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Premier Synthetics Ltd.

BSE: 509835 Sector: Industrials
NSE: N.A. ISIN Code: INE940N01012
BSE 00:00 | 06 Jul 26.25 1.65
(6.71%)
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23.60

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26.70

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NSE 05:30 | 01 Jan Premier Synthetics Ltd
OPEN 23.60
PREVIOUS CLOSE 24.60
VOLUME 5442
52-Week high 41.40
52-Week low 18.35
P/E 4.82
Mkt Cap.(Rs cr) 12
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 23.60
CLOSE 24.60
VOLUME 5442
52-Week high 41.40
52-Week low 18.35
P/E 4.82
Mkt Cap.(Rs cr) 12
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Premier Synthetics Ltd. (PREMSYNTHETIC) - Director Report

Company director report

Dear Members

The Board of Directors are pleased to present the 51th Annual Report of the Company forthe Financial Year ended March 31 2021.

FINANCIAL RESULTS

The Company's financial performance for the year ended March 31 2021 is summarizedbelow:

(Amount Rs. in Lakhs)

Particulars Year Ended 31st March 2021 Year Ended 31st March 2020
Gross Revenue 2459.83 4310.11
Profit before Interest Depreciation & tax 233.21 94.53
Less : Interest 1.76 11.24
Less : Depreciation 72.95 72.63
Profit before exceptional items and tax 158.50 10.66
Less : Exceptional Items - -
Profit before Tax 158.50 10.66
Less : Provision for Tax - -
Less: Provision for Dividend - -
Profit after tax & dividend 158.50 10.66
Add : Profit/(Loss) brought forward from previous year (2907.72) (2918.38)
Balance carried to Balance Sheet (2749.22) (2907.72)

RESULT OF OPERATION

During the year under review the Company recorded gross revenue of Rs. 2459.83 Lakhsas compared to Rs. 4310.11 Lakhs in the previous year. The Company is engaged inmanufacturing of Cotton yarn.

The Company made profit before exceptional item and tax of Rs. 158.50 lakhs as comparedto Rs. 10.66 lakhs in the previous year. After Exceptional items the Net Profit after taxof the Company for the year stood at Rs. 158.50 lakhs against net profit of Rs. 10.66lakhs in the previous year.

JOINT VENTURE ASSOCIATE & SUBSIDIARIES

The Company does not have Joint Venture Associate and Subsidiaries as per rule 6 ofthe Companies (Accounts) Rules 2014. Hence no reporting of the same in Form AOC-1 hasbeen made.

RESERVES

The Board of Directors of your Company has decided not to transfer any amount for theyear under review to the Reserves.

DIVIDEND

During the year under review the Directors have recommended payment of 0.01% onNon-Cumulative Nonconvertible Redeemable Preference Shares of the face value of Rs. 100(Rupees one hundred only) each as dividend for the financial year 2020-21 for approval ofshareholders at the ensuing 51st Annual General Meeting of the Company.

Directors have not recommended any dividend for equity shares of the Company.

MAJOR EVENTS OCCURRED DURING THE YEAR AND SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENT

*As the Corona virus cases steadily going down the Gujarat government revised thelockdown restrictions in the state and allowed the shops to remain open from June 4 2021.

Issuing an order the state government said that all shops in 36 cities of the statewill open from June 4 and will remain open from 9 AM till 6 PM daily. The state governmentalso stated that the home delivery by restaurants can now be done till 10 pm daily.

Your Company is continuously monitoring and assessing the impact of COVID-19 pandemicon the business turnover profitability and liquidity position particularly at subsidiarylevels and will be taking all the necessary steps in future in line with the variousdirectives issued by the Regulatory authorities from time to time.

(*Source: https://www.india.com/news/india/gujarat/)

ISSUE OF SWEAT EQUITY SHARES / ISSUE OF EQUITY SHARES WITH DIFFERENTIAL VOTING RIGHTS

During the year under review your Company has not issued any Sweat Equity Shares /Equity Shares with differential voting rights.

