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Ghushine Fintrrade Ocean Ltd.

BSE: 539864 Sector: Others
NSE: N.A. ISIN Code: INE009U01011
BSE 05:30 | 01 Jan Ghushine Fintrrade Ocean Ltd
NSE 05:30 | 01 Jan Ghushine Fintrrade Ocean Ltd

Ghushine Fintrrade Ocean Ltd. (GHUSHINEFINTRRA) - Director Report

Company director report

To

The Members

Your directors have pleasure in presenting their 26th Annual Report along with theAudited Statement of accounts for the year ended on 31st March 2021 andAuditors Report thereon.

FINANCIAL RESULTS

The summarized financial results for year ended 31st March 2021 are asunder:

PARTICULARS Current year 31/03/2021 Previous year 31/03/2020
Income from Operations 9007049 53080226
Other income 1793890 1663671
TOTAL INCOME 10800939 51416555
Less : Total Expenditure before Int. Depreciation & Tax 10304759 50735259
Profit/(Loss) before Int. Depreciation & Tax 496180 681296
Less : Interest 73908 1497
Profit/(Loss) before Depreciation 422272 679799
Less : Depreciation 405173 602731
Profit/(Loss) before Exceptional and extraordinary items and Tax 17099 (77068)
Less : exceptional items 0.00 0.00
Profit/(Loss) before extraordinary items and Tax 17099 (77068)
Less: Extraordinary items 0.00 0.00
Profit/(Loss) before Tax 17099 (77068)
Less : Provision for Tax 0.00 11781
: Deferred Tax (3306) (10975)
: Excess/short provision relating to earlier year Tax 0.00 0.00
Profit/(Loss) after Tax 20405 (77874)
Add: Adj. In respect of Profit From Discontinuing operation 0.00 0.00
Less:Adjustment of short provision of I.TAX 0.00 0.00
Less: Transfer to Debenture Redemption Reserve 0.00 0.00
Less: Transfer to Reserves 0.00 0.00
Less: Dividend paid on Equity Shares 0.00 0.00
Less: Dividend paid on Preference Shares 0.00 0.00
Less: Dividend Distribution Tax 0.00 0.00
Balance 20405 (77874)
Add: Surplus/Deficit B/F. from Pre. Year 1486645 1564519
Less: Other debits 175778 0
Balance Carried to B/s. 1331272 1486645

Profit After Tax for the current FY is Rs. 20405 compared to loss of Rs. (77874) inthe previous year.

DISCLOSURES UNDER SECTION 134(3) OF THE COMPANIES ACT.2013

1. Section 134(3)(a) EXTRACT OF ANNUAL RETURN

Pursuant to Section 134(3)(a) and Section 92(3) of the Companies Act 2013 read withRule 12 of the Companies (Management and Administration) Rules 2014 as amended theextract of the Annual Return as at March 31 2021 in the prescribed form MGT -9 is notrequired to be published. However Annual Return in Form MGT-7 will be/has been placed onCompany's website and can be accessed at. http://www.ghushineindia.com/

2. Section 134(3)(b) NUMBER OF BOARD MEETINGS:

During the Financial Year 2020-21 7 [SEVEN] meetings of the Board of Directors of theCompany were held as under:

19/05/2020 15/07/2020 31/07/2020
08/09/2020 13/11/2020 07/01/2021
04/03/2021

3. Section 134(3)(c) DIRECTORS' RESPONSIBILITY STATEMENT

In accordance with the provisions of section 134(5) the Board confirms and submits theDirectors'

Responsibility Statement that:—

a. in the preparation of the annual accounts for the financial year ended March 312021 the applicable accounting standards read with requirements set out under Schedule IIIto the Act have been followed along with proper explanation relating to materialdepartures;

b. the directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit and loss of the company for that period;

c. the directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;

d. the directors have prepared the annual accounts on a going concern basis; and

e. the directors have laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and are operatingeffectively.

f. the directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems are adequate and operating effectively.

4. Section 134(3)(ca) DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDERSUB-SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRALGOVERNMENT;

The Directors state that no fraud by Company has been committed nor any fraud on theCompany by its officers/employees has been noticed during the Financial Year 2020-21.

