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Prime Urban Development India Ltd.

BSE: 521149 Sector: Industrials
NSE: N.A. ISIN Code: INE419E01024
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OPEN 9.34
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VOLUME 12
52-Week high 11.75
52-Week low 6.02
P/E
Mkt Cap.(Rs cr) 25
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
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Prime Urban Development India Ltd. (PRIMEURBAN) - Director Report

Company director report

Dear Members

Your Directors have pleasure in presenting the 84th AnnualReport on the business and operations of Prime Urban Development India Limited["Company"] together with the Audited Financial Statements of the Company forthe Year ended March 312021.

1. FINANCIAL HIGHLIGHTS

The summarized financial performance (Standalone and Consolidated) ofyour Company for 2020-21 and 2019-20 is given below:

Rs. in Lakhs

Particulars Standalone Consolidated
2020-21 2019-20 2020-21 2019-20
Revenue from operations 755.32 5342.02 2059.29 5236.81
Other Income 271.25 107.83 272.11 109.34
Total Income 1026.57 5449.85 2331.41 5346.15
Earnings before interest tax depreciation exceptional items and amortization (EBITDA) 42.70 (499.82) (38.89) (285.44)
Less : Finance Costs 159.29 224.96 176.69 324.46
Less: De preciation and amortization expense 29.42 37.49 32.60 40.62
Profit/(Loss) before Exceptional Items and Tax (146.01) (762.27) (170.30) (650.52)
Exceptional Items - - - -
Profit/(Loss) before Tax (146.01) (762.27) (170.30) (650.52)
Less: Tax Expense (2.30) 2.77 (1.17) 2.29
Profit/(Loss) After Tax (148.31) (759.50) (171.48) (648.23)
Other comprehensive Income/(expenses) 1.09 27.52 0.87 27.52
Total Comprehensive Income/(Loss) for the year (147.22) (731.98) (170.61) (620.71)
Surplus from previous year brought forward (1886.59) (1154.61) (2306.51) (1671.21)
Less: Dividend and Dividend tax paid during the year - - - -
Un-realised gain in contra-group transfers - - (5.88) (14.59)
Transfer to General Reserve - - - -
Minority Interest - - 0.07 -
Amount available for appropriation (2033.81) (1886.59) (2482.93) (2306.51)

During the Financial year 2020-21 your Company has clocked revenues ofRs. 755.32 Lakhs in the Realty segment. Your Company has sold 31514 sq. ft. of developedland during the period under review.

2. CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of the Companies Act 2013(hereinafter referred to as the "Act") read with the Companies (Accounts) Rules2014 applicable Accounting Standards prescribed by the Institute of Chartered Accountantsof India and the provisions of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 (hereinafter referred to as the "SEBI Listing Regulations")the audited consolidated financial statements are provided in this Annual Report.

3. SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

As at March 312021 your Company had following 5 (Five) SubsidiaryCompanies:

1. ATL Textile Processors Limited

2. Manoj Yarn Processors Limited

3. New Line Buildtech Private Limited

4. Srivarsha Realtors Private Limited

5. Prime Urban North America INC.

Your company had acquired a company in the United States of America inthe name Prime Urban North America INC. as its wholly owned subsidiary w.e.f. July 222020 with initial investment of USD 9900 for carrying out project management andconsultancy services.

Also two subsidiary companies viz. Pee Dee Yarn Processors Limited andPatodia Developers Private Limited being inoperative have applied for striking of namesfrom the register of companies on March 30 2021.

Pursuant to the provisions of Section 129(3) of the Act read with Rule5 of the Companies (Accounts) Rules 2014 a statement containing salient features of thefinancial statements of Subsidiaries Associate Companies and Joint Ventures in Form AOC-1is attached to this Report as "Annexure I". The Audited Financial Statements ofeach of the Subsidiary Companies have been placed on the website of the Company-www.ptlonline.com under the Investors Section.

4. DIVIDEND

The Board of Directors of your Company do not recommend any Dividendfor the year under review due to losses.

