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Garware Technical Fibres Ltd.

BSE: 509557 Sector: Industrials
NSE: GARFIBRES ISIN Code: INE276A01018
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OPEN 3312.30
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VOLUME 1139
52-Week high 4033.40
52-Week low 2611.20
P/E 45.29
Mkt Cap.(Rs cr) 7,049
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OPEN 3312.30
CLOSE 3401.05
VOLUME 1139
52-Week high 4033.40
52-Week low 2611.20
P/E 45.29
Mkt Cap.(Rs cr) 7,049
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Garware Technical Fibres Ltd. (GARFIBRES) - Director Report

Company director report

(For the Financial Year ended 31st March 2022)

To The Members

Your Directors have pleasure in presenting the Forty-Fifth AnnualReport along with Audited Financial Statements of the Company for the financial year ended31st March 2022.

? FINANCIAL SUMMARY:

 

 

(Rs in lakhs)

Particulars

Standalone

Consolidated

Year ended 2021-2022 Year ended 2020-2021 Year ended 2021-2022 Year ended 2020-2021
Revenue from Operations 117605.46 101726.21 118939.87 103456.98
Other Income 2547.03 3453.51 2554.00 3467.24
Total Income 120152.49 105179.72 121493.87 106924.22
Profit subject to Depreciation & Taxation 23141.49 22331.43 23787.29 22871.43
Less: Depreciation and Amortisation Expenses 2140.75 2063.99 2145.98 2064.59
Profit Before Tax 21000.74 20267.44 21641.31 20806.84
Less: Tax Expenses
Current Tax 5156.41 4470.53 5390.72 4633.18
Deferred Tax -228.73 333.93 -227.47 333.93
4927.68 4804.46 5163.25 4967.11
Profit After Tax 16073.06 15462.98 16478.06 15839.73
Share of (Profit)/Loss from Investment in Associate & Join Venture - - 0.03 (0.10)
Profit for the year 16073.06 15462.98 16478.09 15839.63

? 2021-2022 - THE YEAR UNDER REVIEW:

During the year under review your Company recorded satisfactoryperformance despite challenging external situations.

Your Company recorded standalone revenue of Rs 1176.05 crore for theyear ended 31st March 2022 an increase of 16% over the previous year's standalonerevenue of Rs 1017.26 crores.

Standalone Profit Before Tax is Rs 210.01 crores against Rs 202.67crores of the previous year.

Domestic Sales amounted to Rs 418.72 crores and the Export Salesamounted to Rs 757.33 crores for the year ended 31st March 2022 on standalone basis.

Further your Company earned consolidated revenue of Rs 1189.40 croresfor the year ended 31st March 2022 an increase of 15% over the previous year'sconsolidated revenue of Rs 1034.57 crores.

Consolidated Profit Before Tax is Rs 216.41 crores against Rs 208.07crores of the previous year.

? OPERATIONS:

The operations of the Company are elaborated in the annexed"Management Discussion and Analysis Report".

? SUBSIDIARIES AND ASSOCIATE:

Garware Technical Fibres USA INC. ("GTF USA INC") is aWholly Owned Subsidiary of your Company incorporated in the State of Washington UnitedState of America. GTF USA INC is engaged in the business of sale and supply of theproducts to technical textile industry in USA markets. GTF USA INC recorded revenue of Rs166.64 crores and earned net profit of Rs 5.99 crores for the year ended 31st March 2022as compared to revenue of Rs 103.44 crores and net profit of Rs 3.98 crores during theprevious year.

Garware Technical Fibres Chile SpA ("GTF Chile SpA") is aWholly Owned Subsidiary of your Company incorporated in Republic of Chile. GTF Chile SpAis engaged in the business of sale and supply of the products to technical textileindustry in Chile markets. GTF Chile SpA recorded revenue of Rs 63.71 crores and earnednet profit of Rs 2.22 crores for the year ended 31st March 2022 as compared to revenueof Rs 39.22 crores and net profit of Rs 1.37 crores during the previous year.

Garware Environmental Services Private Limited ("GESPL") andGarware Technical Textile Private Limited ("GTTPL") are Wholly OwnedSubsidiaries of your Company. GESPL and GTTPL yet to start its commercial operations.

