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Kuantum Papers Ltd.

BSE: 532937 Sector: Industrials
NSE: KUANTUM ISIN Code: INE529I01021
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OPEN 83.50
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VOLUME 4116
52-Week high 107.45
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P/E 20.37
Mkt Cap.(Rs cr) 717
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Sell Price 0.00
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OPEN 83.50
CLOSE 82.15
VOLUME 4116
52-Week high 107.45
52-Week low 63.20
P/E 20.37
Mkt Cap.(Rs cr) 717
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Kuantum Papers Ltd. (KUANTUM) - Director Report

Company director report

To the Members

Your Directors take pleasure in presenting the 25th Annual Report onthe business and operations together with audited statements of Accounts of your Companyfor the financial year ended 31 March 2022.

FINANCIAL HIGHLIGHTS

The summarized financial results of the Company for the financial year2021-22 are given hereunder.

(Rs. in lakhs)

2021-22 2020-21
Sales & other income 83424.85 41391.79
Operating Profit 12280.26 3932.16
Interest 6894.44 2774.65
Gross Profit 5385.82 1157.51
Depreciation 4615.40 3482.90
Profit (loss) before exceptional items and tax 770.42 (2325.39)
Exceptional items - 857.59
Profit (loss) after exceptional items 770.42 (3182.98)
Provision for
- Current Tax 170.88 -
- Deferred Tax (742.72) (1910.28)
Net Profit (loss) after tax 1342.26 (1272.70)
Other comprehensive Income (Expense) (20.16) 44.19
Total comprehensive Income /(Loss) for the year (Net of Income Tax) 1322.10 (1228.51)

DIVIDEND

The Board has not recommended dividend on the noncumulative RedeemablePreference Shares of Rs. 10/- each fully paid-up and the equity shares of Rs. 1/- eachfully paid-up in view of the stipulation as per Resolution Plan approved by the Lenders.

OPERATIONS

The year under review had continued to witness disruptions inoperations due to the unprecedented economic challenges faced by the Indian economy due toCovid-19 prevailing pandemic impacting the demand and material supply distribution chainand networks. During the year under review despite the challenges faced the Companyachieved a production of 151740 metric tonnes as against 82522 metric tonnes in theprevious year. The quantitative figure for the sale of paper was 151674 metric tonnesthis year leaving 135 metric tonnes as closing stock as against the sale of84183 metrictonnes in the previous year.

The figures given in the Financial statements for the current yearunder review are as under:

The company recorded a Net sales turnover (net of GST) and includingother income stood at Rs. 83424.85 lacs (Previous Year Rs. 41391.79 lacs); OperatingProfit at Rs. 12280.26 lacs (Previous Year Rs. 3932.16 lacs); Profit before Tax at Rs.770.42 lacs (Previous year Loss Rs. 2325.39 lacs); and the Net Profit after Tax and othercomprehensive income (expense) at Rs. 1322.10 lacs (Previous year Loss Rs. 1228.51lacs).

The detailed performance of Company's operations for the year ended 31March 2022 has been stated in the Management Discussion & Analysis which appears as aseparate statement in the Annual Report.

INDUSTRY STATUS

Paper Industry is a significant player in the World Economy. Paperusage has been declining in North America and Europe since 2006 while steeply rising inChina and other Asian Economies. The four key Paper and Board categories are: NewsprintPrinting and Writing Papers Paper Boards for packaging applications Tissue Papers &other Specialty Papers. Packaging grades account for over 55% of consumption printing andwriting grades over 32% tissue papers 8-10% and others about 3%. Tissue and packaginggrades are expected to witness higher growth rates in future.

The Indian paper industry accounts for about 3.5% of the world'sproduction of paper. The estimated turnover of the industry is INR 70000 crore and itscontribution to the exchequer is around INR 5000 crore. The industry provides directemployment to 500000 persons and indirectly to around 1.5 million.

Most of the paper mills are in existence for a long time and hencepresent technologies fall in a wide spectrum ranging from oldest to the most modern. Themills use a variety of raw material viz. wood bamboo recycled fibre bagasse wheatstraw and grasses. In terms of share in total production approximately 21% are based onwood 71% on recycled fibre and 8% on agro-residues. The geographical spread of theindustry as well as market is mainly responsible for the regional balance of productionand consumption.

