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Redington India Ltd.

BSE: 532805 Sector: Others
NSE: REDINGTON ISIN Code: INE891D01026
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OPEN 117.90
PREVIOUS CLOSE 118.20
VOLUME 39408
52-Week high 139.85
52-Week low 60.00
P/E 9.49
Mkt Cap.(Rs cr) 4,576
Buy Price 115.15
Buy Qty 20.00
Sell Price 119.50
Sell Qty 200.00
OPEN 117.90
CLOSE 118.20
VOLUME 39408
52-Week high 139.85
52-Week low 60.00
P/E 9.49
Mkt Cap.(Rs cr) 4,576
Buy Price 115.15
Buy Qty 20.00
Sell Price 119.50
Sell Qty 200.00

Redington India Ltd. (REDINGTON) - Director Report

Company director report

To the Members

Your Directors are pleased to present their Twenty Seventh Annual Report together withthe Audited Financial Statements of Redington for the financial year ended on March312020.

The Directors feel that it is appropriate to present the consolidated financialperformance of the Company in the manner set out below:

2019-20

2018-19

Particulars India Consolidated Overseas Consolidated Redington Group India Consolidated Overseas Consolidated Redington Group
Revenue from operations 18789.7 32675.5 51465.2 17021.0 29515.2 46536.2
Other Income 29.8 18.8 48.6 47.8 15.4 63.2
Total Revenue 18819.5 32694.3 51513.8 17068.8 29530.6 46599.4
Total Expenses:
a) Cost of goods sold 17608.0 31040.3 48648.3 15841.5 27971.3 43812.8
b) Employee Benefits 209.0 574.8 783.8 201.2 523.0 724.2
c) Other Expenses 584.0 426.3 1010.3 622.9 477.6 1100.5
Profit before Interest Depreciation and Tax 418.5 652.9 1071.4 403.2 558.7 961.9
a) Interest Expenses 122.0 97.0 219.0 128.8 75.4 204.2
b) Depreciation & Amortization Expenses 72.9 82.5 155.4 21.8 41.6 63.4
Profit before Tax and exceptional item 223.6 473.4 697.0 252.6 441.7 694.3
Exceptional item - Impairment of goodwill and other intangibles 3.6 1.1 4.7 - 71.1 71.1
Profit before tax 220.0 472.3 692.3 252.6 370.6 623.2
Tax Expense 82.2 76.2 158.4 87.0 51.9 138.9
Minority Interest (1.5) 20.2 18.7 1.2 (24.7) (23.5)
Profit after Tax 139.3 375.9 515.2 164.4 343.4 507.8

Your Directors have made the following appropriations out of the standalone profits ofthe Company:

Surplus in the Standalone Statement of Profit and Loss
Balance as per the last Balance Sheet as on March 312019 1200.87
Less: Adjustment on initial application of Ind AS 116 (net of taxes) (3.50)
Adjusted Balance 1197.37
Add : Profit for the financial year 2019-20 489.60
Less : Final dividend paid (FY 2018-19) at '3.30 per share (128.40)
Less : First interim dividend paid (FY 2019-20) at '1.50 per share (58.36)
Less : Second interim dividend paid (FY 2019-20) at '2.80 per share (108.94)
Less : Dividend Distribution tax on Dividends paid* -
Balance at the end of the year as on March 312020 1391.27

* Net of the Dividend Distribution Tax credit of '60.78 Crore on account of dividendsreceived from subsidiary companies.

FINANCIAL PERFORMANCE OF THE COMPANY

The Standalone and Consolidated Financial Statements of Redington for the financialyear 2019-20 have been prepared in accordance with the Indian Accounting Standards (IndAS) as required under the Companies Act 2013.

The consolidated revenue of the Company was '51513.8 Crore as against '46599.4 Crorein the previous year registering a growth of 10.5% while the consolidated net profit forthe year grew by 1.5% to '515.2 Crore for the financial year 2019-20 as against '507.8Crore in the previous financial year.

The Earnings per Share (EPS) on a consolidated basis (based on weighted average numberof shares during the year) increased to '13.24 for the financial year under review ascompared to '12.80 for the previous financial year.

A detailed analysis on the financial performance of the Company is given as part of theManagement Discussion and Analysis report which forms part of this report.