CAPITAL STRUCTURE

As on date of the Report the Authorized Capital of the Company was Rs. 300000000/-(Rupees Thirty Crore only) divided into 10000000 (One Crore) Equity Shares of Rs. 10/-each and 2000000/- (Twenty Lakhs) Non Convertible Non Cumulative Redeemable PreferenceShares of Rs. 100/- each and the issued subscribed and paid-up share capital of theCompany was Rs. 140932000/- (Rupees Fourteen Crores Nine Lakhs Thirty Two Thousandonly) divided into 4593200 (Forty Five Lakhs Ninety Three Thousands Two Hundreds) EquityShares of Rs. 10/- each and 950000 (Nine Lakhs Fifty Thousands) Non Convertible NonCumulative Redeemable Preference Shares of Rs. 100/- each.

There was no change in the Capital Structure of the Company during the Financial Yearunder review.

RATIO OF THE REMUNERATION OF EACH DIRECTOR TO THE MEDIAN EMPLOYEE'S REMUNERATION

Ratio of the Remuneration of each Directors to the Median Employee's Remuneration forthe Financial Year ended on 31st March 2021 is enclosed to this report and marked as"Annexure II"

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required under Regulation 34 read with Schedule V (B) of SEBI (Listing Obligationsand Disclosure Requirements) (Amendment) Regulations 2018 report on "ManagementDiscussion and Analysis" is attached and forms a part of this Report as"Annexure III".

EXTRACT OF ANNUAL RETURN

The extract of the Annual Return of the Company as on Financial Year ended on March31st 2021 pursuant to the sub - section (3) of Section 92 of the Companies Act 2013 andforming part of the report in Form MGT-9 is enclosed as "Annexure V" to thisReport.

CORPORATE GOVERNANCE REPORT

Pursuant to Regulation 15 of Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 since the equity paid up sharecapital of the Company and net worth is below the threshold limits prescribed under SEBI(LODR) Regulations 2015 Corporate Governance provision is not applicable to the Companyfor the year under review.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has not developed and implemented any Corporate Social Responsibilityinitiative as the provisions of Section 135 of Companies Act 2013 are not applicable tothe Company.

DETAILS OF MEETING OF THE BOARD AND ITS COMMITTEES Board Meetings:

The Board of Directors met Four (4) times during the financial year 2020-21 and theintervening gap between the meetings was within the period prescribed under the CompaniesAct 2013. The details of which are given below:

Sr. No. Date of Meeting Attendance of Directors
1. 29/06/2020 All directors were present
2. 10/08/2020 All directors were present
3. 09/11/2020 All directors were present
4. 10/02/2021 All directors were present

All Board Meetings were held at the Registered Office of the Company. The Agenda alongwith the Notes were sent in advance to all the Directors.

The Fiftieth Annual General Meeting was held on September 30 2020 at the RegisteredOffice of the Company.

Pursuant to requirements of Regulation 26 of the Listing Regulations none of theCompany's Director is a member of more than 10 committees or Chairman of more than 5committees across all Public companies in which he is a Director.

Independent Directors Meeting:

During the year under review the Independent Directors met on 20th March 2021 interalia to discuss over all operations Business Strategy and Medium / Long term plans.

All the Independent Directors were present at the meeting. Pursuant to the requirementsof the Listing Regulations and Schedule IV of the Companies Act 2013 on Code of Conductof the Independent Directors the Independent Directors had reviewed and evaluated theperformance of Non-Independent Directors and the Board as a whole and the same was foundsatisfactory.

Committees' Meetings:

The Audit Committee met four (4) times during the financial year 2020-21 andthe details of the meeting are as follows:

Sr. No. Date of Meeting Attendance of Members
1. 29/06/2020 Chairman & all other Members were present
2. 10/08/2020 Chairman & all other Members were present
3. 09/11/2020 Chairman & all other Members were present
4. 10/02/2021 Chairman & all other Members were present

The Nomination & Remuneration Committee met Two (2) times during thefinancial year 2020-21 and the details of the meeting are as follows:

Sr. No. Date of Meeting Attendance of Members
1. 10/08/2020 Chairman & all other Members were present
2. 10/02/2021 Chairman & all other Members were present

The Stakeholder Relationship Committee and Investor Grievance Committee met Three(3) times during the financial year 2020-21 and the details of the meeting are asfollows:

Sr. No. Date of Meeting Attendance of Members
1. 07/07/2020 Chairman & all other Members were present
2. 07/10/2020 Chairman & all other Members were present
3. 05/01/2021 Chairman & all other Members were present

Committees' Composition:

The compositions of Audit Committee Stakeholder Relationship Committee &Nomination & Remuneration Committee are as follows:

Audit Committee:

The Composition of the Audit Committee is in alignment with the provisions of Section177 of the Companies Act 2013 read with Rules issued there under and Regulation 18 of theSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

Sr. No. Name Chairman/Member
1. Mr. Sachin Kansal Chairman
2. Mr. Jayesh Jain Member
3. Mr. Sunny Sunil Singhi Member

All the recommendations made by the Audit Committee were accepted by the Board ofDirectors of the Company. The Board of Directors has appointed Mr. Kartik S. JainChartered Accountant as Internal Auditors of the Company to conduct the internal audit ofthe various areas of operations and records of the Company. The periodical reports of thesaid internal auditors were regularly placed before the Audit Committee along with thecomments of the management.

Nomination and Remuneration Committee Composition:

The Composition of Nomination and Remuneration Committee is as follows:

Sr. No. Name Chairman/Member
1. Mr. Jayesh Jain Chairman
2. Mr. Sachin Kansal Member
3. Mr. Gautamchand Surana Member

In view of the amended provisions of Section 178 of the Companies Act 2013 theperformance of Board its committees and each Director (excluding the director beingevaluated) has been evaluated by the Board on the basis of engagement leadershipanalysis decision making communication governance interest of stakeholders etc.

Stakeholders and Investor Grievance Committee:

The Company has constituted the Stakeholders Relationship and Investors' GrievanceCommittee in accordance with the provisions of the Companies Act 2013 and the ListingRegulations. The Composition of the said Committee is as follows:

Sr. No. Name Chairman/Member
1. Mr. Sachin Kansal Chairman
2. Miss. Anusha Maheshwary Member
3. Mr. Sunny Sunil Singhi Member

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Sr. No. Name of the Person Designation
1. Mr. Gautamchand Surana Managing Director
2. Mr. Kartik Jain Chief Financial Officer
3. Mr. Vismay Makwana Company Secretary

EVALUATION BY BOARD OF ITS PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUALDIRECTORS

The Board has carried out an annual performance evaluation of its own performance theDirectors individually as well as the evaluation of the working of the Committees of theBoard. The Board performance was evaluated based on inputs received from all the Directorsafter considering criteria such as Board composition and structure effectiveness ofBoard/ Committees processes and information provided to the Board etc. The Board and theindividual Directors have also evaluated the performance of Independent and Non-Independent Directors fulfillment of their independence criteria and their independencefrom the management performance of the Board as a whole and that of the chairman of themeeting.

POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS INCLUDING INDEPENDENT DIRECTORSKMP AND SENIOR MANAGEMENT

The Company has a Nomination and Remuneration policy for the performance evaluation ofthe Chairman individual Directors Board and its Committees. The Nomination andRemuneration Committee is responsible for identifying persons who are qualified to becomeDirectors and who may be appointed on Senior Management in accordance with the criterialaid down in the Nomination and Remuneration Policy. The Committee also reviews the policyregarding the criteria for appointment and remuneration of Directors including IndependentDirectors Key Managerial Persons and Senior Management. The Committee also recommends tothe Board the appointment of any new Directors/Key Managerial Personnel or removal of theexisting Directors/ Key Managerial Personnel. The Committee recommends to the Board as towhether to extend or continue the term of appointment of the Independent Directors on thebasis of the report of performance evaluation of Independent Directors. After carefullyevaluating and analyzing the recommendations of the Nomination and Remuneration Committeethe Board of Directors of the Company decide whether to appoint a new Director/KeyManagerial Personnel or remove an existing Director/ Key Managerial Personnel as the casemay be. The Nomination and Remuneration Committee of the Company oversees theimplementation of the Nomination and Remuneration policy of the Company. The compositionof the Nomination and Remuneration Committee and other relevant details are provided inthis report.

