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Sarthak Metals Ltd.

BSE: 540393 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE017W01010
BSE 00:00 | 15 Feb 28.00 -1.00
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NSE 05:30 | 01 Jan Sarthak Metals Ltd
OPEN 28.00
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VOLUME 4000
52-Week high 61.50
52-Week low 28.00
P/E 7.95
Mkt Cap.(Rs cr) 38
Buy Price 28.00
Buy Qty 4000.00
Sell Price 29.00
Sell Qty 4000.00
OPEN 28.00
CLOSE 29.00
VOLUME 4000
52-Week high 61.50
52-Week low 28.00
P/E 7.95
Mkt Cap.(Rs cr) 38
Buy Price 28.00
Buy Qty 4000.00
Sell Price 29.00
Sell Qty 4000.00

Sarthak Metals Ltd. (SARTHAKMETALS) - Director Report

Company director report

To

The Members

Your Directors have pleasure in presenting the 23rd Annual Report ofSARTHAK METALS LIMITED along with the Audited Financial Statements for the year ended 31stMarch 2018.

FINANCIAL SUMMARY/HIGHLIGHTS

Our Company's financial performance for the year under review has beenencouraging and is summarized below:

(In lakhs)

Particulars

Current Year as on 31.03.2018

Previous Year as on 31.03.2017

Total Income

17290.17

15387.39

Less: Expenditure & Depreciation

16575.70

14799.98

Profit before Tax (PBT)

714.47

587.41

Less: Tax (including deferred tax)

227.29

192.39

Profit After Tax (PAT)

487.18

395.02

PERFORMANCE REVIEW

Iron & Steel sector has seen positive results in the past financialyear after many years of poor performance. This is mainly due to two reasons first beinghigher budget allocation by Central Government on infrastructure expenditure and measuresto stop cheap steel imports from China. Overall it has been a good year for your company.Our revenues have increased by 12.4% and EBIDTA increased by 16.7%. Earnings per sharehave also increased by 20%. The growth has been steady despite many other players enteringthe market. We have been able to show good performance due to our client's trust in ourproduct and their readiness to pay a premium for the same.

DIVIDEND

In order to conserve resources for future growth and businessexpansion your directors do not recommend any dividend for the Financial Year 2017-18.

RESERVES

The Company has transferred the whole amount of Profit to Reserve &Surplus Account as per attached audited Balance Sheet for the year ended on 31st March2018

SHARE CAPITAL

The Paid-up Equity share capital of the Company as on 1st April 2017was Rs. 136897500 divided into 13689750 Equity Shares of Rs 10/- each. No change wasmade during the year. The equity share capital thus as on 31/03/2018 was Rs.136897500.

EXTRACT OF THE ANNUAL RETURN

The extract of the annual return in Form No. MGT 9 is attached inAnnexure A appended to the Director's Report.

CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

The composition of the Board is as per the Listing Regulations andprovisions of the Companies Act 2013. There was no change in the composition of the Boardduring the year under review.

Presently the composition of the Board is six Directors led byChairman and Managing Director with two Whole- Time Director two Non- ExecutiveIndependent Director and one Non- Executive Non- Independent Director.

In accordance with the provisions of Companies Act 2013 Mr. KishoreKumar Bansal Director of the Company retires by rotation at the ensuing Annual GeneralMeeting and offers himself for re-appointment.

MANAGEMENT DISCUSSION AND ANALYSIS:

As required by Regulation 34 of the Securities and Exchange Board ofIndia (Listing Obligations and Disclosure Requirements) Regulations 2015 a ManagementDiscussion & Analysis Report forms part of the Annual Report.

REPORT ON CORPORATE GOVERNANCE:

Sarthak Metals Limited is listed on SME Exchange of BSE therequirement of Corporate Governance as notified in Regulation 15 (2) of the SEBI (ListingObligation and Disclosure Requirement) Regulation 2015 not applicable; therefore it isnot required to maintain Corporate Governance Report.

DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received declarations from all the IndependentDirectors of the Company under Section 149 (7) of Companies Act 2013 confirming that theymeet with the criteria of independence as prescribed both under sub-section (6) of Section149 of the Companies Act 2013 and under Regulation 16 of the Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations 2015.

PERFORMANCE EVALUATIONOF BOARD COMMITTEES & INDIVIDUAL DIRECTOR

A formal evaluation of the performance of the Board its Committeesthe Chairman and the individual Directors was led by Nomination & RemunerationCommittee the evaluation was done using individual interviews covering amongst othervision strategy and role clarity of the Board. Board dynamic and processes contributiontowards development of the strategy risk management budgetary controls receipt ofregular inputs and information functioning performance & structure of BoardCommittees ethics & values skill set knowledge & expertise of Directorsleadership etc.

As part of the evaluation process the performance of non- independentDirectors the Chairman and the Board was done by the Independent Directors. Theperformance evaluation of the respective Committees and that of independent and non-independent Directors was done by the Board excluding the Director being evaluated. TheDirectors expressed satisfaction with the evaluation process.

FAMILIARISATION PROGRAMMES FOR BOARD MEMBERS:

The Board members are provided with brochures reports and internalpolicies to enable them to familiarize with the Company's procedures and practices. TheChairman and Managing Director had one to one discussions with newly appointed Directorsto familiarize them with the Company's operations. Periodic presentations are made at theBoard and Board Committee Meetings on business and performance updates of the Companyglobal business environment business strategy and risks involved. Quarterly updates onrelevant statutory and regulatory changes are circulated to the Directors. Site visits tovarious plant locations are organized for the Directors to enable them to understand theoperations of the Company.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors duly met 6 (Six) times in financial year 31stMarch 2018 and as per section 173 of the Companies Act the time gap between any twoMeetings has not been more than one hundred and twenty days. The dates on which the BoardMeetings were held are 15th April 2017 29th May 2017 23rd June 2017 12th September2017 15th November 2017 and 9th March 2018.

The name and category of Directors on the Board their attendance atthe Board Meetings held during the year and also at the Annual General Meeting the memberof Directorships and Committee Memberships and Chairpersonships held by them in othercompanies as on 31st March 2018 are given below.

Name of Directors Category

No. of Board Meeting held and attend during the year

No. of Directorshi p in other Public Company

No. of Committees positions held in other Public Companies*

Attendance at last AGM held on 01/08/2017

Held

Attend

Chairman

Member

Mr. Anoop Kumar Bansal Chairman & Managing Director

6

6

0

0

0

Yes

Mr. Kishore Kumar Non- Executive Non-

6

6

0

0

0

Yes

Bansal Independent Director
Ms. Rama Kohli^ Non- Executive Independent Director

6

4

0

0

0

No

Mr. Sanjay Shah Whole Time Director

6

6

0

0

0

Yes

Mr. Mayur Bhatt Whole Time Director

6

6

0

0

0

Yes

Mr. Chetan Kumar Non- Executive Independent Director

6

2

0

0

0

Yes

*Represents Memberships/Chairpersonships of Audit Committee &Stakeholders' Relationship Committee of public companies only.

^Designates as a Woman Director on Board.

As per the disclosure received none of the Directors of your Companyhold memberships/Chairmanships more than the prescribed limits across all companies inwhich he/she is a Director.

MEETINGS OF INDEPENDENT DIRECTORS:

The Company's Independent Directors shall meet at least once in everyfinancial year without the presence of Executive Directors or management personnel. Suchmeetings are conducted informally to enable Independent Directors to discuss matterspertaining to (i) review the performance of Non-Independent Directors and the Board as awhole (ii) review the performance of the Chairperson of the Company taking into accountthe views of Executive Directors and Non-Executive Directors; and (iii) to assess thequality quantity and timeliness of flow of information between the Company Management andthe Board.

COMMITTEES OF THE BOARD OF DIRECTORS

In compliance with the requirement of applicable laws and as part ofthe best governance practice the Board has constituted various Committees of its members.These Committees hold meetings at such frequencies as is deemed necessary by them toeffectively undertake and deliver upon the responsibilities and tasks assigned to them.Minutes of the meetings of each of these Committees are tabled regularly at the BoardMeetings.

