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Hexa Tradex Ltd.

BSE: 534328 Sector: Others
NSE: HEXATRADEX ISIN Code: INE750M01017
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OPEN 154.50
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VOLUME 170
52-Week high 236.05
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Mkt Cap.(Rs cr) 848
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OPEN 154.50
CLOSE 153.40
VOLUME 170
52-Week high 236.05
52-Week low 113.50
P/E
Mkt Cap.(Rs cr) 848
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Hexa Tradex Ltd. (HEXATRADEX) - Director Report

Company director report

To

The Members

Your Directors are pleased to present the 11th Annual Report along withAudited Financial Statements of the Company for the year ended 31st March 2022.

1. FINANCIAL RESULTS

(Rs. in Lakhs)

Particulars Year ended March 31 2022 Year ended March 312021
Revenue from Operations 1.89 0.92
Profit before finance cost depreciation exceptional
items and tax
Less:
Finance costs 47.45 27.21
Depreciation and amortization expense 0.34 0.22
Exceptional items - -
Profit before tax (251.72) (186.02)
Tax expense (72.78) (48.38)
Profit after tax (178.94) (137.64)
Other Comprehensive Income 97799.41 90432.58
Items that will not be reclassified to profit and loss - -
Total Comprehensive Income for the year 97620.47 90294.94

2. REVIEW OF OPERATIONS

During the year Company achieved Revenue from Operations of Rs. 1.89lakhs against Rs. 0.92 lakhs in previous year. Since the Company has yet to achieve itsoptimum scale of operations its net loss is Rs. 178.94 lakhs during the year against netloss of Rs. 137.64 lakhs in previous year. It is hope that Company would achieve greaterheights in coming years.

3. DIVIDEND

No dividend has been recommended by your Directors.

4. DIVIDEND DISTRIBUTION POLICY

Your Company had adopted Dividend Distribution Policy in compliancewith the Securities and Exchange Board of India (Listing Obligations & DisclosureRequirements) Regulations 2015. The Policy is available on the Company's website:https://hexatradex.com/wp-content/uploads/2021/07/ Dividend-Distribution-Policy.pdf. Interms of the Policy Equity Shareholders of the Company may expect Dividend if the Companyhas surplus funds and after taking into consideration relevant internal and externalfactors enumerated in the policy for declaration of dividend.

5. TRANSFER TO RESERVES

During the year no amount has been transferred in the reserves of theCompany.

6. SHARE CAPITAL

During the year 2021-22 there is no change in share capital of theCompany.

7. DELISTING OF EQUITY SHARES

The Company has received an Initial Public Announcement dated March 122022 from Siddeshwari Tradex Private Limited Innox Global Multiventures Private LimitedOpelina Sustainable Services Limited and JSL Limited (collectively the"Acquirers") along with other Promoters and Promoter Group persons / entitiesof the Company in accordance with Regulation 8 of the Securities and Exchange Board ofIndia (Delisting of Equity Shares) 2021 (herein after called "SEBI DelistingRegulations") inter alia expressing the intention to voluntary delist the equityshares of the Company ("Initial Public Announcement") to initiate the processand to express their intention to:

(a) acquire all Equity Shares that are held by public shareholders (asdefined under the SEBI Delisting Regulations); and

(b) consequently voluntarily delist the Equity Shares from the stockexchanges where the Equity Shares are presently listed i.e. BSE Limited ("BSE")and National Stock Exchange of India Limited ("NSE") by making a delistingoffer in accordance with the SEBI Delisting Regulations ("Delisting Proposal").

Presently Acquirers along with other promoter and promoter groupcollectively hold 34871056 equity shares representing 63.12% of the Paid-up EquityCapital of the Company and are classified as Promoter and Promoter Group of the Company inall regulatory filings.

The Board of Directors of the Company had passed the resolution bycirculation on the same day i.e 12th March 2022 to take note of the above announcement andauthorise the official and agency to take further steps in this regard.

The Board of Directors of the Company vide its resolution dated 21stMarch 2022 inter alia to approve the floor price and notice of postal ballot forapproval of delisting of shares by the shareholders.

The results of postal ballot were approved on 2nd May 2022 which wassubmitted to Stock Exchanges. Subsequently Company had filed an application with theStock Exchanges for in principle approval for delisting of shares of the company. Theapplication is pending with the Stock Exchanges till date.