5. SHARE CAPITAL

The paid up Equity Share Capital of the Company as at March 312021stood at Rs. 532.87 Lakhs. During the year under review the Company has not issued sharesor convertible securities or shares with differential voting rights nor has granted anystock options or sweat equity or warrants As on March 312021 none of the Directors ofthe Company hold instruments convertible into Equity Shares of the Company.

6. TRANSFER TO RESERVES

In view of losses incurred during the financial year 2020-21 the Boardof Directors of your Company has decided not to transfer any amount to the Reserves forthe year under review.

7. PUBLIC DEPOSITS

Your Company has not accepted any deposits from the public within themeaning of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules2014 and hence there are no unpaid/unclaimed deposits nor there is any default inrepayment thereof.

8. BOARD MEETINGS

Composition and Attendance:

As on March 312021 the composition and attendance of the Board ofDirectors have been as under:

Name of the Director Category No. of Board Meetings held No. of Board Meetings attended by the Director
Mr. Purusottamdas Patodia Executive Chairman/Promoter 4 4
Mr. Manoj Kumar Patodia* Executive Vice-Chairman/Promoter 4 4
Mr. Anuj Patodia** Non-executive/Non-independent Director/ Promoter 4 4
Mr. N. K. Bafna Non-Executive Director/ Independent 4 4
Mr. Banwarilal Singhal*** Non-Executive Director/ Independent 4 3
Mrs. Ryna Zaiwalla Karani Non-Executive Director/Independent 4 4

*the designation of Mr. Manoj Kumar Patodia changed from executivedirector to non-executive/non-independent director w.e.f. June 23 2021

**the designation of Mr. Anuj Patodia changed from executive directorto non-executive/non-independent director w.e.f. September 3 2020

**Mr. Banwari Lal Singhal resigned from the directorship of the Companyw.e.f. August 2 2021

The Board of Directors of your Company met 4 (Four) times during thefinancial year 2020-21 on June 29 2020 September 3 2020 November 9 2020 and January29 2021.

9. COMMITTEES OF THE BOARD

The Board of Directors have the following Committees:

I. AUDIT COMMITTEE

Composition and Attendance:

As on March 312021 the composition and attendance of the AuditCommittee has been as under:

Name of the Members Chairman/ Member Category No. of Meeting(s) held No. Of Meeting Attended
Mr. Banwarilal Singhal* Chairman Non-Executive Director/Independent 4 3
Mr. N. K. Bafna Member Non-Executive Director/Independent 4 4
Mr. Manoj Kumar Patodia** Member Executive Vice-Chairman/Promoter 4 4
Mrs. Ryna Zaiwalla Karani*** Member Non-Executive Director/ Independent - -

*Mr. Banwari Lal Singhal resigned from the directorship of the Companyw.e.f. August 2 2021

**the designation of Mr. Manoj Kumar Patodia changed from executivedirector to non-executive/non-independent director w.e.f. June 23 2021

***Mrs. Ryna Zaiwalla Karani appointed as member of Audit Committeew.e.f. August 2 2021

During the financial year 2020-21 four meetings of Audit Committeewere held on June 29 2020 September 3 2020 November 9 2020 and January 29 2021.

II. STAKEHOLDERS RELATIONSHIP COMMITTEE

Composition and Attendance at Meeting

As on March 31 2021 the composition and attendance of Stakeholders'Relationship Committee has been as under:

Name of the Members Designation Category No. of Meeting(s) Held No. of Meeting(s) Attended
Mr. N. K. Bafna Chairman Non-Executive Director/Independent 4 4
Mr. Banwarilal Singhal* Member Non-Executive Director/Independent 4 3
Mr. Purusottamdas Patodia Member Executive Chairman/Promoter 4 4
Mr. Manoj Kumar Patodia** Member Executive Vice- Chairman/Promoter 4 4

*Mr. Banwari Lal Singhal resigned from the directorship of the Companyw.e.f. August 2 2021

**the designation of Mr. Manoj Kumar Patodia changed from executivedirector to non-executive/non-independent director w.e.f. June 23 2021

During the financial year 2020-21 four meetings of Stakeholders'Relationship Committee were held on June 29 2020 September 3 2020 November 9 2020 andJanuary 29 2021.