Your Company currently has 4 (Four) Committees viz:

(a) AUDIT COMMITTEE

The Company has formed a qualified and Independent Audit Committeewhich acts as a link between the Statutory and Internal Auditors and the Board ofDirectors. The terms of reference of the Audit Committee cover the matters specified forAudit Committee in the SEBI Listing Regulations and Section 177 of the Companies Act2013.

As on 31st March 2018 the Audit Committee comprises of the followingmembers-

1. Mr. Chetan Kumar Chairman

2. Ms. Rama Kohli Member

3. Mr. Kishore Kumar Bansal Member

The Committee met 4 times during the year on 29th May 2017 23rd June2017 and 15th November 2017 and the attendance of Members at the Meetings.

Name of Member Nature of Membership

No. of Meeting(s) attended/held

Mr. Chetan Kumar Chairman

3/3

Mrs. Rama Kohli Member

3/3

Mr. Kishore Kumar Bansal Member

3/3

The Company Secretary of the Company is the Secretary of the Committee.

The Chairman of the Audit Committee of the Company was present at thelast Annual General Meeting of the Company held on 1st August 2017.

(b) NOMINATION & REMUNERATION COMMITTEE

In compliance with Section 178 of the Companies Act 2013 and SEBIListing Regulations a Nomination & Remuneration Committee of the Company has beenconstituted.

As on 31st March 2018 the Nomination and Remuneration Committeecomprises of the following members-

1. Mr. Chetan Kumar

Chairman

2. Ms. Rama Kohli

Member

3. Mr. Kishore Kumar Bansal

Member

The Committee met 1 time during the year on 15th April 2017 and theattendance of Members at the Meetings is as follows:

Name of Member Nature of Membership

No. of Meeting(s) attended/held

Mr. Chetan Kumar Chairman

1/1

Mrs. Rama Kohli Member

1/1

Mr. Kishore Kumar Bansal Member

1/1

(c) STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee is constituted according toSection 178 of the Companies Act 2013 and SEBI Listing Regulations. The Committee ensurescordial investor relations and overseas the mechanism for redressal of investorgrievances. The Committee specifically looks into redressing shareholders and investorcomplaints/ grievances pertaining to share transfers non- receipts of annual reportsnon- receipt of dividend and other allied complaints.

As on 31st March 2018 the Stakeholders Relationship Committeecomprises of the following members-

1. Mr. Chetan Kumar

Chairman

2. Ms. Rama Kohli

Member

3. Mr. Kishore Kumar Bansal

Member

During the period under review Company has not received any complaintfrom shareholders. There is no outstanding complaint as on 31st March 2018.

The Company Secretary of the Company also acts as Compliance Officer ofthe Company.

(d) CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

In compliance with provision of the Companies Act 2013 and SEBIListing Regulations a Corporate Social Responsibility Committee of the Company has beenconstituted.

As on 31st March 2018 the Corporate Social Responsibility Committeecomprises of the following members-

1. Mr. Chetan Kumar

Chairman

2. Ms. Rama Kohli

Member

3. Mr. Kishore Kumar Bansal

Member

The Committee met 2 times during the year on 29th May 2017 and 15thNovember 2017 and the attendance of Members at the Meetings is as follows:

Name of Member Nature of Membership

No. of Meeting(s) attended/held

Mr. Chetan Kumar Chairman

2/2

Mrs. Rama Kohli Member

2/2

Mr. Kishore Kumar Bansal Member

2/2

NOMINATION & REMUNERATION POLICY OF THE COMPANY:

The Board has on the recommendation of the Nomination &Remuneration Committee framed a policy for selection and appointment of Directors SeniorManagement and their remuneration.

The Company's remuneration policy is directed towards rewardingperformance based on review of achievements periodically. The remuneration policy is inconsonance with the existing industry practice. Extract of Remuneration Policy fromNomination and Remuneration policy is attached as Annexure-A

ANALYSIS OF REMUNERATION

The details of remuneration paid to Directors and Key ManagerialPersonnel is given in extract of Annual return attached with this report.

