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Sarthak Metals Ltd.

BSE: 540393 Sector: Metals & Mining
NSE: SMLT ISIN Code: INE017W01010
BSE 00:00 | 03 Dec 99.55 0.40
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OPEN 101.45
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VOLUME 6110
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P/E 17.13
Mkt Cap.(Rs cr) 136
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OPEN 101.45
CLOSE 99.15
VOLUME 6110
52-Week high 126.50
52-Week low 15.20
P/E 17.13
Mkt Cap.(Rs cr) 136
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Sarthak Metals Ltd. (SMLT) - Director Report

Company director report

To

The Members

Your Directors have the pleasure of presenting the 26th Annual Report of SARTHAKMETALS LIMITED along with the Audited Financial Statements for the year ended 31stMarch 2021.

1. FINANCIAL SUMMARY/HIGHLIGHTS:

Our Company's financial performance for the year under review has been encouraging andis summarized below:

(Rs. In Lakhs)
Particulars Current Year as on 31.03.2021 Previous Year as on 31.03.2020
Total Income 22207.87 21526.21
Less: Expenditure & Depreciation 21136.21 20880.41
Less: Exceptional items (2.07) 4.42
Profit before Tax (PBT) 1073.72 641.37
Less: Tax (including deferred tax) 276.89 179.04
Profit After Tax (PAT) 796.83 462.33

2. PERFORMANCE REVIEW:

Your Company is entering FY 22 with strong growth momentum and with much bettervisibility for future growth than last year powered by a strong order book built upthroughout the year and a robust deal pipeline. It has been a difficult year for theentire world. Despite the ferocity with which the second and third waves of the pandemicare now hitting us we are in a far better place in FY 2021 than we were in FY 2020. Ourbusiness performance in the year gone by is also a reflection of that innate resilienceand adaptability. In the early month of the pandemic when the worldwide lockdowndisrupted the economic activity across virtually all sectors your Company responded withspeed and agility. Record YOY EBIDTA of Rs. 1614.19 lakhs up 31.33% supported by strongprofit and income. The Profit After Tax stood at Rs 7.96 crores against Rs. 4.62 crores inFY 20. Due to high demand of Indian steel the demand for your Company's products in thelast quarter of FY 2021 have more than made up for the deficit in demand during the first3 quarters of FY 2021.

3. DIVIDEND:

The Board consider that the profits of the Company are attributed to the trust of theshareholders in the management of the Company. Accordingly the board proposed to declarea dividend of 10% per equity share i.e. Re. 1/- (Rupees One Only) per share and the samehas been placed for approval of shareholders of the Company in the forthcoming AnnualGeneral Meeting (AGM). During the year under review the Board in its meeting held on 25thJune 2021 has recommended an amount of Rs. 13689750/- (Rupees One Crore Thirty Six LakhEighty Nine Thousand Seven Hundred Fifty Only) as proposed dividend. The above proposalhas been recommended by the Board of Directors of the Company which needs to be approvedby the shareholders at the ensuing Annual General Meeting.

4. MIGRATION AND LISTING ON MAIN BOARD:

Pursuant to provisions of Regulation 277 of Securities and Exchange Board of India(Issue of Capital and Disclosure Requirements) Regulations 2018 Company can voluntarilymigrate from SME Exchange to Main Board of BSE Limited and NSE Limited. The Board ofDirectors of the Company in its meeting held on 14th July 2021 decided tomigrate from BSE SME Exchange to BSE Limited Main Board and Main Board of NSE Limitedwhich will be approved by the members of the Company by way of Special Resolution videPostal ballot. The Postal Ballot commenced on 19th July 2021 and end on 17thAugust 2021.

5. RESERVES:

The Company has not transferred any amount to the General Reserves during the financialyear.

6. SHARE CAPITAL:

The Paid-up Equity share capital of the Company as on 1st April 2020 wasRs. 136897500/- divided into 13689750 Equity Shares of Rs 10/- each. No change wasmade during the year. The equity share capital thus as on 31st March 2021 wasRs. 136897500/-.

7. ANNUAL RETURN:

Pursuant to Section 92 (3) read with Section 134 (3) (a) of the Act the Annual returnas on March 31 2021 is available on the Company's website on http://sarthakmetals.com/docs/Annual%20Return%202020-21.pdf

8. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The composition of the Board is as per the Listing Regulations and provisions of theCompanies Act 2013. There was a change in the composition of the Board during the yearunder review.