Statement on the salient features of the financial statements of Subsidiaries andAssociate Companies in the prescribed Form AOC 1 is appended as part of this report. Thedetails of the subsidiaries incorporated/acquired if any during the financial year underreview are given as part of notes to the consolidated financial statements.

Dividend

To reaffirm Redington's commitment of returning surplus funds to its shareholders andin recognition of its financial and business performance during the financial year2019-20 the Board had declared two interim dividends totalling to '4.30 per equity share(i.e. 215% of the Face Value). Considering this the Board did not recommend any finalDividend for the financial year 2019-20.

The total dividend pay-out was '4.30 per equity share (i.e. 215% of the Face Value) forthe financial year under review as compared to '3.30 per equity share (i.e. 165% of theFace Value) for the previous financial year.

Pursuant to Regulation 43A of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 as amended from time to time the Board has approved andadopted a Dividend Distribution Policy detailing the parameters to be considered by theBoard for recommendation or declaration of dividend. The Dividend Distribution Policy ofthe Company is available on the Company's website and also enclosed as Annexure Kto this report.

BUSINESS PERFORMANCE

Discussion on the Company's Standalone business performance in India forms part of theManagement Discussion and Analysis Report which is annexed to this Annual Report.

Indian Subsidiaries

Proconnect Supply Chain Solutions Limited

Logistics plays a significant role in the overall development and growth of an economy.The fragmented nature of the Indian logistics and supply chain sector coupled with lowadoption of technology and global best practices offers significant opportunity forprofessional logistics players like ProConnect. Government's push on moderninfrastructure dedicated economic corridors and making India a global manufacturing hubwould continue to aid a rapidly evolving logistics sector for a fairly long period oftime. Cognizant of the issues restraining the sector the Government is fast developingthe National Logistics Policy. With large scale logistics-enabling projects such asBharatmala Sagarmala Dedicated Freight Corridors underway the sector needs to come ofage in order to reap their true benefits over a sustained period of times.

In the backdrop of steadily slowing economic activities and consumer demands in FY2019-20 ProConnect Supply Chain Solutions Limited (ProConnect) intensified efforts tosustain its market share amid intense competition. With focus on specialized service andhigh-margin business ProConnect serves clients from key verticals such as PharmaElectrical & Electronics Apparels e-Commerce Automobile and Mission CriticalServices. During the course of the year ProConnect continued to focus on warehousing andvalue-added solutions for its clients. The focus in case of transportation was more onpart truck load trimming the thin margin earning FTL (Full Truck Load) lanes.

Rajprotim Supply Chain Solutions Limited (Rajprotim) a wholly owned subsidiary companyof ProConnect is a key player in the east and north-eastern region of India. AuromaLogistics Private Limited (Auroma) another wholly owned subsidiary of ProConnect focuseson Consumer Durables segment especially in the southern region as Key Player. Rajprotimfaced huge losses and is now in the process of reducing the costs to reduce its losses andon the path to recovery.

Steady digitisation and modernisation of supply chain processes remained the coreimprovement theme. A robust ERP system was rolled out in ProConnect in FY 2018-19 andsteps were taken to introduce it in its subsidiary companies during FY 2019-20.

The revamp of the Business Development team was accomplished with infusion of seasonedtalent from key focus sectors. We moved away from geography-wise structure to an industryvertical wise alignment of our Business Development function. An international team isalso being set up to focus solely on Mission Critical Services.

The year was marked by unique challenges such as e-Commerce clients moving to adifferent business model and COVID-19 induced disruptions and distortions across theentire ecosystem. With the spread of the pandemic in India FY 2020-21 is bound to witnessa slow recovery. However we are optimistic of a resilient performance on the back ofstakeholders' support our high Adversity Management Quotient focus on adding newcustomers and expanding our wallet share within our existing customer base.

Ensure Support Services (India) Limited

Ensure Support Services India Limited (ESSIL) another wholly owned subsidiary companyof Redington is in the business of providing post-sales support including warranty andpost warranty services to leading brands in IT Mobility and Medical products. Apart fromsupporting brands for the break-fix services ESSIL also provides InfrastructureManagement Services E-Waste Management Services and Managed Print Services. Consideringthe declining margins in traditional IT and Mobile break-fix services ESSIL iscontinuously putting efforts to automate deploy better delivery models and add newproduct verticals to keep the business profitable and scalable. It has been investing timeand resources to build high value services to meet this objective.

