TO THE MEMBERS
Dear Member(s) Your Directors have great pleasure in presenting theThirty Sixth (36th) Annual Report on the business and operations of your company togetherwith Audited Financial Statement including Consolidated Financial Statement for thefinancial year ended 31st March 2021 and the Auditors' report thereon.
FINANCIAL SUMMARY AND HIGHLIGHTS
(Amount in lakhs)
|Particulars ||Standalone ||Consolidated |
| ||2020 - 21 ||2019 - 20 ||2020 - 21 ||2019 - 20 |
|Total Revenue ||5226.75 ||6161.24 ||5293.48 ||6133.95 |
|Expenditure ||6759.41 ||6814.43 ||6815.54 ||6800.22 |
|EBITDA ||1352.91 ||2196.19 ||1391.58 ||2215.96 |
|Interest ||2768.59 ||2720.57 ||2768.59 ||2720.57 |
|Depreciation ||116.97 ||128.82 ||145.05 ||161.65 |
|EBT or Profit/(Loss) before Tax ||-1532.66 ||-653.19 ||1522.06 ||-666.26 |
|Tax (Earlier Years) ||-17.25 ||8.60 ||-16.28 ||8.60 |
|Current tax ||- ||- ||- ||- |
|Deferred tax ||-357.45 ||-103.17 ||-348.60 ||-98.52 |
|EAT or Profit /(Loss) after tax ||-1157.95 ||-558.63 ||-1157.18 ||-576.35 |
|ADD: Other Comprehensive Income ||17.99 ||-4.37 ||17.99 ||-4.37 |
|LESS: Non - Controlling Interest ||- ||- ||- ||-0.02 |
|Total Comprehensive Income ||-1139.96 ||-562.99 ||-1139.20 ||-580.72 |
|ADD: Balance Brought from PY ||11541.39 ||12202.19 ||12128.70 ||12807.22 |
|Available for appropriation ||10401.43 ||11639.20 ||10989.50 ||12226.48 |
|LESS: Dividend ||0 ||81.00 ||0 ||81.00 |
|LESS: Tax on Dividend ||0 ||16.81 ||0 ||16.81 |
|Balance Carried to Balance sheet ||10401.43 ||11541.39 ||10989.50 ||12128.70 |
FINANCIAL OVERVIEW STANDALONE & CONSOLIDATED
During the financial year 2020-21 the company on a standalone basisregistered a total revenue of Rs. 5226.75 lakhs as compared to Rs. 6161.24 lakhs in theprevious year resulting in a drop of 15.17%. On the consolidated level in the currentfinancial year the company made revenue of Rs. 5293.48 lakhs as against Rs. 6133.95lakhs in FY 2019-20 resulting in a drop of 13.70%. The slowdown in the propertydevelopment business continued in 2020-21 and it impacted our company as well.
BUSINESS OUTLOOK FOR LANCOR HOLDINGS LIMITED ITS SUBSIDIARY ANDASSOCIATE BUSINESS OVERVIEW
There was no change in the nature of the business of the Company sincethe last Annual General Meeting. The Company continues to be engaged in the development ofresidential and commercial properties. The Company is now seriously engaged in identifyingmore lands for joint development primarily through joint development route.
MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIALPOSITION BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF REPORT:
The second corona virus pandemic wave hit the country and the state ofTamilnadu quite hard resulting in near total closure of operations for the months ofApril May & June. Some construction activities were continued to be carried outalbeit slowly keeping in mind the welfare of the staff engineers and constructionlabours.
Post the lifting of the lock down sales did not pick up in the month ofJune and July like it happened on the lifting of the lock down last year. Financial stresson the company increased considerably while there was no moratorium of any kind given foreither payment of interest or repayment of principal by the Government.
The interest cost incurred along with salary and other expenses havebeen debited to the P&L account without matching income which has led to anunfortunate stress on the cash flow.
