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Machino Plastics Ltd.

BSE: 523248 Sector: Industrials
NSE: N.A. ISIN Code: INE082B01018
BSE 00:00 | 23 Jul 128.35 -5.35
(-4.00%)
OPEN

135.80

HIGH

135.80

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NSE 05:30 | 01 Jan Machino Plastics Ltd
OPEN 135.80
PREVIOUS CLOSE 133.70
VOLUME 8984
52-Week high 164.00
52-Week low 53.50
P/E
Mkt Cap.(Rs cr) 79
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 135.80
CLOSE 133.70
VOLUME 8984
52-Week high 164.00
52-Week low 53.50
P/E
Mkt Cap.(Rs cr) 79
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Machino Plastics Ltd. (MACHINOPLASTICS) - Director Report

Company director report

Dear Members

Your Directors have pleasure in presenting the 35th Annual Report andAudited Financial Statements for the Financial Year ended 31st March 2020.

FINANCIAL SUMMARY AND HIGHLIGHTS

(Rs. In Lacs)

Financial Performance 2018-19 2019-20
Income from operation (net of excise/GST) 30287.20 24200.91
Other Income 49.54 51.48
Profit(before financial charges depreciation and tax) 2610.90 1880.63
Financial Charges 654.75 767.36
Depreciation & Impairment expenses 1944.56 1964.21
Profit/loss before tax 11.59 (850.94)
Provision for tax(after adjustment of deferred tax) (29.17) (399.50)
Profit/loss after tax 40.77 (451.44)
Other Comprehensive Income/(loss) 10.14 18.17
Total Comprehensive Income/ (loss) for the period 50.91 (433.27)

Net turnover of your Company has decreased by 20% from Rs.30287.20 lacs in 2018-19 toRs. 24200.19 lacs in current year. Your Company has earned a pre-tax loss of Rs. 850.94lacs as compared to profit of Rs.11.59 lacs in the last year.

RESULTS OF OPERATIONS OPERATIONS:

During the year under review the following are the highlights of your Company:

???Achieved a turnover during 2019-20 of Rs. 24200.91 lacs as compared toRs.30287.20 lacs during 2018-19 reflecting a decrease of 20%.

???Loss before tax during 2019-20 is Rs. 850.94 lacs against pretax profit duringthe year 2018-19 of Rs.1.59 lacs.???Loss after tax during 2019-20 isRs.451.44lacs against post tax profit during the year 2018-19 of Rs. Rs.40.77lacs.

???Total Comprehensive Loss during 2019-20 is Rs.433.27lacs as compared to incomeRs. 50.91 lacs during previous financial year 2018-19.

???Pre- tax Cash Profit during 2019-20 is Rs. 1113.26 lacs against pre- tax cashprofit during the year 2018-19 of Rs.1956.15 lacs

INTERNAL FINANCIAL CONTROL

Your company has in place adequate internal financial controls in accordance to thesize of the company and with reviewed by thereferenceauditors financial of yourcompany and no reportable material weakness in the design or operation was observed.

EXTRACT OF ANNUAL RETURN

The detail forming part of the extract of the Annual Return in Form No MGT – 9 inaccordance with the provisions of Section 92(3) of the Companies Act 2013 read with theCompanies (Management and Administration) Rules 2014 are set out herewith as‘Annexure -I' to this Report.

NUMBER OF BOARD MEETINGS

The details of the number of Board and Audit Committee meetings of your Company are setout in the Corporate Governance Report which forms part of this Report. The interveninggap between the meetings was within the period prescribed under the Companies Act 2013.

DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to Section 134 sub section (5) of the Companies Act 2013 the directors ofyour company state-

• ?That in preparation of the annual accounts for the financial year ended 31stMarch 2020 the applicable accounting standards have been followed and there are nomaterial departures from the same.

•? That the directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive true and fair view of the state of affairs of the company at the end of the financialyear as at 31st March 2020 and of the profitof the Company for the year ended 31stMarch 2020.