Indian Associate

Redington (India) Investments Limited an associate company of Redington operatedApple retail stores in South India and online B2B business through its wholly ownedsubsidiary Currents Technology Retail (India) Limited (Currents). Since Currents businesshas made continuous loss during the year it has completely exited the retail businessoperation. Accordingly restructuring options including proposal for winding up is beingconsidered and evaluated.

Overseas Operations

Redington's overseas operations are carried out through two wholly owned subsidiaries;Redington International Mauritius Limited Mauritius (RIML) addressing Middle EastTurkey Africa (META) region and Redington Distribution Pte Limited Singapore (RDPL)addressing the South Asian region comprising of Sri Lanka Bangladesh Nepal and Maldivesmarkets.

In spite of several adversities and volatilities in the operating environmentincluding continuing geo-political challenges and the onset of COVID-19 in Q4 2020 theoverseas business in META continued to record growth in revenues and profits. The impactof COVID-19 pandemic was visible from January/ February largely on the supply side withfactories and ports getting closed and consequent delays in scheduled shipments. With therapid spread of the corona virus since March 2020 the imposition of partial/ totallockdowns in most of the countries led to the impact being felt on the demand side aswell.

Redington's overseas business grew revenues across both IT and Mobility verticals.Enterprise business led the growth with increased demand across key product segments ofcybersecurity network infrastructure and cloud. This demand was led by significant ITinfrastructure spending in most of the markets that we operate in. With the spreading ofCOVID-19 coupled with a sharp decline in oil demand and prices we expect the demand forour range of products solutions and services to be lower during FY 2020-21. Our businessin Turkey showed a strong recovery in FY 2019-20 over the previous year on the back of anincrease in demand as well as a relatively non-volatile exchange rate.

The Company continued its focus on working capital management and business hygieneamidst the multitude of challenges and will continue to keep these as priority as thecompany navigates the COVID-19 inflicted disruption in FY 2020-21 and beyond.

Overseas operations of RDPL were challenged by significant macro-economic issues inmany of its operating markets. There is a very clear shift in business moving fromhardware to software subscription and services. Consequently business opportunity thatcan be done out of Singapore has got compromised. The opportunity has further narroweddown to few industry verticals like IT/ITES Telecom.

On account of reduction in India's corporate tax depreciation of INR and interestrates going down India has become a highly competitive investment destination. Consequentto this OEMs/vendors are changing their billing model directly to India. Hence businessopportunity that can be done out of Singapore is getting affected because of above citedreasons.

FY 2019-20 proved to be a very challenging year for RDPL largely impacted by theunfortunate Easter violence of April 2019 and its consequent fallout in the form ofeconomic slowdown and difficult business conditions. FY 2019-20 also witnessed asignificant deprecation of Lanka rupee. These factors resulted into de-growth in revenueand profit for our Lanka operations.

On the positive side we recorded revenue growth in Bangladesh market. It came frominfrastructure and software related products largely aided by verticals like governmenttelecom and BFSI and on account of new brand relationship with vendors like OracleDell/EMC.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The details of changes in the Directorships during the financial year 2019-20 is givenbelow:

I. Appointment:

Ms. Anita P Belani (DIN: 01532511) was appointed as a Non-Executive IndependentDirector (Additional Director) for a period of three years with effect from April 1 2019.Her appointment was approved and regularized at the Annual General Meeting held on July30 2019. The Board is of the opinion that Ms. Anita P Belani possesses high level ofintegrity and has rich expertise and experience in managing human capital.

Mr. S. V. Krishnan (DIN: 07518349) Chief Financial Officer was appointed as Whole TimeDirector (Additional Director) for a period of three years with effect from May 22 2019.His appointment was approved and regularized at the Annual General Meeting held on July30 2019.

II. Re-appointment:

Prof. J. Ramachandran (DIN: 00004593) Mr. V.S. Hariharan (DIN: 05352003) and Mr. KeithWF Bradley (DIN: 06564581) were reappointed as Independent Directors on the Board for asecond term till March 31 2024 at the Annual General Meeting held on July 30 2019.