The paper Industry holds immense potential for growth in India as theper capita paper consumption in India at around 15 kg which is way behind the globalaverage of 57 kg. India is the fastest-growing market for paper globally and it presentsan exciting scenario; paper consumption is poised for a big leap forward in sync witheconomic growth. The futuristic view is that growth in paper consumption would be inmultiples of GDP and hence an increase in consumption by one kg per capita would lead toan increase in demand of 1 million tonnes.

NATIONAL EDUCATION POLICY 2020

The Government announced the new National Education Policy (the NEP2020) to focus on providing education that is equitable accessible high-quality andaffordable. The policy was expected to be implemented from April 2022 academic years butits implementation was delayed due to spread of covid-19 pandemic and consequently theeducational establishments were running online classes. However now with the significantpopulation having been vaccinated including children and schools reopened tooffline/physical classes it is expected that the Government will implement the new NEPfrom April 2023 academic year. The policy acts as a roadmap to revolutionize schooling andhigher education in India that will support and foster a lifelong learning culture tomaximize the rich talents and resources the country has to offer. The NEP 2020 is a giantleap in a list of initiatives taken by the government in achieving Goal 4 (SDG4) of the2030. The policy recognises the ever- changing knowledge and employment landscape in ourglobal ecosystem and focuses on curricular and pedagogy reform aligning it withinternational standards and making India a vibrant knowledge economy and a nation ofthought leaders. The impending changes in the education policy and curriculum are bound tocreate a huge demand for writing and printing paper to meet the needs of new Indianeducation system.

BAN ON SINGLE USE PLASTIC

The ban on the use of plastics in a wide variety of applications thathas been put in place by the Govt of India with effect from July 012022 will give a bigboost to paper production in our country. This is likely to lead to a variety of paperqualities finding its way into the market filling up the huge gap left behind by theplastic ban.

FINANCE

(a) TERM LOANS AND CAPEX PROJECTS

The members were informed in the last report that the capex projects ata capital outlay of Rs. 444.04 crores towards backward integration and modernization ofits pulping facilities chemical recovery plant and captive power generation plant toenhance its operating efficiencies and production capacity were commissioned and put touse in March 2021 which were proposed to be completed and commissioned in June 2020 butthe commissioning was delayed due to Covid-19 prevailing pandemic. The backwardintegration has enabled the company in sustaining competitiveness in capacity and qualityenhancement cost reduction and improving margins and profitability of the Company. Withthe economy and business environment showing a positive growth trend the benefits will beever more visible in the coming years.

(b) WORKING CAPITAL

Banks have sanctioned/renewed the working capital limits amounting toRs. 13625 lacs (fund based Rs. 5500 lacs non-fund based Rs. 7655 lacs and LER/CELlimits of Rs. 470 lacs) during the year under review.

(c) FIXED DEPOSITS

As on 31 March 2022 your Company had Fixed Deposits of Rs. 3510.82lacs. There were no overdue deposits as on 31 March 2022.

The above deposits have been accepted for a period of 1 year to 3 yearsas per the Fixed deposit Scheme duly approved by the Board in its meeting held on 30 June2021 pursuant to the compliance of the provisions of Companies Act 2013 read with theCompanies (Acceptance of Deposit) Rules 2014.

Details of Deposits:

(a) Accepted (including renewals) during the year- Rs. 2333.23 lacs

(b) Remained unpaid or unclaimed as at the end of the year- Nil

There has been no default in repayment of deposits or payment ofinterest thereon during the year.

RESOLUTION PLAN UNDER RBI CIRCULAR DATED 6 AUGUST 2020 -"RESOLUTION FRAMEWORK FOR COVID-19 RELATED STRESS"

The members were informed in the last report that the Resolution Planwas approved and implemented by all the Lenders on 19 June 2021. The Resolution Plan interalia provided for converting the interest on term loans for one year from 1st September2020 into Funded Interest Term Loan (FITL) with extension of two years moratorium in thepayment of principal of term loans. The company has been servicing the interest as andwhen due and the repayment of principal instalment will commence during the current year2022-23.

