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Murudeshwar Ceramics Ltd.

BSE: 515037 Sector: Consumer
NSE: MURUDCERA ISIN Code: INE692B01014
BSE 00:00 | 27 Jul 28.55 -1.10
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29.75

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NSE 00:00 | 27 Jul 28.35 -1.30
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29.75

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OPEN 29.75
PREVIOUS CLOSE 29.65
VOLUME 15808
52-Week high 33.45
52-Week low 13.85
P/E
Mkt Cap.(Rs cr) 149
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 29.75
CLOSE 29.65
VOLUME 15808
52-Week high 33.45
52-Week low 13.85
P/E
Mkt Cap.(Rs cr) 149
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Murudeshwar Ceramics Ltd. (MURUDCERA) - Director Report

Company director report

Dear Members

The Board of Directors of your company have pleasure in presenting 37th (ThirtySeventh) Annual Report on the business and operations of your Company along with theaudited financial statements for the financial year ended

March 31 2020.

FINANCIAL RESULTS OF THE COMPANY

The Board's Report shall be prepared based on the standalone financial statements ofthe company.

Particulars Current Financial Year 2019-20 Previous Financial Year 2018-19
Revenue from Operations 10317.22 12577.95
Other Income 850.93 166.13
Total Income 11168.15 12744.08
Operational Expenditure 6867.08 8914.59
Increase / (Decrease) in stock (WIP) 1377.97 790.13
Profit / loss before Depreciation Finance Costs
Exceptional items and Tax Expense 2923.10 3039.36
Less : Depreciation / Amortisation / Impairment 992.50 896.01
Profit / loss before Finance Costs
Exceptional items and Tax Expense 1930.60 2143.35
Less : Finance Costs 1599.60 1618.05
Profit / loss before Exceptional items and Tax Expense 331.00 525.30
Add / (less) : Exceptional items - -
Profit / loss before Tax Expense 331.00 525.30
Less : Tax Expense -
??Current Tax 56.79 102.01
??Prior Period Tax (1.01) (17.92)
??Deferred Tax 157.41 54.46
??MAT Credit Entitlement (56.79) (92.59)
Profit / loss for the year (1) 174.60 479.34
Total Comprehensive Income/loss (2) (29.73) 09.99
Total (1+2) 144.87 489.33
Balance of profit /loss for earlier years 1344.22 854.89
Less : Transfer to Reserves - -
Less : Dividend paid on Equity Shares - -
Balance carried forward 1489.09 1344.22

OPERATIONAL PERFORMANCE IN SEGMENTS

During the year under review the sale of products has marginally increased by 01.00%at `8391.61 lakhs in compared to Rs. 8309.33 lakhs of the previous year and sale ofservices has reduced by 54.89% at `1925.61 lakhs in compare to `4268.62 Lakhs of theprevious year. Therefore the company has marginally decreased its overall sale by 17.97%at `10317.22 Lakhs in compare to `12577.95 lakhs of previous year.

In spite of the above increase and decrease in sales of the products and services theCompany has managed to earn a profit of `144.87 lakhs (Previous year `483.84 lakhs) whichleads to decrease of 70.06% as compared to previous year 2018-19.

THE IMPACT ON BUSINESS AND HEALTH DUE TO OUTBREAK OF COVID-19 PANDEMIC

First the hard reality—COVID-19 has taken the Indian economy already on slowdowntrack. There is virtually no area of business that has not been hit by the pandemic andthe outlook isn't exactly magnificent in the quarters to come. The World HealthOrganization has already declared a global pandemic of the Novel Coronavirus disease(COVID-19) on February 11 2020. The Indian Government has taken some major steps likesocial distancing operate offices and factory with minimal or no staff for extendedperiods of time national lockdown to stop the spreading of disease due to

COVID-19 and work from home. In keeping with its employee-safety your company has alsotaken steps as per the guidelines of Indian Government like allowing work from homeshutdown the office and factory for the extended period of time to ensure the safety ofworkers and also distributed mask and sanitizer.

CAPITAL EXPENDITURE ON PROPERTY PLANT & EQUIPMENT AND OTHER TANGIBLE ASSETS

In the financial year 2019-20 we incurred a capital expenditure of `1533.45 lakhswhich comprises of `211.52 lakhs in Building `1285.75 lakhs in Plant and Equipment`22.59 lakhs in Computers `10.70 lakhs in Office Equipment `2.29 lakhs in Furniture& Fixtures and Rs. 0.60 lakhs in Vehicles.

LIQUIDITY

The principal sources of liquidity of your Company consist of cash and cashequivalents others (Balance in Current account) and the cash flow that we generate fromour Business operations. We maintain sufficient cash to meet our strategic and operationalrequirements. We understand that liquidity in the Balance Sheet has to balance betweenearning adequate returns and the need to cover financial and business requirements.Liquidity enables us to be agile and ready for meeting unforeseen strategic and businessneeds. We believe that our working capital is sufficient to meet our current requirements.For the financial year ended March 31 2020 your company has `327.09 lakhs in account ofcash and cash equivalents.

BASIC EPS

The Basic Earnings per Share has decreased by 69.14% i.e. to 0.25 as compared from 0.81of previous year 2018-19.

DIVIDEND

The Board of Directors of your company after considering holistically the relevantcircumstances and financial performance of the company has decided that it would beprudent not to recommend any dividend for the year under review. Therefore yourDirectors have decided to skip the dividend for the financial year 2019-20. Your directorsare working towards achieving higher results during the fourth coming years and also yourDirectors intent to reduce the finance cost as early as possible.

BRIEF DESCRIPTION OF THE COMPANY'S WORKING DURING THE YEAR / STATE OF COMPANY'S AFFAIRPROSPECTS/ MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE ENDOF THE FINANCIAL YEAR AND DATE OF THE REPORT

During the year under review the Company has focused on strengthening its capacity andcapability in production in both the units at Karaikal and the Sira by installing new andmodern equipments to meet customers demand. In view of the various Government Projects andcustomers demand your Company has started producing the Vitrified tiles of double andmulti charge tiles in its production unit at Karaikal which is functioning with improvedgas allocation. The Company has also purchased ODOO ERP software for complete solution andsmooth functioning of its day to day business operation. The Company is expecting a bettergrowth result in the near future.