III. Resignation:

Mr. E. H. Kasturi Rangan (DIN: 01814089) Whole Time Director resigned from theservices of the Company with effect from May 22 2019. He has been appointed as ManagingDirector of ProConnect Supply Chain Solutions Limited a Wholly Owned Subsidiary of theCompany. The Board acknowledges his contribution to the Company during his tenure.

Based on the terms of appointment Mr. Tu Shu-Chyuan (DIN: 02336015) and Ms. ChenYi-Ju (DIN: 08031113) Non-Executive Directors of the Company are liable to retire byrotation and being eligible have offered themselves for re-appointment. The resolutionsfor their re-appointment are included in the Notice calling for the Annual GeneralMeeting. Brief profiles of these Directors are furnished as Annexure to the Notice.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013 the Directors of the Companyafter due enquiry confirm that:

a) In the preparation of the annual accounts for the year ended March 312020 theapplicable accounting standards read with the requirements set out under Schedule III tothe Act have been followed and there are no material departures from the same;

b) The Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at March 31 2020 and of the profit ofthe Company for the year ended on that date;

c) The Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

d) The Annual Accounts have been prepared on a 'going concern' basis;

e) The Directors have laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and are operatingeffectively; and

f) The Directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems are adequate and operating effectively.

AUDITORS

Statutory Auditors

At the 24th Annual General Meeting of the Company held on July 29 2017 themembers of the Company had approved the appointment of M/s BSR & Co. LLP (BSR)Chartered Accountants (Firm Registration No. 101248W/W-100022) as Statutory Auditors ofthe Company until 29th Annual General Meeting of the Company.

The Statutory Auditors have issued their reports on the Standalone and ConsolidatedFinancial Statements of the Company and these are appended here to this report. TheStatutory Auditors' Reports on the Standalone and Consolidated Financial Statements do notcontain any qualification reservation or adverse remark.

Secretarial Auditors

Pursuant to provisions of Section 204 of the Companies Act 2013 read with relevantrules made thereunder the Company had appointed Ms. CS R Bhuvana Practising CompanySecretary to conduct secretarial audit of the Company. The secretarial audit report inForm MR-3 is enclosed as Annexure G to this report. There are no qualificationreservation or adverse remark made by the Secretarial Auditor in her report.

During the year under review neither the Statutory Auditors nor the SecretarialAuditor have reported any instances of fraud committed against the Company to theBoard/Audit Committee under Section 143(12) of the Companies Act 2013.

Cost records and Cost Audit

Maintenance of Cost Records and requirement of Cost Audit as prescribed under Section148(1) of the Companies Act 2013 are not applicable for the business activities carriedout by the Company.

OTHER REPORTS

Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015reports on the Corporate Governance Business Responsibility and Management Discussion andAnalysis are attached to this Annual Report.

DISCLOSURES

Board and its committees

The details of the composition of the Board and its committees and various meetingsheld during the financial year are given in the Report on Corporate Governance that formspart of this Annual Report.

Independent Director Declaration

All the Independent Directors of the Company have given declaration that they fulfil"independence” criteria stipulated in the Companies Act 2013 and Securitiesand Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015.

Internal Financial Controls

The Company has prepared a comprehensive document on Internal Financial Controls (IFC)in line with the requirements under the Companies Act 2013 which included Entity LevelControls (ELC) Efficiency Controls Risk Controls Fraud Preventative ControlsInformation Technology General Controls (ITGC) and Internal Controls on FinancialReporting (ICFR). A brief note on IFC including ICFR is enclosed to this Report as AnnexureA.

The Company has adopted policies and procedures for ensuring orderly and efficientconduct of its business including safeguarding of its assets prevention and detection offraud error reporting mechanism and ensuring accuracy and completeness of financialstatements. Based on the results of assessments carried out by Management no reportablematerial weaknesses or significant deficiencies in the design or operation of internalfinancial controls were observed. The Board opines that the internal controls adopted andimplemented by the Company for preparation of financial statements are adequate andsufficient.

Risk Management

The Risk Management Committee monitors the Risk management practices of the Company.The Committee meets periodically and reviews the potential risks associated with theCompany's business and discusses steps taken by the management to mitigate the same.

The Board of Directors reviewed the risk assessment and procedures adopted by theCompany for risk control and management and is of the opinion that there are no riskswhich may threaten the existence of the Company.