•? That proper and sufficientcare has been taken for the maintenance of adequateaccounting records in accordance with the provisions of Companies Act 2013 forsafeguarding the assets of your Company and for preventing and detecting fraud and otherirregularities.

• ?That the annual accounts have been prepared on a going concern basis.

• ?That proper internal financial controls laid down by the directors to befollowed by the Company and that such internal financial controls are adequate and isoperating effectively; and

• That proper system to ensure compliance with the provisions of all applicablelaws is adequate and is operating effectively

DECLARATION BY INDEPENDENT DIRECTOR

Your Company has received declarations from all the Independent Directors that theymeet the criteria of independence as laid down under section 149(6) of the Companies Act2013 read with Schedule and Rules issued there-under and also in accordance to Securitiesand Exchange Board of India (Listing Obligations and Disclosures Requirements)

Regulations 2015.

REMUNERATION POLICY

Your company has adopted the remuneration policy in accordance with Section 178 readwith rules made there under for director's appointment and remuneration including thecriteria for determining qualifications positive attributes independence of a directoretc. in the meeting of Board of Directors of the Company held on 9th February2015 in line with the recommendation of Nomination and Remuneration Committee; whosemeeting also held on the same date.

The remuneration policy of your Company is annexed in Annexure-II. The policy has beendisclosed on the website of the company.

AUDIT AND AUDITOR'S REPORT: STATUTORY AUDITOR:

M/s. KMGS & Associates Chartered Accountants were appointed as Statutory Auditorsof the Company to hold office till the conclusion of ensuing Annual General Meeting forthe financial year 2019-20.

STATUTORY AUDITOR'S REPORT

There are no such observations in the statutory audit report which needs to beexplained by your company. The observation of the auditors is self- explanatory and/or issuitably explained in the notes to the accounts.

SECRETARIAL AUDITOR:

M/s A.K. & Associates Practicing Company Secretary were appointed as SecretarialAuditor for the financial year

2019-20 for secretarial audit of your company.

SECRETARIAL AUDIT REPORT

There are no such observations in the secretarial audit report which needs to beexplained by your Company. The report of secretarial auditor is annexed to this report asAnnexure VIII.

SECRETARIAL COMPLIANCE REPORT

There are no such observations in the secretarial compliance report which needs to beexplained by your Company. The report of secretarial auditor is annexed to this report asAnnexure IX.

PARTICULARS OF LOAN GUARANTEES OR INVESTMENT BY THE COMPANY

Your Company has not given any loan guarantee or made any investment in any other bodycorporate as per the provision of section 186 of the Companies Act 2013 except asdisclosed in the attached accounts.

RELATED PARTIES TRANSACTIONS

All related party transactions that were entered into during the financial year 2019-20were in the ordinary course of business and on an arm's length basis or with requiredapprovals. Your company has also adopted a policy on materiality of related partiestransaction and also dealing with related parties' transaction as approved by the Board.The policy has been disclosed on the website of your company at www.machino.com

The details of related parties transaction whether requiring approvals or otherwise asper the provision of Section 188 of the Companies Act 2013 Form AOC-2 is annexed inAnnexure-III.

STATE OF COMPANY'S AFFAIR

Your company is a joint venture Company of Maruti Suzuki India Limited Suzuki MotorCorporation and Jindal's. Your company was incorporated in 1986. Your company is a goingconcern. The shares of your company are listed on Bombay Stock Exchange Limited. Yourcompany is engaged in the production of plastics moulded automotive components. Yourcompany has total 4 plants/warehouses out of which one operative plant is located inGurgaon one operative plant and a warehouse are located in Manesar while the plantlocated in Pithampur is non- operative and is yet to commence production.

During the year under review your company has not made any default in repayment of anyof its term loans have met generally all its obligation in time including its taxliabilities.

DETAILS OF SIGNIFICANT AND MATERIAL ORDER

No significant or material orders have been passed by any regulators or court ortribunals impacting the status and future operations of your company.

