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Indo Amines Ltd.

BSE: 524648 Sector: Industrials
NSE: N.A. ISIN Code: INE760F01010
BSE 00:00 | 18 Jul 92.30 15.35
(19.95%)
OPEN

78.50

HIGH

92.30

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78.50

NSE 05:30 | 01 Jan Indo Amines Ltd
OPEN 78.50
PREVIOUS CLOSE 76.95
VOLUME 193124
52-Week high 144.90
52-Week low 65.00
P/E 20.93
Mkt Cap.(Rs cr) 308
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 78.50
CLOSE 76.95
VOLUME 193124
52-Week high 144.90
52-Week low 65.00
P/E 20.93
Mkt Cap.(Rs cr) 308
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Indo Amines Ltd. (INDOAMINES) - Director Report

Company director report

To

The Members

INDO AMINES LIMITED.

Your Directors are pleased to present their Twenty-Fourth Annual report of the Companyon the business and operations of the Company along with the Audited Financial Statementsboth Standalone and Consolidated for the financial year ended 31stMarch 2017.

1. FINANCIAL RESULTS:

Standalone Consolidated
(Rs in Lacs) (Rs in Lacs)
Particulars Year ended Year ended
2017 2016 2017 2016
Revenue from Operations (Net) 28847.93 24405.72 28953.55 25337.59
EBITDA 3661.78 2960.61 3856.03 3090.70
Less: Finance Cost 374.16 384.93 403.03 409.76
Less: Depreciation 1158.96 1184.17 1188.57 1210.80
Profit Before Tax 2128.66 1391.51 2222.01 1470.13
Less : Tax Expense 723.60 532.63 756.64 558.64
Profit After Tax 1405.06 858.88 1465.37 909.50
Opening balance in Statement of Profit and Loss 1330.63 867.93 1458.93 945.60
Amount Available For Appropriation 2735.69 1726.81 2924.30 1858.32
That the Directors recommends for appropriation as under:
Dividend – Interim 164.58 164.58
Final 329.17 164.58 329.17 164.58
Tax on Dividend 67.02 67.01 67.02 67.01
Transfer to General Reserve
Closing Balance in statement of profit & Loss 2339.50 1330.63 2528.11 1458.93

2. FINANCIAL OPERATIONS & STATE OF AFFAIRS OF THE COMPANY:

During the year the net income from operation on standalone basis increase by V4442.21 Lac i.e. V 28847.93 Lakhs as compared to previous year. The net incomefrom operation increase by V 2960.61 Lakhs to V 3661.78 Lakhs and postedraise in Profit before Tax by V 701.17 Lakhs.

3. AMALGAMATION:

During the year under review the Board of Directors of the Company at their meetingheld on 15th February 2017 approved the draft scheme of amalgamation of Classic OilLimited Wholly Owned Subsidiary of the Company and Sigma Solvents Private Limited withthe Company and their respective shareholders and creditors and subsequently revised thedraft Scheme of Amalgamation at their meeting held on 27th May 2017 under Section 230-232of the Companies Act 2013 subject to regulatory approvals. The Appointed Date for theScheme of Amalgamation was 1st January 2017. The intended amalgamation has been approvedby the shareholders at the Court Convened Meeting held on 30th October 2017 and throughPostal Ballot on 30th October 2017.

4. TRANSFER TO GENERAL RESERVE:

The Company has not transferred any amount to the General Reserve for the financialyear ended March 31 2017.

5. DIVIDEND:

Your Directors have recommended a final dividend of V 1/- per equity share of V10/- each full paid-up for the financial year ended 31st March 2017. The total finaldividend payout will amount to V 32916780/- excluding tax on dividend. Thepayment of final dividend is subject to the approval of shareholders in the Company'sensuing Annual General Meeting (AGM).

The Register of Members and Share Transfer Books will remain closed from Friday 22ndDecember 2017 to Friday 29thDecember 2017 (both days inclusive) for the purpose ofpayment of final dividend for the financial year ended 31stMarch 2017 if declared at theensuing AGM.

6. TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND:

During the financial year 2016-17 the Company has transferred the unpaid/unclaimeddividend amounting to V 561493/- to the Investor Education and Protection Fund(IEPF) Account established by the Central Government. The Company has also uploaded thedetails of unpaid and unclaimed amounts lying with the Company as on 6th August 2016(date of last Annual General Meeting) on the Company's website www.indoaminesltd.com.