Disclosure/details pursuant to provisions of Section 197 (12) of theCompanies Act 2013 read with the Companies (Appointment and Remuneration of managerialpersonnel) Rules 2014 are given as follows:

Names and Positions [A] Ratio of Directors' Remuneration to the median Remuneration of Employees [B] Percentage (%) increase in Remuneration
MR. CHETAN KUMAR (INDEPENDENT DIRECTOR & CHAIRPERSON NIL Not Applicable
MS. RAMA KOHLI (INDEPENDENT DIRECTOR) NIL Not Applicable
MR. ANOOP KUMAR BANSAL (MANAGING DIRECTOR) 21.60 Times Reduction by 33%
MR. MAYUR BHATT (WHOLE TIME DIRECTOR) 5.4 Times Reduction by 50%
MR. KISHORE KUMAR BANSAL (DIRECTOR) NIL Reduction by100%
MR. SANJAY SHAH (WHOLE TIME DIRECTOR) 21.60 Times Reduction by 33%
MR. ANIRUDH SINGHAL (CHIEF FINANCIAL OFFICER) 21.60 Times Reduction by 50%
MRS. ITIKA SINGHAL (COMPANY SECRETARY) 2.70 Times Not Applicable as Ms. Itika Singhal was not employed with the Company in FY 2017

The median remuneration of employees of the Company during thefinancial year was Rs. 111091.72 p.a. Please note that only those persons who wereemployees as on 31st March 2018 have been considered for the calculation of the mediansalary. Further no bonus payments have been considered for these calculations.

[C] Percentage increase in the median Remuneration of Employees Decline of 2.67%
[D] Number of permanent Employees on the rolls of 126 as on 31st March 2018
Company
[E] Explanation on the relationship between average increase in Remuneration and Company performance Sales Increase 12.4%
EBITDA Increase 16.7%
PBT Increase 18.15%
PAT Increase 20.25%
EPS Increase 20%
Median Salary Decline (2.67%)
[F] Comparison of the Remuneration of the Key Managerial Personnel against the performance of the Company The Remuneration of the Key Managerial personnel has personnel has declined 33% and the company's turnover has increased by 12.4%. Further the company's EPS has also increased by 20%.
[G] Variations in the Market Capitalization of the Company as at 31st March 2018 as compared to 31st March 2017 Increase in Market capitalization of company by 16.98% compared between 31st March 2017 and 30th March 2018
[H] Price Earning Ratio as at 31st March 2018 as compared to 31st March 2017 Increase of 20%
[I] Percentage increase or decrease in the market quotations of the shares of the company in comparison to the rate at which the company came out with the last public offer The company was listed as on 27th March 2017 at Rs 30 per equity share. The price per equity share on 31st March 2018 at closing bell was Rs 41 per share. The percentage increase is 36.67%.
(J) Average percentile increase already made in the salaries of employees other than the managerial personal in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof Median Salary of non managerial staff has declined by 2.67% and the average salary of managerial staff has declined by 33% average.
(K) Comparison of the each KMPs Remuneration vis-a-vis the performance of the Company
Name of KMP Remuneration of KMP Net Profit of Company after tax
(Rs in Lacs) (Rs in Lacs)
Mr. Anoop Kumar Bansal (Managing Director) 24.00 475.58
Mr. Anirudh Singhal (Chief Financial Officer) 6.50
Mr. Mayur Bhatt (Whole Time Director) 6.50
Mr. Sanjay Shah (Whole Time Director) 24.00
Ms. Itika Singhal (Company Secretary) 3.00
(L) The key parameters for any variable component of remuneration availed by the directors No
(M) The ratio of the remuneration of the highest paid Highest paid Directors Remuneration of Ratio
Director to that of the Employees who are not Remuneration Employee receiving
Directors but receive remuneration in excess of the highest paid Director during the year. (I) Rs 2400000 remuneration in excess of (I) 1.25

PARTICULARS OF EMPLOYEES

None of the employees of the Company is drawing remuneration requiringdisclosure of information under section 134 of the Companies Act 2013 read with Rule 5(2)of the Companies (Appointment & Remuneration of Managerial Personnel) Rules 2014

REGULATORY ORDERS

During the year there was no significant and material orders passed bythe regulators or courts or tribunals impacting the going concern status and Company'soperations in future.