MATERIAL CHANGES AND COMMITMENTS

No significant changes and commitments affectingthe financial position on 31st March2020 till the date of this report.

CONSERVATION OF ENERGY

Continuous overhauling of equipment's and awareness amongst employees has helped toavoid wastage of energy.

Company has installed solar power plant of capacity 260KW at its Manesar Plant.

Series of steps have been taken to identify areas of excess consumption of power andchecks have been strengthened at these points and various alternative sources of energiesare utilized. Data regarding energy consumed is given hereunder:

Power & Fuel Consumption 2018-19 2019-20
1. Electricity
(a) Purchase units/ co-generated 18996315 15399152
Total Cost (Rs. In lacs) 1670.96 1251.38
Rate per units 8.80 8.13
(b) Own Generation – D.G. Set
Units generated 394442 251668
Fuel Cost (Rs. In Lacs) 86.24 48.39
Fuel cost per unit 21.86 19.23
2. Coal NIL NIL
3. Furnace Oil NIL NIL
4. Other / Internal generation/ Solar power 401043 1219689

TECHNOLOGY ABSORPTION

A statement giving details of technology absorption in accordance with the above Rulesis annexed hereto as Annexure VI and forms part of the Report.

FOREIGN EXCHANGE EARNING & OUTGO

Rs. In Lacs

Total foreign exchange earning 93.82 lakh
Total foreign exchange outgo 242.57 lakh

RISK MANAGEMENT POLICY

Your Company recognizes that risk is an integral part of business and is committed tomanaging the risks in a proactive already has "Risk Management Policy" inwriting which is also uploaded on the andefficient website of the company. The policy isregularly updated taking in to consideration the changes taking place in the businessenvironment. Your company manages monitors and reports on the principal risks anduncertainties that can impact its ability to achieve its strategic objectives.

Your company has also constituted a risk management committee the detail of which isgiven in the Corporate Governance section of the Annual Report.

Regulation 21 of SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 is not applicable on our company. Therefore the company has abolished RiskManagement Committee from board committees in its board meeting held on 29thApril 2019.

The company has combined Risk Management Committee with the audit committee in itsmeeting held on 25th June 2020.

ANNUAL EVALUATION OF PERFORMANCE

The performance evaluation of all:

• ??independent directors were made by Board (excluding the director whoperformance is being evaluated)

• ??non independent directors were made by the independent directors in itsmeeting

• ??the board committees and of the board as whole was made by Nomination andRemuneration Committee Your company has also adopted a policy for evaluation ofperformance of the board and individual director in the meeting of the board of directorsin line with the recommendation of Nomination and Remuneration Committee. The policy ofannual evaluation is annexed in Annexure –IV.

The policy has also been disclosed on the website of the company.

VIGIL MECHANISM

Your Company is committed to highest standards of ethical moral and legal businessconduct. Accordingly your Company has established the Whistle Blower Policy which is incompliance with the provisions of Section 177(10) of

Companies Act 2013 and Regulation 22 of SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 for directors and employees of the Company to reportgenuine concerns or grievances. The Vigil Mechanism provides the safeguard against thevictimization of person who uses such mechanism.

During the financial year 2019-20 all the directors and employees had full access toapproach the Vigil Mechanism Officer. No complaint was received during the year 2019-20 ofany sort from any directors and employee of your company.

The detail of establishment of such mechanism is also disclosed on the website of theCompany and also enclosed as per Annexure –V.

DIRECTORS/KMP Appointments:

During the Financial Year 2019-20 Ms. Reetika Pant (Membership No: ACS-48939) has beenappointed as Company

Secretary and designated as Key Managerial Personnel of the Company with effect from 1 stMarch 2020. Mr. Ravinder Hooda has been appointed as Chief Financial Officer of theCompany and designated as Key Managerial Personnel of the Company with effect from 11 thFebruary 2020.

Mr. Sanjiivv Jindall has been appointed as the Whole Time Director-Strategy of theCompany for a period of three years with effect from 11th February 2020subject to the shareholders' approval in ensuing annual general meeting of the Company.