However in the month of August 2021 the Company had received the RERAapproval for its marquee project "Infinys" at Keelkatalai in Chennai and as ondate of writing this report nearly thirty apartments have been sold and advance paymentscollected which has brought cheer to one and all. Similarly the 'C' block of "TCPAltura" in Sholinganallur is nearly complete and the completion certificate will bereceived any time from the authorities and this would leave only one more block 'D' to beconstructed and hand over by next year end.
DIVIDEND AND RESERVES
In view of the losses incurred by the Company the Board of Directorsof the Company has not recommended any dividend for the financial year under review.
As the Company has incurred losses during the year no amount has beentransferred to Reserves.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
There is no change in the ground situation in the matter of CSR sinceno operations could be carried on due to Covid-19.
As per the provisions applicable to CSR under Companies Act 2013 anamount of Rs.3.72 lakhs has to be spent before 31.03.2021. Due to Covid 19 there was delayin construction and hence couldn't spent the amount within the stipulated time hencecompany has taken steps to transfer the unspent amount to Unspent CSR account. Slowly thecompany will start spending from the unspent CSR account in the furtherance of the primaryobjective of CSR fund which is the training centre.
As on 31st March 2021 the authorized share capital of thecompany was Rs.180600000/- (Rupees Eighteen Crores and Six Lakhs only) and the paid upcapital stands at Rs.81000000/- (Rupees Eight Crores and Ten Lakhs only) consisting of40500000 equity shares of Rs.2/- (Rupees Two) each.
There was no change in share capital of the company during thefinancial year under review.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNAL
During the year there were no significant or material orders passed bythe Regulators or Courts or Tribunals impacting the going concern status and Company'soperations in future. However in the ongoing dispute in the matter of "MenonEternity" the Company had approached the Hon'ble Supreme Court of India through aSpecial Leave Petition (SLP) against the order of the Division Bench of the Hon'ble HighCourt of Madras. The court ordered the parties to settle the dispute out of court. The outof court exercise had been failed which was also reported to the Supreme Court.Thereafter it has not been listed for arguments.
BOARD OF DIRECTORS AND ITS COMMITTEES
A. Composition of the Board of Directors
The Board of Directors of the Company comprises of Executive Chairmanwho is a promoter of the Company along with six other Non-Executive Directors includingfour Independent Directors. The Company has two Women Directors who are also NonExecutive. The composition of the Board of Directors is in compliance with regulation17(1)(b) of SEBI (Listing Obligations and Disclosure Obligations) Regulations 2015 andSection 149 of the Companies Act 2013.
The Board of Directors duly met Seven (07) times during the year thedetails of which are given in the Corporate Governance Report that forms part of thisAnnual Report. In respect of all such meetings proper notices were given and theproceedings were properly recorded and signed in the minutes book maintained for thepurpose. The intervening gap between any two meetings was within the period prescribedunder the Companies Act 2013.
In accordance with the provisions of the Companies Act 2013 aseparate meeting of the Independent Directors of the Company was held on 12th September2020.
C. Re-appointment of Director Retiring by Rotation
In terms of Section 152 of the Companies Act 2013 Mr. S.Sridharan(DIN: 01773791) is liable to retire by rotation at the ensuing Annual General Meeting andbeing eligible offers himself for re-appointment. The Board of Directors based on therecommendation of Nomination and Remuneration Committee has recommended there-appointment of Mr. S.Sridharan (DIN: 01773791) retiring by rotation.
Brief resume of the Director proposed to be re-appointed has beenprovided in the Notice convening the Annual General Meeting. Specific information aboutthe nature of his expertise in specific functional areas and the names of the companies inwhich he holds Directorship and membership / chairmanship of the Board Committees as perregulation 26 (4) of SEBI (Listing Obligations and Disclosure Obligations) Regulations2015 have also been included.
D. Committees of the Board
Your company has duly constituted the committees as required under theCompanies Act 2013 read with applicable Rules made there under and the SEBI (ListingObligations and Disclosure Obligations) Regulations 2015;
At present following are the committees of the Board;
> Audit Committee
> Nomination and Remuneration Committee
> Stakeholders Relationship Committee
> Corporate Social Responsibility Committee
> Banking Finance & Operations Committee
The details of composition of each committee terms of the referenceand number of meetings held during the year under review are given in the CorporateGovernance Report annexed to this report.