8. COVID-19

The COVID-19 has emerged as a global challenge creating disruptionacross the world. Global solutions are needed to overcome the challenges. The physical andemotional wellbeing of employees and stakeholders continues to be the top priority for theCompany. During this ongoing pandemic we followed all the guidelines Issued in this regardby the respective States and the Central Government with regard to the operations andsafety of people. The strict standard of physical distancing and hygiene were enforced.

9. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Your Board of Directors are duly constituted with proper balance ofNon-Executive Directors and Independent Directors with rich experience and expertiseacross a range of fields such as corporate finance strategic management accounts legalmarketing human resource general management and strategy. Except the independentdirectors all other directors are liable to retire by rotation as per the provisions ofthe Companies Act 2013.

In terms of the Rule 6 of the Companies (Appointment and Qualificationof Directors) Rules 2014

all Independent Directors of the Company have enrolled themselves onthe Independent Directors Databank and will undergo the online proficiency self-assessmenttest within the specified timeline unless exempted under the aforesaid rules.

As per section 134(3)(q) of the Companies Act 2013 read with rule 8(5)of the Companies (Accounts) Rules 2014 details of Directors or Key Managerial Personnelwho were appointed during the year are given below:

The Board of Directors in their meeting held on 10th August 2022 hadappointed Mr. Ranjit Malik DIN (00059379) & Mr. Naresh Kumar Agarwal DIN (03552469)as additional directors of the company to hold office of Directors till conclusion of theensuing Annual General Meeting. The Board also recommended to the members theirappointment as non-executive and non-independent directors.

During the year under review Dr. Vinita Jha DIN (08395714) hadappointed as Non-Executive Woman Independent Director of the Company w.e.f 25th June 2021with approval of the members of the company in the previous annual general meeting held on29th September 2021. Ms. Veni Verma DIN (07586927) and Mr. Rajeev Goyal DIN (07003755)had resigned from the post of Non-Executive Non Independent Director w.e.f 10th August2022.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

The Nomination and Remuneration Committee selects the candidate to beappointed as the director on the basis of the needs and enhancing the competencies of theBoard of the Company. The current policy is to have a balance of Executive Non-executiveand Independent Directors to maintain the independence of the Board and to separate itsfunctions of governance and management. The composition of Board of Directors during theyear ended March 31 2022 is in conformity with Regulation 17 of the SEBI (ListingObligations and Disclosures Requirements) Regulations 2015 (SEBI Listing Regulations) readwith Section 149 of the Companies Act 2013. The policy of the Company on directors'appointment including criteria for determining qualifications positive attributesindependence of a director and other matters as required under sub-section (3) of Section178 of the Companies Act 2013 and the remuneration paid to the directors are governed bythe Nomination and Remuneration Policy of the Company. The Policy may be accessed at thelink https://hexatradex.com/ wp-content/uploads/2016/08/POLICY-ON-BQARD-DIVERSITY.pdf

10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis as stipulated under Regulation 34of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 forming partof this report has been given under separate section in the Annual Report.

11. CONSOLIDATED FINANCIAL STATEMENT

Annual Audited consolidated financial statements forming part oftheannual report have been prepared in accordance with Companies Act 2013 Indian AccountingStandards (Ind AS) 110 - 'Consolidated Financial Statements' and IndianAccountingStandards (Ind AS) 28 - Investments in Associates and Joint Ventures' notified underSection 133 of Companies Act 2013 read with Companies (Indian Accounting Standards)Rules 2015 and as amended from time to time.

12. SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

As on 31st March 2022 the Company has one material subsidiary namelyHexa Securities and Finance Company Limited (HSFCL). HSFCL is Non-Banking FinancialCompany registered with Reserve Bank of India. A report on the performance and financialposition of HSFCL as per the Companies Act 2013 is provided as Form AOC-1 to theconsolidated financial statement and hence not repeated here for the sake of brevity.

No other company has become/ceased to be the subsidiary associate andjoint venture during the financial year 2021-22.