Mr. Aditya Jindal has been appointed as the Chairman and the Managing Director of theCompany for a period of three years with effect from 11 th February 2020subject to the shareholders' approval in ensuing annual general meeting of the Company.

Resignation/ Cessation

Mr. Surya Kant Agrawal Company Secretary and Compliance Officer(up to thFebruary 2020) of the Company had retired at the end of February 2020 month on completionof his extended two years period after mandatory retirement age of 58 applicable to allcategories of employees as decided while extending his services

AUDIT COMMITTEE

The details of the Audit Committee including its composition and terms of referencementioned in the Corporate Governance Report forms part of Director's Report.

FAMILIRISATION PROGRAMME FOR THE INDEPENDENT DIRECTOR

Your Company has organized a familiarization programme for the independent directors asper the requirement of the Companies Act 2013 along with the requirement of SEBI (ListingObligations and Disclosure Requirements)

Regulations 2015.

The detail of such familiarization programme is also uploaded on the website of thecompany at www.machino.com.

LISTING

The Equity Shares of the Company are listed on Bombay Stock Exchange. The company haspaid listing fees to the Stock Exchange for the financial year 2020-21.

CORPORATE GOVERNANCE

Your Company always places major thrust on managing its affairs with diligencetransparency responsibility and accountability thereby upholding the important dictumthat an organization's corporate governance philosophy is directly linked to highperformance.

Pursuant to Regulation 27(2) of SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 the company regularly submits the corporate governancereport to the Stock Exchanges within the prescribed time line. Therefore Reports onCorporate Governance has been included in this annual report as a separate section(forming a part of

Director's Report) along with the Auditor's Certificate.

DEPOSITS

Your Company has not accepted any deposits under Section 73 of the Companies Act 2013& rules made there under.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required by Regulation 34(2) (e) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 a detailed Management Discussion and Analysis Report arepresented in a separate section forming part of the annual report.

DETAILS OF SUBSIDIARIES JOINT VENTURE OR ASSOCIATE COMPANIES

None of the company has become or ceased to become the subsidiary joint venture orassociate of your Company during the financial year 2019-20.

PARTICULAR OF EMPLOYEES AND RELATED DISCLOSURES

Details of employee of the Company as specified under Section 197 of the Companies Act2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 are annexed hereto as Annexure-VII and forms part of the report.

TRANSFER OF SHARES TO INVESTOR EDUCATION AND PROTECTION FUND AUTHORITY

Your Company has not declared any dividend during Financial year 2011-12 and 2012-13.

ENVIRONMENT

The Company is not involved in any type of activity hazardous to environment and doesnot discharge any trade effluents (solid liquid or gaseous) causing pollutions. As anenvironment conscious responsible corporate citizen your Company has implemented GSCM(Green Supply Chain Management) standards and is ISO14001 certified holder. The Companyhas also achieved ISO 18001-OHSAS certification for occupational health and safety.

CORPORATE SOCIAL RESPONSIBILITY

The provision of section 135(1) of Companies Act 2013 i.e. Corporate SocialResponsibility is not applicable on your company. Therefore your company has notconstituted CSR committee for this.

ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation for the valuable co-operationand assistance extended by Maruti Suzuki India Limited. Suzuki Motors Corporation JapanGovernment of India Government of Haryana and the Company's bankers for their continuedsupport and guidance. The Directors also commend the continuing commitment and dedicationof the employees at all levels and are thankful to the shareholders for their continuedpatronage trust and confidence in the Company.

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN

as on financial year ended on 31.03.2020

Pursuant to Section 92 (3) of the Companies Act 2013 and rule 12(1) of the Company(Management & Administration) Rules 2014.