E. Performance Evaluation
Section 134 of the Companies Act 2013 states that formal evaluationneeds to be made by the Board of its own performance and that of its committees and theindividual Directors. Schedule IV of the Companies Act 2013 and regulation 17(10) of SEBI(Listing Obligations and Disclosure Obligations) Regulations 2015 states that theperformance evaluation of Independent Directors shall be done by the entire Board ofDirectors excluding the Directors being evaluated.
Pursuant to the provisions of section 134 (3)(p) of the Companies Act2013 and SEBI (LODR) Regulations 2015 the Board has carried out an evaluation of its ownperformance the Directors individually as well as the evaluation of the working of itsCommittees. The manner in which the evaluation has been carried out has been explained inthe Corporate Governance Report.
F. Directors' Responsibility Statement
Pursuant to the requirements of Section 134(5) of the Companies Act2013 we on behalf of the Board of Directors hereby confirm that:
a) in the preparation of the annual accounts the applicable accountingstandards had been followed along with proper explanation relating to material departures;
b) the Directors had 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 at the end of thefinancial year i.e. at 31st March 2021 and of the loss of the Company for thatperiod;
c) the Directors had taken proper and sufficient care for themaintenance of adequate accounting records in accordance with the provisions of this Actfor safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;
d) the Directors had prepared the annual accounts on a going concernbasis; and
e) the Directors had laid down internal financial controls to befollowed by the Company and such internal financial controls are adequate and wereoperating effectively.
f) the Directors had devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems were adequate and operating.
G. Changes in Directors and Key Managerial Personnel
During the year under review there were few changes in Directors andKey Managerial Personnel. With effect from 02nd March 2021 Mrs.Mallika RaviManaging Director of the Company had step down from her position citing personal reason.The Board places on record its gratitude for the services rendered by Mr. Mrs.Mallika Raviduring her long association with the Company. At the EGM held on 31st March2021 Mr. R.V. Shekar who had attained more than 70 years of age was appointed as Chairmanand Managing Director of the company. In the 35th Annual General Meeting held on 10thDecember 2020 Mrs.N.Nagalakshmi was appointed as Non-Executive & IndependentDirector.
Ms. Swathi Shekar was appointed as Compliance Officer and CompanySecretary of the Company with effect from 1st July 2020 consequent to theresignation of Mr. B.Vignesh Ram as Compliance Officer and Company Secretary with effectfrom 15th June 2020. Subsequently Ms. Swathi Shekar Compliance Officer andCompany Secretary resigned from the company with effect from 14th July 2020 andMr. B. Sanjeev Anand was appointed as Compliance Officer and Company Secretary of thecompany with effect from 16th September 2020. Also Mr.K. Prakash was once againappointed as Chief Financial Officer (CFO) of the company with effect from 12thSeptember 2020 consequent to the resignation of Mr.K.Suryanarayanan as Chief FinancialOfficer (CFO) of the company with effect from 26th May 2020.
H. Declaration by Independent Directors
The Company had received necessary declaration from each independentdirector under Section 149 (7) of the Companies Act 2013 that they meet the criteria ofindependence laid down in Section 149(6) of the Companies Act 2013 and regulation 25 ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.
I. Statement regarding opinion of the Board with regard to integrityexpertise and experience (including the proficiency) of the Independent Directorsappointed during the year
The Board of Directors have evaluated the Independent Directors duringthe year 2020-21 and opined that the integrity expertise and experience (includingproficiency) of the Independent Directors is satisfactory.
J. Details in respect of Frauds
The Auditor Report does not have any statement on suspected fraud inthe company operations to explain as per Sec. 134(2)(ca) of the Companies Act 2013.