Except the above under review there have been no any material changes and commitmentsaffecting the financial position of the Company which have occurred between the end of thefinancial year to which the financial statements relate and the date of this Report andalso no change in the nature of business of the Company.

MARKETING STRATEGY OF THE COMPANY IN THE CURRENT SCENARIO TO IMPROVE SALES.

We are Following the Four R's of B2B Sales in Response to COVID-19 :

Respond

Support customers' immediate needs such as product and pricing Shift to digitalcommunications and remote channels Arm teams with remote-selling tools.

Reflect

Track pipeline orders and deal risks Review sales teams and make necessary tweaksScan competitive landscape to look for opportunities Cut down on all non-essential costs.

Reimagine

Digitize got to market strategy Digitize lead building and management Update ouroffering and pricing Data Analysis for better business development Track emergingtrends.

Rebound

Scale digital sales and inside sales online meetings with key decision makers andarchitects Personalise account engagement with joint marketing and sales tacticsOptimising supply chain to reduce costs.

Created a cross functional team to identify prioritise pilot and scale longer termdigital initiatives. Additionally we are using past data to reconnect with old clientsand channel partners to reopen channels.

Data Analysis is being used to find projects by analysing the tenders flouted byvarious government departments and increasing our territory throughout India and notrestricting ourselves to South India.

New Sales Channels :

Appointment of new potential dealers in tier 2 and tier 3 cities across South andEastern India to penetrate the market better. The Company is constantly focusing on Brandbuilding and accordingly advertisements are given on regular basis to increase the sales.The company primarily focuses on local market where it can gain and the company hasopened various showrooms. The Showroom sales is yielding satisfactory return in majorurban and rural areas. The Company continues the strategy of both project and retailmarketing. Depots located at various parts of the Country are helping us have superiorsupply chain and faster delivery time. The incentive based payment to the marketing staffare fetching better returns to the company. Advertisements in newspapers and on hoardingsare given on regular basis.

RESEARCH AND DEVELOPMENT (R & D)

The Research & Development wing of the Company is always trying to give new lookand design of company's products to meet valued customers demand and to meet internationalstandards and certification requirements and has successfully developed new varieties oftiles with improved body matrix quality and cost effective product range. Efforts toupgrade variety body matrix shades and designs to suit market sentiments is beingconsistently pursued. R&D wing is also exploring ways and means to improve operatingefficiency.

DISCLOSURES RELATING TO SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

During the year under review the Company does not have any Subsidiary Joint venturesand Associates Companies and neither company has become or ceased to be subsidiariesassociates and joint ventures during the financial year 2019-20.

RESERVES

The Board of Directors of your company has decided not to transfer any amount to theReserves for the year under review. The particulars of reserves of the Company for FY:2019-20 and the previous year are as follows :

Particulars F.Y: 2019-20 F.Y: 2018-19
Capital Reserve 15.03 15.02
Capital Redemption reserve 1600.00 1600.00
Securities premium account 12739.33 12739.33
General Reserve 12795.85 12795.85
Profit and Loss Account 1489.09 1344.22

CHANGE IN THE NATURE OF BUSINESS IF ANY

During the year under review there is no changes in the nature of the business of theCompany.

RISK MANAGEMENT

In terms of provisions of Section 134(3) (n) of the Companies Act 2013 the Companyhas written Risk Management Policy and the policy has been placed on the Company's websiteat www.naveentile.com also. The Risk Management Team of the company is constituted fromtime to time to look into various risks faced by it and various risks exist in the marketand the team ensures that the Company has appropriate and effective risk managementsystems which carries out risk identification assessment and ensures that risk mitigationplans are in place.

BOARD DIVERSITY

Your Company believes that a diversified board will bring differences in thoughtperspective knowledge skill regional and industry experience cultural and geographicalbackgrounds age ethnicity race and gender that will help us retain our competitiveadvantage and as a collective is equipped to guide the business and strategy of thecompany.

At present your company have an appropriate mix of executive non-executive andindependent directors to maintain the independence of the Board and separate itsfunctions of governance and management. As of March 31 2020 the Board had ten memberstwo of whom are executive directors three of whom are non-executive and non-independentdirectors and five are independent directors. One of the independent director of the Boardis a women.

APPOINTMENT OR REAPPOINTMENT OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

1. Shri Naveen Rama Shetty (00058779) Non-executive and Non-IndependentDirector of the Company who is liable to retire by rotation based on his appointmentterms offered themselves for re-appointment at the ensuing Annual General Meeting(‘AGM'). The Board recommends for their re-appointments in the ensuing Annual GeneralMeeting.

2. Shri Satish Rama Shetty (00037526) The Managing Director of the Company hasbeen reappointed for further period of five consecutive years by the Board of Directorswith effect from 26th June 2020 and he has also been designated as the Vice Chairman.Thus he is now Vice Chairman and Managing Director and the approval from the members' hasbeen sought in ensuing AGM for the same. For brief Profile of Shri Satish Rama Shettyplease refer to the explanatory statement of Notice portion of AGM.

3. Shri Annappayya (DIN: 03558522) : Continuation of directorship of ShriAnnappayya (DIN : 03558522).

As per the latest amendment made in SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 as amended from time to time for the continuation ofOffice of Non-Executive Independent Directors on attaining the age of 75 years consent ofmembers of the Company is required by way of passing a Special Resolution. Shri Annappayyawill attain the age of 75 years on 26.02.2021. Since his appointment as Non-ExecutiveIndependent Director is considered now considering his professional qualifications vastexperience in the field of Corporate Finance and other financial matters the Board deemsit fit for his continuation in the position of Non-Executive Independent Director evenafter his attaining the age of 75 years on 26.02.2021 and recommends the same to themembers for their approval. For brief Profile of Shri Annappayya please refer to theexplanatory statement of Notice portion of AGM.