The salient features of the Nomination and Remuneration policy are as follows:

a. The policy has been framed in accordance with the relevant provisions of theCompanies Act 2013 and the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015.

b. The policy spells out the criteria for determining qualifications positiveattributes and independence of a Director and the remuneration of Directors KeyManagerial Personnel and Senior Management including functional heads.

c. The Committee has the discretion to decide whether qualification expertise andexperience possessed by a person are sufficient/ satisfactory for the concerned position.

d. The Director KMP and Senior Management shall retire as per the applicableprovisions of the Companies Act 2013 and the prevailing policy of the Company. The Boardwill have the discretion to retain the Director KMP Senior Management in the sameposition/ remuneration or otherwise even after attaining the retirement age for thebenefit of the Company.

e. The remuneration/ commission shall be in accordance with the statutory provisions ofthe Companies Act 2013 and the rules made there under for the time being in force.

f. Deviations on elements of this policy in extraordinary circumstances when deemednecessary in the interests of the Company will be made if there are specific reasons todo so in an individual case.

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 provisions of theCompanies Act 2013 read with the Schedules and Rules made there under as well asRegulation 16 of Listing Regulations (including any statutory modification(s) orre-enactment(s) thereof for the time being in force).

PUBLIC DEPOSITS:

In terms of Section 73 to 76 of the Companies Act 2013 and Companies (Acceptance ofDeposits) Rules 2014 your Company has not accepted any public deposits or no amount ofprincipal or interest was outstanding as on date of the Balance sheet during the yearunder review.

LOANS GUARANTEE AND INVESTMENTS

The particulars of loans guarantee or investment made under Section 186 of theCompanies Act 2013 are given in the Notes forming part of the Financial Statements forthe year ended March 31 2021.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All the related party transactions that were entered into during the financial year inthe ordinary course of business and the prices were at arm's length basis. Hence theprovisions of Section 188(1) of the Companies Act 2013 are not attracted. Further nomaterially significant related party transactions were entered by the Company withPromoters Directors Key Managerial Personnel or other designated persons which may havepotential conflict with interest of the company at large. Hence reporting in AOC-2 is notmade. All related party transactions are placed before the Audit Committee and Board ofDirectors for their review.

STATUTORY AUDITORS AND AUDITORS REPORT

M/s. Loonia & Associates Chartered Accountants (Firm Registration No. 130883W)were appointed as Statutory Auditors of the Company at the 46th Annual General Meeting(AGM) till the conclusion of the 51st Annual General Meeting (AGM).

M/s. Loonia & Associates have confirmed their eligibility and qualification underSection 139 141 and other applicable provisions of the Companies Act 2013 and Rulesissued there under (including and statutory modification(s) or re-enactment(s) thereof forthe time being in force).

The Auditors' Report for the financial year ended March 31 2021 on the financialstatements of the Company is a part of this Annual Report. The Auditors' Report for thefinancial year ended March 31 2021 does not contain any qualification reservation oradverse remark.

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT 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 M/s. Yogesh Chhunchha & Co. Practicing Company Secretaries to undertake theSecretarial Audit of the Company for the financial year 2020-21. The Secretarial AuditReport in the form "MR-3'' is annexed herewith as "Annexure IV". TheSecretarial Audit Report does not contain any qualification reservation or adverseremark.

INTERNAL AUDITOR

The Board has appointed M/s. PGT & Associates Chartered Accountant as an internalAuditor of the Company for F.Y. 2020-21.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNING AND OUTGO

The Information under Section 134 (3) (m) of the Companies Act 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 for the year ended on 31st March 2021 isgiven below and forms the part of the Boards Report.

A. CONSERVATION OF ENERGY:

The Company continues to meet the growing energy demand while working towardsminimizing the environmental footprint of its ongoing operations as well as futureprojects. The Company is continually exploring new ways to make its operations moreefficient by putting technology to use for direct energy savings and increasing renewableenergy sources.

• Improving efficiency of electricity use

Lighting: Due to its nature of operations the share of lighting in electricity useis relatively high. It is important to re- examine whether the light source is utilized inthe most efficient way and take electricity saving measures.

Electric motor: The textile industry uses a vast number of relatively smallelectric motors. While a conventional machine was driven by a single motor with thegenerated mechanical power transmitted to various parts of the machine in a collectivemanner many modern machines utilize multiple motors with a control board controlling themovement of each motor which is directly coupled to a machine part to drive itindependently from others.

Electric heating: In the textile industry electric heating has largely beenreplaced by other methods (steam gas heating or direct or indirect fired heating) forsome time in order to achieve cost reductions

• Non-conventional sources of energy

The different alternative renewable sources of energy are biomass tidal energygeothermal energy solar energy and wind energy. The technology is easy andstraightforward to control with nearly very little maintenance cost. There will not beany drawback of air pollution.