EXTERNAL CREDIT RATING

During the year under review CARE Ratings Limited (CARE) has reviewedthe external credit rating for the Long term Short term Bank facilities and FixedDeposits of the company and has reaffirmed the rating with stable outlook (changed fromnegative outlook) and removing the monitoring from credit watch. The updated facility wiserating is as under:

Facilities Amount (Rs./Cr) Rating
Long term Bank Facilities 654.61 CARE BBB (Triple B) (Outlook: Stable)
Short term Bank Facilities 81 .25 CARE A3+ (A Three Plus) (Outlook: Stable)
Fixed Deposits 45.00 CARE BBB; Stable [Triple B; Outlook: Stable]

CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of business.

MATERIAL CHANGE

The operations for FY 2021-22 too have been impacted due to theCovid-19 pandemic outbreak which has impacted the cash flow generation of the company.

HOLDING/ SUBSIDIARIES/ JOINT VENTURES/ ASSOCIATES COMPANIES

Your Company does not have any subsidiary/joint ventures or associatecompany within the meaning of the Companies Act 2013. Kapedome Enterprises Limited is theholding company having 66.51% equity capital of the company.

CORPORATE SOCIAL RESPONSIBILITY

Pursuant to Section 135 of the Companies Act 2013 and the relevantrules the Board of Directors of your Company has constituted CSR Committee. The CSRPolicy has been framed by the Company which is placed on its website.

In pursuance of the Companies Act 2013 and in alignment with itsvision the Company through its CSR initiatives will continue to enhance value creation inthe society and in the community in which it operates through its services conduct andinitiatives so as to promote sustained growth for the society and community.

During the year under review the company has spent an amount of Rs.102.16 lacs as against the budget of Rs. 101.99 lacs. Disclosures as per Rule 9 of theCompanies (Corporate Social Responsibility Policy) Rules 2014 are given in the AnnualReport on CSR activities at 'Annexure- A'.

The CSR policy along with annual plan and its constitution is placed onthe company's website.

VIGIL MECHANISM

Section 177(9) of the Companies Act 2013 and Regulation 22 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 Inter alia providesfor a mandatory requirement for all listed companies to establish a mechanism called the'Whistle Blower Policy' for Directors and employees to report concerns of unethicalbehavior actual or suspected fraud or violation or the Company's code of conduct orethics policy. In line with this requirement the Company has framed a "WhistleBlower Policy" which is placed on the Company's website. No complaint has beenreceived during the year under review.

RISK MANAGEMENT COMMITTEE

In line with the new regulatory requirements the company has framed a'Risk Management Policy' to identify and assess the key risk areas monitor and reportcompliance and effectiveness of the policy and procedure. A Risk Management Committee hasalso been constituted to oversee this process.

The Company manages monitors and reports on the principal risks anduncertainties that can impact its ability to achieve its strategic objectives. TheCompany's risk management systems and programs comprises of various processes structuresand guidelines which assist the Company to identify assess monitor and manages itsrisks including any material changes to its risk profile. To achieve this the

Company has clearly defined the responsibility and authority of theCompany's Management and the Risk Management Committee to oversee and manage thesePrograms. Details of the various risks which can affect the Company's business and themanagement's perception are more elaborately given in the 'Management Discussion &Analysis' attached to this Report.

INTERNAL FINANCIAL CONTROL SYSTEM

Effective and strong internal control systems are developed in theCompany for all the major processes to ensure reliability of financial reportingsafeguarding of assets and economical and efficient use of resources as also thecompliance of laws regulations policies and procedures.

The Company's internal control systems are reviewed by an independentfirm of Chartered Accountants. The firm independently evaluates the adequacy of internalcontrols through periodic reviews that cover all the functions and processes throughreviewing major transactions. They report directly to the Audit Committee which ensurescomplete independence.

RELATED PARTY TRANSACTIONS

All related party transactions are entered at arm's length basis andare as per the applicable provisions of the Companies Act Indian Accounting Standards andthe Listing Regulations. The company has entered into transactions towards materialprocurement with its holding company amounting to Rs. 77.62 lacs (inclusive of GST) andwith another company amounting to Rs. 166.73 lacs (inclusive of GST) [Refer Note 40 C tothe Financial Statements] which are at arm's length. No materially significant relatedparty transactions have been entered by the Company with Promoters Directors or KeyManagerial Personnel which had potential conflict with the interest of the Company atlarge. A statement of all related party transactions is presented before the AuditCommittee on a quarterly basis duly certified by the CEO and CFO. The Related PartyTransactions Policy as approved by the Board is placed on the Company's website.