Presently the composition of the Board has seven Directors led by Chairman OneManaging Director with two Whole-Time Directors three Non-Executive IndependentDirectors.

During the year under review the term of Independent Director namely Ms. Rama Kohli(DIN: 01835824) expires on 23rd August 2021 for which on the recommendationof Nomination and Remuneration Committee the Board has approved her re-appointment as anIndependent Director of the Company in the Board Meeting held on 25th June2021.

The re-appointment of Ms. Rama Kohli as an Independent Woman Director will be approvedby the members of the Company through a Special Resolution which will pass through thePostal Ballot that commenced on 19th July 2021 and will end on 17thAugust 2021.

Mr. D.V. Giri (DIN: 02565046) was appointed as an Independent Director of the Companyon 31st July 2020. He has provided his consent to act as an Independentdirector on the Board of the Company and has also provided necessary declaration as toindependence.

Mr. Chetan Kumar resigned from the post of Non-Executive Independent Director w.e.f. 05thAugust 2020.

Ms. Itika Singhal resigned from the post of Company Secretary of the Company w.e.f. 30thJune 2021.

Mr. Pratik Jain has been appointed as the Company Secretary of the Company by the Boardin its meeting held on 25th of June 2021 his appointment is effective from 30thJune 2021.

Mr. Mayur Bhatt has been appointed as the Chief Executive Officer of the Company w.e.f.14th July 2021 who is also the Whole-Time Director of the Company since 21stAugust 2016.

Mr. Sunil Dutt Bhatt (DIN: 09263587) has been appointed as an additional IndependentDirector of the Company w.e.f 04th August 2021. He has provided his consent toact as an Independent director on the Board of the Company and has also provided necessarydeclaration as to independence.

Mr. Kishore Kumar Bansal resigned from the post of Non-Executive Non-IndependentDirector w.e.f 02nd August 2021.

Mr. Sunil Kumar Agarwal has been appointed as the Chairperson of the Company in placeof Mr. Anoop Kumar Bansal w.e.f 04th August 2021.

The Board confirms that none of the Directors of the Company is disqualified from beingappointed as Director in terms of section 164 of the Companies Act 2013 and necessarydeclaration has been obtained from all the Directors in this regard.

The Board also confirms that none of the directors on the board of the Company havebeen debarred or disqualified from being appointed or continuing as directors of companiesby the Securities and Exchange Board of India /Ministry of Corporate Affairs or any otherstatutory authority.

9. RE-APPOINTMENT OF DIRECTOR:

In accordance with section 152 of the Companies Act 2013 Mr. Sunil Kumar AgarwalNonExecutive Non- Independent Professional Director of the Company would retire byrotation at the forthcoming Annual General Meeting and is eligible for re-appointment. MrSunil Kumar Agarwal has offered himself for re- appointment.

10. MANAGEMENT DISCUSSION AND ANALYSIS:

As required by Regulation 34 of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 a Management Discussion &Analysis Report is annexed to this report as 'Annexure- A' forms part of the AnnualReport.

11. REPORT ON CORPORATE GOVERNANCE:

Integrity and transparency are key factors to our corporate governance practices toensure that we achieve and will retain the trust of our stakeholders at all times.Corporate governance is about maximizing shareholder value legally ethically andsustainably. At Sarthak Metals Limited our Board exercises its fiduciary responsibilitiesin the widest sense of the term. Our disclosures seek to attain the best practices ininternational corporate governance. We also endeavor to enhance long-term shareholdervalue and respect minority rights in all our business decisions.

As our Company has been listed on the SME Platform of BSE Limited by virtue ofRegulation

15 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 thecompliance with the Corporate Governance provisions as specified in regulation 17 to 27and Clause (b) to (i) of sub regulation (2) of Regulation 46 and Para C D and E ofschedule V are not applicable to the Company. Hence Corporate Governance Report does notform a part of this Board Report though we are committed for the best corporategovernance practices.

12. DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received declarations from all the Independent Directors of the Companyunder Section 149 (7) of Companies Act 2013 confirming that they meet with the criteriaof independence as prescribed both under sub-section (6) of Section 149 of the CompaniesAct 2013 and under Regulation 16 of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015.