According to the Investor Education and Protection Fund Authority (Accounting AuditTransfer and Refund) Rules 2016 (IEPF Rules) as amended the shares in respect of whichdividend has not been paid or claimed by the shareholders for seven consecutive years ormore shall also be credited to the demat account created by the IEPF Authority. Thecorresponding shares will be transferred as per the requirements of the IEPF Rulesdetails of which are provided on the Company's website www.indoaminesltd.com.

7. DEPOSITS:

During the financial year 2016-17 your Company has not accepted any deposit within themeaning of Sections 73 and 74 of the Companies Act 2013 read together with the Companies(Acceptance of Deposits) Rules 2014.

8. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION BETWEEN THE END OFFINANCIAL YEAR AND DATE OF REPORT AFTER THE BALANCE SHEET DATE:

There are no material changes and commitments affecting the financial position of theCompany between the end of the financial year and the date of this Report.

9. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

During the year under review Mr. Suresh Iyer Independent Director stepped down fromthe board with effect from 28th November 2016. The Board wishes to place on record itsappreciation for the valuable contributions made by him to the Board and the Companyduring his long tenure. On recommendation of the Nomination and Remuneration Committee ofthe Board the following directors are appointed: Appointment of Mr. MadhavNandgaonkar:

Mr. Madhav Nandgaonkar was appointed as an Additional Director (Independent) of theCompany by the Board of Directors at their meeting held on 27th February 2017.Appropriate resolution for the appointment of Mr. Madhav Nandgaonkar as an IndependentDirector of the Company is being placed for the approval of the shareholders of theCompany at the ensuing AGM for the period of 5 (five) years from the date of hisappointment. The Board of Directors of the Company recommend his appointment as anIndependent Director of the Company.

Appointment of Mr. Mahendra Thakoor:

Mr. Mahendra Thakoor was appointed as an Additional Director (Independent) of theCompany by the Board of Directors at their meeting held on 27th February 2017.Appropriate resolution for the appointment of Mr. Mahendra Thakoor as an IndependentDirector of the Company is being placed for the approval of the shareholders of theCompany at the ensuing AGM for the period of 5 (five) years from the date of hisappointment. The Board of Directors of the Company recommend his appointment as anIndependent Director of the Company.

Appointment of Mr. Suneel Raje:

Mr. Suneel Raje was appointed as an Additional Director (Independent) of the Company bythe Administrative Committee of the Company at their meeting held on 10thMay 2017.Appropriate resolution for the appointment of Mr. Suneel Raje as an Independent Directorof the Company is being placed for the approval of the shareholders of the Company at theensuing AGM for the period of 5 (five) years from the date of his appointment. The Boardof Directors of the Company recommend his appointment as an Independent Director of theCompany.

Appointment of Dr. Prof. Lakshmi Kantam:

Dr. Prof. Lakshmi Kantam was appointed as an Additional Director (Independent) of theCompany by the Board of Directors at their meeting held on 27th May 2017. Appropriateresolution for the appointment of Dr. Prof. Lakshmi Kantam as an Independent Director ofthe Company is being placed for the approval of the shareholders of the Company at theensuing AGM for the period of 5 (five) years from the date of her appointment. The Boardof Directors of the Company recommend her appointment as an Independent Director of theCompany.

Appointment of Mr. Salim Memon:

Mr. SalimMemon was appointed as an Additional Director (Executive) of the Company bythe Board of Directors at their meeting held on 27th February 2017. Considering hisexperience skill and knowledge about chemical industry the Board of Directors proposehis candidature as Executive Director (Whole - Time Director) of the Company for a periodof three years with effect from 29thDecember 2017 to 28thDecember 2020.

Appropriate resolution for the appointment of Mr. Salim Memon as an Executive Director(Whole - Time Director) of the Company is being placed for the approval of theshareholders of the Company at the ensuing AGM.

