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Hercules Hoists Ltd.

BSE: 505720 Sector: Engineering
BSE 00:00 | 01 Jul 124.85 2.05






NSE 00:00 | 01 Jul 124.15 1.40






OPEN 117.35
52-Week high 179.65
52-Week low 113.00
P/E 24.20
Mkt Cap.(Rs cr) 400
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 117.35
CLOSE 122.80
52-Week high 179.65
52-Week low 113.00
P/E 24.20
Mkt Cap.(Rs cr) 400
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Hercules Hoists Ltd. (HERCULES) - Director Report

Company director report

Dear Members

We present our 59th Annual Report together with the Audited FinancialAccounts for the year ended March 31 2021:

1. Financial Results

(Rs. in Lakhs)

Financial Results As on March 31 2021 As on March 31 2020
Revenue from Operations 7837.19 8299.84
Other Income 850.13 1493.27
Total Income 8687.32 9793.11
Profit before Finance Cost & Depreciation 1245.22 1954.01
Less- Finance Cost 0.89 1.91
Less-Depreciation 289.25 353.19
Profit before taxes 955.08 1598.91
Provision for taxation for the year (including deferred tax and Earlier year's income-tax adjustment) 178.62 300.99
Profit after Taxes 776.46 1297.92

2. Dividend

The Directors recommend for consideration of the shareholders at the Annual GeneralMeeting payment of dividend of Rs. 1.50 per Equity Share of Re.1.00 each for theyear ended March 31 2021 as against Rs. 1.80 per Equity Shares of Rs. 1.00 each inthe previous year.

3. Operations

The revenue from operation of Rs. 7837.19 lakhs is down by 5.57% as compared to theprevious year's revenue from operation of Rs. 8299.84 Lakhs. The net profit of Rs. 776.46is down by 40.18% as compared to previous year's net profit of Rs. 1297.92 lakhs.

The period leading up to the lockdown and the subsequent stoppage of all economicactivities from 23rd March 2020 in financial year 2019-20 has adversely affected yourcompany's operations as well as the large part of Q1 of financial year 2020-21. Moreovereven after the restart of the operation in May 2020 the production continued to sufferdue to disruption in supply chain which impacted delivery of raw materials and componentsfrom vendors and consequent effect on production billing and dispatches.

The second wave of covid in end of the financial year 2020-21 has again created newchallenges in sales supply chain and operations. Despite such multi-pronged challengesthe Company could achieve relatively good performance during the financial year 2020-21.The company hopes that situation will improve soon and the company will be able toachieve better results.

The Company's 4 Windmills produced 39.91 Lakhs units of energy in the current year asagainst 68.90 Lakhs units of energy produced in the previous year.

4. Directors and Key Managerial Personnel-Changes

As per section 152 (6) of the Companies Act 2013 Shri Shekhar Bajaj is liable toretire by rotation at the ensuring Annual General Meeting and being eligible offerhimself for re-appointment. The Board recommends his re-appointment for the considerationof the Members of the Company at the forthcoming Annual General Meeting. The Board ofDirectors have re-appointed Shri H A Nevatia as a Director in Whole-time employmentof the Company with effect from November 22 2020 for a period of two years. The SpecialResolution for approval of his appointment as a "Whole-time Director" is givenin the notice. The detailed profiles of both Directors are given under the head"Corporate Governance". The members at the Annual General Meeting held onSeptember 16 2020 vide special resolution had approved the re-appointment of SmtShruti Jatia and Shri Vandan Shah an Independent Directors for second term of five yearseffective November 12 2019 and February 6 2021 respectively.

5. Independent Directors

The Independent Directors have submitted the Declaration of Independence as requiredpursuant to section 149(7) of the Companies Act 2013. In the opinion of the Board theIndependent Directors fulfil the conditions of independence specified in Section 149(6)of the Act and Regulation 16(1) (b) of the Listing Regulations. The Independent Directorshave also confirmed that they have complied with the Company's Code of Business Conduct& Ethics. All Independent Directors of the Company have valid registration in theIndependent Director's databank of Indian Institute of Corporate Affairs as required underRule 6(1) of the Companies (Appointment and Qualification of Director) Fifth AmendmentRules 2019. The terms and conditions of appointment including the code of conduct and theduties of independent directors as laid down in the Companies Act 2013 are placed on thewebsite of the Company. The details of familiarization programme for the independentdirectors are explained in the Corporate Governance Report.