13. PERFORMANCE EVALUATION OF BOARD COMMITTEES & INDIVIDUAL DIRECTOR:

A formal evaluation of the performance of the Board its Committees the Chairman andthe individual Directors was led by Nomination & Remuneration Committee theevaluation was done using individual interviews covering amongst other vision strategyand role clarity of the Board. Board dynamic and processes contribution towardsdevelopment of the strategy risk management budgetary controls receipt of regularinputs and information functioning performance & structure of Board Committeesethics & values skill set knowledge & expertise of Directors leadership etc.

As part of the evaluation process the performance of non- independent Directors theChairman and the Board was done by the Independent Directors. The performance evaluationof the respective Committees and that of independent and non- independent Directors wasdone by the Board excluding the Director being evaluated. The Directors expressedsatisfaction with the evaluation process.

14. FAMILIARISATION PROGRAMMES FOR BOARD MEMBERS:

The Board members are provided with product brochures reports and internal policiesto enable them to familiarize with the Company's procedures and practices. The Chairmanand Managing Director had one to one discussion with newly appointed Directors tofamiliarize 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.

15. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors duly met 5 (Five) times in financial year 31st March2021 and as per section 173 of the Companies Act the time gap between any two Meetings hasnot been more than one hundred and twenty days. The dates on which the Board Meetings wereheld are 22nd June 2020 31st July 2020 15th September2020 10th November 2020 and 08th March 2021.

The name and category of Directors on the Board their attendance at the Board Meetingsheld during the year and also at the Annual General Meeting the member of Directorshipsand Committee Memberships and Chairpersonships held by them in other companies as on 31stMarch 2021 are given below:

Name of Directors Category

No. of Board Meeting held and attend during the year

No. of Directorship in other Public Company

No. of Committees positions held in other Public Companies*

Attendance at last AGM held on 09/09/2020
Held Attend Chairman Member
Mr. Anoop Kumar Bansal Chairman & Managing Director 5 5 0 0 0 Yes
Mr. Kishore Kumar Bansal Non- Executive Non- Independent Director 5 5 0 0 0 Yes
Ms. Rama KohliA Non- Executive Independent Director 5 5 0 0 0 No
Mr. Sanjay Shah Whole Time Director 5 4 0 0 0 No
Mr. Mayur Bhatt Whole Time Director 5 5 0 0 0 Yes
Mr. Chetan Kumar@ Non- Executive Independent Director 5 1 0 0 0 No
Mr. D.V. Giri# Non- Executive Independent Director 5 3 0 0 0 Yes
Mr. Sunil Kumar Agarwal Non-Executive Non-Independent Director 5 5 0 0 0 Yes

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

ADesignates as a Woman Director on Board.

# Appointed on 31st July 2020 @ Resigned on 05thAugust 2020

As per the disclosure received none of the Directors of your Company holdmemberships/Chairmanships more than the prescribed limits across all companies in whichhe/she is a Director.

16. MEETINGS OF INDEPENDENT DIRECTORS:

The Company's Independent Directors shall meet at least once in every financial yearwithout the presence of Executive Directors or management personnel. Such meetings areconducted informally to enable Independent Directors to discuss matters pertaining to (i)review the

performance of Non-Independent Directors and the Board as a whole (ii) review theperformance of the Chairperson of the Company taking into account the views of ExecutiveDirectors and Non-Executive Directors; and (iii) to assess the quality quantity andtimeliness of flow of information between the Company Management and the Board. Themeeting of Independent Directors was held on 10th November 2020.

17. COMMITTEES OF THE BOARD OF DIRECTORS:

In compliance with the requirement of applicable laws and as part of the bestgovernance practice the Board has constituted various Committees of its members. TheseCommittees hold meetings at such frequencies as is deemed necessary by them to effectivelyundertake and deliver upon the responsibilities and tasks assigned to them. Minutes of themeetings of each of these Committees are tabled regularly at the Board Meetings.

Your Company currently has 4 (Four) Committees viz:

I. AUDIT COMMITTEE:

The Company has formed a qualified and Independent Audit Committee which acts as a linkbetween the Auditors and the Board of Directors. The terms of reference of the AuditCommittee cover the matters specified for Audit Committee in the SEBI Listing Regulationsand Section 177 of the Companies Act 2013.