Appointment of Mr. Keyur Chitre:

Mr. Keyur Chitre was appointed as an Additional Director (Executive) of the Company bythe Administrative Committee of the Company at their meeting held on 10th May 2017.Considering his active involvement and being in charge of Baroda unit of the Company theBoard of Directors propose his candidature as Executive Director (Whole - Time Director)of the Company for a period of three years with effect from 29th December 2017 to 28thDecember 2020.

Appropriate resolution for the appointment of Mr. Keyur Chitre as an Executive Director(Whole - Time Director) of the Company is being placed for the approval of theshareholders of the Company at the ensuing AGM.

Re-ppointment of Mrs. Bharati Palkar:

Mrs. Bharati Palkar was appointed as Executive Director by the Board of Directors ofthe Company for three years with effect from 1stJuly 2017 to 30thJune 2020 subject toapproval of shareholders of the Company at ensuing Annual General meeting. Appropriateresolution for the appointment of Mrs. Bharati Palkar as an Executive Director (Whole -Time Director) of the Company is being placed for the approval of the shareholders of theCompany at the ensuing AGM.

Appointment of Mr. Rahul Palkar:

Mr. Rahul Palkar was appointed as Joint Managing Director by the Board of Directors ofthe Company for the period of three years with effect from 5thAugust 2016 to 4th August2019 subject to approval of shareholders of the Company at ensuing Annual General meeting.Appropriate resolution for the appointment of Mr. Rahul Palkar as Joint Managing Directorof the Company is being placed for the approval of the shareholders of the Company at theensuing AGM.

Declaration by Independent Directors:

The Company has received necessary declaration from each Independent Director underSection149 (7) of the Companies Act 2013 that he/ she meets the criteria of independencelaid down in Section 149(6) of the Companies Act 2013 and regulation16(1)(b) of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015). The IndependentDirectors have also confirmed that they have complied with the Company's code of conduct.

10. BOARD MEETINGS HELD DURING THE YEAR:

During the year nine meetings of the Board of Directors were held. The details of themeetings are furnished in the Corporate Governance Report forming part of the AnnualReport attached as ‘Annexure - VII' to this Report.

11. COMPOSITIONOFAUDITCOMMITTEE:

The Audit Committee Comprises of 7 (Seven) Directors. The composition of the auditcommittee is as follows:

Sr. No. Name of the Committee Members Designation
1 Mr. Nishikant Sule Chairman & Independent Non-Executive Director
2 Mr. Vijay Bhalchandra Palkar Member & Managing Director & CEO
3 Mr. Rajannan Raghavendra Ravi Member & Independent Non-Executive Director
4 Mr. Dhawal Jitendra Vora Member & Independent Non-Executive Director
Sr. No. Name of the Committee Members Designation
5 Dr. Deepak Kanekar Member & Non-Executive Director
6 Mr. Madhav N. Nandgaonkar Member & Independent Non-Executive Director
7 Mr. Mahendra R. Thakoor Member & Independent Non-Executive Director

There were no matters during the financial year 2016 2017 where in the Board did notaccept recommendations given by the Audit Committee.

12. SUBSIDIARIES/ JOINT VENTURES & ASSOCIATE COMPANYS:

As on 31st March 2017 the Company had the following subsidiaries & AssociateCompanies.

1. Indo Amines (Malaysia) Sdn&Bhd Subsidiary
2. Key Organics Private Ltd Subsidiary
3. Indo Amines Americas LLC Subsidiary
4. Classic Oil Limited Subsidiary
5. Indo Amines (Europe) Ltd Associate

In accordance with Section 129(3) of the Companies Act 2013 the Company has prepareda consolidated financial statement of the Company and all its subsidiary & associatecompanies which is forming part of the Annual Report. However the accounts of AssociateCompany i.e. Indo Amines (Europe) Ltd. are not material; hence the accounts are notconsidered in the consolidation.

In accordance with third proviso of Section 136(1) of the Companies Act 2013 theAnnual Report of the Company containing therein its standalone and consolidated financialstatements has been placed on the website of the Company www.indoaminesltd.com. Furtheras per fourth proviso of the said section audited annual accounts of each of thesubsidiary companies have also been placed on the website of the Company.However one ofthe Subsidiary Company's i.e. Indo Amines Americas LLC accounts is not audited because asper US Law it is not mandatory to audit the accounts. Hence the accounts of the saidSubsidiary are unaudited for Consolidation. The Policy for determining material subsidiaryis uploaded on the website of the Company and can be access on the company's websitewww.indoaminesltd.com.