I REGISTRATION & OTHER DETAILS:

i CIN L25209HR2003PLC035034
ii Registration Date 2nd April 1986
iii Name of the Company Machino Plastics Limited
iv Category/Sub-category of the Company Manufacturing concern
v Address of the Registered office & contact details Plot No.3 Maruti Joint Venture Complex Udyog
Vihar Phase-IV Gurugram-122015 Ph: 0124 -
2340806. 2341218
vi Whether listed company Yes/ No Yes
vii Name Address & contact details of the Registrar & Alankit Assignments Limited 3E/7 Jhandewalan
Transfer Agent if any. Extension New Delhi-110055 Ph: 011-42541234

II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of thecompany shall be stated

Sr # Name & Description of main products/services NIC Code of the Product /service % to total turnover of the company
1 Parts of motor vehicles and accessories 45300 98.43%

III PARTICULARS OF HOLDING SUBSIDIARY & ASSOCIATE COMPANIES - N/A

Sr # Name & Address of the Company CIN/GLN HOLDING/ SUBSIDIARY/ ASSOCIATE % OF SHARES HELD APPLICABLE SECTION

IV SHAREHOLDING PATTERN (Equity Share capital Break up as percentage to total Equity)i) Category- wise Share Holding

No. of Shares held at the beginning of the year

No. of Shares held at the end of the year

Category of Shareholders Demat Physical Total % of Total Shares Demat Physical Total % of Total Shares % change during the year
A. Promoters
(1) Indian
a) Individual/HUF 1211893 1211893 19.75 1211893 - 1211893 19.75 -
b) Central Govt.or State Govt.
c) Bodies Corporates 2358513 2358513 38.43 2358513 2358513 38.43 -
d) Bank/FI
e) Any other
SUB TOTAL:(A) (1) 3570406 3570406 58.18 3570406 - 3570406 58.18 -
(2) Foreign
a) NRI- Individuals
b) Other Individuals
c) Bodies Corp. 941700 941700 15.35 941700 - 941700 15.35 -
d) Banks/FI
e) Any other…
SUB TOTAL (A) (2) 941700 941700 15.35 941700 - 941700 15.35 -
Total Shareholding of 4512106 4512106 73.53 4512106 - 4512106 73.53 -
Promoter (A)= (A)(1)+(A)(2)
B. PUBLIC SHAREHOLDING
(1) Institutions
a) Mutual Funds 850 850 0.02 850 850 0.01 0.01
b) Banks/FI
C) Central govt 4810 4810 0.08 4810 4810 0.08 0.08
d) State Govt.
e) Venture Capital Fund
f) Insurance Companies
g) FIIS - - -
h) Foreign Venture Capital Funds
i) Others (specify)
SUB TOTAL (B)(1): 5660 5660 0.07 5660 5660 0.09 0.07
(2) Non Institutions
a) Bodies corporates
i) Indian 136793 1400 138193 3.03 89835 1400 91235 1.49 1.54
ii) Overseas
b) Individuals
i) Individual shareholders holding nominal share capital upto Rs. 2 Lakhs at the end of the year 691695 140851 832546 13.57 701418 133701 835119 13.61 0.04
ii) Individuals shareholders holding nominal share capital in excess of Rs. 2 lakhs at the end of the year. 506056 506056 8.25 557634 557634 9.09 0.84
c) Investor Education and Protection Fund Authority 63013 63013 1.03 61513 61513 1.00 0.02
d) Others(Clearing Member) 117 117 0.00 554 554 0.01 0.01
e)Others (Resident HUF) 73290 73290 1.19 74935 74935 1.22 0.03
c) Others (NRI) 5519 200 5719 0.09 2554 200 2754 0.04 0.00
d)Others (Trust) 100 100 0.002 100 - 100 0.002
SUB TOTAL (B)(2): 1476583 142451 1619034 26.45 1488543 135301 1623844 26.38 0.07
Total Public Shareholding 1482243 142451 1624694 26.47 1489393 135301 1624694 26.47 -
(B)= (B)(1)+(B)(2)
C. Shares held by Custodian for GDRs & ADRs
Grand Total (A+B+C) 5994349 142451 6136800 100.00 6001499 135301 6136800 100.00 -