The policy for determining material subsidiaries as approved may beaccessed on the Company's website at the link:https://hexatradex.com/wp-content/uploads/2020/11/Policy-for-Determining-Material-Subsidiaries.pdf

13. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134 of the Companies Act2013 with respect to Directors' Responsibility Statement it is hereby confirmed by theBoard of Directors:

a. that in the preparation of the annual accounts for the financialyear ended 31st March 2022 the applicable accounting standards had been followed alongwith proper explanation relating to material departures;

b. that they had selected such accounting policies and applied themconsistently and made judgments and estimates that were reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year and of the profit of the Company for the year ended on that period.

c. that they had taken proper and sufficient care for the maintenanceof adequate accounting records in accordance with the provisions of the Companies Act2013 for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;

d. that they had prepared the accounts for the financial year ended31st March 2022 on a 'going concern' basis.

e. that they had laid down internal financial controls to be followedby the Company and that such internal financial controls are adequate and are operatingeffectively; and

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

14. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declaration of Independence from allIndependent Directors as stipulated under Section 149(7)of the Companies Act 2013 andRegulation 17 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations2015 confirming that they meet the criteria of Independence.

15. BOARD EVALUATION

The Company has devised a Policy for performance evaluation ofIndependent Directors Board Committees and other Directors which includes criteria forperformance evaluation of non-executive directors and executive directors under section178(1) of the Companies Act 2013. This may be accessed at the link:http://hexatradex.com/wp content/uploads/2015/08/PerformanceEvaluation.pdf. On the basisof the Policy for performance evaluation of Independent Directors Board Committees andother Directors a process of evaluation was followed by the Board for its own performanceand that of its Committees and individual Directors. The details of same have been givenin the report on corporate governance annexed hereto.

The details of programme for familiarization of Independent Directorstheir roles rights responsibilities

in the Company nature of the industry in which the Company operatesbusiness model of the Company and related matters have been uploaded on the website of theCompany at the link https://hexatradex.com/wp-content/uploads/2015/08/Familiarization-Programme-of-Independent-Directors.pdf

16. CORPORATE GOVERNANCE

The Company is committed to maintain the highest standards of corporategovernance and adhere to the corporate governance requirement set out by SEBI. The reporton Corporate Governance as stipulated under the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 forms an integral part of this Report. The requisitecertificate from the Auditors of the Company confirming compliance with the conditions ofcorporate governance is attached to the report on Corporate Governance.

17. CONTRACTS AND ARRANGEMENT WITH RELATED PARTIES

SEBI carried out amendments to the SEBI Listing Regulations 2015 videthe SEBI (Listing Obligations and Disclosure Requirements) (Sixth Amendment) Regulations2021 wherein certain amendments comes into force from April 12022 while remaining wouldcome into force from April 12023. Regulation 23(4) states that all related partytransactions (RPTs) with an aggregate value exceeding Rs. 1000 crores or 10% of annualconsolidated turnover of the Company as per the last audited financial statements of theCompany whichever is lower shall be treated as Material Related Party Transaction(MRPTs) and shall require approval of shareholders by means of an ordinary resolution. Theprovisions of Regulation 23(4) requiring approval of the shareholders are not applicablefor the RPTs entered into between a holding company and its wholly owned subsidiary andRPT transactions entered into between two wholly- owned subsidiaries of the listed holdingcompany whose accounts are consolidated with such holding company and placed before theshareholders at the general meeting for approval. The said limits are applicable even ifthe transactions are in the ordinary course of business of the concerned company and at anarm's length basis. The amended Regulation 2(1)(zc) of the SEBI Listing Regulations 2015has also enhanced the definition of related party transactions which now include atransaction involving a transfer of resources services or obligations between a listedentity or any of its subsidiaries on one hand and a related party of the listed entity orany of its subsidiaries on the other hand regardless of whether a price is charged ornot. Accordingly the transactions with Related Party of the Company and of thesubsidiaries entities exceeding the threshold of Rs. 1000 crores shall require approvalof the shareholders of the Company with effect from April 12022. The Policy onmateriality of related party transactions and dealing with related party transactions asapproved by the Board may be accessed on the Company's website at the link:https://hexatradex.com/wp-content/uploads/2020/11/Policy-on- Related-Party-Transaction.pdf

All RPTs are placed before the Audit Committee for review and approval.Prior omnibus approval is obtained for RPTs that are of repetitive nature and / or enteredin the ordinary course of business and are at arm's length. Please refer Notes to thestandalone financial statements which set out related party disclosures. The Company isseeking shareholders approval for Material Related Party transactions (MRPTs) to beentered by the Company as set out in the accompanying Notice to the shareholders. TheAudit Committee of the Company has approved these MRPTs and has further noted that theseMRPTs transactions are at an arms' length basis and in the ordinary course of business ofthe Company. Accordingly basis the approval of the Audit Committee the Board ofDirectors recommends the resolutions contained in the Notice for approval of theshareholders.