The details of the subsidiaries/associate Companies are given in ‘Annexure - I'

13. MANAGEMENT DISCUSSION AND ANALYSIS:

Pursuant to Regulation 34 of the Listing Regulations the Management Discussion andAnalysis forms part of the Directors' Report is annexed here with as ‘Annexure - III'.

14. CORPORATE GOVERNANCE:

As required by Chapter IV read with Schedule V Part C of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 are part on Corporate Governance form partof this Annual Report as ‘Annexure - VII'

15. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134 of the Companies Act 2013 (including any statutorymodification(s) or re-enactment(s) for the time being in force) the Board of Directors ofyour Company confirm that;

i) That in the preparation of the annual accounts for the financial year ended 31stMarch 2017 the applicable accounting standards had been followed along with properexplanation relating to material departures

ii) That the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the company as at 31st March 2017and of the Profit or Loss of the Company for the financial year 31st March 2017.

iii) That the Directors have taken proper and sufficient care for the maintenances ofadequate accounting records in accordance with the provision of the Companies Act 2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities.

iv) That the Directors have prepared the Annual accounts on a going concern basis.

v) That the directors had laid down proper internal financial controls to be followedby the company and that such internal financial controls are adequate and were operatingeffectively.

vi) That the directors had devised proper systems to ensure compliance with theprovisions of all applicable laws were in place and that such systems were adequate andoperating effectively. The Company has complied with the applicable provisions ofsecretarial standards.

16. POLICY ON DIRECTORS APPOINTMENT REMUNERATION & BOARDS PERFORMANCE:

The Board adopted a formal mechanism for evaluating its performance and as well as thatof its Committees and individual Directors including the Chairman of the Board. Theexercise was carried out through a structured evaluation process covering various aspectsof the Boards functioning such as composition of the Board & committees experience& competencies performance of specific duties & obligations governance issuesetc. Separate exercise was carried out to evaluate the performance of individual Directorsincluding the Chairman who were evaluated on parameters such as attendance contributionat the meetings and otherwise independent judgment safeguarding of minority shareholdersinterest etc.

The evaluation of the Independent Directors was carried out by the entire Board andthat of the Chairman and the Non-Independent Directors were carried out by the IndependentDirectors.

The Directors were satisfied with the evaluation results which reflected the overallengagement of the Board and its Committees with the Company.

17. AUDIT REPORTS AND AUDITORS :

There are no qualifications reservations or adverse remarks or disclaimers made byM/s. Kulkarni & Khanolkar Statutory Auditors in their report. The Statutory Auditorshave not reported any incident of fraud to the Audit Committee of the Company in the yearunder review.

STATUTORY AUDITORS:

Under Section 139 of the Companies Act 2013 and the rules made thereunder it ismandatory to rotate the Statutory Auditors on completion of the maximum term permittedunder the said section. M/s Kulkarni & Khanolkar Chartered Accountants Mumbai shallbe completing their tenure as the Company's Statutory Auditors and shall hold office tillthe conclusion of ensuing 24th AGM.

The existing statutory auditors M/s. Kulkarni &Khanolkar Chartered AccountantsMumbai (FRN: 105407W)will retire upon the conclusion of the forthcoming Annual GeneralMeeting of the Company in compliance with the provisions relating to mandatory rotationof Auditors under the Companies Act 2013 and rules made thereunder. Further the Board ofDirectors recommended the appointment of M/s. Sanjay M. Kangutkar& AssociatesChartered Accountants Mumbai (FRN: 117959W) as statutory auditors of the Company from theconclusion of this Annual General Meeting till the conclusion of Annual General Meeting tobe held for the financial year ended 31st March 2022 in the Financial Year 2022-2023subject to ratification by the members at every Annual General Meeting.

COST AUDITORS:

The Board on recommendation of Audit Committee has approved the appointment of M/s.Gangan& Co Cost Accountants (Firm Registration No.100651) as the Cost Auditor foraudit of cost accounting records of the Company for the financial year ending 31stMarch2017 on remuneration amounting to V 140000/- (Rupees One Lakh Forty ThousandOnly) excluding out of pocket expenses if any.