III. NOMINATION AND REMUNERATION COMMITTEE

Composition and Attendance:

As on March 312021 the composition of Nomination and RemunerationCommittee has been as under:

Name of the Members Chairman/ Member Category No. of Meeting(s) Held No. of Meeting(s) Attended
Mr. Banwarilal Singhal* Chairman Non-Executive Director/Independent 0 0
Mr. N. K. Bafna Member Non-Executive Director/Independent 0 0
Mrs. Ryna Karani Member Non-Executive Director/Independent 0 0
Mr. Manoj Kumar Patodia** Member Executive Vice-Chairman/ Promoter - -

*Mr. Banwari Lal Singhal resigned from the directorship of the Companyw.e.f. August 2 2021

**the designation of Mr. Manoj Kumar Patodia changed from executivedirector to non-executive/non-independent director w.e.f. June 23 2021 and appointed asmember of the Nomination and Remuneration Committee w.e.f. August 2 2021

IV. CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE

Composition and Attendance at Meeting

As on March 312021 the composition of CSR Committee has been asunder:

Name of the Members Chairman/ Member Category No. of Meeting(s) Held No. of Meeting(s) Attended
Mr. Banwarilal Singhal* Chairman Non-Executive Director/Independent 0 0
Mr. Purusottamdas Patodia** Member Executive 0 0
Mr. Manoj Kumar Patodia*** Member Executive Vice- Chairman/Promoter 0 0
Mr. Anuj Patodia**** Member Executive /Promoter 0 0

*Mr. Banwari Lal Singhal resigned from the directorship of the Companyw.e.f. August 2 2021 ** Mr. Purusottamdas Patodia appointed as chairman of CSR Committeew.e.f. August 2 2021

***the designation of Mr. Manoj Kumar Patodia changed from executivedirector to non-executive/non-independent director w.e.f. June 23 2021

****the designation of Mr. Anuj Patodia changed from executive directorto non-executive/non-independent director w.e.f. September 3 2020

V. FINANCE COMMITTEE Composition and Attendance at Meeting

As on March 312021 the composition of Finance Committee has been asunder:

Name of the Members Chairman/ Member Category No. of Meeting(s) Held No. of Meeting(s) Attended
Mr. Purusottamdas Patodia Chairman Executive 0 0
Mr. Manoj Kumar Patodia* Member Executive Vice- Chairman/Promoter 0 0
Mr. Anuj Patodia** Member Executive /Promoter 0 0

*the designation of Mr. Manoj Kumar Patodia changed from executivedirector to non-executive/non-independent director w.e.f. June 23 2021

**the designation of Mr. Anuj Patodia changed from executive directorto non-executive/non-independent director w.e.f. September 3 2020

During the financial year 2020-21 no meeting of Finance Committee washeld.

10. IMPACT OF COVID-19 PANDEMIC

The outbreak of COVID - 19 pandemic and enforced lockdowns along withnecessary restrictions on various activities had posed challenges to the businesses of theCompany and its Subsidiaries.

The Company's operations came to a slower phase for a long period. Dueto the low volume of business from March end it has affected the collection and liquidityrevenue and profitability substantially and the Company faced a financial hit during thefourth quarter of 2020-21.

Covid-19 Pandemic started at the end of the financial year 2019-20 hasshocked the entire world which has slowed down the business and has impacted the market inwhich real estate sector is not exempted. It will take some more time for recovery tobounce back which is difficult to predict at the given situation.

11. PARTICULARS OF LOANS GRANTED GUARANTEE PROVIDED AND INVESTMENTSMADE PURSUANT TO THE PROVISIONS OF SECTION 186 OF THE COMPANIES ACT 2013

Details of loans granted guarantees provided and investments made bythe Company under the provisions of Section 186 of the Act are provided in Note No. 4(a)and 4(g) under Notes to the financial statements of standalone financial statements.