(ii) SHARE HOLDING OF PROMOTERS

Shareholding at the begginning of the year

Shareholding at the end of the year

Sr # Shareholders Name NO of shares % of total shares of the company % of shares pledged encumbered to total shares NO of shares % of total shares of the company % of shares pledged encumbered to total shares % change in share holding during the year
1 Murli Dhar Jindal 87 0.00 -- 87 0.001 -
2 Sanjiivv Jindall 561802 9.15 -- 561802 9.15 -
3 Sarita Jindal 600 0.01 -- 600 0.01 -
4 Aditya Jindal 649401 10.58 -- 649401 10.58 -
5 Kamla Jindal 1 0.00 -- 1 0.00 -
6 Rajiv Jindal 2 0.00 -- 2 0.00 -
7 Machino Transport Private Limited 1416813 23.09 -- 1416813 23.09 -
8 Maruti Suzuki India Limited 941700 15.35 -- 941700 15.35 -
9 Suzuki Motor Corporation 941700 15.35 -- 941700 15.35 -
Total 4512106 73.53 - 4512106 73.53

(iii) Change in Promoters' Shareholding (specify If there is no change)

Sr # Shareholding at the Beginning of the year Name of Promoter No. of shares % of total shares of the company
No Change No Change No Change
Sr # Shareholding at the end of the year Name of Promoter No. of shares % of total shares of the company
No Change No Change No Change

* Date wise Increase/ Decrease in Promoters Share holding during the year specifyingthe reasons for increase/ decrease (e.g. allotment/ transfer/ bonus/ sweat - As per TableNo. 1

(iv) Shareholding Pattern of top ten Shareholders (other than Directors Promoters& Holders of GDRs & ADRs) as on 31st March 2020

S. No. Name of Shareholder Shareholding as on (01.04.2019) Percentage Date of change in shareholding Change During the year Shareholding as on 31.03.2020 Percentage Reason
1 Vikas Malu 223588 3.643 - - 223588 3.643 N.A.
2 Kanta Chhajer 162230 2.643 - - 162230 2.643 N.A.
3 Sunil Rameshchandra Amin 90213 1.470 29.11.2019 210 101791 1.66 Market Transaction
06.12.2019 372
13.12.2019 561
20.12.2019 2
27.12.2019 270
03.01.2020 1600
10.01.2020 1880
07.02.2020 1099
14.02.2020 516
28.02.2020 1070
06.03.2020 1700
28.03.2020 1318
27.03.2020 202
31.03.2020 200
4 IEPF AUTHORITY 67823 1.105 01.04.2019 -1500 66323 1.08 Market Transaction
5 Trupti Uday Merchant 30025 0.489 - - 30025 0.489 N.A.
6 ALPA MIHIR GHELANI 30000 0.488 - - 30000 0.488 N.A.
7 Ramakant & Co Pvt Ltd 28830 0.469 - - 28830 0.469 N.A.
8 VORA CONSTRUCTIONS LIMITED 20100 0.327 - - 20100 0.327 N.A.
9 ANIL S MISTRY 20000 0.326 - 20000 0.326 Market Transaction
10 M Vimala 19500 0.318 - - 19500 0.318 N.A.
11 CHOPRA NARPATKUMAR KEWALCHAND HUF - - 19170 0.312 Market Transaction

(v) Shareholding of Directors & Key Managerial Personnel

Sr # Shareholding at the beginning of the year (1st April 2019)
Name of Director and KMP No. of shares % of total shares of
the company
1 Sanjiivv Jindall 561802 9.155
2 Aditya Jindal 649401 10.58
3 S.K. Agrawal 1 0.000016
Total cumulative shareholding 1211204 19.73
Sr # Shareholding at the end of the year (31st March 2020)
Name of Director and KMP No. of shares % of total shares of
the company
1 Sanjiivv Jindall 561802 9.15
2 Aditya Jindal 649401 10.58
3 S.K. Agrawal 4802 0.08
Total cumulative shareholding 1216005 19.81

V INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due forpayment

Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness
Indebtness at the beginning of the financial year
i) Principal Amount 1145957875 1145957875
ii) Interest due but not paid NIL NIL
iii) Interest accrued but not due 4174108 4174108
Total (i+ii+iii) 1150131983 1150131983
Change in Indebtedness during the financial year
Additions 74000000 74000000
Reduction (254599795) (254599795)
Net Change
Indebtedness at the end of the financial year
i) Principal Amount 966457196 966457196
ii) Interest due but not paid
iii) Interest accrued but not due 3074992 3074992
Total (i+ii+iii) 969532188 969532188

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director Whole time director and/or Manager:

Sr # Particulars of Remuneration

Name of the MD/WTD/ Manager

Name of the MD/WTD/ Manager

Mr. Sanjiivv Jindall

Mr. Aditya Jindal

Managing Director Total Amount Executive Director Total Amount
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income Tax. 1961. 500000 per month 6000000 450000 per month 5400000
(b) Value of perquisites u/s 17(2) of the Income tax Act 1961
(c) Profits in lieu of salary under section 17(3) of the Income Tax Act 1961
2 Stock option --
3 Sweat Equity --
4 Commission --
as 1% of profit
others (specify)
5 Others please specify --
Total (A) 500000 per month 6000000 450000 per month 5400000
Ceiling as per the Act 700000 per month 8400000 700000 per month 8400000

B. Remuneration to other directors:

Sr # Particulars of Remuneration

Name of the Directors

Ajit Yadav Dr. Sandeep Goel Rajiv Kumar Singh Anupam Gupta Total Amount
1 Independent Directors
(a) Fee for attending board committee meetings 15000/- per meeting 15000/- per meeting 15000/- per meeting 15000/- per meeting
(b) Commission
(c) Others please specify
Total (1) 135000 180000 180000 195000 690000
2 Other Executive Directors
(a) Fee for attending board committee meetings
(b) Commission
(c) Others please specify.
Total (2)
Total (B)=(1+2)
Total Managerial Remuneration

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

Sl. No. Particulars of Remuneration CS CFO Total per annum
1 Gross Salary
(a) Salary as per provisions contained in section 17(1) of the Income Tax Act 1961. Surya Kant Agrawal- Rs. 4035290 /- (upto 29.02.2020) Reetika Pant- Rs. 34302 /- (w.e.f. 01.03.2020) Ravinder Hooda- Rs. 161818 /- (w.e.f. 11.02.2020) Rs. 4231410
(b) Value of perquisites u/s 17(2) of the Income Tax Act 1961
(c) Profits in lieu of salary under section 17(3) of the Income Tax Act 1961
2 Stock Option
3 Sweat Equity
4 Commission as 1% of profit others specify
5 Others please specify
Total Surya Kant Agrawal- Rs. 4035290 /- (upto 29.02.2020) Reetika Pant- Rs. 34302 /- (w.e.f. 01.03.2020) 161818 4231410

VII PENALTIES/PUNISHMENT/COMPPOUNDING OF OFFENCES

Type Section of the Companies Act Brief Description Details of Penalty/ Punishment/ Compounding fees imposed Authority (RD/ NCLT/ Court) Appeall made if any (give details)
A. COMPANY
Penalty NIL
Punishment NIL
Compounding NIL
B DIRECTORS
Penalty NIL
Punishment NIL
Compounding NIL
C. OTHER OFFICERS IN DEFAULT
Penalty NIL
Punishment NIL
Compounding NIL

Table I

CHANGE IN PROMOTER SHARE HOLDING DURING THE YEAR

Sr # NAME OF SHAREHOLDER Date of Change SHAREHOLDING BEFORE CHANGE/ AT THE BEGINNING OF THE YEAR INCREASE/ DECREASE IN SHAREHOLDING SHAREHOLDING AFTER CHANGE/ AT THE END OF THE YEAR REASON
1 No Change

.