The Auditors have also reported that no fraud by the Company or any fraud on theCompany by its officers/employees has been noticed or reported during the course of theirAudit There is no fraud exceeding the limits requiring reporting to the Central Government

5. Section 134(3)(d) DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to Section 149(7) of the Companies Act 2013 the Company has receivednecessary declaration from each Independent Director confirming that they meet thecriteria of independence as prescribed under Section 149(6) of the Act and SEBI (ListingObligations & Disclosure Requirements) Regulations 2015.

6. Section 134(3)(e) COMPANIES POLICY ON DIRECTORS APPOINTMENT REMUNERATION ANDINDEPENDENCE

As required by Section 178(1)/178(3) of the Companies Act 2013read with Regulation 19of SEBI (LODR) Regulations2015 Company has constituted Nomination and RemunerationCommittee which formulate the criteria for determining qualification positive attributeand independence of a director and has recommended a policy to the Board relating toremuneration of directors Key Managerial Personnel and other employees and Board isimplementing the same.

7. Section 134(3)(f) BOARD COMMENTS OR EXPLANATION ON QUALIFICATION RESERVATION ORADVERSE REMARK BY AUDITOR OR PRACTICING COMPANY SECRETARY

(i) There is no adverse remarks or observations nor auditors have qualified theirreport Hence no clarification is required by the Board.

(ii) SECRETARIAL AUDITOR:

In respect of Remarks of Secretarial Auditor in their report in Form MR-3 read withAnnexures thereon the director should like to clarify that the Board has imitated stepsfor revocation of suspension of trading and waiver of fines levied by with Bombay StockExchange Limited.

In respect of Remarks of Secretarial Auditor regarding non-compliance on company lawmatter and explanation sought by the Registrar of Companies Gujarat Board has initiatedstep for proper compliance and filling of replies with ROC Gujarat.

Other remarks are self explanatory and needs no comment by the Board

8. Section 134(3)(g) PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

There were no loans given guarantees given or investments made by the Company undersection 186 of the Companies Act 2013 during the year under review and hence the saidprovisions are not applicable.

9. Section 134(3)(h) PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All the related party transaction entered into during the financial year 2020-21 wereat an arm's length and in ordinary course of business. No material related partytransactions were entered during the financial year by the Company. Disclosures forrelated party transactions as required

under Section 134(3) (h) of the Act in Form AOC-2 is not applicable as suchtransactions were entered by the company in the ordinary course of business on arm'slength basis.

All transactions with related parties were reviewed and approved by the AuditCommittee. Prior omnibus approval is obtained for related party transactions which are ofrepetitive nature and entered in the ordinary course of business and on an arm's lengthbasis. A statement giving details of all related party transactions is placed before theAudit Committee on a quarterly basis for its review. The details of the transactions withrelated parties are also provided in the accompanying financial statements.

10. Section 134(3)(i) STATE OF COMPANY'S AFFAIRS:

The company is engaged in Textiles business. The revenue of the company during the yeardecreased from Rs. 51416555 in the previous year to Rs. 10800939 in the currentyear. The company earned profit of Rs. 20405 as compared to loss of Rs. (77874) in theprevious year.

At present your company has no plan to enter into any other business.

11. Section 134(3)(j) TRANSFER TO RESERVES:

Your Directors do not recommend to transfer any amount out of profits to the reserves

12. Section 134(3)(k) DIVIDEND

The directors do not recommend any dividend for the year ended 31st March2021.

13. Section 134(3)(l) MATERIAL CHANGES BETWEEN THE DATE OF THE BOARD REPORT AND END OFFINANCIAL YEAR

In the opinion of board of directors excepting COVID-19 there are no material changes& commitments which have occurred after Balance Sheet date till the date of the reportaffecting the financial position of the company.

14. Section 134(3)(m) CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGEAND OUTGO

The relevant particulars are given in prescribed form annexed as ANNEXURE I to thisreport

15. Section 134(3)(n) RISK MANAGEMENT POLICY:

In the opinion of your Board there is no potential risk except the change ingovernment policy increase in business competition and economic recession are likely tothreaten the existence of your Company. The board is fully aware of Risk Factors and istaking preventive measures wherever required.