12. PARTICULARS OF ENERGY CONSERVATION TECHNOLOGY ABSORPTIONEXPENDITURE ON RESEARCH AND DEVELOPMENT & FOREIGN EXCHANGE EARNINGS AND OUTGO

Considering the nature of activities in which the Company operatesenergy consumption is in accordance to the normal business practices and does not requireany specific installations. In its regular course of business the Company is alwaysvigilant to conserve the resources and continuously implements measures required to saveenergy.

The business activities of the Company are not specific to anytechnology requirements. Hence disclosures pertaining to conservation of energy andtechnology absorption are not applicable to your Company during the year under review.

The net Foreign Exchange earnings during the year under review is Nil (previous year's Rs. 4743.82 lakhs).

13. RELATED PARTY TRANSACTIONS

All contract/ arrangements/ transactions entered into/ by the Companyduring the financial year under review with related parties were on an arm's length basisand in accordance with the provisions of the Act read with the Rules issued thereunder.There were no materially significant related party transactions entered by the Companywith Promoters Directors Key Managerial Personnel or other designated persons which mayhave a potential conflict with interest of the Company at large.

There are no material related party transactions during the year underreview. Accordingly no transactions are being reported in Form AOC-2 in terms of Section134 of the Act read with Rule 8 of the Companies (Accounts) Rules 2014.

The Board of Directors of the Company has approved a Policy onmateriality of related party transactions and dealing with related party transactionswhich is in line with the SEBI LODR as amended from time to time. The Policy has beenuploaded on the Company's website at https://ptlonline.com/policies/

The details of the related party transactions as per IND AS-24 are setout in Note No. 21.07 to the Standalone Financial Statements forming part of this report.

14. CORPORATE GOVERNANCE REPORT

Since the paid up capital of the company is less than Rs.10 Crores andthe net worth of the Company is less than Rs.25 Crores as on the last day of thepreceding financial year i.e. March 312020 the provisions of Regulations1718192021222324252627 and clauses (b) to (i) of sub-regulation 2 of Regulation46 and para C D & E of Schedule V of the Securities and Exchange Board of India(Listing Obligations and Disclosures Requirements) Regulations 2015 are not applicableto the Company for FY 2020-21 hence corporate governance report has not been enclosed todirectors report.

15. DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of Section 152 of the Act and theCompany's Articles of Association Mr. Manoj Kumar Patodia Director retires by rotationat the forthcoming Annual General Meeting and being eligible offers himself forre-appointment. The Board recommends his re-appointment for the consideration of theMembers of the Company at the forthcoming Annual General Meeting. Brief profile of Mr.Manoj Kumar Patodia has been given in the Notice convening the Annual General Meeting.None of the Directors are related inter-se to each other save and except Mr. PurusottamdasPatodia Mr. Manoj Kumar Patodia and Mr. Anuj Patodia.

The Board of Directors of the Company at its Meeting held on August13 2021 has subject to the approval of Members re-appointed Mr. Purusottamdas Patodia(DIN: 00032088) as Chairman and Managing Director for a period of 3 (three) years from theexpiry of his present term i.e. with effect from April 12022 on the terms andconditions including remuneration as recommended by Nomination and Remuneration Committeeof the Board and approved by the Board.

Further Mr. Banwari Lal Singhal resigned from the directorship of theCompany w.e.f. August 2 2021. Also the designation of Mr. Anuj Patodia and Mr. ManojKumar Patodia changed from executive directors to non-executive/non-independent directorsw.e.f. September 3 2020 and June 23 2021 respectively.

During the year under review the Company has received individualdeclaration from the Independent Director(s) of the Company stating that they meet thecriteria of independence as laid down under Section 149(6) of the Act.

The Independent Directors have confirmed that they have complied withthe Code for Independent Directors prescribed in Schedule IV to the Act. The IndependentDirectors have further confirmed that they are not aware of any circumstance or situationwhich exist or may be reasonably anticipated that could impair or impact their ability todischarge their duties with an objective independent judgment and without any externalinfluence and that he/she is independent of the management.