Dr. Rama Nagappa Shetty Shri Sunil Rama Shetty and Shri Naveen Rama Shetty arecontinue to the Non-executive and Non-Independent Directors of the Company and ShriAnnappayya Shri Sankappa Keremane Shetty Smt. Sarvani Alva Dr. S S Hiremath and ShriSathya Murthy Padaki are Independent Directors of the Company. In terms of Section 203 ofthe said Act the following were designated as Key Managerial Personnel of your Company bythe Board: Shri Satish Rama Shetty - Managing Director Shri Karan Satish Shetty - WholeTime Director Shri Narayan Manjunath Hegde - Chief Financial Officer Shri Ashok Kumar -Company Secretary

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors confirmingthat they meet the criteria of independence as prescribed under the Companies Act 2013and Regulations 25 of the SEBI (Listing Obligations Disclosure Requirements) Regulations2015 and the Company has received Disclosure of Interest in form MBP-1 as per section 184of the act and intimation by all the Directors for qualification to continue directorshipin form DIR-8 Pursuant to Section 164(2) and rule 14(1) of Companies (Appointment andQualification of Directors) Rules 2014. The Board also confirms that all the IndependentDirectors fulfill the Conditions as specified in the above regulation and the companiesAct 2013 and rule made thereunder.

EVALUATION OF THE BOARD'S PERFORMANCE

Pursuant to the provisions of Companies Act 2013 and Regulation 25 of the ListingRegulations the Board has carried out an annual performance evaluation of its ownperformance its Committees and the Directors including the Chairman which includecriteria for performance evaluation of the non-executive directors and executive director.Each member of the Board completed a questionnaire providing feedback on the functioningand overall engagement of the Board and its committees on various parameters such as thecomposition execution of specific duties quality quantity and timelines of flow ofinformation deliberations at the meeting etc. Besides this one meeting of theindividual directors with the Chairman of the Board was also conducted as a part ofself-appraisal. The Directors were also asked to provide their valuable feedback andsuggestions about the overall functioning of the Board and its committees. In a separatemeeting of independent Directors performance of non-independent Directors and the boardas a whole was evaluated. Performance evaluation of Independent Directors was done by theentire Board excluding the independent Director being evaluated.

HUMAN RESOURCES MANAGEMENT

At your Company Management focus to retain the talent and also focus on the workplaceof tomorrow that promotes a collaborative transparent and participative organizationculture encourages innovation and rewards individual contribution. The focus of humanresources management at your company is to ensure that we enable each and every employeeto navigate the next not just for clients but also for themselves. We have reimaginedour employee value proposition to make it more meaningful to our employees. The Companyis providing appropriate training and guidance to its employees from time to time forreskill them and making them for more valuable for the Company.

PARTICULARS OF EMPLOYEES AND REMUNERATION

The information required under Section 197(12) of the Act read with Rule 5 of TheCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is appendedhereto and forms part of this Report as Annexure-1. The information required underRule 5 (2) and (3) of The Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 is provided in the Annexure forming part of this Report. None of theCompany's employees were covered by the disclosure requirement. In terms of the firstproviso to Section 136 of the Act the Report and Accounts are being sent to the membersexcluding the aforesaid Annexure. Any member interested in obtaining the same may write tothe Company at the Registered Office of the Company. None of the employees listed in thesaid Annexure is related to any Director of the Company.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year under review Five (5) Board Meetings were held. For further detailsplease refer to Report on Corporate Governance.

COMMITTEES OF THE BOARD

The Committees of the Board focus on certain specific areas and make informed decisionsin line with the delegated authority. The following substantive Committees constituted bythe Board function according to their respective roles and defined scopes:

Audit Committee of Directors
Nomination and Remuneration Committee
Stakeholders Grievance Committee
CSR Committee
Executive Committee of the Board

Details of composition terms of reference and number of meetings held for respectivecommittees are given in the Report on Corporate Governance.

THE DETAILS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGSAND OUTGO:

The information required to be furnished pursuant to Section 134(3) (m) of theCompanies Act 2013 is appended hereto and forms part of this Report as Annexure-2.

REMUNERATION POLICY FOR THE DIRECTORS KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES

In terms of the provisions of Section 178(3) of the Companies Act 2013 and SEBI (LODR)Regulation 2015 the Nomination and Remuneration Committee (NRC) is responsible forformulating the criteria for determining qualification positive attributesrecommendation for appointment of KMPs and Directors to the Board and also independence ofa Director. The NRC is also responsible for recommending to the Board a policy relating tothe remuneration of the Directors Key Managerial Personnel and other employees.

In line with this requirement the Board has adopted the Policy on Board Diversity andRemuneration Policy for Directors Key Managerial Personnel and other employees of theCompany. The copy of the policy is available on the company website www.naveentile.com.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO SECTION 188All related party transactions that were entered into during the financial year were onarm's length basis and were in the ordinary course of business. Further there are no anysuch type of significant related party transactions during the year under review made bythe Company with promoters Directors Key Managerial Personnel or designated personswhich may have a potential conflict with the interest of the Company at a large. Thedetails of which is given as AOC-2 in

Annexure-3.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to the provisions of Section 135 of the Companies Act 2013 and the Companies(Corporate Social Responsibility Policy) Rules 2014 the Company has duly constituted aCorporate Social Responsibility (CSR) Committee of the Board of Directors and also hasformulated a CSR Policy indicating the activities to be undertaken by the Company. Theconstitution of CSR Committee is disclosed in Corporate Governance Report. The CSR policymay be accessed on the Company's website at www.naveentile.com. The Contribution againstCSR has been made by the company for the financial year 2019-20 based on the average netprofit of last three year of the Company. Details has been appended hereto and forms partof this Report as Annexure-4.