Audit Related Matters
A. Audit Committee
Pursuant to regulation 18 of SEBI (LODR) Regulations 2015 and theprovision of Section 177(8) read with Rule 6 of the companies (Meeting of Board and itsPowers) Rules 2014 the Company has duly constituted a qualified and independent AuditCommittee. The Audit Committee consists of three "Non-Executive - IndependentDirectors" as members having adequate financial and accounting knowledge. Thecomposition procedures powers and role/functions of the audit committee and its terms ofreference are set out in the Corporate Governance Report forming part of the Board'sReport.
During the period under review the suggestions put forth by the AuditCommittee were duly considered and accepted by the Board of Directors. There were noinstances of non-acceptance of such recommendations.
B. Statutory Auditors
The Company in its 33rd Annual General Meeting held on 19th September2018 had appointed M/s. Nayan Parikh & Co. (ICAI Firm Registration No.107023W) as theStatutory Auditors of the Company for a term of 5 years. Pursuant to the amendments madeto Section 139 of the Companies Act 2013 by the Companies (Amendment) Act 2017 effectivefrom 07th May 2018 the requirement of seeking ratification of the members forthe appointment of Statutory Auditors has been withdrawn from the Statute. Hence theresolution seeking ratification of the members for continuance of their appointment atthis AGM is not being sought. However the company has obtained consent from the StatutoryAuditors under the provisions of the Companies Act 2013.
C Secretarial Auditors
Pursuant to Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 your Company hadappointed M/s. Mohan Kumar & Associates Practicing Company Secretaries to undertakethe Secretarial Audit of the Company. The Secretarial Audit Report in Form No.MR.3 forFinancial Year 2020-21 is annexed herewith as Annexure 1 to this report.
There was few observations in the Secretarial Audit Report.
1. Ms. Swathi Shekar was appointed as Company Secretary of the Companyon June 30 2020 and resigned from the office on July 14 2020. The intimation to theRegistrar of Companies has not been filed for both appointment and resignation.
Management view: Ms Swathi Shekar did not furnish consent letter andthe appointment as Company Secretary became infructuous ipso facto.
2. The Statement of shares transferred to the Investor Education andProtection Fund vide the Form IEPF-4 is not yet completed.
Management view: Share are to be transferred to Investor Education andProtection Fund and we in the process and hopefully will be completed in few months.
3. Delay on payment of Principal and Interest amount on loans fromBanks/Financial Institutions for one month and consequently the credit rating of theCompany was downgraded by CARE Rating "D .
Management view: Financial stress of the company resulted in delay onpayment of Principal and Interest amount on loans from Banks/Financial Institutions
4. As per the Regulation 3 (5) of SEBI (Prohibition of Insider Trading)Regulations 2015 the board of directors or head(s) of the organisation is required tohandle unpublished price sensitive information shall ensure that a structured digitaldatabase is maintained containing the nature of unpublished price sensitive informationand the names of such persons who have shared the information and that the same is notmaintained by the Company
Management view: We are under the process of understanding this newregulation/ procedure and will try to comply with it soon.
D. Cost Auditor & Cost Records
As per Sec. 148 (6) of Companies Act 2013 and rule 6(6) of theCompanies (Cost records and audit) Rules 2014 the applicability of Cost audit is based onoverall annual turnover of the company from all its products and services during theimmediate preceding financial year of rupees one hundred crore or more and the aggregateturnover of the individual product or products or service or services for which costrecords are required to be maintained under rule 3 is Rupees thirty five crore or more.
Since your company's annual turnover does not exceed the thresholdlimit as mentioned above; appointment of cost auditor is not applicable for the FY2021-22.
Pursuant to Rule 8 of the Companies (Accounts) Rules 2014 read withSection 134 your Company has duly maintained the cost audit records as per sub-section 1of section 148 of Companies Act 2013.
E. Internal Financial Controls
There were adequate internal financial controls in place with referenceto the financial statements. During the year under review these controls were evaluatedand no significant weakness was identified either in the design or operation of thecontrols.
F. Internal Audit
Pursuant to provisions of Section 138 and all other applicableprovisions of the Companies Act 2013 read with the Companies (Accounts) Rules 2014 theBoard of Directors have appointed M/s. VGJ & CO Chartered Accountants Chennai as theInternal Auditors of the Company for the financial year 2021-22. M/s. N V S R S &Associates who were are internal auditors during the financial year 2020-21 had to resigndue to Internal challenges faced within their firm.