Details of Employee Benefit Scheme

During the year 6435 equity shares of '2/- each at a premium of '77.30 per sharewere allotted to employees including employees of Subsidiary Companies under RedingtonEmployee Stock Option Plan 2008. The exercise period of all options granted includingthose reissued under this Plan had expired and also the validity of the Plan ended onMarch 31 2020. The Board of Directors had also approved to extinguish the options anddissolve the Plan.

The disclosure as required under Regulation 14 of SEBI (Share Based Employee benefits)Regulations 2014 is enclosed to this Report as Annexure B. A Certificate from theStatutory Auditors of the Company will be made available during the Annual General Meetingstating that Redington Employee Stock Option Plan 2008 and Redington Stock AppreciationRight Scheme 2017 have been implemented in accordance with SEBI (Share Based Employeebenefits) Regulations 2014 and as per the resolutions passed by the shareholders.

Information on Conservation of Energy and Technology Absorption

A. Conservation of Energy:

The operations of your Company involve low energy consumption. Adequate measures havehowever been taken to conserve energy by way of optimizing usage of power andvirtualization of Data Centre.

B. Technology Absorption:

Effort made towards technology absorption:

Your Company continues to use the latest technologies for improving the quality ofservices it offers. Digitalization adoption and absorption across cloud technologyvirtualization and mobility resulted in better operational efficiencies and TurnaroundTime (TAT). Business Intelligence (BI) and Analytics facilitate key decisions and improvesprocess efficiency. During the current Pandemic your company has seamlessly and securelyable to shift to Work from Home model and have been able to provide all Employees withrelevant technology tools and connectivity to carry out the work without any interruption.

Import of Technology:

The Company has not imported any technology during the year.

C. Expenditure on Research and Development:

Since your Company is involved in the Wholesale Distribution of Technology Productsthere is no expenditure incurred on research and development.

Foreign Exchange earnings and outgo

The details of Foreign Exchange earnings and expenditure during the year are givenbelow:

Earnings in Foreign Currency:

Particulars ' in Crore
Rebates & discount 116.68
Dividends from overseas subsidiaries 347.12
Others 0.74
Total 464.54

Expenditure in foreign currency:

Particulars 'in Crore
CIF value of imports 4275.10
Royalty (cost of software included under purchases) 12.11
Foreign travel 0.18
Director's sitting fee 0.08
Director's commission 0.46
Others 0.15
Total 4288.08

Policy on Appointment and Remuneration of Directors

The Board on the recommendation of the Nomination and Remuneration Committee has laiddown a policy on appointment of Directors and remuneration for the Directors KeyManagerial Personnel and Other Employees. The current policy is to have an appropriate mixof executive non-executive and independent directors to maintain independence of theBoard and separate its functions of governance and management. The same is enclosed tothis report as Annexure C.

Performance evaluation of the Board and Committees

The evaluation of all the Directors Committees and the Board as a whole was conductedbased on the criteria and framework approved by Nomination and Remuneration Committee. Thedetails of annual evaluation made by the Board of its own performance and that of itscommittees and individual Directors and performance criteria for Independent Directorslaid down by Nomination and Remuneration Committee are enclosed to this report as AnnexureD.

Particulars of Employees

The Particulars of employees required under Section 197 (12) of the Companies Act 2013and Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 are given in Annexure E appended hereto and forms part of this report.

Particulars of Loans given Investments made Guarantees given and Securities provided

Particulars of loans given and investments made are given under Notes 18 and 9respectively to the Standalone Financial Statements. The Company has neither givenguarantees nor provided security under Section 186 of the Companies Act 2013.

Corporate Social Responsibility

Redington primarily carries out Corporate Social Responsibility activities through itstrust Foundation for CSR @ Redington by supporting its projects in the areas ofeducation employability skills training for the underprivileged and specially abledhealthcare and environmental sustainability. The Corporate Social Responsibility (CSR)Committee has formulated and recommended to the Board a policy on CSR indicating theactivities to be undertaken by the Company. The Report on CSR is enclosed as Annexure -F to this report.

Vigil Mechanism

The Company believes in the conduct of affairs of its constituents in a fair andtransparent manner by adopting highest standards of professionalism honesty integrityand ethical behavior. The Company has implemented a vigil mechanism/ whistle blowerpolicy to provide a framework for the Company's employees and Directors to promoteresponsible and secure whistle blowing in the organization across levels. It also providesprotection to whistle blowers who raise concerns on serious irregularities within theCompany. The details of establishment of vigil mechanism are made available in the websiteof the Company. A brief summary of the vigil mechanism implemented by the Company isenclosed to this report as Annexure H.