DEPOSITS

During the year under review your Company has not accepted any deposits within themeaning of Section 73 of the Companies Act 2013 and the Companies (Acceptance ofDeposits) Rules 2014.

LOANS SECURITIES OR INVESTMENTS

During the year under review a guarantee jointly with other guarantors to the extendand subject to the limit approved by the members of the Company guaranteeing therepayment of the Credit Facility along the interest in favour of the Canara Bank being thelead banker in consortium finance among other bankers including State Bank of IndiaKarnataka Bank Ltd. Union Bank of India and HDFC Bank for and behalf of RNSInfrastructure Limited the Group company of the Company and the details of investmentsare provided in the schedules to the financial statements. Except the above the Companyhas not provided any Loans guarantees and securities under section 186 of the CompaniesAct 2013.

CREDIT RATINGS

During the year under review ratings on the Bank facilities including Long Term andShort Term Loans of your Company by CRISIL is as under:

Total Bank Loan Facilities Rated `117.85 Crore
Long Term Rating CRISIL B+/ Stable (Reaffirmed)
Short Term Rating CRISIL A4 (Reaffirmed)

EXTRACT OF THE ANNUAL RETURN AND THE WEB ADDRESS

Pursuant to Section 92 of the Companies Act 2013 and Rule 12 of The Companies(Management and Administration) Rules 2014 the extract of Annual Return in Form MGT-9is appended hereto and also available on the website of the Company at www.naveentile.comand forms part of this Report as Annexure-5.

STATUTORY AUDITORS

CA Mr. Krishnaraj K (M. No. 217422) Chartered Accountants partner of M/s. K.G. Rao& CO (Firm Registration No. 010463S) having office at No. #15 First Floor 3rdCross Sampige Road Malleshwaram Bangalore – 560 003 is the present StatutoryAuditors of the Company for a period of five years w.e.f. September 28 2019.

AUDITOR'S REPORT

No qualification adverse remarks or disclaimer have been made by the StatutoryAuditors with regard to the financial statements for the financial year 2019-20. TheStatutory Auditors of the Company have not reported any fraud as specified under Section143(12) of the Companies Act 2013.

INDIAN ACCOUNTING STANDARDS

The financial statements have been prepared in accordance with Indian AccountingStandards (Ind AS) the provisions of the Companies Act 2013 (to the extent notified) andguidelines issued by SEBI. The Ind AS are prescribed under Section 133 of the CompaniesAct 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules 2015 andCompanies (Indian Accounting Standards) Amendment Rules 2016. Your Company has beenadopted "IndAS" since April 01 2017.

SECRETARIAL AUDITOR AND REPORT

Pursuant to the Provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hasappointed Mrs. Swati R Hegde Practicing Company Secretary to undertake the secretarialaudit of the Company. The Secretarial Audit Report is appended hereto and forms part ofthis Report as Annexure-6.

SECRETARIAL STANDARDS

The Company complies with all applicable mandatory secretarial standards issued by theInstitute of Company Secretaries of India.

CERTIFICATE PURSUANT TO CLAUSE 10 OF SCHEDULE V OF SEBI (LODR) REG 2015

In pursuance of sub clause (i) of clause 10 of Part C of Schedule V of the Securitiesand Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 the Company has obtained certificate from Practicing Company Secretary with respectto disclosure/ declaration/ representation received from the directors and taken on recordby the Board of Directors as on March 31 2020 none of the Directors of the Company hasbeen debarred or disqualified from being appointed or continuing as director of Companiesby the SEBI/ Ministry of Corporate Affairs or any such other statutory authority. Theabove said Certificate is appended hereto and forms part of this report as

Annexure-7.

MANAGEMENT DISCUSSION AND ANALYSIS STATEMENT

Management Discussion and Analysis Report for the financial year 2019-20 as stipulatedunder SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and otherapplicable laws forming part of this report has been given under separate section inthis Annual Report.

CORPORATE GOVERNANCE

Pursuant to Regulation 27 and other applicable provisions of SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 and relevant sections of the Companies Act2013 Report on Corporate Governance and Auditors' Certificate are included in the AnnualReport. The Compliance Certificate from the auditors regarding compliance of conditions ofCorporate Governance as stipulated in SEBI (Listing Obligations and DisclosureRequirements) Regulation 2015 from the period 01.04.2019 to 31.03.2020 is annexed withthis report.

COST RECORDS AND COST AUDIT

During the year under review the Maintenance of cost records and requirement of costaudit as prescribed under the provisions of Section 148(1) of the Companies Act 2013 arenot applicable for the business activities carried out by the Company.

POLICIES

During the year under review your Company has written policy as require under theCompanies Act 2013 and rules made there under and the Securities Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations 2015 as amended from timeto time. At present your Company has the following policies: (1) Policy on Remuneration ofDirectors KMP and Senior Employees (2) Policy on Preservation of Documents and Archivalof Documents in its website (3) Policy on Prevention of Sexual Harassment at Workplace (4)Whistle Blower Policy (5) Code of Conduct (6) Policy on Disclosure of Material Events (7)Policy on RTP's (8) Policy on Risk Management (9) Policy on Board Diversity (10) Policyfor payment to NED and Policy for determining the Material Subsidiaries (11) Policy onEvaluation of Board (12) Policy on CSR (13) Policy on remuneration to ED and SeniorManagement (14) "Code Of Fair Disclosure And Code Of Conduct For Prevention OfInsider Trading" (15) Policy on Document Retention. These all Policies can beaccessed at www.naveentile.com.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to Section 177(9) of the Companies Act 2013 a vigil mechanism wasestablished for directors and employees to report to the management instances of unethicalbehavior actual or suspected fraud or violation of the Company's code of conduct orethics policy. The Company believes in the conduct of the affairs of its constituents in afair and transparent manner by adopting highest standards of professionalism honestyintegrity and ethical behavior. In line with the Code of Conduct any actual or potentialviolation howsoever insignificant or perceived as such would be a matter of seriousconcern for the Company. The role of the employees in pointing out such violations cannotbe undermined. The Vigil Mechanism provides a mechanism for employees of the Company toapproach the Chairman of the Audit Committee of the Company. Your Company has a writtenVigil Mechanism / Whistle Blower Policy which may be accessed at www.naveentile.com .

DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROL

Pursuant to Sec.134 (5)(c) your Company has a well-defined internal control system inplace which is designed to provide reasonable assurance related to operation and financialcontrol. The Management of the Company is responsible for ensuring that Internal FinancialControl has been laid down in the Company and that controls are adequate and operatingadequately.

The Company has an adequate system of internal financial control in place withreference to financial statements in addition there are operational controls and fraudrisk controls covering the entire spectrum of internal financial control for ensuringproper and efficient conduct of its business the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information InternalAudit is carried out by external auditors and periodically covers all areas of business.The audit scope methodology to be used and the reporting framework The Internal Auditorsevaluates the efficacy and adequacy of internal control system its compliance withoperating systems and policies of the Company and accounting procedures at all thelocations of the Company.

FAMILIRISATION PROGRAM

Pursuant to regulations 25(7) of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 with a view to familiarize the Independent Directors withthe company's operations the company has conducted a programmes which inter alia includesvarious presentation given by the practicing professionals business heads and KMPs of theCompany.

SHARE CAPITAL

During the year under review the Company has not raised any funds through preferentialallotment or qualified institutional placement as specified under regulation 32(7A) of theSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 or by furtherissue of shares (Bonus ESOP etc.) under the Companies Act 2013.

Hence Authorised share capital is remain the same of `7162.00 Lakhs and the Paid upEquity Share Capital is `4758.17 lakhs.

PREVENTION OF INSIDER TRADING

Pursuant to the provisions of the SEBI (Prohibition of Insider Trading) Regulations2015 (‘the Regulations') the Company has made a code i.e. Code of practices andprocedures for fair disclosure of unpublished price sensitive information and preventionof insider trading to prohibit the insider trading to govern the fair disclosure ofunpublished price sensitive information and to attain equality of access to suchinformation with a view to regulate trading in securities by the Directors and designatedemployees of the Company. All Directors and the designated employees have confirmedcompliance with the Code.

DIRECTORS' RESPONSIBILITY STATEMENT

In terms of framework of internal financial controls and compliance systems establishedand maintained by the Company work performed by the internal statutory secretarialauditors and external consultants and the reviews performed by Management and the relevantBoard Committees including the Audit Committee the Board is of the opinion that theCompany's Internal financial controls were adequate and effective during the financialyear 2019-20.

In terms of Section 134(5) of the Companies Act 2013 the Board of Directors to thebest of their knowledge and ability confirm that: a. In the preparation of the annualaccounts the applicable accounting standards have been followed and that there are nomaterial departures there from; b. They have in the selection of the accounting policiesconsulted the Statutory Auditors and have applied them consistently and made judgementsand estimates that are reasonable and prudent so as to give a true and fair view of thestate of affairs of the Company at the end of the financial year and of the profit of theCompany for that period; c. They have taken proper and sufficient care to the best oftheir knowledge and ability for the maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting fraud and other irregularities; d. They have prepared theannual accounts on a going concern basis; e. They have laid down internal financialcontrols to be followed by the Company and that such internal financial controls areadequate and were operating effectively; f. They have devised proper systems to ensurecompliance with the provisions of all applicable laws and that such systems were adequateand operating effectively.

APPRECIATION AND ACKNOWLEDGEMENT

Your Directors take this opportunity to extend their deep sense of gratitude to theBanks Central and State Governments and their departments and the Local Authorities fortheir continued support and employees at all levels for their hard work dedication andcommitment and as well to our esteemed shareholders. Your Directors would also like torecord appreciation for the support and cooperation your Company has been receiving fromits suppliers dealers business partners and others associated with the Company. We aredeeply grateful for the confidence and faith that you have always reposed in us.

for and on behalf of the Board of Directors

Dr. R. N. SHETTY

Chairman (DIN 00038810)

Place Bengaluru
Date August 12 2020

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:

1. CIN L26914KA1983PLC005401
2. Registration Date 29/06/1983
3. Name of the Company MURUDESHWAR CERAMICS LIMITED
4. Category/Sub-category of the Company PUBLIC
5. Address of the Registered office & contact details # 604/B MURUDESHWAR BHAVAN GOKUL ROAD HUBLI - 580030
E-mail : cosec@naveentile.com Ph.:91836-2331615-18 Fax:91836-4252583
6. Whether listed company YES
7. Name Address & contact details of the CANBANK COMPUTER SERVICES LIMITED
Registrar & Transfer Agent if any. J P ROYALE1ST FLOOR No.218 2ND MAIN
SAMPIGE ROAD (NEAR 14TH CROSS)
MALLESWARAM BENGALURU - 560 003
TEL NOS. 080-23469661/62 23469664/65
FAX NOS. 080-23469667/68

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

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

Sl. No. Name and Description of main products / services NIC Code of the Product/service % to total turnover of the company
1. Manufacturing & Trading of Ceramic Wall and Floor Tiles Polished and Glazed Vitrified Tiles 23913 80.60%
2. Construction and maintenance of water main line connection water reservoirs including irrigation system (canal) Including earth works 42204 19.40%

III. PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES

Sl. No. Name and Address of the company CIN / GIN Holding/ Subsidiary/ Associate % of shares Held Applicable section
COMPANY DOES NOT HAVE ANY HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES

IV.A) SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of TotalEquity) :

Category-wise Share Holding

No. of Shares held at the beginning of the year [As on 01-April-2019]

No. of Shares held at the end of the year [As on 31-March-2020]