A. Nomination and Remuneration Policy
The Company recognizes and embraces the benefits of having a diverseBoard of Directors and sees increasing diversity at the Board level as an essentialelement in maintaining a competitive advantage in the complex business that it operates.It is recognized that a Board comprised of appropriately qualified people with a widerange of experience relevant to the business of the Company is important to achieveeffective corporate governance and sustained commercial success of the Company. At aminimum the Board shall consist of at least one woman Director. All Board appointmentsare made on merit in the context of the skills experience independence knowledge andintegrity which the Board as a whole requires to be effective.
The Nomination Remuneration and Governance Committee of the Board ofDirectors has formulated a Nomination and Remuneration Policy containing the criteria fordetermining qualifications positive attributes and independence of a Director and policyrelating to the remuneration for the Directors Key Managerial Personnel and SeniorManagement Personnel of the Company. The Nomination and Remuneration Policy is availableon the website of the Company at https://lancor.in/investors/.
B. Risk Management Framework
Pursuant to section 134 (3)(n) of the Companies Act 2013 ®ulation 21 of SEBI (Listing Obligations and Disclosures Requirements) Regulations 2015the Company is entrusted with the task of monitoring and reviewing the risk managementplan and procedures from time to time. The Company has developed and implemented a riskmanagement framework detailing the various risks faced by the Company and methods andprocedures for identification monitoring and mitigation of such risks. At present theCompany has not identified any element of risk which may threaten the existence of theCompany.
C. Corporate Social Responsibility Policy
The Corporate Social Responsibility Policy as formulated by theCorporate Social Responsibility Committee and approved by the Board of Directors isavailable on the website of the Company at https://lancor.in/investors/
As reported earlier the Company had created a Registered Trust underthe name and style of Lancor Foundation a non-profit Trust to pursue the Corporate SocialResponsibility Policy. The Foundation works closely with the Board and the committee inidentifying and implementing CSR activities. The Foundation also assists the Board and thecommittee in reporting progress of deployed initiatives and in making appropriatedisclosures on a periodic basis.
In terms of Section 134 of the Companies Act 2013 read with theCompanies (Corporate Social Responsibility Policy) Rules 2014 Rule 9 of the Companies(Accounts) Rules 2014 and Rule 9 of the Companies (Corporate Social Responsibility Policy)Rules 2014 the Annual Report on Corporate Social Responsibility activities of the Companyis given in Annexure - 2 to this report.
D. Vigil Mechanism
Pursuant to Regulation 22 of SEBI (Listing Obligations and DisclosuresRequirements) Regulations 2015 and Section 177(9) read with Rule 7 of the companies(Meeting of Board and its Powers) Rules 2014 the Company had duly established a vigilmechanism for stakeholders Directors and employees to report genuine concerns aboutunethical behavior actual or suspected fraud or violation of the Company's code ofconduct or ethics policy. The Audit Committee of the Company oversees the vigil mechanism.The Company affirms that no personnel have been denied direct access to the Chairperson ofthe Audit Committee.
The Policy also provides for adequate protection to the whistle bloweragainst victimization or discriminatory practices. The Policy is available on the websiteof the Company https://lancor.in/investors/
E. Disclosure under the Sexual Harassment of Women At Work Place(Prevention Prohibition and Redressal) Act 2013
Your Company is an equal employment opportunity company and iscommitted to creating a healthy working environment that enables employees to work withoutfear of prejudice gender bias and sexual harassment. The Company also believes that allemployees of the Company have the right to be treated with dignity. Sexual harassment atthe work place or other than work place if involving employees is a grave offence and istherefore punishable.
The Company has in place an Anti-Sexual Harassment Policy in line withthe requirements ofThe Sexual Harassment of Women at the Workplace (PreventionProhibition & Redressal) Act 2013. Internal Complaints Committee (ICC) has been setup to redress complaints received regarding sexual harassment.