The Company has received individual affirmation from all the Directorsand Senior Management personnel of the Company stating that they have fully complied withprovisions of the Code of Conduct for Board Members and Senior Management Personnel of theCompany during the financial year ended March 312021.

16. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirements of sub section (3)(c) and sub section (5)of Section 134 of the Act with respect to Directors Responsibility Statement it is herebyconfirmed that:

(a) in the preparation of the annual accounts for the financial yearended March 312021 the applicable accounting standards have been followed along withproper explanation relating to material departures if any;

(b) the Directors have selected such accounting policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of your Company as at March 312021and of the profit and loss of the Company for that period;

(c) the Directors have taken proper and sufficient care for themaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;

(d) the Directors have prepared the annual accounts for the financialyear ended March 312021 on a going concern basis;

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

(f) the Directors have devised proper systems to ensure compliance withthe provisions of all applicable laws were in place and that such systems were adequateand operating effectively.

17. AUDITORS AND AUDITOR'S REPORT

M/s. L. U. Krishnan & Co. Chartered Accountants (FirmRegistration No. 001527S) were appointed as Statutory Auditors of the Company for a periodof five years commencing from the conclusion of 80th Annual General Meeting till theconclusion of 85th Annual General Meeting of the Company.

The Auditors Report for the financial year ended March 312021 does notcontain any qualification reservation or adverse remark during the year under review. Noinstances of fraud have been reported by the Statutory Auditors of the Company underSection 143(12) of the Act.

18. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

In terms of provisions of Section 204 of the Act the Secretarial Auditof the Company for the Financial Year 2020-21 was conducted by P M Vaishnavi PractisingCompany Secretary (ICSI Membership No. 31824).

The Secretarial Audit Report for the financial year ended March 312021 is annexed to this Report as "Annexure II".

19. DISCLOSURE REGARDING MAINTENANCE OF COST RECORDS

The Company is not required to maintain the Cost Records as specifiedunder Section 148(1) of the Companies Act 2013.

20. RISK MANAGEMENT POLICY

Pursuant to the requirement of Section 134(3)(n) of the Act theCompany has in place a structured risk management policy. Your Company believes thatmanaging risks helps in maximising returns. The Risk management process is designed tosafeguard the organisation from various risks through adequate and timely actions. It isdesigned to anticipate evaluate and mitigate risks in order to minimize its impact on thebusiness.

21. VIGIL MECHANISM/WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177 of the Act theCompany has adopted a Whistle Blower Policy as part of vigil mechanism to provideappropriate avenues to the Directors and employees to report to the management concernsabout unethical behaviour actual or suspected fraud or violation of the code of conductor policy/ies of the Company as adopted/framed from time to time. The details of saidvigil mechanism are given in Corporate Governance Report which forms part of this AnnualReport. The Whistle Blower Policy is available website of the Company athttps://ptlonline.com/policies/

22. NOMINATION REMUNERATION AND BOARD DIVERSITY POLICY

The Board of Directors has framed a policy which lays down a frameworkin relation to remuneration of Directors Key Managerial Personnel and Senior Managementof the Company. The Policy broadly lays down the guiding principles philosophy and thebasis for payment of remuneration to Executive and Non-executive Directors (by way ofsitting fees and commission) Key Managerial Personnel Senior Management and otheremployees. The policy also provides the criteria for determining qualifications positiveattributes and Independence of Director and criteria for appointment of Key ManagerialPersonnel / Senior Management and performance evaluation which are considered by theNomination and Remuneration Committee and the Board of Directors while making selection ofthe candidates. The above policy has been posted on the website of the Company athttps://ptlonline.com/policies/

23. CORPORATE SOCIAL RESPONSIBILITY

The Company has constituted a Corporate Social Responsibility Committee("CSR Committee") in accordance with the provisions of Section 135 of the Act.The Board of Directors of the Company has based on the recommendations made by the CSRCommittee formulated and approved Corporate Social Responsibility Policy for the Company.The same is available on the website of the Company at https://ptlonline.com/policies/

The disclosures as per Rule 9 of Companies (Corporate SocialResponsibility Policy) Rules 2014 is made in prescribed form which is annexed to thisReport as "Annexure III".