During the year under review the Company has incorporated a WhollyOwned Subsidiary of your Company under Section 8 of the Companies Act 2013 named as"Garware Technical Fibres Foundation" to undertake various Corporate SocialResponsibility activities in areas or subjects specified in Schedule VII of the CompaniesAct 2013.

The Company does not have any material subsidiary. Garware MeditechPrivate Limited is an associate of your Company and presently not having any businessactivity.

Pursuant to provisions of first proviso of sub-section (3) of Section129 of the Companies Act 2013 a Statement containing salient features of the FinancialStatement of its Subsidiaries and Associate Company in Form No. AOC-1 is attached to theFinancial Statement which forms an integral part of this Report.

¦ CONSOLIDATED FINANCIAL STATEMENTS: Pursuant to the provisionsof Section 129 of the Companies Act 2013 read with the Companies (Accounts) Rules 2014and applicable Accounting Standards the Company has prepared a Consolidated FinancialStatement of the Company its Subsidiaries and Associate Company in the same form andmanner as that of the Company which shall be laid before the ensuing Annual GeneralMeeting of the Company along with the laying of the Company's Standalone FinancialStatement.

The Annual Report of the Company inter alia contains the StandaloneAudited Financial Statement of the Company and Consolidated Audited Financial Statement ofthe Company and its Subsidiaries and Associate Company except its wholly owned subsidiaryGarware Technical Fibres Foundation a company incorporated under Section 8 of theCompanies Act 2013.

Considering the nature and insignificant variability of its return ithas been concluded that it does not have 'control' over Garware Technical FibresFoundation and thus the same was not consolidated alongwith the Financial Statement ofthe Company.

Pursuant to the provisions of Section 136 of the Companies Act 2013the Standalone Audited Financial Statements of the Company Consolidated FinancialStatements along with relevant documents and Financial Statements in respect of itsSubsidiaries and Associate Company are also uploaded on the Company's website:https://www.garwarefibres.com/investors/financial- results/.

The Financial Statements of the Subsidiaries Associate Company and therelated detailed information will be made available to any Member of the Company / itsSubsidiaries and Associate Company who may be interested in obtaining the same. TheFinancial Statements of the Subsidiaries and Associate Company will also be kept forinspection by any Member at the Company's Registered Office and that of the Subsidiariesand Associate Company. ¦ RESERVES:

Your Directors do not propose to transfer any amount to the GeneralReserve and retain of Rs 75016.34/- lakhs in the statement of the Profit and Loss.

DIVIDEND:

Your Directors after taking into account the various provisions ofDividend Distribution Policy of the Company have recommended a Dividend of Rs 7.00/- pershare (70%) on the subscribed equity capital consisting of 20618169 equity shares offace value of Rs 10/- each of the Company existing as on 31st March 2022 for yourconsideration at ensuing Annual General Meeting of the Company. The total proposeddividend for the year would absorb an amount of Rs 144327183/-.

In view of the changes made under the Income-tax Act 1961 by theFinance Act 2020 dividends paid or distributed by the Company shall be taxable in thehands of the Shareholders. The Company shall make the payment of the final dividend afterdeduction of tax at source as per the applicable statutory provisions. The Dividend asrecommend by the Board of Directors if approved by the Members of the Company will bepaid to the eligible Members within the stipulated time.

? DIVIDEND DISTRIBUTION POLICY:

Pursuant to the provision of Regulation 43A of the SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 the Board of Directors of theCompany has adopted a Dividend Distribution Policy and the same is set out in"Annexure 1" forming an integral part of the Directors Report and the same isuploaded on the Company's website: www.garwarefibres.com/investors/dividend-distribution-policy/.

? DEPOSITS:

During the year under review your Company has neither accepted norrenewed any deposit within the meaning of Sections 73 of the Companies Act 2013 readwith the Companies (Acceptance of Deposits) Rules 2014 (including any statutorymodification(s) or re-enactment(s) for the time being in force).

? CHANGE IN THE NATURE OF BUSINESS IF ANY:

There was no change in the nature of business of your Company duringthe Financial Year ended 31st March 2022.

? MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION:

There were no material changes and commitments affecting the financialposition of the Company occurred between the end of the Financial Year of the Company i.e.31st March 2022 and the date of this Directors' Report i.e. 5th May 2022.