Extract of Annual Return

Extract of Annual Return of the Company in Form MGT-9 is enclosed to this Report as AnnexureI.

Investor Education and Protection Fund (IEPF)

Pursuant to the provisions of the Companies Act 2013 read with Investor Education andProtection Fund [IEPF] Authority (Accounting Audit Transfer and Refund) Rules 2016 theCompany is required to transfer the unpaid or unclaimed dividend and shares in respect ofwhich dividend entitlements are remaining unpaid or unclaimed for a period of sevenconsecutive years or more by any shareholder to IEPF. Accordingly the Company hastransferred the unclaimed dividend of '41824/- to the IEPF and 101 shares to the demataccount of the IEPF authority. The details of the shares due to be transferred to IEPFduring the financial year 2020-21 is made available in our website under Shareholders'information.

Others

• There are no significant and material orders passed by the regulators or courtsor tribunals impacting the going concern status and Company's operations in future.

• The Company has not received any deposits as defined under the Companies Act2013 during the financial year under review.

• The Board decided not to transfer any profit to general reserve.

• None of the transactions with related parties falls under the scope of section188(1) of the Act. Information on transactions with related parties pursuant to section134(3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules 2014 aregiven in Annexure J in Form AOC-2.

• There are no material changes and commitments affecting the financial positionof the Company which have occurred between March 312020 and the date of this report.

• The Company has complied with applicable secretarial standards.

Web links

Particulars Web link
Policy on Related Party Transaction https://redingtongroup.com/wp-content/uploads/2018/12/Policy-on-dealing-with- Related-Party-Transactions.pdf
Policy for determining Material Subsidiaries https://redingtongroup.com/wp-content/uploads/2019/04/Policy-on-dealing-with- Material-subsidiaries-final.pdf
Details of Familiarization Programmes https://redingtongroup.com/wp-content/uploads/2018/12/Familiarisation- programme.pdf
Criteria of Making payment to Non- Executive Directors https://redingtongroup.com/india/wp-content/uploads/sites/4/2018/05/ PolicyonpaymenttoDirectors.pdf
Policy on appointment of Directors and remuneration for the Directors Key Managerial Personnel and Other Employees https://redingtongroup.com/wp-content/uploads/2018/12/NOMINATION-AND- REMUNERATION-POLICY.pdf
Details of establishment of Vigil mechanism https://redingtongroup.com/india/wp-content/uploads/sites/4/2018/05/ DetailsofVigilMechanismestablishedbytheCompany.pdf
Dividend Distribution Policy https://redingtongroup.com/india/wp-content/uploads/sites/4/2018/05/ DividendDistributionPolicy.pdf
Annual Return for FY 2019-20 https://redingtongroup.com/wp-content/uploads/2020/06/Annual-Return.pdf

COMPLIANCE WITH OTHER REGULATIONS

Downstream Investment

With regard to the downstream investments in Indian Subsidiaries the Company is incompliance with applicable Rules and Regulations of Foreign Exchange Management.

Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act2013

Your Company has constituted Internal Complaints Committees as required under SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 toconsider and resolve all sexual harassment complaints. Your Company has framed a policy onSexual Harassment of Women to ensure a free and fair enquiry process on complaintsreceived from the women employee about Sexual Harassment also ensuring complete anonymityand confidentiality of information. Adequate workshops are conducted and awareness on thepolicy is also created by sending group mailers to the employees. No complaint wasreported by any employee pertaining to Sexual Harassment during the year under review.

ACKNOWLEDGMENT

Your Directors take this opportunity to gratefully acknowledge the co-operation andsupport received from the shareholders including the principal shareholders supplierscustomers bankers business partners / associates financial institutions Regulatory /Government authorities to the Company. The Directors record their appreciation for thecontributions made by employees of the Company its subsidiaries and associates for theirhard work and commitment towards the success of the Company. Their dedication andcompetence has ensured that the Company continues to be a significant and leading playerin the industry.

On behalf of the Board of Directors

J. Ramachandran
Place: Bengaluru Chairman
Date: June 112020 DIN: 00004593