• The Capital investment on energy conservation equipment

During the year under review Company has not incurred any capital expenditure onenergy conservation equipment.

B. TECHNOLOGY ABSORPTION:

• Efforts in brief made towards technology absorption adaptation &innovation:

The Company is taking necessary steps to replace certain existing equipment's byinstalling new equipments having better technology. In addition to this the company hasinstalled plant for re-processing for its waste material.

• Benefit derived as a result of above efforts:

The benefits of technology upgraded equipments will be visible in future working.Further the Company has imported machinery spare parts to maintain the products qualityand life of machine.

• Expenditure incurred on Research and Development:

During the year under review Company has not incurred any Expenditure on Research andDevelopment.

C. FOREIGN EXCHANGE EARNINGS AND OUTGO:

During the year under review the Company has foreign exchange outgo as mentionedbelow:-

(Rs. In Lakhs)

Particulars 2020-21 2019-20
Foreign Exchange Earned NIL NIL
Foreign Exchange Used 11.47 21.88

INTERNAL CONTROL SYSTEMS AND ITS ADEQUACY:

The Company has an effective internal control and risk mitigation system which isreviewed and constantly updated. The internal controls including the internal financialcontrol of the Company are managed and reviewed by the Audit Committee and apart from thestaff employed by the Company the Company has also appointed Internal Auditors (M/s. PGT& Associates Chartered Accountant Ahmedabad) of the Company to review and monitor theinternal financial controls and their adequacy. The Internal Financial Controls of theCompany are adequate and commensurate with the size and nature of business of the Company.

RISK MANAGEMENT

Your Company has a well-defined Risk Management System in place as a part of goodgovernance practice. The risks are identified at various departmental levels and suitablemitigation measures are thereafter adopted. The business risk framework defines the riskmanagement approach across the enterprise at various levels including documentation andreporting. These are further subjected to a quarterly review. The framework has differentrisk models which help in identifying risk trends exposure and potential impact analysisat a Company level as also separately for business segments. Risk management forms anintegral part of the Company's planning cycle. At present the Company has not identifiedany element of risk which may be of threat to the existence of the Company.

REPORTING OF FRAUDS

There was no instance of fraud during the Financial Year under review which requiredthe Statutory Auditors to report to the Audit Committee and / or Board under Section143(12) of the Companies Act 2013 and Rules framed there under.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In order to address the genuine concerns and grievances of the Directors and Employeesof the Company the Company has established a Vigil Mechanism/ Whistle Blower Policy forDirectors and employees pursuant to Section 177(9) of the Companies Act 2013 andRegulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.The Vigil Mechanism provides adequate safeguards against victimization of Director(s) oremployee(s) or any other person who avails the mechanism and also provides for directaccess to the Chairperson of the Audit Committee in appropriate or exceptional cases.Further the policy has been posted on the website of the Company. It is pertinent to notethat no fraud case has been reported in the year under review.

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATOR / COURTS / TRIBUNAL:

There are no significant / material orders passed by the Regulator / Courts / Tribunalimpacting the going concern status of your Company and its operations in future.

HUMAN RESOURCES AND POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

Your Company is committed to provide and promote a safe healthy and congenialatmosphere irrespective of gender caste creed or social class of the employees. Howeverthe Company does not have female employee as mentioned in the provisions of The SexualHarassment of Women at Workplace (Prevention Prohibition & Redressal) Act 2013 andtherefore the Internal Complaints Committees (ICC) cannot be constituted due to the lackof number of female employees.

COMPLIANCE WITH THE SECRETARIAL STANDARDS OF ICSI

The Company is in compliance with the Secretarial Standard on Meetings of the Board ofDirectors (SS-1) and General Meeting (SS-2) issued by the Institute of Company Secretariesof India and approved by the Central Government.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(5) of the Act your Directors confirm to thebest of their knowledge and belief:

(a) in the preparation of the annual accounts the applicable accounting standards havebeen followed and that there are no material departures;

(b) they have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company at the end of the financial year and of theprofit of the Company for that period;

(c) they have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

(d) they have prepared the annual accounts on a going concern basis;

(e) they have laid down internal financial controls to be followed by the Company andthat such internal financial controls are adequate and are operating effectively;

(f) they have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems are adequate and operating effectively.