COVID - 19 Pandemic and resulting Lockdown measures by the Governmentof India has impacted operations and financial results of he Company. The Company hasconsidered all available information while preparing its Financial Results for theFinancial Year ended 31st March 2022.

? DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of your Company is duly constituted in accordance with therequirements of the Companies Act 2013 read with the SEBI (Listing Obligation andDisclosure Requirements) Regulations 2015.

Pursuant to the provisions of Section 152 of the Companies Act 2013read with Article 96 of the Articles of Association of the Company Ms. M. V. Garware (DIN06948274) is liable to retire by rotation at the ensuing Annual General Meeting of theCompany and being eligible offers herself for re-appointment. The Board recommends herre-appointment.

The details of Ms. M. V. Garware as required under the

SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 and as per Secretarial Standard - 2 of General Meeting are contained in theaccompanying Notice calling Forty-fifth (45th) Annual General Meeting of the Companywhich forms an integral part of this Report.

During the year under review the Members of the Company by passing ofthe resolution through Postal Ballot on 28th December 2021 re-designated / appointed Dr.S. S. Rajpathak (DIN: 00040387) as Non-Executive Independent Director of the Company tohold the office for a term of five (05) consecutive years with effect from 11th November2021.

Mr. S. V. Raut (DIN: 07808549) who was appointed as an AdditionalDirector by the Board of Directors w.e.f. 11th November 2021 was appointed by theMembers of the Company through Postal Ballot on 28th December 2021 as a Non-ExecutiveNon-Independent Director of the Company. Unfortunately Mr. S. V. Raut expired on 7thJanuary 2022. The Board places on record its appreciation for his valuable services andcontribution to the Company.

Mr. V. R. Garware (DIN 00092201) was re-appointed as Chairman &Managing Director of the Company for further period of five (05) years w.e.f. 1stDecember 2021 in terms of the resolution passed by the Members of the Company at the44th Annual General Meeting of the Company held on 16th September 2021.

Pursuant to the provisions of Section 203 of the Companies Act 2013Mr. V. R. Garware Chairman & Managing Director Mr. Mukesh Surana Chief FinancialOfficer and Mr. Sunil Agarwal Company Secretary and Compliance Officer are dischargingthe functions and responsibilities of whole-time Key Managerial Personnel of the Company.

During the Financial Year 2021-22 there was no change in thecomposition of the Board of Directors and the Key Managerial Personnel except as statedabove.

DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received declarations from all the IndependentDirectors confirming that they meet the criteria of independence as provided insub-section (6) of Section 149 of the Companies Act 2013 and Rule 5 of the Companies(Appointment and Qualification of Directors) Rules 2014 and Regulation 16(1)(b) of theSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

In terms of Regulation 25(8) of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations 2015 theIndependent Directors have confirmed that they are not aware of any circumstance orsituation which exist or may be reasonably anticipated that could impair or impact theirability to discharge their duties.

In terms of Rule 6(3) of Companies (Appointment and Qualification ofDirectors) Rules 2014 the Independent Directors have confirmed that they are incompliance with sub-rule (1) and (2) of Rule 6 of Companies (Appointment and Qualificationof Directors) Rules 2014.

? STATEMENT OF BOARD OF DIRECTORS:

The Board of Directors of the Company are of the opinion that all theIndependent Directors of the Company possesses the attributes of integrity expertise andexperience required to best serve the interest of the Company.

? DIRECTORS' RESPONSIBILITY STATEMENT:

Your Directors to the best of their knowledge and belief and accordingto the information and explanations obtained by them and pursuant to the provisions ofSection 134(3)(c) read with Section 134(5) of the Companies Act 2013 hereby state andconfirm that:

1. in the preparation of the Annual Financial Statements for the yearended 31st March 2022 the applicable Accounting Standards have been followed and thereare no material departures;

2. for the Financial Year ended 31st March 2022 such AccountingPolicies as mentioned in the Notes to the Financial Statements have been appliedconsistently and judgments and estimates that are reasonable and prudent have been madewhere necessary so as to give a true and fair view of the state of affairs of the Companyas on 31st March 2022 and of the Profit and Loss of the Company for the year ended 31stMarch 2022;

3. proper and sufficient care has been taken for the maintenance ofadequate accounting records for safeguarding the assets of the Company and for preventingand detecting fraud and other irregularities in accordance with the provisions of theCompanies Act 2013;

4. the Annual Financial Statements have been prepared on a "GoingConcern" basis;

5. proper Internal Financial Controls were followed by the Company andthat such Internal Financial Controls are adequate and were operating effectively; and

6. proper systems to ensure compliance with the provisions of allapplicable laws were in place and that such systems were adequate and operatingeffectively.