During the year under Review there were no cases filed pursuant to theprovisions of Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013.
The Policy is available on the website of the Company athttps://lancor.in/investors/
During the year under review the Company has not issued anydebentures. As on date the Company does not have any outstanding debentures.
B. Bonus Shares:
During the year under review the Company has not issued any bonusshares.
The Company has outstanding borrowings of Rs. 20622.46 lakhs duringthe Financial Year ended 31st March 2021.
The Company has not accepted any deposits in terms of Chapter V of theCompanies Act 2013 read with the Companies (Acceptance of Deposit) Rules 2014 duringthe year under review and as such no amount on account of principal or interest on publicdeposits was outstanding as of the balance sheet date.
E. Transfer to Investor Education and Protection Fund
As required under the provisions of Sections 124(5) and 125(2)(c) ofthe Companies Act 2013 dividends pertaining to the Financial Year 2012-13 which werelying unclaimed with the Company for the past seven years was transferred to the InvestorEducation and Protection Fund during the Financial Year 2020-21.
The details of unclaimed dividend transferred to the Investor Educationand Protection Fund has been detailed in the Corporate Governance Report forming part ofthe Annual Report.
F. Human Resources
Employee relation continues to be cordial and harmonious at all levelsand in all departments of the Company. The Board of Directors would like to express theirsincere appreciation to all the employees for their continued hard work and dedication.
Number of employees as on 31stMarch 2021 was 98 whichinclude 22 women employees.
The table containing the names and other particulars of employees inaccordance with the provisions of Section 197(12) of the Companies Act 2013 read withRule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 is appended as Annexure - 3 to the Board's Report.
G. Credit Rating:
CARE has rated the Company's long term bank loans as CARE D.
H. Code of Corporate Governance
In compliance with the requirement of Regulations 24 to 27 of SEBI(Listing Obligations and Disclosures Requirements) Regulations 2015 a detailed report onCorporate Governance is annexed to this report as Annexure - 4 together a Certificate fromM/s. Mohan Kumar & Associates Practicing Company Secretaries affirming compliancewith the said Code is annexed to this report as Annexure - 5.
Further a certificate from M/s. Mohan Kumar & AssociatesPracticing Company Secretaries stating that none of the Directors are disqualified underSection 164 of the Companies Act 2013 or any other provisions are attached as part of theAnnual Report.
I. Code of Conduct
In compliance with requirement of regulations 17 of SEBI (ListingObligations and Disclosures Requirements) Regulations 2015 and Companies Act 2013 theCompany has laid down a Code of Conduct (Code) for all the Board Members and SeniorManagement Personnel of the Company. The Code is also posted on the Website of the Companyhttps://lancor.in/investors/. All the Board Members and Senior Management Personnel haveaffirmed their compliance with the Code for the financial year ended 31stMarch 2021. A declaration to this effect signed by Mr. R.V. Shekar Managing Director ofthe Company forms part of this report.
J. Management Discussion and Analysis Report
In accordance with the requirement of the Listing regulations theManagement Discussion and Analysis Report is presented in a separate section of thisAnnual Report as Annexure 6.
K. Extract of Annual Return
In accordance with Section 92(3) read with Section 134(3)(a) of theAct the Annual Return as on March 312021 is available on the website of the Company athttps://lancor.in/investors/.
L. Particulars of Loans Guarantees and Investments
In terms of Section 134 of the Companies Act 2013 the particulars ofloans guarantees and investments given by the Company under Section 186 of the CompaniesAct 2013 is detailed in (Note No.2.06 and 2.15) Notes to Standalone Financial Statements
M. Subsidiaries Joint Ventures And Associates
Lancor Egatoor Developments Limited (LEDL) and Lancor South ChennaiDevelopments Limited (LSCDL) wholly owned subsidiaries of Lancor Holdings Limited hadfiled application for strike off of the name of the Companies from the records of theRegistrar of Companies Chennai on 09th November 2019 and 20thNovember 2019 respectively. Notice of strike off and dissolution was received from theoffice of ROC Chennai on 05th August 2021 for striking off Lancor SouthChennai Developments Limited and on 10th August 2021 for striking off LancorEgatoor Developments Limited. Apart from these two subsidiaries there is also one whollyowned subsidiary viz. Lancor Maintenance & Services Limited and a Joint Venture viz.Central Park West Venture.