Category of Shareholders Demat Physical Total % of Total Shares Demat Physical Total % of Total Shares %Change during the year
Promoter Group
(1) Indian
a) Individual / HUF 6594734 - 6594734 13.86 6594734 - 6594734 13.86 -
b) Central Govt/State Govt(s) - - - - - - - - -
c) Bodies Corporate 25198552 - 25198552 52.97 25198552 - 25198552 52.97 -
d) Banks / FI - - - - - - - - -
e) Others - - - - - - - - -
Sub-Total (A) (1) 31793286 - 31793286 66.83 31793286 - 31793286 66.83 -

No. of Shares held at the beginning of the year [As on 01-April-2019]

No. of Shares held at the end of the year [As on 31-March-2020]

Category of Shareholders Demat Physical Total % of Total Shares Demat Physical Total % of Total Shares %Change during the year
(2) Foreign
a) NRIs-Individuals - - - - - - - - -
b) Other-Individuals - - - - - - - - -
c) Bodies Corp. - - - - - - - - -
d) Banks/ FI - - - - - - - - -
e) Others - - - - - - - - -
Sub-total (A) (2) - - - - - - - - -
Total shareholding of Promoter
(A)= (A)(1)+(A)(2) 31793286 - 31793286 66.83 31793286 - 31793286 66.83 -
B. Public
Shareholding
1. Institutions
a) Mutual Funds/UTI - 700 700 - - 700 700 - -
b) Banks / FI 500 2600 3100 0.01 6229 2600 8829 0.02 +0.01
c) Central Govt/
State Govt(s) - - - - - - - - -
d) Venture
Capital Funds - - - - - - - - -
e) Insurance
Companies 211087 - 211087 0.44 211087 - 211087 0.44 0.00
f) FIIs - 900 900 - - 900 900 - -
g) Foreign Venture
Capital Investors - - - - - - - - -
h) Qualified Foreign
Investor - - - - - - - - -
i) Others - - - - - - - - -
Sub-total (B)(1) 211587 4200 215787 0.45 217316 4200 221516 0.46 +0.01
2. Non-Institutions
a) Bodies Corporate 1367546 5551 1373097 2.89 762688 5551 768239 1.61 -1.28
b) Individuals
i) Individual holding nominal share capital upto
`2 lakhs 8388344 362852 8751196 18.39 8910069 337508 9247577 19.44 +1.05
ii) Individual holding nominal share capital in excess of `2 lakhs 3793426 - 3793426 7.97 3972564 - 3972564 8.35 +0.38
c) Others
Clearing Members 48721 - 48721 0.10 88275 - 88275 0.19 +0.09
Non Resident Indians 1183742 9497 1193239 2.51 1020666 9497 1030163 2.17 -0.34
HUF 405170 - 405170 0.85 452302 - 452302 0.95 +0.10
d) Qualified Foreign Investor - - - - - - - - -
Sub-total (B)(2) 15186949 377900 15564849 32.72 15206564 352556 15559120 32.71 -
Total (B)=
(B)(1)+ (B)(2) 15398536 382100 15780636 33.17 15423880 356756 15780636 33.17 -
C. Shares held by Custodian against which Depository Receipts have been issued
(1) Promoters and Promoter Group - - - - - - - - -
(2) Public - - - - - - - - -
Grand Total (A+B+C) 47191822 382100 47573922 100.00 47217166 356756 47573922 100.00 -
Sl. No.
1 Sharmila S Shetty 9200 0.02 - 9200 0.02 - -
2 R N Shetty 26808 0.06 - 26808 0.06 - -
3 Naveen R Shetty 560502 1.18 - 560502 1.18 - -
4 Sunil R Shetty 561102 1.18 - 561102 1.18 - -
5 Satish R Shetty 560402 1.18 - 560402 1.18 - -
6 Satish R Shetty Jointly With Sunil R Shetty & Naveen R Shetty 1650000 3.47 - 1650000 3.47 - -
7 Samtha A Shetty 544102 1.15 - 544102 1.15 - -
8 Mamtha S Hegde 547300 1.16 - 547300 1.16 - -
9 Geeta S Malli 564602 1.15 - 564602 1.15 - -
10 Shobha Jeevan Shetty 544902 1.15 - 544902 1.15 - -
11 Sudha R Shetty 540102 1.14 - 540102 1.14 - -
12 Shilpa Shetty 7400 0.02 - 7400 0.02 - -
13 Naveen Mechanised Construction Co. Pvt Ltd 488086 1.03 - 488086 1.03 - -
14 RNS Infrastructure Ltd 12140466 25.52 - 12140466 25.52 - -
15 Anvitaa Satish Shetty 9800 0.02 - 9800 0.02 - -
16 Murudeshwar Power Corporation Limited 10200000 26.42 - 10200000 26.42 - -
17 Ramika Sudesh Hegde 12300 0.03 - 12300 0.03 - -
18 Karan Satish Shetty 9800 0.02 - 9800 0.02 - -
19 Rohan Abhay Shetty 9800 0.02 - 9800 0.02 - -
20 Kolkebail Jeevan Shetty 38402 0.08 - 38402 0.08 - -
21 Mythri Naveen Shetty 7550 0.02 - 7550 0.02 - -
22 Aanchal Sunil Shetty 9800 0.02 - 9800 0.02 - -
23 Sandip Malli Kaidale 36202 0.07 - 36202 0.07 - -
24 Nikita Abhayanand Shetty 9800 0.02 - 9800 0.02 - -
25 Anmol Sunil Shetty 9800 0.02 - 9800 0.02 - -
26 Yukta Naveen Shetty 10000 0.02 - 10000 0.02 - -
27 Rishabh Naveen Shetty 20068 0.02 - 20068 0.02 - -
28 Mookambika Hiriyanna Shetty 20068 0.04 - 20068 0.04 - -
29 Billadi Sudesh Hegde 36400 0.07 - 36400 0.07 - -
30 Shachi Jeevan Shetty 12900 0.03 - 12900 0.03 - -
31 Abhayanand Raghu Shetty 32200 0.06 - 32200 0.06 - -
32 Adithi Jeevan Shetty 12900 0.03 - 12900 0.03 - -
33 Rathul Sandip Malli 12300 0.03 - 12300 0.03 - -
34 Rithika Sudesh Hegde 11600 0.03 - 11600 0.03 - -
35 Rama Nagappa Shetty (on behalf of R N Shetty Family Trust) 174590 0.37 - 174590 0.37 - -
36 Anisha Punja 12300 0.03 - 12300 0.03 - -