? ANNUAL EVALUATION BY THE BOARD:

In view of the provisions of the Companies Act 2013 and consideringthe Guidance Note dated 5th January 2017 issued by the Securities and Exchange Board ofIndia ("SEBI") the Nomination & Remuneration Committee of the Board hadlaid down comprehensive framework including the criteria for evaluation of performance ofthe Board as a whole and various committees of the Board and individual Directorsincluding Independent Directors.

Based on the above mentioned comprehensive framework the Board ofDirectors of the Company had carried out Annual Evaluation of the performance of the Boardas a whole the Directors individually and also the working of its Audit CommitteeNomination & Remuneration Committee Corporate Social Responsibility CommitteeStakeholder Relationship Committee and Risk Management Committee.

On collation of all the responses feedback was provided by Chairman ofthe Board to the Board of Directors and each member of the Board.

The Board noted the evaluation results that were collated and presentedto the Board.

The Directors expressed their satisfaction with the evaluation process.

A separate meeting of Independent Directors was held on Thursday 11thNovember 2021 inter alia to:

i. Review the performance of Non-Independent Directors and the Board asa whole;

ii. Review the performance of the Chairperson of the Company takinginto account the views of Executive Director and Non-Executive Directors;

iii. Assess the quality quantity and timeliness of flow of informationbetween the Company management and the Board that was deemed necessary for the Board toeffectively and reasonably perform their duties.

NUMBER OF MEETINGS OF THE BOARD:

There were four (04) meetings of the Board of Directors held during theyear details of which are given in the annexed "Corporate Governance Report".

? COMPOSITION OF THE COMMITTEES OF THE BOARD:

The details relating to the composition of Audit Committee Nominationand Remuneration Committee Corporate Social Responsibility Committee StakeholdersRelationship Committee and Risk Management Committee are given in the annexed"Corporate Governance Report".

? AUDITORS:

1. STATUTORY AUDITORS:

Pursuant to the provisions of Section 139 142 and other applicableprovisions if any of the Companies Act 2013 read with the Companies (Audit andAuditors) Rules 2014 and pursuant to the recommendation of the Audit Committee M/s.Mehta Chokshi & Shah LLP Chartered Accountants (Firm Registration no.106201W/W100598) were appointed as Statutory Auditors at the 40th Annual General Meetingto hold the office for a term of five (5) consecutive years from the conclusion of 40thAnnual General Meeting till the conclusion of 45th Annual General Meeting of the Company.

Pursuant to the provisions of Section 139 of the Companies Act 2013M/s. Mehta Chokshi & Shah LLP are eligible for re-appointment for second term of five(5) consecutive years.

The Board of Directors had at its meeting held on Thursday 5th May2022 on the recommendation of the Audit Committee made its recommendation for there-appointment of M/s. Mehta Chokshi & Shah LLP Chartered Accountants (FirmRegistration no. 106201W/W100598) as Statutory Auditors of the Company to hold the officefor a second term of five (5) consecutive years from the conclusion of ensuing AnnualGeneral Meeting till the conclusion of 50th Annual General Meeting.

The Company has received from M/s. Mehta Chokshi & Shah LLP.Chartered Accountants Mumbai a written consent and a certificate that they satisfy thecriteria provided under Section 141 of the Companies Act 2013 and that the appointmentif made shall be in accordance with the applicable provisions of the Companies Act 2013and rules framed thereunder.

The Members are requested to approve the appointment of M/s. MehtaChokshi & Shah LLP. Chartered Accountants Mumbai (Firm Registration No.1106201W/W100598) as Statutory Auditors of the Company from the conclusion of this AnnualGeneral Meeting till the conclusion of the 50th Annual General Meeting of the Company.