The Company has been exempt under regulation 21 of SEBI (Listing Obligation andDisclosure requirements) Regulations 2015 from reporting of risk management

16. Section 134(3)(o) CORPORATE SOCIAL RESPONSIBILITIES (CSR) POLICY:

The Provisions of CSR under section 135 of the Companies Act 2013 read with Rule 8 ofthe Companies (Corporate Social Responsibility Policy) Rules 2014 your company do notfulfill the threshold limits of Turnover of Rs. 100 Cr. Or Net Profit of Rs. 5 Cr. And NetWorth of Rs. 10 Cr. Hence the same is not applicable to your company.

17. Section 134(3)(p) FORMAL ANNUAL EVALUATION

The Clause relating to Formal Annual Evaluation of performance of Board or itsCommittees and individual directors is not applicable to the Company as paid up sharecapital doesn't exceed Rs.25 Crore

18. Section 134(3)(q) OTHER MATTERS

Pursuant to provisions of Section 134(3)(q) read with Rule 8(5) of the Companies(Accounts ) Rules 2014 the Board hereby reports as under

1. Financial summary or highlights: this has already been reported under the headFinancial Highlights

2. CHANGE IN NATURE OF BUSINESS IF ANY:

There is no major change in the nature of business carried on by the company comparedto the previous year. However due to covid-19 Pandemic and lockdown business of thecompany was effected for the period of March2021.

3. DETAILS OF SUBSIDIARY JOINT VENTURE OR ASSOCIATES:

As on March 31 2021 the Company has no subsidiary joint venture or associates.

Further during the year there is no Company which became or ceased to be thesubsidiary joint venture or associates of your Company. Therefore disclosure under firstproviso to Section 129(3) in prescribed form AOC-1 is not applicable to your company.

4. DEPOSITS:

Your Company has not accepted any deposits from public within the meaning of Section 73of the Companies Act 2013 and the Companies (Acceptance of Deposits) Rules 2014

5. ANY SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

pursuant to the provisions of SEBI SOP circular (as on suspension date) SEBI has leviedpenalty of Rs. 2731850/- for various defaults under SEBI (LODR) Regulations 2015andlisting agreements. Further the amount of fine will continue to be computed further tillthe date of compliance to the satisfaction of Bombay Stock Exchange Limited.

Further SEBI has levied Reinstatement fees of Rs. 75000/- plus applicable GST subjectto the condition that fees would be revised upward at the time of issue of in principleapproval.

Company has not paid listing fees of Rs. 49355/- for financial year 2020-21 andearlier years. BSE Limited has suspended trading in securities of the company.

Registrar of Companies Gujarat Dadra & Nagar Haveli has imposed penalty of Rs.100000/- on the company and Rs. 100000/- on Mr. Alok Jain officer in default wideorder no. ROC- GJ/2020-21/ Ghushine Fintrrade / ADJ. ORDER/Sec. 12/ Dated: 19 January2021/5183. The company has preferred an appeal against the said order.

The Registrar of Companies Gujarat Dadra & Nagar Haveli has observed variousviolations of provisions of Companies Act 2013 and has sought clarification from thecompany vide letter no. ROC-GJ/GHUSHINE FINTRRADE/2020-21/1907 Dated: 13 October 2020.

If above liability are crystallized then financial position of the company will beadversely affected and at the same time will impact the Going Concern status of thecompany.

6. INTERNAL FINANCIAL CONTROLS:

The Company has in place adequate internal financial controls with reference tofinancial transactions. During the year such controls were tested and no reportablematerial weaknesses in the design or operation were observed.

7. PARTICULARS OF EMPLOYEE AND RELATED DISCLOSURES

a. Remuneration to Directors and KMP: As required under Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the required detailsis annexed as ANNEXURE IVA to corporate governance report attached with this report.

b. None of the employee was in receipt of remuneration exceeding the limit as stated inrule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014.

c. The company has no employees (not being directors or their relatives ) who areposted and working outside India drawing remuneration of more than Rs. 60 lacs p.a or Rs.5 lacs p.m during the financial year.