C) Change in Promoters' Shareholding (please specify if there is no change)

Shareholding at the beginning of the year Shareholding at the end of the year
Sl. No. No. of Shares % of total Shares of the company No. of Shares % of total Shares of the company
1 Particulars Sharmila S Shetty 9200 0.02 9200 0.02
2 R N Shetty 26808 0.06 26808 0.06
3 Naveen R Shetty 560502 1.18 560502 1.18
4 Sunil R Shetty 561102 1.18 561102 1.18
5 Satish R Shetty 560402 1.18 560402 1.18
6 Satish R Shetty Jointly with Sunil R Shetty & Naveen R Shetty 1650000 3.47 1650000 3.47
7 Samtha A Shetty 544102 1.15 544102 1.15
8 Mamtha S Hegde 547300 1.16 547300 1.16
9 Geeta S Malli 564602 1.15 564602 1.15
10 Shobha Jeevan Shetty 544902 1.15 544902 1.15
11 Sudha R Shetty 540102 1.14 540102 1.14
12 Shilpa Shetty 7400 0.02 7400 0.02
13 Naveen Mechanised Construction Co. Pvt. Ltd 488086 1.03 488086 1.03
14 RNS Infrastructure Ltd. 12140466 25.52 12140466 25.52
15 Anvitaa Satish Shetty 9800 0.02 9800 0.02
16 Murudeshwar Power Corporation Limited 10200000 26.42 10200000 26.42
17 Ramika Sudesh Hegde 12300 0.03 12300 0.03
18 Karan Satish Shetty 9800 0.02 9800 0.02
19 Rohan Abhay Shetty 9800 0.02 9800 0.02
20 Kolkebail Jeevan Shetty 38402 0.08 38402 0.08
21 Mythri Naveen Shetty 7550 0.02 7550 0.02
22 Aanchal Sunil Shetty 9800 0.02 9800 0.02
23 Sandip Malli Kaidale 36202 0.07 36202 0.07
24 Nikita Abhayanand Shetty 9800 0.02 9800 0.02
25 Anmol Sunil Shetty 9800 0.02 9800 0.02
26 Yukta Naveen Shetty 10000 0.02 10000 0.02
27 Rishabh Naveen Shetty 20068 0.02 20068 0.02
28 Mookambika Hiriyanna Shetty 20068 0.04 20068 0.04\
29 Billadi Sudesh Hegde 36400 0.07 36400 0.07
30 Shachi Jeevan Shetty 12900 0.03 12900 0.03
31 Abhayanand Raghu Shetty 32200 0.06 32200 0.06
32 Adithi Jeevan Shetty 12900 0.03 12900 0.03
33 Rathul Sandip Malli 12300 0.03 12300 0.03
34 Rithika Sudesh Hegde 11600 0.03 11600 0.03
35 Rama Nagappa Shetty (on behalf of R N Shetty Family Trust) 174590 0.37 174590 0.37
36 Anisha Punja 12300 0.03 12300 0.03

D) Shareholding Pattern of top ten Shareholders :

(Other than Directors Promoters and Holders of GDRs and ADRs) :

Shareholding at the beginning of the year

Cumulative Shareholding during the year

Sl. No. Name of the Top Ten Shareholders No. of Shares % of total Shares of the company No. of Shares % of total Shares of the company
1 SANGEETHA S
At the beginning of the year 1151350 2.42 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - - -
Increase/Decrease as on 31.12.2019 - - -
Increase/Decrease as on 31.03.2020 - - 1151350 2.42
2 KESWANI HARESH
At the beginning of the year 277891 0.58 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - - -
Increase/Decrease as on 31.12.2019 - - - -
Increase/Decrease as on 31.03.2020 - - 161055 0.34
3 RICKY ISHWARDAS KIRPALANI
At the beginning of the year 320384 0.67 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - -
Increase/Decrease as on 31.12.2019 -16602 0.03 303782 -
Increase/Decrease as on 31.03.2020 - - 303782 0.64
4 NITESH SANJEEV SHETTY
At the beginning of the year 231059 0.49 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - - -
Increase/Decrease as on 31.12.2019 - - - -
Increase/Decrease as on 31.03.2020 - - 231059 0.49
5 PRASHANT SANJEEV SHETTY
At the beginning of the year 231059 0.49 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - - -
Increase/Decrease as on 31.12.2019 - - - -
Increase/Decrease as on 31.03.2020 - - 231059 0.49
6 Dr. SANJEEV ARORA
At the beginning of the year 190935 0.40 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - - -
Increase/Decrease as on 31.12.2019 - - - -
Increase/Decrease as on 31.03.2020 - - 190935 0.40
7 ANANDARAYA KAMATH M
At the beginning of the year 143186 0.30 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 +13381 0.03 156567 -
Increase/Decrease as on 31.12.2019 +2941 0.01 159508 -
Increase/Decrease as on 31.03.2020 -16322 0.03 143186 0.30
8 SHANTHI AGROFARMS GLOBAL
SERVICE PRIVATE LIMITED
At the beginning of the year 175390 0.37 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - - -
Increase/Decrease as on 31.12.2019 - - - -
Increase/Decrease as on 31.03.2020 - - 175390 0.37
9 UPDESH KUMAR KAUSHAL
At the beginning of the year 200400 0.42 - -
Increase/Decrease as on 30.06.2019 +25500 0.05 225900 0.47
Increase/Decrease as on 30.09.2019 +33328 0.07 259228 -
Increase/Decrease as on 31.12.2019 +53551 0.11 312779 -
Increase/Decrease as on 31.03.2020 -16779 0.03 296000 0.62
10 LIC OF INDIA P & GS FUND
At the beginning of the year 143186 0.30 - -
Increase/Decrease as on 30.06.2019 - - - -
Increase/Decrease as on 30.09.2019 - - - -
Increase/Decrease as on 31.12.2019 - - - -
Increase/Decrease as on 31.03.2020 - - 143186 0.30