STATUTORY AUDITORS' REPORT:

There are no audit qualifications reservations or adverse remarks ordisclaimers in the Auditors' Report as annexed elsewhere in this Annual Report.

During the year under review the Statutory Auditors have not reportedany instances of frauds committed in the Company by its officers and employees underSection 143(12) of the Companies Act 2013.

2. SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act 2013read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 the Board of Directors of the Company had appointed M/s. SVD &Associates Company Secretaries as Secretarial Auditor for the year ended 31st March2022.

The Secretarial Auditor has submitted its Report in Form No. MR-3 forthe Financial Year ended on 31st March 2022 and the same as set out in "Annexure2" forms an integral part of the Directors' Report. There are no qualificationsreservations or adverse remarks or disclaimers made in the Secretarial Audit Report.

COST AUDIT AND COST COMPLIANCE:

The Company made and maintained the Cost Accounting Records underSection 148 of the Companies Act 2013 for the Financial Year 2021-22. M/s. Joshi Apte& Associates Cost Accountants (Firm Registration No. 000240) were appointed as CostAuditor for conducting audit of Cost Accounting Records maintained by the Company for theFinancial Year 2021-22.

The Audit Report for the Cost Accounting records maintained by theCompany for the Financial Year 2021-22 is under preparation and the same will be filedwith the Central Government within the prescribed time limit.

M/s. Joshi Apte & Associates Cost Accountants (Firm RegistrationNo. 000240) were re-appointed as Cost Auditor for conducting an audit of Cost AccountingRecords maintained by the Company for the Financial Year 2022-23.

A resolution proposing ratification of the remuneration of the saidCost Auditors' for the Financial Year ended 31st March 2023 forms part of the Notice ofthe Forty-Fifth (45th) Annual General Meeting of the Company as Special Business by way ofOrdinary Resolution.

? PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS:

Details of loans and guarantees given and investments made during theFinancial Year 2021-22 under the provisions of Section 186 of the Companies Act 2013read with the Companies (Meetings of Board and its Powers) Rules 2014 are given in thenotes to Financial Statements which forms an integral part of this Report.

? RELATED PARTY TRANSACTIONS:

All the transactions with Related Parties entered during the FinancialYear 2021-22 by the Company were in the ordinary course of business and on arm's lengthbasis. There were no Material Related Party Transaction(s) made with the Related Party asper Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015.

All Related Party Transactions were placed before the Audit Committeefor their prior approval.

Omnibus approval of Audit Committee was obtained for the year fortransactions which were of repetitive nature. The Policy on Related Party Transactions asapproved by the Board has been uploaded on the Company's website:https://www.garwarefibres. com/investors/related-party-transactions-policy/. Pursuant tothe provisions of Section 134(3)(h) of the Companies Act 2013 Form AOC-2 is notapplicable to the Company.

? ADEQUACY OF INTERNAL FINANCIAL CONTROL:

Your Company continued to remain focused on ensuring a robust andeffective Internal Financial Control framework.

Internal Financial Controls laid down by your Company with reference tothe Financial Statements are adequate operating effectively and commensurate to the sizescale of operations and nature of business of the Company.

REMUNERATION POLICY:

The Board of Directors of the Company has approved the Policy relatingto remuneration for the Directors Key Managerial Personnel and Senior Management based

on recommendation of Nomination & Remuneration Committee of theBoard.

The salient aspects covered in the Policy have been outlined in theCorporate Governance Report which forms an integral part of this Report.

As per the requirements of Section 178(4) of the Companies Act 2013details of the Policy have been uploaded on the Company's website:https://www.garwarefibres.com/remuneration-policy/.

RISK MANAGEMENT POLICY:

The Company recognizes the importance of Risk Management and hence theBoard of Directors of the Company has adopted Risk Assessment and Minimization PolicyStatement. This Policy Framework has been adopted as a fundamental part of the businesspolicy to counter and combat the adverse consequential effects of various risks.

Risk Management involves the following:

• Identification of risks.

• Evaluation of the risks as to likelihood and consequences.

• Assessment of options for minimising / covering the risks.

• Action Plan for the implementation of the Risk Management Plans.

• Review of the Risk Management efforts.

• Cyber Security Risk.