DISCLOSER UNDER RULE 8 SUB RULE 5 CLAUSE XI PROCEEDING UNDER IBC

In the opinion of and to the best of Knowledge of Board of Directors of Company theCompany has not filled any application under the Insolvency and Bankruptcy Code 2016during the year nor any proceedings against the Company is pending under the Insolvencyand Bankruptcy Code 2016 as at the end of Financial Year 2020-21.

DISCLOSER UNDER RULE 8 SUB RULE 5 CLAUSE XII VALUATION DIFFRENCE SETTELMENT

Your Company has not entered into one time settlement with Banks or FinancialInstitutions during the Financial Year hence the details of difference between the amountof the valuation done at the time of one time settlement and the valuation done whiletaking loan from the Banks or Financial Institutions is not applicable .

REAPPOINTMENT OF INDEPENDENT DIRECTOR

Pursuant to provisions of Section 149 read with Section 161 Kusum Fulfagar(DIN:0928074) was appointed as an Independent Director by the Board w.e.f 29thJune 2021 and her term expires at the conclusion of this AGM. Company has receiveddeclaration of independence for her re-appointment. She is eligible for re- appointment.

The board recommends to re- appoint her for a period of 5 years.. None of the otherdirectors are interested in the said matter.

Bhaviniben Jagdishbhai Lankapati (DIN : 07315285) was appointed as independent directorfor the second term of 5 years till October 11 2023 by members at AGM held on 30thSeptember 2020.

Pratik R Jariwala (DIN : 07762431) holds office as independent director w.e.f. 20thApril 2017 for a period of 5 years..

CHANGE IN COMPOSITION OF THE BOARD AND KMP

Ketan Iswarlal Parekh (DIN : 07316491) Independent Director has resigned w.e.f. 29thJune 2021.

Kusum Fulfagar (DIN:0928074) was appointed as an Independent Director by the Boardw.e.f 29th June 2021.

The Board consists of executive and non-executive directors including independentdirectors who have wide and varied experience in different disciplines of corporatefunctioning.

DISQUALIFICATION OF DIRECTORS

Pursuant to provisions of Section 164(2) (b) and Section 167 of the Companies Act 2013the company has received a declaration from directors that none of them are disqualifiedto hold post as director of the company.

DISCLOSURE UNDER SECTION 177178 COMMITTEES OF THE BOARD

a. Audit committee:

Information about Audit Committee is provided under the head Corporate GovernanceReport attached with this report

b. Nomination And Remuneration Committee

Information about Nomination And Remuneration Committee is provided under the headCorporate Governance Report attached with this report

c. Stakeholders and Investor Grievance Committee

Information about Stakeholders and Investor Grievance Committee is provided under thehead Corporate Governance Report attached with this report

d. Vigil Mechanism committee

Since your company has not accepted any Deposit from the public and has not borrowedmoney from Banks and public Financial Institutions in excess of Rs. 50 crore provisionsof section 177(9) read with Rule 7 of Companies (Meeting of board and its Powers) Rules2014 are not applicable to the company.

CHANGES IN SHARE CAPITAL IF ANY:

The paid up capital of the Company is 49449000/- Your Company has not issued anykind of Shares during the financial year ended on 31st March 2021. Thus there is nochange in authorized issued subscribed and paid up share capital of the company.

DISCLOSURE REGARDING ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

Pursuant to Rule 4(4) of Companies (Share Capital and Debentures ) Rules 2014 TheCompany has not issued Equity Shares with differential rights.

DISCLOSURE REGARDING ISSUE OF SWEATS EQUITY SHARES:

In terms of Rule 8 of Companies (Share Capital and Debentures ) Rules 2014 The Companyhas not issued sweat Equity shares during the Financial Year 2020-21.

DISCLOSURE UNDER SECTION 62(1)(b) REGARDING ISSUE OF EMPLOYEE STOCK OPTION ANDEMPLOYEES STOCK PURCHASE SCHEMES:

As per Section 62(1)(b) of the Companies Act 2013 read with Rule 12 of Companies (Share Capital and Debentures ) Rules 2014 the Company has not issued Employee StockOptions during the Financial Year 2020-21.Therefore disclosure of particulars as requiredunder Rule 11(9) of Companies ( Share Capital and Debentures ) Rules 2014 is notapplicable.