The details of the related party disclosures and transactions asprescribed in Form AOC-2 are given in the Note No. 40 of the notes on FinancialStatements. All the related party transactions are done at arm's length and pertain to theFY 2021-22.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS

There are no significant and material orders passed by the RegulatorsCourts or Tribunals which would impact the going concern status of the Company and itsoperations in future.

CHANGE IN THE DIRECTORSHIPS

There is no change in Directorships. Further in accordance with theprovisions of the Companies Act 2013 and Articles of Association of the Company ShriJagesh Kumar Khaitan shall retire by rotation at the forthcoming Annual General Meetingand is eligible for re-appointment.

DECLARATION BY INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Boardthat they fulfill all the requirements as stipulated in Section 149(6) of the CompaniesAct 2013 and the applicable provisions of SEBI (Listing Obligation and DisclosureRequirements) Regulations 2015 so as to qualify themselves to act as Independent Directorunder the provisions of the Companies Act 2013 and SEBI (Listing Obligation andDisclosure Requirements) Regulations 2015 and the relevant rules.

INDUCTIONS & TRAINING OF BOARD MEMBERS

In terms of Regulation 25(7) of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 the Company familiarized the IndependentDirectors in the following areas:

(a) Nature of the industry in which the entity operates;

(b) Business model of the entity;

(c) Roles rights responsibilities of independent directors.

Presentations are made to the Board/Committees of the Board on regularintervals which inter alia cover business strategies & reviews operations Industrydevelopments management structure quarterly and year to date financial resultsbudgets/business plans review of Internal Audit and risk management framework.

Further as per Regulation 46(2) (i) of SEBI (Listing Obligations &Disclosure Requirements) 2015 the required details are as follows:

Details of familiarization programmes imparted to independent directors FY 2021-22 Cumulative till date
Number of programmes attended by independent directors 6 35
Number of hours spent by independent directors in such programmes 8 52

PERFORMANCE EVALUATION OF THE DIRECTORS AND MEETING OF INDEPENDENTDIRECTORS

Nomination Remuneration and Evaluation policy has been framed by theNomination and Remuneration Committee. This Committee has laid down the criteria forperformance evaluation of the individual Directors as well as the Board. The framework ofperformance evaluation of the Directors captures the following points:

(a) Performance of the directors and key attributes of the Directorsthat justify his/her extension/continuation on the Board of the Company.

(b) Participation of the Directors in the Board proceedings and theireffectiveness.

(c) Fulfillment of the independence criteria and their independencefrom the management as specified in SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 (including any statutory modification(s) or enactment thereof for thetime being in force) in case of Independent Directors.

The Board adopted a formal mechanism for evaluating its performance aswell as of its Committees and individual Directors including the Chairman of the Board.The exercise was carried out through a structured evaluation process covering variousaspects of the Board's functioning such as composition of the Board and Committeesexperience and competencies performance of specific duties and obligation governanceissues participation and effectiveness.

During the year under review a meeting of Independent Directors washeld on 30 March 2022. The performance of the Non-Independent Directors and the Board as awhole vis-a-vis the performance of the Chairman of the Company was reviewed by theIndependent Directors.

DISCLOSURES ON BOARD EVALUATION:

i. Observations of Board Evaluation carried out for the year:

In conformity with the evaluation policy and laid down parameters theoverall contribution of each Director was assessed as satisfactory and appreciable. Thesuggestions participation involvement and constant efforts of each director in the lightof the business operations and overall growth and development of the Company was reallysignificant.

ii. Previous year's observations and actions taken:

There were no observations of the Board with regard to the previousyear. However it has been the endeavor of the Board of Directors of the Company to attainthe highest level of transparency accountability and integrity as well as utmostapplicable legal and ethical standards in the functioning of the Company with a view tocreate value that can be sustained continuously for the benefit of its stakeholders.

iii. Proposed actions envisaged:

The Company proposes to hold more trainings presentations andinteractions enabling the Directors to uphold highest standards of integrity & probityand strict adherence of the Companies Act SEBI (Listing Obligations and DisclosureRequirements) Regulations and other rules and regulations besides Company's Code ofConduct as also to strive for constructive effective and value-added deliberations at themeetings as also to consistently strive to implement best corporate governance practicesreflecting its strong value system and ethical business conduct.