18. RISK MANAGEMENT

The Board of Directors has formed Risk Management Committee which hasbeen entrusted with the responsibility to assist (a) overseeing and approving theCompany's enterprise wide risk management framework; and (b) identifying and assessingthat all the risks that the organization faces such as strategic financial creditmarket liquidity security property IT legal regulatory reputational and other risksand to ensure that there is an adequate risk management infrastructure in place capable ofaddressing those risks. The Risk Management Policy was reviewed and approved by the Board.

The Company manages monitors and reports on the principal risks anduncertainties that can impact its ability to achieve its strategic objectives. TheCompany's management systems organizational structures processes standards code ofconduct and behaviours together form the Management System that governs how the Companyconducts the business and manages associated risks.

19. INTERNAL FINANCIAL CONTROLS

The Company has put in place strong internal control systems in linewith globally accepted practices. The processes adopted by the Company are best in classand commensurate with the size and nature of operations.

The Company has adopted risk based framework which is intended forproper mitigation of risks. The major risks identified by the businesses and functions aresystematically addressed through mitigating actions on a continuous basis. The Company hasemployed experienced professional to carry out the internal audits to review the adequacyand compliance to the laid down procedures to manage key risks.

The Audit Committee of the Board regularly reviews the adequacy &effectiveness of internal audit environment and implementation of internal auditrecommendations including those relating to strengthening of Company's risk managementpolicies & systems. Your Company's philosophy is of zero tolerance towards allapplicable legal non-compliances.

20. CORPORATE SOCIAL RESPONSIBILTY (CSR)

The Corporate Social Responsibility Committee (CSR Committee)formulated and recommended to the Board a Corporate Social Responsibility Policy (CSRPolicy) indicating the activities to be undertaken by the Company which has been approvedby the Board. The CSR Policy may be accessed on the Company's website at the link:http://hexatradex.com/wp content/uploads/2016/08/CSR-Policy- Tradex.pdf.

The key philosophy of all CSR initiatives of the Company is driven bycore value of inclusion. During the year there was no obligation to spend on CSRactivities by the Company. A report on CSR activities is annexed herewith as Annexure 1.

21. SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards i.e. SS-1(Meetings of the Board of Directors) SS-2 (General Meetings) and SS-4 (Report of theBoard of Directors) respectively have been complied by the Company.

22. AUDITORS & THEIR REPORT STATUTORY AUDITORS

The members of the Company had appointed M/s Lodha & Co. CharteredAccountantas Statutory Auditors of the Company for a term of 5 (Five) consecutive yearsfrom conclusion of 10th Annual

General Meeting untill conclusion of 15th Annual General Meeting. TheM/s Lodha & Co. Chartered Accountant have confirmed that they are not disqualifiedfrom continuing as Auditors of the Company.

Auditors'remarks in their report read with the notes to accountsreferred to by them are self-explanatory. There have been no fraud reported by theStatutory Auditors of the Company.

SECRETARIAL AUDITOR

The Board had appointed Mr. Awanish Kumar Dwivedi of M/s Dwivedi &Associates Company Secretaries to conduct Secretarial Audit of the Company for thefinancial year 2021-22. The Secretarial Audit Report for the financial year ended 31stMarch 2022 is annexed herewith marked as Annexure-2 to this Report. TheSecretarial Audit Report does not contain any qualification reservation or adverseremark.

Pursuant to the provisions on Regulation 24A of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 Hexa Securities & FinanceCompany limited being a material unlisted subsidiary of your Company had also appointedMr. Awanish Kumar Dwivedi of M/s Dwivedi & Associates Company Secretaries to conductSecretarial Audit of the Company for the financial year 2021-22. The report issued by themis annexed herewith marked as Annexure-3.

EXPLANATIONS OR COMMENTS BY THE BOARD ON EVERY QUALIFICATIONRESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE

i. Auditors' Report

There have been no frauds qualifications reservations or adverseremarks reported by the Statutory Auditors of the Company.

ii. Secretarial Auditor's Report

There are no qualifications reservations or adverse remarks reportedby the Secretarial Auditors in their report.