In accordance with the provisions of Section 148 of the Companies Act 2013 read withthe Companies (Audit and Auditors) Rules 2014 since the remuneration payable to the CostAuditors is required to be ratified by the shareholders; the Board recommends the same forapproval by shareholders at the ensuing AGM.

SECRETARIAL AUDITORS:

M/s. AVS & Associates Practising Company Secretaries was appointed to conduct theSecretarial Audit of the Company for the financial year 2016-2017 as required underSection 204 of the Companies Act 2013 and rules made thereunder. The Secretarial AuditReport for financial year 2016-2017 forms part of the Directors Report as ‘Annexure -II' to the Board's report.

The qualification/ Observation given by the Secretarial Auditor in their Report for thefinancial year 2016-2017 are as follows:

Sr. no Observation Directors Reply

1. The Company has consolidated the accounts of The accounts of Indo Amines (Europe)Ltd are not material the subsidiary Companies. However in case of and not carrying outany business operations. Hence

Indo Amines (Europe) Ltd. the accounts are not the accounts are not considered in theconsolidation of considered for consolidation as the management is accounts.

2. The Company has not filed Form MGT-14 with The Company has initiated the process offiling of Form Registrar of Companies Mumbai (ROC) for the MGT-14 with ROC and file itthe same once comply resolutions passed by its Board of Directors in their with theprocedure and provisions mentioned under the meetings held on 4th May 2016 and 4thOctober Companies Act 2013.

2016 for borrowing of funds from Banks and which were required to be filed with ROCunder section 179 & 117 of the Companies Act 2013 and rules made thereunder.

3. The Company has not filed Annual Performance The accounts of Indo Amines (Europe)Ltd is not material and Report (‘APR') of Indo Amines Europe Limited and not carryingout any business operations. The management the investment made in Indo Amines EuropeLimited shall take due in respect of Compliances relating to Annual was not disclosed inForeign Asset and Liabilities Performance Report in future. Further the details withStatement (FLA) filed with Reserve Bank of India respect to NRI holding was inadvertentlymissed in Foreign (RBI). Further details NRI holding not mentioned in Asset andLiabilities Statement and there were no malafide FLA submitted with RBI. intentions of theManagement. The Management shall take due care for disclosing NRI holding in futurereturns.

4. Delay is noticed in filing APR of Indo Amines The management shall take due care infiling Annual Americas LLC and Indo Amines Malaysia Sdn & Bhd Performance Reportwithin the timelines prescribed in for the financial year ended 31st March 2016. future

5. The Company has spent amounts towards CSR The CSR committee has framed the policyto analyse and activity which is as per Section 135 & Schedule VII suggest theprospective areas where the amount specified of the Companies Act 2013. Howeverutilization under CSR to be spent and the same has been implemented of given amounts forthe specific activities not and acted upon during the year. However the monitoringmonitored as per CSR Policy of the Company of the amount spent by the concerned authorityand to take

• it on records of the committee meetings has not been done

• due to accidental omission. The management shall adhere to the policy and rulesand regulations and the same shall be followed regularly in future.

18. EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return as on 31st March 2017 inForm MGT-9 in accordance with Section 92 (3) of the Companies Act 2013 read withCompanies (Management and Administration) Rules 2014 are set out in the "Annexure– V" to this report.

19. RELATED PARTY TRANSACTIONS:

During the Financial Year 2016-17 all Related Party Transactions entered into withRelated Parties were at arm's length and were in the ordinary course of the business.There were no materially significant related party transactions entered into by theCompany with any Related Parties which require shareholders' approval. Hence particularsof related party contracts or arrangements in ‘FormAOC–2' is notapplicable.

Prior omnibus approvals are granted by the Audit Committee for all related partytransactions which are of repetitive nature entered in the ordinary course of businessand are on arm's length basis in accordance with the provision of the Companies Act 2013read with the rules made there under and applicable regulation of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015) (‘Listing Regulation')

All transactions with the related parties were reviewed and approved by the AuditCommittee and are in accordance with the provisions of the Companies Act 2013 read withthe rules issued thereunder and the Listing Regulation. The particulars of contracts orarrangement with Related Parties forms part of the notes to the Financial Statements ofthe Company.

20. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY:

The Company has established a robust framework for internal financial controls. TheCompany has in place adequate controls procedures and policies ensuring orderly andefficient conduct of its business including adherence to the Company's policiessafeguarding of its assets prevention and detection of frauds and errors accuracy andcompleteness of accounting records and timely preparation of reliable financialinformation. During the year such controls were assessed and no reportable materialweaknesses in the design or operation were observed. Accordingly the Board is of theopinion that the Company's internal financial controls were adequate and effective duringFY 2016-17.

21. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THECOMPANIES ACT 2013

a. There are no Loans given by your Company in accordance with Section 186 of theCompanies Act 2013.

b. Your Company has made an Investment in accordance with Section 186 of the CompaniesAct 2013. The details of Investment made are given in of notes to the standalonefinancial statement forming part of this report.

c. There are no guarantees issued by your Company in accordance with section 186 of theCompanies Act 2013.

22. CONSERVATION OF ENERGY TECHNOLOGY & FOREIGN EXCHANGE:

Information on conservation of energy technology absorption foreign exchange earningsand out go is required to be given pursuant to provision of Section 134 of the CompaniesAct 2013 read with the Companies (Accounts) Rules 2014 is annexed hereto markedAnnexure IV and forms part of this report.

23. RISK MANAGEMENT POLICY:

The Company has in place a mechanism to identify assess monitor and mitigate variousrisks to key business objectives. Major risks identified by the businesses and functionsare systematically addressed and also discussed at the meetings of the Audit Committee andthe Board of Directors of the Company.

The Company's internal control systems are commensurate with the nature of its businessand the size and complexity of its operations. Significant audit observations and followup actions thereon are reported to the Audit Committee.

24. CORPORATE SOCIAL RESPONSIBILITY:

The Company has constituted a Corporate Social Responsibility (CSR) Committee inaccordance with Section 135 of the Companies Act 2013.

CSR Policy of the Company and the details about the development of CSR Policy andinitiatives taken by the Company on Corporate Social Responsibility during the year as perannexure attached to the Companies (Corporate Social Responsibility Policy) Rules 2014have been appended as Annexure VI to this Report.

25. WHISTLE BLOWER POLICY/VIGIL MECHANISM:

The Company has established and adopted Vigil Mechanism and the policy (Whistle BlowerPolicy) thereof for directors and employees of the Company in accordance with theprovisions of Companies Act 2013 as well as regulation 22 of SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015. During the year under review no personnelof the Company approached the Audit Committee on any issue falling under the said policy.The vigil mechanism policy is available on the website of the company at link:www.indoaminesltd.com

26. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

During the year under review there were no material and significant orders passed bythe regulators or courts or tribunals impacting the going concern status and the Company'soperations in future.

27. CREDIT RATING:

During the year CRISIL have accorded a credit rating "BBB+" to our Company.

28. PARTICULARS OF EMPLOYEES:

Pursuant to the provisions of section 197 of the Companies Act 2013 read with rule 5of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014information relating to median employee's remuneration will be made available at theregistered office of the Company during working hours for a period of twenty-one (21) daysbefore the date of the meeting i.e. from 8th December 2017 to 29th December 2017 i.e.the date of ensuing Annual General Meeting. Further any member interested in obtainingthese particulars will be provided with the same upon receipt of a written requestdelivered at the Registered Office of the Company.

29. DISCLOSURE UNDER SEXUAL HARASSMENT ACT:

As required by the Sexual Harassment of Women at Workplace (Prevention Prohibition& Redressal) Act 2013 the Company has formulated and implemented a policy onprevention of sexual harassment at workplace with a mechanism of lodging complaintsredressal for the benefits of its employees. There were no complaints filed against any ofthe employees of the Company under this Act.

30. GENERAL:

a. Your Company has not issued equity shares with differential rights as to dividendvoting or otherwise; and

b. Your Company does not have any ESOP scheme for its employees/Directors.

31. ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation of the support which theCompany has received from its promoters lenders business associates includingdistributors vendors and customers the press and the employees of the Company.

On behalf of the Board of Directors
For Indo Amines Limited
Sd/-
Place: Dombivli Dr. Deepak Kanekar
Date: 29th November 2017 Chairman & Director
DIN: 02570268