NOMINATION REMUNERATION AND EVALUATION POLICY

The Board has on the recommendation of the Nomination and RemunerationCommittee approved a policy for selection appointment remuneration and evaluation ofDirectors Key Managerial Personnel and Senior Management. Details of the Nomination andRemuneration Committee are given in the Corporate Governance Report. The NominationRemuneration and Evaluation Policy as approved by the Board is placed on the Company'swebsite

PREVENTION OF SEXUAL HARASSMENT POLICY

The Company has in place a 'Prevention of Sexual Harassment Policy'pursuant to the Sexual Harassment of Women at workplace (Prevention Prohibition andRedressal) Act 2013. Internal Complaints Committee has been set up to redress complaintsreceived regarding sexual harassment. All employees (Permanent contractual temporarytrainees) are covered under this policy. No complaint has been received during the yearunder review.

NUMBER OF MEETINGS OF THE BOARD

During the year 5 (Five) Board meetings were convened and held.Details of number of meetings of Board of Directors and committees thereof and theattendance of the Directors in such meetings are provided under the Corporate GovernanceReport. The intervening gap between the meetings was within the period/extended periodprescribed under the Companies Act 2013.

COMPOSITION OF AUDIT COMMITTEE

The Audit Committee constituted by the Board comprised of threeIndependent Directors and one Executive Director till 31 March 2022.

During the year 4 (four) Audit Committee meetings were convened andheld. The details of the Audit Committee meetings attendance of the members and terms ofreference are provided in the Corporate Governance Report. The intervening gap between themeetings was within the period/extended period prescribed under the Companies Act 2013.

STATUTORY AUDITORS & AUDITOR'S REPORT

M/s O P Bagla & Co. LLP Chartered Accountants (Firm RegistrationNo. 000018N/N500091) Statutory auditors of the company were appointed for a period offive years by the shareholders of the Company to hold office from the conclusion of the23rd Annual General till the conclusion of 28th Annual General Meeting.

As required under Section 139 of the Companies Act 2013 the Companyhas received a written consent from the Auditors to their continued appointment and also acertificate from them to the effect that their existing appointment is in accordance withthe conditions prescribed under the Companies Act 2013 and rules made thereunder.

The Auditors report for the financial year 2021-22 does not contain anyqualification reservation or adverse remark. The Notes on Accounts referred to in theAnnexure to the Statutory Auditor's Report are self-explanatory and do not call for anycomments.

COST AUDITORS

M/s R.J. Goel & Co. Delhi were appointed as Cost Auditors forconducting the cost audit of the Company for the year ended 31 March 2022. The Company'sCost Audit Report for the year ended 31 March 2021 was filed on 25.08.2021 (Due date30.09.2021). The said firm has been appointed as cost auditors of the Company for thefinancial year 2022-23 as well.

SECRETARIAL AUDITORS

M/s S.K. Sikka & Associates Company Secretaries were appointed asSecretarial Auditors to conduct Secretarial Audit of the Company and have submitted theSecretarial Audit Report for the year ending 31 March 2022 which is annexed to thisBoard's Report as Annexure-2.

As per amended SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 in addition to the above-mentioned Secretarial Audit Report listedcompany is also required to obtain an Annual Secretarial Compliance Report from apracticing Company Secretary w.r.t. the compliances of all applicable SEBI Regulationsamendments circulars or guidelines etc. by the Company. Accordingly the same has beenobtained and filed with the concerned Stock Exchanges.

Further pursuant to SEBI (Listing Obligations and DisclosuresRequirements) Regulations 2015 read with Securities and Exchange Board of India (ListingObligations and Disclosures Requirements) (Amendment) Regulations 2018 the Company isrequired to obtain a certificate from Practicing Company Secretary that none of thedirectors on the board of the company have been debarred or disqualified from beingappointed or continuing as directors of companies by the Board/Ministry of CorporateAffairs or any such statutory authority. The said Certificate has been obtained from theM/s S.K. Sikka & Associates Company Secretaries which is annexed to this Board'sReport as Annexure-3.

Pursuant to Section 204 of the Companies Act 2013 M/s S.K. Sikka &Associates Company Secretaries have been appointed as Secretarial Auditors to conductSecretarial Audit of the Company for the financial year ending 31 March 2023.

SHARE CAPITAL

During the year under review the Company has not issued any equityshares with differential rights sweat equity shares or employee stock option.