WHISTLE BLOWER POLICY:

Pursuant to the Section 177(9) and (10) of the Companies Act 2013 andSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 the Company has formulated Whistle Blower Policy for vigil mechanismfor Directors and Employees to report the management about the unethical behavior fraudimproper practice or violation of the Company's Code of Conduct or complaints regardingaccounting auditing internal controls or disclosure practices of the Company. It gives aplatform to the whistle blower to report any unethical or improper practice (notnecessarily violation of law) and to define processes for receiving and investigatingcomplaints. The mechanism provides adequate safeguards against victimization of employeesand directors who use such mechanism and makes provision for direct access to the Chairmanof the Audit Committee in exceptional cases.

STATUTORY AUDITORS

In accordance with the provisions of Section 139 & 142 of theCompanies Act 2013 read with the Companies (Audit and Auditors) Rules 2014 as amendedfrom time to time and such other applicable provisions M/s Begani & Begani (FRN-010779C) Statutory Audit Firm were appointed as Auditors of the Company to hold officefrom the conclusion of 22nd Annual General Meeting (‘AGM') till the conclusion of the27th AGM to 2022 at such remuneration including applicable taxes as may be mutuallyagreed between the Board of Directors of the Company and the Auditors.

AUDITORS' REPORT

The Board has duly reviewed the Statutory Auditor's Report on theAccounts. The observations comments and notes of Auditor are self-explanatory and do notcall for any further explanation/clarification

COST AUDITOR- NOT APPLICABLE

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of Companies Act 2013 andthe rules made thereunder the Company has appointed M/s NILESH A. PRADHAN & CO.Practicing Company Secretary (COP. No. 3659) to undertake the Secretarial Audit of theCompany for the 31st March 2018.

The Secretarial Audit Report for the financial year ended 31st March2018 is included as Annexure MR-3 and forms an integral part of this report.

Responses of your Directors on the observations made by the SecretarialAuditor are as follows:-

Response to point No. 1

The Company has submitted the Annual Report to the Stock ExchangeBEFORE DUE DATE i.e. as mentioned in Regulation 34 of the Securities and Exchange Board ofIndia (Listing Obligations and Disclosure Requirements) Regulations 2015. The AnnualReport is available on BSE website but advertently it was uploaded before the prescribeddue date. The company will take care of it next time and will file to BSE on time afterAnnual General Meeting.

Response to point No.2

There was 1 day delay in the Board Meeting for the quarter ended 30thSeptember 2017 it was held on 15th November 2017 instead of 14th November 2017. Thisdelay occurred inadvertently due to some miscalculation in estimating the number of days.The management ensures to take care of it in future.

Response to point No.3

The Company has transferred the Dividend declared on 1st August 2017for the year ended 31.03.2017 to the separate bank account as per the provisions section123 of the Companies Act 2013 on 8th August 2017 since there were two holidays inbetween.

Response to point No.4

This delay occurred as there are various Bank formalities to open Bankaccount with the name of Unpaid Dividend Account- Sarthak Metals Limited in Bhilai (RemoteArea). The management is working on it and will take care of it in future.

DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

The Company does not have any Subsidiary Company or Joint VentureCompany or Associate Company.

CORPORATE SOCIAL RESPONSIBILITY

The details of the Corporate Social Responsibility Policy framed andactivities carried out thereunder are required to be disclosed in the format prescribedunder Companies (Corporate Social Responsibility Policy) Rules 2014 is given asAnnexure-B.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

There are no Loans Investments or Guarantees/Security given by theCompany during the year under section 186 of the Companies Act 2013; hence no particularsare required to be given.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All transactions entered into with the Related Parties as defined underthe Companies Act 2013 and ordinary course of business and on an arm's length pricingbasis. There were no materially significant transactions with related parties during thefinancial year which were in conflict with the interest of the Company.