23. DISCLOSURE

MEETINGS OF THE BOARD

During the year under review the Board of Directors of the Company met7 (Seven) times on 16th April 202122nd June 202125th June 202110th August 202112th November 2021 17th January 2022 and 21st March 2022. The composition of Board ofDirectors during the year ended March 31 2022 is in conformity with Regulation 17 of theSEBI (Listing Obligations and Disclosures Requirements) Regulations 2015 (SEBI ListingRegulations) read with Section 149 of the Companies Act 2013. For further details pleaserefer report on Corporate Governance of this Annual Report.

AUDIT COMMITTEE

As on 31st March 2022 the Audit Committee comprised of Dr. Raj KamalAggarwal (Chairman) Mr. Girish Sharma and Mr. Naresh Kumar Agarwal as other members. Thecomposition of the Audit Committee is in conformity with requirements as per the Section177 of the Companies Act 2013 and Regulation 18 of the SEBI Listing Regulations 2015.Ms. Veni Verma had resigned w.e.f. 10th August 2022 from post of Director of the companyand also from the membership of audit committee. The board in their meeting held on 10thAugust 2022 appointed Mr. Naresh Kumar Agarwal as member of the audit committee.

During the year ended 31st March 2022 the Committee met 5 (Five)times on 16th April 2021 25th June 2021 10th August 2021 12th November 2021 and17th January 2022. For further details please refer report on Corporate Governance ofthis Annual Report.

NOMINATION AND REMUNERATION COMMITTEE

As on 31st March 2022 the Nomination and Remuneration Committeecomprised of Mr. Girish Sharma (Chairman) Dr. Raj Kamal Aggarwal and Mr. Naresh KumarAgarwal as other members. The Chairman of the Committee is an Independent Director. Ms.Veni Verma had resigned w.e.f. 10th August 2022 from post of Director of the company andalso from the membership of nomination and remuneration committee. The board in theirmeeting held on 10th August 2022 appointed Mr. Naresh Kumar Agarwal as member of thenomination and remuneration committee.

The Composition of the Nomination and Remuneration Committee is inconformity with requirements of section 178 of the Companies Act 2013 and SEBI (ListingObligations and Disclosure Requirements) Regulations 2015.

During the year ended 31st March 2022 the Committee met only Once on25th June 2021. For further details please refer report on Corporate Governance of thisAnnual Report.

STAKEHOLDERS RELATIONSHIP COMMITTEE

As on 31st March 2022 the Stakeholders Relationship Committeecomprised of Mr. Girish Sharma (Chairman) Dr. Raj Kamal Aggarwal and Ms. Naresh KumarAgarwal as other members. The composition of the Stakeholders Relationship Committee isin conformity with the requirements of the Companies Act 2013 and SEBI ListingRegulations 2015. Ms. Veni Verma had resigned w.e.f. 10th August 2022 from post ofDirector of the company and also from the membership of stakeholders relationshipcommittee. The board in their meeting held on 10th August 2022 appointed Mr. Naresh KumarAgarwal as member of the stakeholders relationship committee.

During the year ended 31st March 2022 the Committee met 2 (Two) timeson 29th September 2021 and 2nd November 2021. For further details please refer Reporton Corporate Governance attached to this Annual Report.

INDEPENDENT DIRECTOR

During the year under review the Independent Directors of the Companymet once on 21st March 2022. For further details please refer Report on CorporateGovernance attached to this Annual Report.

RISK MANAGEMENT COMMITTEE

The Board of Directors has formed Risk Management Committee comprisedof Mr. Naresh Kumar Agarwal Director Mr. Ravinder Nath Leekha Independent Director Mr.Ranjit Malik Director and Mr. Neeraj Kanagat CEO & CFO as members. Mr. Rajeev Goyalis the Chairman of the Committee. The Composition of the Risk Management Committee is inconformity with requirements of the SEBI Listing Regulations 2015. Ms. Veni Verma and Mr.Rajeev Goyal had resigned w.e.f. 10th August 2022 from post of Director of the companyand also from the membership and chairmanship of risk management committee. The board intheir meeting held on 10th August 2022 appointed Mr. Naresh Kumar Agarwal as Chairman andMr. Ranjit Malik as member of the risk management committee.

