Companies Act 2013 and in consonance with the Articles of Association of the Company.
Previous year's observations action taken. and There were no observations during the previous year warranting any action.
Proposed actions based on current year observations. As there were no observations the action to be taken does not arise.

NOMINATION AND REMUNERATION POLICY

The Company believes that a diverse and inclusive culture is integralto its success. A diverse Board among others will enhance the quality of decisions byutilizing different skills qualifications professional experience and knowledge of theBoard members necessary for achieving sustainable and balanced development. AccordinglyBoard based on the recommendation of the Nomination and Remuneration Committee hasformulated a policy on directors appointment remuneration of Directors Key ManagerialPersonnel and Senior Management of the Company. The policy covers the appointmentincluding criteria for determining qualification positive attributes independence andremuneration of its Directors

Key Managerial Personnel and Senior Management Personnel. The keyhighlights of the policy forms part of this Report. The Nomination and Remuneration Policymay be accessed on the Company's website at www.elnettechnologies.com.

Affirmation that the remuneration is as per the remuneration policy ofthe company

The Company has formulated the Nomination and Remuneration Policy incompliance with Section 178 of the Companies Act 2013 read along with the applicablerules thereto and Part D of Schedule II of Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 as amended from time to time.This policy governs the criteria for deciding the remuneration for Directors and KeyManagerial Personnel. It is affirmed that the remuneration to Directors and Key ManagerialPersonnel is being fixed based on the criteria and parameters mentioned in the abovementioned policy of the Company.

Board Diversity

The Company recognizes and values the importance of a diverse board aspart of its corporate governance and success. The Company believes that a truly diverseBoard will leverage differences thought perspective experience skill sets ageethnicity religion and gender which will go a long way in retaining its competitiveadvantage.

ESTABLISHMENT OF VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Pursuant to Section 177(9) of Companies Act 2013 and Regulation 22 ofSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 the Company hasformulated a whistle blower mechanism for directors and employees to report concerns aboutunethical behaviour actual or suspected frauds or violation of the Company's code ofconduct and ethics. The Audit Committee of the Board oversees the functioning of WhistleBlower Policy. The Whistle Blower Policy covering all employees and directors is availablein the Company's website at www.elnettechnologies.com

PARTICULARS OF LOANS INVESTMENT OR GUARANTEES

The Company has not given any loans or guarantees covered under theprovision of section 186 of the Companies Act 2013. The details of the investments madeby the Company are given in the notes to the financial statements which forms part ofthisAnnual Report.

RISK MANAGEMENT POLICY

Pursuant to section 134(3)(n) of the Companies Act 2013 the Companyhas framed Risk

Management Policy which lays down the framework to define assessmonitor and mitigate the business operational financial and other risks associated withthe business of the Company.

The Company has been addressing risks impacting the Company inManagement Discussion and Analysis Report which forms part of this Annual Report.

During the year the Company has not identified any element of riskwhich may threaten the existence of the Company.

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

The Company has an Internal Complaints Committees as required under theSexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.

The Company firmly provides a safe supportive and friendly workplaceenvironment - a workplace where our values come to life through the underlying behaviours.Positive workplace environment and a great employee experience are integral parts of ourculture.

During the year under review there were no cases filed pursuant to theprovisions of Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013.

MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments affecting the financialposition of the Company which have occurred between the end of the financial year and thedate of this Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the financial year the Company has not entered into any newcontracts / arrangements with related parties which qualify as material in accordance withthe Policy of the Company on materiality of related party transactions.

There are no materially significant related party transactions that mayhave potential conflict with interest of the company at large.

The details of the related party transactions as per Indian AccountingStandards (Ind AS) – 24 are set out in Note No. 39 to the Financial Statements of theCompany.

Form AOC-2 pursuant to Section 134 (2) (h) of the Companies Act 2013read with Rule 8 (2) of the Companies (Accounts) Rules 2014 is set out the ANNEXURE-IIto the report.

The policy on Related Party Transactions as approved can be accessed atwebsite of the company www.elnettechnologies.com

REPORT AS PER SECTION 134 READ WITH RULE 8 AND SUB RULE 5 OF COMPANIESACCOUNTS RULES 2014

Change in nature of business if any: NIL

Name of Companies which have become or ceased to be its subsidiariesJoint Ventures or associate companies during the year: NA

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS ORCOURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS INFUTURE.

There have been no significant and material orders passed by the courtsor regulators or tribunals impacting the going concern status and Company'soperations.

INTERNAL CONTROL AND SYSTEMS AND THEIR ADEQUACY

The Company has an adequate internal control system which commensuratewith the size scale and complexity of its operations. The Internal Auditor monitors andevaluates the efficacy and adequacy of internal control system in the Company itscompliance with operating systems accounting procedures and policies at all locations ofthe Company. Based on the report of internal audit function process owners undertakecorrective action in their respective areas and there by strengthen the controls. A reportof Auditors pursuant to Section 143(3) (i) of the Companies Act 2013 certifying theadequacy of Internal Financial Controls is annexed with the Auditors report.

COST AUDIT

Provisions relating to cost audit are not applicable to the Company.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS

The auditors of the Company has stated that during the course of theiraudit there were no material fraud by the Company or on the Company by its officers oremployees noticed or reported in Independent Auditors Report which forms part of thisReport. Hence there is nothing to report to Audit Committee or Board of Directors of theCompany.

PERSONNEL

Employee relations have been very cordial during the financial yearended March 31 2021. The Board wishes to place on record its appreciation to all theemployees in the Company for their sustained efforts and immense contribution to the highlevel of performance and growth of the business during the year. The Management team ofthe Company comprises of experienced passionate driven professionals committed to theorganizational goals.

ACKNOWLEDGMENT

Your Directors gratefully acknowledge the continued support andco-operation of Government of Tamil Nadu Electronics Corporation of Tamil Nadu Ltd.(ELCOT).

The Directors also thank the Bankers Axis Bank - Thiruvanmiyur BranchState Bank of India - Industrial Finance Branch Chennai Canara Bank - Tidel Park BranchAxis Bank - Chennai Main Branch Mylapore and the Company's customers dealersvendors and sub-contractors for their valuable support and assistance extended during theyear. The Directors wish to place on record their appreciation of the good work done byall the employees of the Company during the year under review.

For and on behalf of the Board of Directors
Ajay Yadav IAS. Unnamalai Thiagarajan
Place: Chennai Chairman Managing Director
Date: June 23 2021 DIN: 07785020 DIN: 00203154

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