BUY-BACK OF SHARES

The company has not purchased its own shares during the financial year thereforedetails required to be disclosed as per Rule 16 of Companies ( Share Capital andDebentures ) Rules 2014 is not applicable.

REDEMPTION OF PREFERENCE SHARES AND DEBENTURES

Pursuant to Section 164(2) and 167(1) and Schedule V Part 2 of Companies Act 2013company has not issued any preference shares or debentures and there is no redemption ofany preference shares or debentures during the F.Y. 2020-21.

INVESTOR EDUCATION PROTECTION FUND:

As on 31/03/2021 there is no outstanding amount of unpaid or unclaimed dividend. Henceno amount nor any shares are required to be transferred to IEPF during the F.Y. 2020-21.

DISCLOSURE UNDER SECTION 129(3) CONSOLIDATED FINANCIAL STATEMENT

Since your Company has no subsidiary associate or joint ventures companies provisionsof consolidated financial statements under section 129(3) and disclosure in form AOC-1under Rule 5 of the Companies (Account) Rules 2014 are not applicable.

NOMINATION OF DIRECTORS BY SMALL SHAREHOLDERS

The company has not received name of any candidate to be nominated by smallshareholders as provided in section 151 of the Act.

AUDITORS:

Pawan Siddarth & Co FRN : 119243W Chartered Accountants Surat have resigned asstatutory auditor.

The Board appointed M/s MGA & Associates Chartered Accountants Surat FRN :134325W PAN : AAXFM467 to fill the casual vacancy at their meeting held on 29/06/2021 theyhold office till the conclusion of this AGM. Company has obtained Eligibility certificatefrom the statutory auditor to the effect that they do not suffer from anydisqualification and their appointment if made will be in accordance with provisions aslaid down in Companies Act 2013. As required under provisions of Companies Act 2013resolution is placed for approval of members fort their appointment. The board recommendsto pass the ordinary resolution as proposed. None of the director is interested in thesaid resolution.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act 2013 and Rule 9 of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Boardhas appointed JITENDRA RAMANLAL BHAGAT Company Secretary in Practice to hold the officeof the Secretarial

Auditors and to conduct the Secretarial Audit. The Secretarial Audit Report for thefinancial year ended March 31 2021 is annexed as ‘Annexure - II' to this report.

PCS Certificate regarding Non-disqualification of directors as on 31.03.2021 is annexedas ‘Annexure - IIA'.

Annual secretarial Audit Report has notified under SEBI (LODR) Regulations 2015 is notapplicable to the company.

DISCLOSURE REGARDING MAINTENANCE OF COST RECORDS

The Company do not satisfy the criteria of threshold limits specified for maintenanceof cost records/cost audit as specified by the Central Government under sub-section (1) ofSection 148 of the Companies Act 2013 the said provisions are not applicable to Company.

INTERNAL AUDITOR:

Company has introduced Internal Financial Control System which ensures proper InternalAudit of Financial Transactions.

COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS

The Company has complied with Secretarial Standards issued by the Institute of CompanySecretaries of India on Board meetings SS1 and Annual General Meetings SS2.

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

Your Company has adopted a policy on prevention prohibition and redressal of sexualharassment at the workplace in line with the provisions of the Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013 and Rules made there under.

Your Company has constituted an Internal Complaints Committee.

Details required to be disclosed under the provision of Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013 are as under :

a. No. of Complaints pending for disposal at the beginning of the financial year - NIL.
b. No. of Complaints received during the financial year - NIL.
c. No. of complaints disposed off during the financial year - NIL.
d. No. of complaints pending for disposal at the end of financial year - NIL.

DISCLOSURES UNDER LISTING AGREEMENT AND SEBI (LODR) REGULATIONS. 2015 CLAUSE 32(iii)(b)

I. Shares of the company are not delisted

II. Stock Exchange has suspended securities of the company from trading due to penalreasons.

III. Equity Shares of the company are listed on Bombay Stock Exchange. The company hasnot o paid listing fees for FY 2020-21 and FY 2021-22 to the Stock Exchange.