Kindly note that the format for disclosures of transactions withrelated party are mentioned in Annexure AOC-2.

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIALPOSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THECOMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

Management does not perceive any material changes occurred subsequentto the close of the financial year as on 31st March 2018 before the date of report dated1ST August 2018 affecting the financial position of the Company in any substantialmanner.

ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO:

(A) Particulars relating to conservation of energy and technologyabsorption stipulated in the Companies (Accounts) Rules 2014 are not applicable. TheCompany is not energy intensive. Further the Company's technology is indigenouslydeveloped and being constantly upgraded based on earnings of the promoters and employees.

(B) Foreign exchange earnings and Outgo:

Particulars

As on 01.04.2017 (In Rs.)

As on 31.03.2018 (In Rs.)

Foreign exchange earnings

57199953

242180995

Foreign Exchange Outgo

397315729

561334105

PUBLIC DEPOSITS

Your Company has not accepted invited and/or received any depositsfrom public within the meaning of section 73 & 76 of the Companies Act 2013 and theCompanies (Acceptance of Deposit) Rules 2014 as amended from time to time during theyear under review.

ISSUE OF EQUITY SHARES WITH DIFFERENTIAL VOTING RIGHTS/SWEAT EQUITYSHARES/ EMPLOYEE STOCK OPTION SCHEME

At the beginning of the year there were no Equity shares withdifferential voting rights or sweat equity shares or employee stock option schemeoutstanding.

During the year the Company has not issued any equity shares withdifferential voting rights or sweat equity shares or shares under employee stock optionscheme. Hence disclosures regarding the same are not required to be given.

DISCLOSURE ON COST RECORDS MAINTENANANCE

The provisions with respect to maintenance of cost records as specifiedby the Central Government under sub-section (1) of section 148 of the Companies Act 2013is not applicable to the Company.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

The Company has proper and adequate system of internal controls toensure that all the assets are safeguarded and protected against losses from unauthorizeduse or disposition and that transactions are authorized recorded and reported correctly.The Company has an effective system in place for achieving efficiency in operationsoptimum and effective utilization of resources monitoring thereof and compliance withapplicable laws. The auditors have also expressed their satisfaction on the adequacy ofthe internal control systems incorporated by your company.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE(PREVENTION PR OHIBITION AND REDRESSAL) ACT 2013:

The Company has in place a policy on Prevention Prohibition andRedressal of Sexual Harassment at workplace in line with the requirements of the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013. TheCompany has complied with setting up of an Internal Complaints Committee (ICC) to redresscomplaints received regarding sexual harassment. The policy has set guidelines on theredressal and enquiry process that is to be followed by complainants and the ICC whilstdealing with issues related to sexual harassment at the work place. All women employees(permanent temporary contractual and trainees) are covered under this policy. TheCompany has not received any complaints during the year.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirements under Section 134(5) of the Companies Act2013 with respect to the Director's Responsibilities Statement the Directors state andhereby confirm that:

(a) In the preparation of the annual accounts the applicableaccounting standards have been followed along with proper explanation relating to materialdepartures;

(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 the company at the end of thefinancial year and 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 this Actfor safeguarding the assets of the company and for preventing and detecting fraud andother irregularities;

(d) The directors have prepared the annual accounts on a going concernbasis; and

(e) the directors have devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems are adequate and operatingeffectively.

ACKNOWLEDGMENTS:

The Board of Directors wish to place on record its appreciation for thecommitment dedication and hard work done by the employees of the Company and thecooperation extended by Banks Government Authorities Customers Shareholders and looksforward to a continued mutual support and co-operation.

FOR SARTHAK METALS LIMITED
Sd/-
(ANOOP KUMAR BANSAL)
(DIN No. 01661844)
Chairman & Managing Director
Place: Bhilai Chhattisgarh
Date: 01.08.2018