6. Auditors

A) Statutory Auditor

Pursuant to the provisions of Section 139 of the Companies Act 2013 and the Rules madethereunder the auditors of the Company M/s. Kanu Doshi Associates LLP CharteredAccountants Mumbai were appointed as Statutory Auditors of the Company for a period offive consecutive years at the Annual General Meeting (AGM) of the Members held August 92017. The statutory auditors of the Company shall hold office from the conclusion of the55th AGM of the Company till the conclusion of the 60th AGM. The Audit Report for FY2020-21 is unmodified i.e. it does not contain any qualification reservation oradverse remark.

B) Cost Auditor:

Pursuant to Section 148 of the Companies Act 2013 and rules made thereunder the Boardof Directors had on the recommendation of the Audit Committee appointed M/s R Nanabhoy& Co. Cost Accountants to audit the cost accounts of the Company for the financialyear 2021-22 at a remuneration of Rs. 52000/-plus GST reimbursement of out-of-pocketexpenses subject to ratification by the shareholders at ensuing Annual General Meeting.Accordingly a Resolution seeking Members' ratification for the remuneration payable toCost Auditors is given in the notice. There is no audit qualification for the Cost AuditReport for the year ended March 31 2020 under review.

C) Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the rule madethereunder the Company has appointed M/s S N Ananthasubramaniam & Co CompanySecretaries to undertake the Secretarial Audit of the Company. The Report of theSecretarial Audit Report is annexed herewith as "Annexure B". There is nosecretarial audit qualification for the year ended March 31 2021 under review. TheCompany is in compliance with the applicable Secretarial Standards.

7. Significant and Material orders passed by the Regulators or Court

During the year in review there were no significant and material orders passed by theRegulators or Courts or Tribunals which may impact the going concern status of theCompany and its operations in future.

8. Internal Control over system and financial reporting

The Company's internal control system is commensurate with its size scale andcomplexities of its operations. The internal and operational audit is entrusted to M/sDeloitte Touche Tohmatsu India LLP. The Audit Committee of the Board of Directorsperiodically reviews the adequacy and effectiveness of the internal control systems andsuggests improvements to strengthen the same. The Company has policies and procedure inplace for reliable financial reporting.

9. Material Changes & Commitments

There have been no material changes and commitments affecting the financial positionof the company which have occurred between the end of the financial year of the companyand the date of this report.

10. Presentation of Financial Results

The financial results of the Company for the year ended March 31 2021 have beendisclosed as per Schedule III of the Companies Act 2013.

The financial statements up to year ended March 31 2021 were prepared in accordancewith the accounting standards notified under Companies (Accounting Standard) Rules 2006 asamended and other relevant provisions of the act. The annexed financial statements complyin all material aspects with Indian Accounting Standards (IND AS) notified as perCompanies (Indian Account Standard) Rules 2015 under section 133 of the Companies Act 2013and other relevant provisions of the act.

11. Risk Management

Risk management is embedded in your Company's operating framework. The risk managementframework is reviewed periodically by the Board and the Audit Committee. Information onthe development and implementation of a risk management framework for the company is givenunder Management Discussion and Analysis.

12. Corporate Social Responsibility (CSR)

Detailed information on CSR Policy developed and implemented by the Company. CSRinitiatives taken during the year pursuant to section 134 & 135 of the Companies Act2013 is given in the "Annexure A".

13. Directors' Responsibility Statement

As required under section 134(3)(c) of the Companies Act 2013 Directors to the bestof their knowledge and belief state that -a) in the preparation of the annual accountsthe applicable accounting standards had been followed along with proper explanationrelating to material departures. b) the Directors had selected such accounting policiesand applied them consistently and made judgments and estimates that are reasonable andprudent so as to give a true and fair view of the state of affairs of the company at theend of the financial year and of the profit and loss of the company for that period. c)the Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities. d) the Directors had prepared the annual accounts on a going concernbasis. e) the Directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively and f) the Directors had devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively.

14. Vigil Mechanism

The details of the Vigil Mechanism Policy covered under the Companies Act 2013 andSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 are explained inthe Corporate Governance Report and posted on the website of the Company.