CLAUSE 49.II.B.5.b PERFORMANCE EVALUATION OF INDEPENDENT DIRECTORS

The company has system of performance evaluation of independent directors as per normslaid down by Nomination and Remuneration Committee

CLAUSE 49.IV.B.4 REMUNERATION POLICY FOR DIRECTORS KMP AND OTHER EMPLOYEES

Relevant particular are given under the head corporate governance report attached withthis report

CLAUSE 49.II.B.7.b FAMILIARIZATION PROGRAMME OF INDEPENDENT DIRECTORS

Due to COVID-19 familiarization program for independent directors could not beconducted by the Company during the year.

CLAUSE 49.II.F.3 VIGIL MECHANISM N(WHISTLE BLOWER POLICY)

Though the provisions relating to vigil mechanism are not applicable to the companycompany has made adequate arrangements and developed mechanism for Whistle Blowers.

CLAUSE 49.V.D MATERIAL SUBSIDIARIES

Your company has no material subsidiaries

CLAUSE 49.VIII.A.2 POLICY ON DEALING WITH RELATED PARTY TRANSACTIONS

The company has framed policy for dealing with related party transactions inconsultation with audit committee.

CLAUSE 49.II.E.2 DECLARATION OF CEO REGARDING COMPLIANCE BY BOARD MEMBERS

Said declaration is attached as ANNEXURE III to this report.

CLAUSE 49.VIII.C.1/2/3/4 REMUNERATION OF DIRECTORS

Necessary details are attached in Corporate governance report.

CLAUSE 49.VIII.B COMPLIANCE WITH ACCOUNTING STANDARDS

Please refer Corporate governance report attached with this report.

CLAUSE 49 OF LISTING AGREEMENT MANAGEMENT DISCUSSION AND ANALYSIS

(a) Industry Structure and Developments:- Company is operating in Textile Industry.

(b) Opportunities and Threats:- The textile industry provides ample opportunities indomestic as well as export market. However the uncertainty of raw material prices andgovernment policies are detrimental to growth and profitability. Spread of COVID-19Pandemic and lockdown has resulted into shortage of availability of raw materialsconsumables as well as labour.

(c) Segment wise or product wise Performance: - Company operates in one segmentTextile. The performance of said sector is reported in Audit Report.

(d) Outlook: - The directors are hopeful of better performance.

(e) Risks & Concerns: - Due to Covid-19 Pandemic Company is expecting to incur avery heavy cash losses.

(f) Internal control systems and their adequacy: - Company has developed adequateinternal control system and looking to the size of the company said system is operatingadequately and effectively.

(g) Discussion on financial performance with respect to operational performance; -TheFinancial performance is reported in directors report.

(h) Human Resources Management Initiatives:-All the efforts are made to rationalize itsmanpower and make effective use of the same.

CORPORATE GOVERNANCE

As provided under Regulation 15(2) of the SEBI (LODR) Regulations 2015 thecompliance with Corporate Governance as specified in Regulation 17 to 27 46(2)(b) to (i)& Para c d & e of Schedule V are not applicable to the Company as paid up sharecapital doesn't exceed Rs.10 Crore and net worth doesn't exceed Rs 5crores.

However certain important information has required under Corporate governance rules areattached as

ANNEXURE IV

CLAUSE 49.XI.A AUDITORS CERTIFICATE FOR COMPLIANCE WITH CORPORATE GOVERNANCE

Certificate from auditors regarding compliance of conditions of corporate governance isannexed as

ANNEXURE V

BUSINESS RESPONSIBILITY REPORT

Since your company do not fulfill the conditions prescribed for business responsibilityreporting said clause is not applicable.

INSURANCE

All Inventories and Fixed Assets etc. are adequately insured.

INDUSTRIAL RELATIONS

During the year under review your Company enjoyed cordial relationship with employeesat all levels. ACKNOWLEDGMENT

The Directors express their sincere thanks to the employees customers supplierscompany's bankers and members of the company for their continued support.

For & On Behalf of the Broad of Directors
Ghushine Fintrrade Ocean Limited
Place :SURAT
Date : 21/07/2021 ALOK BHOPALSINGH JAIN
Chairman & Managing Director
DIN:0006643

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