Provision of money by Company for purchase of its own shares byemployees or by trustees for the benefit of employees is not applicable to the Company.

There is no change in the Equity and Preference share capital duringthe year under review.

Details pertaining to the shares in 'Unclaimed suspense account' inCompliance with the terms of SEBI (LODR) Regulations 2015 are given in the Report onCorporate Governance annexed with this report. POSTAL BALLOT

The Company has not conducted any Postal Ballot during the year underreview.

CORPORATE GOVERNANCE

A Report on Corporate Governance along with a Certificate from thePracticing Company Secretary regarding compliance of the conditions of CorporateGovernance pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 is annexed and forms part of the Annual Report.

EXTRACT OF THE ANNUAL RETURN

The extract of annual return in form no. MGT-7 would be available atthe website of the Company at http://www.kuantumpapers.com

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS & OUTGO

The information relating to conservation of energy technologyabsorption and foreign exchange earnings & outgo as required under Section 134(3)(m)of the Companies Act 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 isgiven in Annexure-1 which forms part of this Report. No foreign technology has beenavailed by the Company.

PERSONNEL

Relationship with the employees remained cordial throughout the year inthe Company. The Directors express their appreciation for the contribution made by theemployees at all levels to the operations and in establishing operational efficiencies ofthe Company during the year under review.

PARTICULARS OF EMPLOYEES

The information required under section 197(12) of the Companies Act2013 read with Rule 5 of the Companies (Appointment & Remuneration of ManagerialPersonnel) Rules 2014 is given in the statement annexed herewith as Annexure-4.

The information required pursuant to the provisions of Rule 5(2) &(3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules 2014requiring particulars of the employees in receipt of remuneration in excess of Rs. 102lacs per annum if employed throughout the year and Rs. 8.50 lacs per month if employed forpart of the year is given in the statement annexed herewith as Annexure-4.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186 OFTHE COMPANIES ACT 2013

The Company has extended corporate guarantee amounting to Rs. 1679lacs under Section 185 of the Companies Act 2013 for a loan taken by the holding companyM/s Kapedome Enterprises Limited the disclosure of which is given at Note No. 40 Dforming part of the financial statements.

DIRECTORS' RESPONSIBILITY STATEMENT

As required under section 134(3) (c) read with Section 134(5) of theCompanies Act 2013 and SEBI (LODR) Regulations 2015 your Directors state that:

(i) in the preparation of the annual accounts for the year ended 31March 2022 the applicable accounting standards read with requirements set out underSchedule III to the Act have been followed and there are no material departures;

(ii) such accounting policies have been selected and appliedconsistently and judgments and estimates have been made that are reasonable and prudent soas to give a true and fair view of the state of affairs of the company as at 31 March 2022and of the profit of the company for the year ended on that date;

(iii) proper and sufficient care has been taken for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;

(iv) the annual accounts have been prepared on a going concern basis;

(v) the Directors have laid down internal financial controls to befollowed by the Company and that such internal financial controls are adequate and areoperating effectively; and

(vi) the Directors have devised proper systems to ensure compliancewith the provisions of all applicable laws and that such systems are adequate andoperating effectively.

BUSINESS RESPONSIBILITY REPORT

The Securities and Exchange Board of India as per the SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 has mandated the inclusion of a"Business Responsibility Report" as a part of Company's Annual Report for top1000 listed entities based on market capitalization (as on March 31 of every financialyear) by the stock exchanges. As on 31 March 2022 the company is not amongst the top 1000listed entities based on market capitalization however the 'Business ResponsibilityReport' for the year 2021-22 is attached and forms part of the Annual Report.

THE INSOLVENCY AND BANKRUPTCY CODE 2016

There was neither any application made nor any proceeding pending underthe Insolvency and Bankruptcy Code 2016 during the period under review.

ACKNOWLEDGMENT

Your Directors convey sincere thanks to the various agencies of theCentral and State Governments Banks and other concerned agencies for all the assistanceand cooperation extended to the Company for their continued support. The Directors alsodeeply appreciate and acknowledge the trust and confidence the vendors suppliersdealers customers shareholders and investors reposed in the Company. Your Directors alsoplace on record their appreciation for the dedicated services rendered by the workersstaff and officers of the Company.

For and on behalf of the Board
Place : Chandigarh Jagesh Kumar Khaitan
Dated : 21 May 2022 Chairman

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