FINANCE AND ACCOUNTS

During the year under review the Rating Agency CARE Ratings Limited maintained the"B" rating for the Company's Non Cumulative Non Convertible RedeemablePreference shares.

As mandated by the Ministry of Corporate Affairs the financial statements for the yearended on March 31 2021 has been prepared in accordance with the Indian AccountingStandards (IND AS) notified under Section 133 of the Companies Act 2013 read with theCompanies (Accounts) Rules 2014. The estimates and judgments relating to the FinancialStatements are made on a prudent basis so as to reflect in a true and fair manner theform and substance of transactions and reasonably present the Company's state of affairsprofits and cash flows for the year ended March 31 2021.

FAMILIARIZATION PROGRAMME TO INDEPENDENT DIRECTORS

The Company provides suitable familiarization programme to Independent Directors tohelp them familiarize themselves with the nature of the industry in which the companyoperates and the business model of the company in addition to regular presentation onexpansion plans and their updates business operations and financial statements. Inaddition to the above Directors are periodically advised about the changes effected inthe Corporate Law Listing Regulations about their roles rights and responsibilities asDirectors of the company.

There is a regular interaction of Directors with the Key Managerial Personnel of theCompany.

RETIREMENT BY ROTATION AND SUBSEQUENT RE-APPOINTMENT:

In accordance with the provisions of Section 152 and other applicable provisions ifany of the Companies Act 2013 read with the Companies (Appointment and Qualification ofDirectors) Rules 2014 (including any statutory modification(s) or re-enactment(s) thereoffor the time being in force) Mr. Sunny Sunil Singhi (Non Executive Director) is liableto retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible haveoffered himself for re-appointment.

CHANGE IN NATURE OF BUSINESS:

During the year under review your Company has not changed its nature of business. TheBoard is of the opinion that the existing operations of Yarn Manufacturing will not resultin improved working since the products of the Company are mainly used by the Textile denimmanufacturers and the present market conditions of Textile Denim Manufacturers are notgood. In addition to this the Company's plant is of old technology which results inhigher cost of production in comparison to new technology plants. The cost of productionis also higher due to higher rate of electricity in comparison to Electricity rate in theState of Maharashtra for textile units at present and also higher cost of manpower. Inthese circumstances the Board is of the view that Company should dispose off existingmovable assets and should develop the existing land of the Company for commercial /industrial / residential purpose since the location of the land is very near to Ahmedabad.The company had also added three object clauses to the main object clause for the same.

DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT / UNCLAIMED SUSPENSE ACCOUNT

During the years under review no shares were held in demat suspense account orunclaimed suspense account of the Company.

INSURANCE

The Company has taken all the necessary steps to insure its properties and insurableinterest as deemed appropriate and as required under the various legislative enactments.There were no major incidents or accidents to warrant insurance claims during the yearunder review.

INITIATIVE

Your Directors would like to draw your attention to Section 20 of the Companies Act2013 read with the Companies (Management and Administration) Rules 2014 as may beamended from time which permits paperless compliances and also service of notice /documents (including annual report) through electronic mode to its members. To supportthis green initiative of the Central Government in full measure we hereby once againappeal to all those members who have not registered their e-mail addresses so far arerequested to register their email address in respect of electronic holdings with theirconcerned depository participants and / or with the Company.

ANNEXURES

The lists of annexure forming part of the Board Report are as follows:

Annexure Annexure No.
Certificate of Non Disqualification of Directors I
Ratio of the remuneration of each director to the median employee's remuneration II
Management Discussion and Analysis Report III
Secretarial Audit Report (MR-3) IV
Extract of Annual Return (MGT-9) V

ACKNOWLEDGMENT

Your Directors place on record their sincere appreciation for the assistance andguidance provided by the Regulators Stock Exchanges other statutory bodies and theCompany's bankers for the assistance cooperation and encouragement extended to theCompany. Your Directors wish to place on record their appreciation for the contributionsmade by the employees of Premier Synthetics Limited at all levels for theirefforts hard work and support which are indispensible for smooth functioning of theCompany. Your involvement as Shareholders is also greatly valued and your Directors lookforward to your continued support.

By order of the Board of Directors
For Premier Synthetics Limited
Gautamchand Surana Sanjay Majethia
Place: Ahmedabad Managing Director Director
Date: 12thAugust 2021 DIN:00955362 DIN:06555488

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