The Risk Management Committee of the company has been entrusted by theboard with the responsibilities of risk assessment management and mitigation within theframework of the Risk Assessment and Minimization Policy Statement. Details of the termsof reference and meetings of Risk Management Committee have been outlined in the annexed"Corporate Governance Report".

VIGIL MECHANISM

The Board of Directors of the Company has formulated a Vigil MechanismPolicy which is in compliance with the provisions of Section 177(10) of the Companies Act2013 Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 and Regulation 9A of SEBI (Prohibition of Insider Trading) Regulations2015 details of which are given in the annexed "Corporate Governance Report".

? CORPORATE SOCIAL RESPONSIBILITY (CSR):

Pursuant to the provisions of Section 135 of the Companies Act 2013read with the Companies (Corporate Social Responsibility) Rules 2014 your Company hasestablished Corporate Social Responsibility (CSR) Committee and an Annual Report on CSRActivities forming an integral part of the Directors' Report is set out in "Annexure3".

? THE CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGEEARNINGS AND OUTGO:

Information in accordance with the provisions of Section 134(3)(m) ofthe Companies Act 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014pertaining to the Conservation of Energy Technology Absorption Foreign Exchange Earningsand Outgo is set out in "Annexure 4" forming an integral part of the Directors'Report.

ANNUAL RETURN:

Pursuant to the provisions of Sections 92(3) of the Companies Act 2013your Company has uploaded its Draft Annual Return for the Financial Year 2021-22 on theCompany's website: https:// www.garwarefibres.com/investors/financial-results/. PERSONNEL:

The relations with employees at all levels continued to be cordialthroughout the year.

PARTICULARS OF EMPLOYEES:

The information required pursuant to the provisions of Section 197 ofthe Companies Act 2013 read with Rule 5 of the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 is set out in "Annexure 5" forming anintegral part of the Directors' Report.

THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND REDRESSAL) ACT 2013 ("the Sexual Harassment Act"):

Your Company has zero tolerance towards any action on the part of anyemployee which may fall under the ambit of "Sexual Harassment" at workplaceand is fully committed to uphold and maintain the dignity of every woman employee workingin the Company.

Your Company has formulated and implemented a Policy under the SexualHarassment Act and Rules framed thereunder.

As per the provisions of the Sexual Harassment Act and Rules madethereunder your Company has constituted Internal Complaints Committee (ICC).

During the Financial Year 2021-22 there were no complaints reportedunder the Sexual Harassment Act.

CORPORATE GOVERNANCE:

Pursuant to Regulation 34 read with Schedule V of the SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 Corporate Governance as wellas the Auditor's Certificate regarding compliance of conditions of Corporate Governanceare set out in separate section which forms an integral part of this Report.

The Report on Corporate Governance also contains certain disclosuresrequired under the Companies Act 2013.

BUSINESS RESPONSIBILITY REPORT:

Pursuant to Regulation 34(2)(f) of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 Business Responsibility Report detailing thevarious initiatives taken by the Company from an environmental social and governanceperspective is set out in separate section which forms an integral part of this Report.

OTHER DISCLOSURES:

There were no significant and material orders passed by Regulators /Courts / Tribunals that would impact the going concern status of the Company and itsfuture operations.

Except a Company application pending under section 9 of the Insolvencyand Bankruptcy Code 2016 filed by Operational Creditors in year 2020 for a claimed amountof Rs 23.24 lakhs against which interlocutory application challenging the maintainabilityof such IBC application filed by the Company is pending for hearing as on 31st March2022 there is no other application filed or pending under Insolvency and Bankruptcy Code2016 against the Company during the Financial Year 2021-22.

SECRETARIAL STANDARDS:

The Institute of Company Secretaries of India had revised theSecretarial Standards on Meetings of the Board of Directors (SS-1) and SecretarialStandards on General Meetings (SS-2) with effect from 1st October 2017. The Company is incompliance with the revised Secretarial Standards.

¦ ACKNOWLEDGMENT:

Your Directors gratefully acknowledge the support given by theCustomers Dealers Distributors Suppliers Bankers various departments of the Centraland State Governments Local Authorities and also the Members of the Company.

Your Directors would further like to record their appreciation for theunstinted efforts put in by all Employees of the Company during the year.

On behalf of the Board of Directors
V. R. GARWARE
Pune Chairman & Managing Director
5th May 2022 DIN 00092201

.