15. Directors' Remuneration Policy and Criteria for matters under section 178

Information regarding Directors' Remuneration Policy & criteria for determiningqualifications positive attributes independence of a director and other matters providedunder sub-section (3) of Section 178 are provided in the annexed Corporate GovernanceReport.

16. Corporate Governance

Detailed reports on matters relating to Corporate Governance and Management Discussionand Analysis Report under SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 are annexed as part of this Annual report together with the report ofPracticing Company Secretary on its compliance thereon.

17. Business Responsibility Report

The Company has included second BRR as part of the Annual Report describinginitiatives taken from an environmental social and governance perspective.

18. Particulars of Employees

The information required pursuant to Section 197 read with Rule 5 of The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect of employeesof the Company will be provided upon request. No one employee who was employed throughoutthe year and were in receipt of remuneration more than Rs. 102 lakh per annum in currentfinancial year. The details of remuneration of Directors and Key Managerial Personnel aregiven in note No. 45 to the

Financial Statements.

In terms of Section 136 of the Act the Report and Accounts are being sent to theMembers and others entitled thereto excluding the information on employees' particularswhich is available for inspection by the Members at the Registered Office of the Companyduring business hours on working days of the Company up to the date of the ensuing AnnualGeneral Meeting.

19. Particulars of Loans Guarantees or Investments

Details of Loans Guarantees and Investments if any covered under the provisionsof Section 186 of the Companies Act 2013 are given in note No. 914 and 18 to theFinancial Statements.

20. Number of Meetings of the Board and Audit Committee

During the year five Board Meetings and four Audit Committee Meetings were convenedand held. The details of which are given in the Corporate Governance Report.

21. Formal Annual Evaluation of the performance of Board its Committees and Directors

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligations& Disclosure Requirements) Regulations 2015 the Board has carried out an annualperformance evaluation of its own performance Board as a whole and committees. The mannerin which the evaluation has been carried out has been explained in the CorporateGovernance Report.

22. Related Party Transactions

All transactions entered with Related Parties for the year under review were on arm'slength basis and thus a disclosure in Form AOC-2 in terms of Section 134 of the Act is notrequired. There were no materially significant related party transactions made by theCompany with Promoters Directors and Key Managerial Personnel which may have a potentialconflict with the interest of the Company. All related party transactions are mentioned inthe notes to the accounts. All Related Party Transactions are placed before the AuditCommittee for approval. Omnibus approval was obtained on a yearly basis for transactionswhich are of repetitive nature. Transactions entered into pursuant to omnibus approval areverified and a statement giving details of all Related Party Transactions are placedbefore the Audit Committee and the Board for review and approval on a quarterly basis. Thepolicy on Related Party Transactions as approved by the Board is placed on the Company'swebsite

23. Prevention Prohibition and Redressal of Sexual Harassment of Women at Workplace

The Company has in place an Anti-Sexual Harassment Policy and Internal ComplaintsCommittee (ICC) to redress complaints received regarding sexual harassment in line withthe requirements of the Sexual Harassment of Women at the Workplace (PreventionProhibition & Redressal) Act 2013. All employees are covered under this policy. Therewere no Complaints received during the year.

24. Energy Conservation Technology Absorption and Foreign Exchange Earning and Outgo

The information on conservation of energy technology absorption foreign exchangeearnings and outgo etc. to the extent applicable stipulated under section 134 (3) (m) ofthe Companies Act 2013 read with Rule no. 8 of the Companies (Accounts) Rules 2014 isset out in "Annexure A" annexed hereto.

25. Extract of Annual Return

As required under Section 134(3)(a) of the Act and as per Companies (Management andAdministration) Amendment Rules 2021 Annual Return in the prescribed Form MGT 7 is put upon the Company's website

26. Industrial Relations

The relationship with the employees continued to remain cordial during the year.

Your Directors take this opportunity to thank the Banks Government authoritiesRegulatory authorities Stock exchanges Employees and all Stakeholders for theircontinued co-operation and support to the Company.

On behalf of the Board of Directors
Shekhar Bajaj
Dated : 25/05/2021 Chairman
Place : Mumbai (DIN No. 00089358)