24. PARTICULARS OF EMPLOYEES

Disclosures with respect to the remuneration of Directors and employeesas required under Section 197(12) of the Act read with Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 is provided under"Annexure IV" which is annexed to this Report.

None of the employees of the Company were in receipt of monthly oryearly remuneration in excess of the limits specified under the Act and Rule 5(2) &Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014.

A statement comprising the names of top 10 employees in terms ofremuneration drawn is not being sent along with this annual report to the Members of theCompany in line with the provisions of Section 136 of the Act. Members who are interestedin obtaining these particulars may write to the Company Secretary at the Registered Officeof the Company. The aforesaid Annexure is also available for inspection by Members at theRegistered Office of the Company 21 days before and up to the date of the ensuing AnnualGeneral Meeting during the business hours on working days.

25. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

Your Company has put in place adequate policies and procedures toensure that the system of internal financial control is commensurate with the size andnature of the Company's business. The Audit Committee of the Board of Directors activelyreviews the adequacy and effectiveness of the internal control systems and suggestsimprovements to strengthen the same.

A regular audit and review processes ensure that the controls arereinforced on an ongoing basis. Such controls have been assessed during the year takinginto consideration the essential components of internal financial controls. Based on theassessment carried out by the Company the internal financial controls were adequate andeffective and no reportable material weakness or significant deficiencies in the design oroperation of internal financial controls were observed during the year ended March312021.

26. UNCLAIMED AND UNPAID DIVIDENDS

As on March 31 2021 amounts of Rs. 390445/- and Rs. 394991/- arelying in the unpaid equity dividend account of the Company in respect of the dividend forthe Financial Year 2015-16 and 2016-17 respectively. Members who have not yetreceived/claimed their dividend entitlements are requested to contact the Company or theRegistrar and Share Transfer Agents of the Company.

27. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIALPOSITION OF THE COMPANY

There have been no material changes and commitments which affect thefinancial position of the Company which have occurred between the end of the financialyear to which the financial statements relate and the date of this Report.

28. BOARD EVALUATION

Pursuant to the provisions of Sections 134(3)(p) 149(8) Schedule IVof the Act and in accordance with the policy for Performance Evaluation of the Individualdirectors Board and its Committees which includes criteria for performance evaluation astructured questionnaire was prepared after taking into consideration the various aspectsof the Board's functioning composition of the Board and its Committees effectiveness ofBoard / Committee processes information provided to the Board etc. On the basis of thesaid questionnaire the Directors have carried out the annual performance evaluation ofthe Board Independent Directors Executive Directors Committees and the Chairman of theBoard. The Board expressed their satisfaction with the evaluation process. A separatemeeting of the Independent Directors was also held during the year for the evaluation ofthe performance of non-independent Directors performance of the Board as a whole and thatof the Chairman.

29. DISCLOSURE PERTAINING TO THE SEXUAL HARRASMENT OF WOMEN ATWORKPLACE (PREVENTION PROHIBITION AND REDRESSAL) ACT 2013

The Company has complied with the provision relating to theconstitution of Internal Complaints Committee under Sexual Harassment of Women at theWorkplace (Prevention Prohibition and Redressal) Act 2013. During the year under reviewno cases were received/filed pursuant to the provisions of the Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013.

30. EXTRACT OF ANNUAL RETURN

In terms of provisions of Section 92(3) of the Act an extract of theAnnual Return in Form MGT-9 is hosted on the Company's website viz. www.ptlonline.com.

31. OTHER DISCLOSURES

1) The Company has complied with the applicable Secretarial Standardsissued by the Institute of Company Secretaries of India.

2) There are no significant/material orders passed by theregulators/courts/tribunals/Statutory and quasi-judicial body during the year under reviewwhich would impact the going concern status of your Company and its future operations.

32. ACKNOWLEDGEMENTS

Your Directors would like to thank and place on record theirappreciation for the support and co-operation provided to your Company by itsShareholders Regulatory Authorities.

Your Directors would also like to place on record their appreciationfor the efforts put in by Employees of the Company during the year.

.