E) Shareholding of Directors and Key Managerial Personnel :

Shareholding at the beginning of the year

Cumulative Shareholding during the year

Sl. No. Name of the Director No. of Shares % of total Shares of the company No. of Shares % of total Shares of the company
1 Dr. Rama Nagappa Shetty
At the beginning of the year 26808 0.06 - -
Allotment - - - -
At the end of the year 26808 0.06 26808 0.06
2 Shri Satish Rama Shetty
At the beginning of the year 1110402 2.33 - -
Allotment - - - -
At the end of the year 1110402 2.33 1110402 2.33
3 Shri Sunil Rama Shetty
At the beginning of the year 1111102 2.33 - -
Allotment - - - -
At the end of the year 1111102 2.33 1111102 2.33
4 Shri Naveen Rama Shetty
At the beginning of the year 1110502 2.33 - -
Allotment - - - -
At the end of the year 1110502 2.33 1110502 2.33
5 Dr. Shivabasayya Siddaramayya Hiremath
At the beginning of the year 2300 0.01 - -
Allotment - - - -
At the end of the year 2300 0.01 2300 0.01
6 Shri Annappayya
At the beginning of the year - - - -
Allotment - - - -
At the end of the year - - - -
7 Shri Sankappa Keremane Shetty
At the beginning of the year - - - -
Allotment - - - -
At the end of the year - - - -
8 Smt Sarvani Alva
At the beginning of the year - - - -
Allotment - - - -
At the end of the year - - - -
9 Shri Sathya Murthy Padaki
At the beginning of the year - - - -
Allotment - - - -
At the end of the year - - - -
10 Shri Karan Satish Shetty
At the beginning of the year 9800 0.02 - -
Allotment - - - -
At the end of the year 9800 0.02 9800 0.02

Shareholding of Key Managerial Personnel :

Shareholding at the beginning of the year

Cumulative Shareholding during the year

Sl. No. Name of the Key Managerial Personnel No. of Shares % of total Shares of the company No. of Shares % of total Shares of the company
1 Shri Satish Rama Shetty
At the beginning of the year 1110402 2.33 - -
Allotment - - - -
At the end of the year 1110402 2.33 1110402 2.33
2 Shri Narayan Manjunath Hegde
At the beginning of the year 700 - - -
Allotment - - - -
At the end of the year 700 - 700 -
3 Shri Karan Satish Shetty
At the beginning of the year 9800 0.02 - -
Allotment - - - -
At the end of the year 9800 0.02 9800 0.02
4 Shri Ashok Kumar
At the beginning of the year - - - -
Allotment - - - -
At the end of the year - - - -

V) INDEBTEDNESS - Indebtedness of the Company including interestoutstanding/accrued but not due for payment.

Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 8879.77 679.30 - 9559.07
ii) Interest due but not paid - - - -
iii)Interest accrued but not due - - - -
Total (i+ii+iii) 8879.77 679.30 - 9559.07
Change in Indebtedness during the financial year
* Addition - - - -
* Reduction 1371.47 452.04 - -
Net Change 1371.47 452.04 - 1823.51
Indebtedness at the end of the financial year 7508.30 227.26 - 7735.56
i) Principal Amount - - - -
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) 7508.30 227.26 - 7735.56

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

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

Sl. No. Particulars of Remuneration Satish R Shetty Managing Director Karan Satish Shetty Whole Time Director Total Amount
1 Gross salary - -
(a) Salary as per provisions contained in Section 17(1) of the Income-tax Act 1961 60.00 24.00 84.00
(b) Value of perquisites u/s 17(2) of the Income-tax Act 1961 12.00 1.00 13.00
(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 % of profit - - -
- others specify… - - -
5 Others please specify - - -
Total (A) 72.00 21.26 93.26

B. Remuneration to other Directors

Name of Directors

Sl. No. Particulars of Remuneration Shri Annappayya Dr. Shivabasayya Siddaramayya Hiremath Shri Sankappa Keremane Shetty Smt. Sarvani Alva Shri Sathya Murthy Padaki Total Amount
1 Independent Directors Fee for attending board committee meetings 1.60 1.14 1.60 1.05 1.05 6.44
Commission - - - - - -
Local Conveyance 0.05 0.05 0.05 0.04 0.04 0.23
Total (1) 1.65 1.19 1.65 1.09 1.09 6.67
2 Other Non-Executive Directors
Fee for attending board committee meetings - - - - - -
Commission - - - - - -
Others please specify - - - - - -
Total (2) - - - - - -
Total (B)=(1+2) 1.65 1.19 1.65 1.09 1.09 6.67
Total Managerial Remuneration 1.65 1.19 1.65 1.09 1.09 6.67

Overall Ceiling as per the Companies Act 2013 is `1 lakh per Director per meeting

C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD

Key Managerial Personnel

Sl. No. Particulars of Remuneration CFO N M Hegde CS Ashok Kumar Total
1 Gross salary
(a) Salary and allowances 18.68 8.38 27.06
(b) Value of perquisites u/s 17(2) of the Income-tax Act 1961 - - -
(c) Bonus paid - - -
(d) Profits in lieu of salary under section
17(3) of the Income-tax Act 1961 - - -
2 Stock Option - - -
3 Sweat Equity - - -
4 Commission - - -
- as % of profit others specify… - - - - - -
5 Incentive - - -
Total 18.68 8.38 27.06

VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES :

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

.