During the year ended 31st March 2022 the Committee met 2 (Two) timeson 27th January 2022 and 30th March 2022. For further details please refer Report onCorporate Governance attached to this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE (CSR COMMITTEE)

The CSR Committee comprises of Dr. Raj Kamal Aggarwal (Chairman) Mr.Girish Sharma and Mr. Naresh Kumar Agarwal as other members. The Composition of the CSRCommittee is in conformity with requirements of Section 135 of the Companies Act 2013.

However Ms. Veni Verma DIN (07586927) had resigned from the post ofNon-Executive Non Independent Director w.e.f 10th August 2022 as well as the member of CSRcommittee. The Board of Directors of the Company had appointed Mr. Naresh Kumar AgarwalDIN (03552469) as an additional director in the Capacity of Non-Executive Non-IndependentDirector of the Company w.e.f 10th August 2022 as well as the member of CSR committee.

VIGIL MECHANISM

The Vigil Mechanism of the Company which also incorporates a whistleblower policy in terms of the SEBI (LODR) Regulations 2015. Protected disclosures can bemade by a whistle blower through an e-mail or a letter to the Compliance Officer or ChiefExecutive Officer or to the Chairman of the Audit Committee.

The Policy on vigil mechanism and whistle blower policy may be accessedon the Company's website at the link:http://hexatradex.com/wp-content/uploads/2015/08/POLICY-VIGIL-MECHANISM.pdf

Further No complaint was pending at the beginning of the year and nocomplaint was received during the period under review.

PARTICULARS OF LOANS GIVEN INVESTMENTS MADE GUARANTEES GIVEN ANDSECURITIES PROVIDED

Particulars of loans given investments made guarantees given andsecurities provided along with the purpose for which the loan or guarantee or security isproposed to be utilized by the recipient are provided in the standalone financialstatement (Please refer to Notes to the standalone financial statements).

PARTICULARS REGARDING CONSERVATION OF ENERGY ETC.

As your Company is not engaged in any manufacturing activity theparticulars relating to conservation of energy andtechnology absorption as mentioned inthe Companies (Accounts) Rules 2014 are not applicable to it. However emphasisis placedon employing techniques that result in the conservation of energy. Details on the foreignexchange earnings and expenditure of your Company appear in the Notes to Accounts.

BUSINESS RESPONSIBILITY REPORT

As per Regulation 34(f) of SEBI (Listing Obligations and DisclosuresRequirement) Regulations 2015 the Annual Report shall contain business responsibilityreport (BRR) describing the initiatives taken by the Company from environmental socialand governance perspective. Having regard to the green initiative the BRR is madeavailable on the Company's website at www.hexatradex.com.

24. EXTRACT OF ANNUAL RETURN

Extract of Annual Return of the Company is annexed herewith as Annexure- 4 to this Report.

25. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The employee's relations remained cordial throughout the period. Thereis no employees whose particulars are required to be furnish under Section 197(12) of theAct read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014.

Disclosures pertaining to remuneration and other details as requiredunder Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 are provided in the Annual Report andattached as Annexure-5.

26. PUBLIC DEPOSITS

The Company had not invited/accepted any public deposits during theyear ended on 31st March 2022.

27. ANY SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS ORCOURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

During the Financial Year there is no significant material orderspassed by the regulators or courts or tribunals impacting the going concern status andcompany's operations in future.

28. THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTIONPROHIBITION AND REDRESSAL) ACT 2013

The Company has a policy for prevention of sexual harassment of womenat workplace and also complied with provisions relating to the constitution of InternalComplaints Committee under the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013. No complaint received in relation to SexualHarassment of Women at Workplace (Prevention Protection and Redressal) Act 2013 duringthe year under review and their breakup is as under:

a) No. of Complaints filed during the year ended 31.03.2022: NIL

b) No. of Complaints disposed of during the financial year: NIL

c) No. of pending Complaints as on 31.03.2022: NIL

29. ACKNOWLEDGEMENT

Your Directors express their grateful appreciation to concernedDepartments of Central / State Governments Financial Institutions & BankersCustomers and Vendors for their continued assistance and co-operation. The Directors alsowish to place on record their deep sense of appreciation for the committed services of theemployees at all levels. We are also grateful for the confidence and faith that you havereposed in the Company as its members.

For and on behalf of the Board
Place: New Delhi Dr. Raj Kamal Aggarwal
Date: 10th August 2022 Chairman

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