A gist of financial highlights/performance of these companies iscontained in Form AOC-1 and forms part of this report and annexed as Annexure 7.
As per the provisions of Section 136 of the Companies Act 2013 theCompany has placed separate audited accounts of its subsidiary on its websitehttps://lancor.in/investors/ and copy of separate audited financial statements of itssubsidiary will be provided to the shareholders at their request.
N. Related Party Transactions
All related party transactions that were entered into during thefinancial year were at arm's length basis and were in the ordinary course of business. Allrelated party transactions are placed before the Audit Committee for approval on quarterlybasis for the transactions which are of a foreseen and repetitive nature. The Board ofDirectors of the Company has on recommendation of the Audit Committee adopted a policy toregulate the transactions between the Company and its related parties in compliance withthe applicable provisions of the Companies Act 2013 and rules made there under and theListing Agreement.
During the year the Company has not entered into any contract /arrangement / transaction with a related party which can be considered as material interms of the policy on related party transactions laid down by the Board of Directors.These Policies have been uploaded on the website of the Company athttps://lancor.in/investors/ the related party transactions undertaken during thefinancial year 2020-21 are detailed in Notes (Note No.4.13) to Accounts of the FinancialStatements.
Particulars of contracts or arrangements with related parties referredto in section 188(1) of the Companies Act 2013 in form AOC-2 is appended as Annexure 8 tothe Board's Report.
O. Conservation of Energy Technology Absorption and Foreign ExchangeEarnings and Outgo
The particulars prescribed under Section 134 (3) (m) of the CompaniesAct 2013 read with the Companies (Accounts) Rules 2014 are not applicable.
Foreign Exchange Earnings and Outgo
Foreign Exchange Earnings :Nil
Foreign Exchange Outgo : Nil
P. Green initiatives
Electronic copies of the Annual Report 2020-21 and Notice of the ThirtySixth Annual General Meeting are sent to all members whose email addresses are registeredwith the Company/ Depository Participant(s). Further the soft copy of the Annual Report(in pdf format) is also available on our website (https://lancor.in/investors/)
Pursuant to Section 108 of the Companies Act 2013 Rule 20 of theCompanies (Management and Administration) Rules 2014 and Listing Regulations theCompany is providing e-voting facility to all members to enable them to cast their voteselectronically on all resolutions set forth in the notice. The instructions for e-votingare provided in the notice.
Q. Details in respect of frauds reported by auditors under sub section(12) of section 143 other than those which are reportable to the Central Government
There is no such fraud required to be reported under section 143(12) ofthe companies Act 2013.
R. Compliance with the provisions of Secretarial Standards
The company has in place proper systems to ensure compliance with theprovisions of the applicable secretarial standards issued by the Institute of CompanySecretaries of India and such systems are adequate and operating effectively. During thefinancial year under review the company was in compliance with secretarial standards i.e.SS-1 and SS-2 relating to "Meeting of Board of Directors" and General Meetingsrespectively.
S. Additional Information to Shareholders
All important and pertinent investor information such as financialresults investor presentations press releases new launches and project updates are madeavailable on the Company's website (https://lancor.in/investors/) on a regular basis.
The Directors would like to place on record their sincere appreciationto the Company's customers vendors and bankers viz. The Catholic Syrian Bank LimitedCity Union Bank Limited LIC Housing Finance Limited Axis Finance Limited Kotak MahindraInvestments Ltd. IDBI Bank Limited and Axis Bank Limited for their continued support tothe Company during the year. The Directors also wish to acknowledge the contribution madeby employees at all levels for steering the growth of the organization. We thank theGovernment of India the State Government and other government agencies for theirassistance and cooperation and look forward to their continued support in future.
Finally the Board would like to express its gratitude to the membersfor their continued trust cooperation and support.