As on 31st March 2021 the Audit Committee comprises of the followingmembers-

i. Mr. D.V. Giri Chairman
ii. Ms. Rama Kohli Member
iii. Mr. Kishore Kumar Bansal Member

The Committee met 3 times during the year on 22nd June 2020 10thNovember 2020 and 08th March 2021 and the attendance of Members at theMeetings.

Name of Member Nature of Membership No. of Meeting(s) attended/held
Mr. Chetan Kumar Chairman (Resigned on 05/08/2020) 1/1
Mr. D. V. Giri Chairman & Member (Appointed on 31/07/2020) 2/2
Ms. Rama Kohli Member 3/3
Mr. Kishore Kumar Bansal Member 3/3

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

II. NOMINATION & REMUNERATION COMMITTEE:

In compliance with Section 178 of the Companies Act 2013 and SEBI Listing Regulationsa Nomination & Remuneration Committee of the Company has been constituted.

As on 31st March 2021 the Nomination and Remuneration Committee comprisesof the following members-

i. Mr. D.V. Giri Chairman
ii. Ms. Rama Kohli Member
iii. Mr. Kishore Kumar Bansal Member

The Committee met 1 time during the year on 31st July 2020 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 (Resigned on 05/08/2020) 0/1
Mr. D.V. Giri Chairman & Member (Appointed on 31/07/2020) 1/1
Ms. Rama Kohli Member 1/1
Mr. Kishore Kumar Bansal Member 1/1

III. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee is constituted according to Section 178 of theCompanies Act 2013 and SEBI Listing Regulations. The Committee ensures cordial investorrelations and oversees the mechanism for redressal of investor grievances. The Committeespecifically looks into redressing shareholders and investor complaints/ grievancespertaining to share transfers non- receipts of annual reports non- receipt of dividendand other allied complaints.

As on 31st March 2021 the Stakeholders Relationship Committee comprises ofthe following members-

i. Mr. D.V. Giri Chairman
ii. Ms. Rama Kohli Member
iii. Mr. Kishore Kumar Bansal Member

During the period under review Company has not received any complaint fromshareholders. There is no outstanding complaint as on 31st March 2021.

IV. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

In compliance with provision of the Companies Act 2013 and SEBI Listing Regulations aCorporate Social Responsibility Committee of the Company has been constituted.

As on 31st March 2021 the Corporate Social Responsibility Committeecomprises of the following members-

i. Mr. D.V. Giri Chairman
ii. Ms. Rama Kohli Member
iii. Mr. Kishore Kumar Bansal Member

The Committee met 3 times during the year on 22nd June 2020 10thNovember 2020 and 06th March 2021 and the attendance of Members at the Meetingsis as follows:

Name of Member Nature of Membership No. of Meeting(s) attended/held
Mr. Chetan Kumar Chairman (Resigned on 05/08/2020) 1/1
Mr. D.V. Giri Chairman & Member (Appointed on 31/07/2020) 2/2
Ms. Rama Kohli Member 3/3
Mr. Kishore Kumar Bansal Member 3/3

18. NOMINATION & REMUNERATION POLICY OF THE COMPANY:

The Board has on the recommendation of the Nomination & Remuneration Committeeframed a policy for selection and appointment of Directors Senior Management and theirremuneration.

The Company's remuneration policy is directed towards rewarding performance based onreview of achievements periodically. The remuneration policy is in consonance with theexisting industry practice. Extract of Remuneration Policy from Nomination andRemuneration policy is annexed to this report as 'Annexure- B'

19. ANALYSIS OF REMUNERATION:

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

Names and Positions [A] Ratio of Directors' Remuneration to the median Remuneration of Employees [B] Percentage (%) increase/ decrease in Remuneration
Mr. Chetan Kumar (Independent Director) (Resigned on 05th August 2020) NIL Not Applicable
Ms. Rama Kohli (Independent Director) NIL Not Applicable
Mr. D. V. Giri (Independent Director) (Appointed on 31st July 2021) NIL Not Applicable
Mr. Anoop Kumar Bansal (Managing Director) 22.12 Times Decreased by 25%
Mr. Mayur Bhatt (Whole Time Director & Chief Executive Officer) 5.53 Times No Change
Mr. Kishore Kumar Bansal (Director) NIL No Change
Mr. Sunil Kumar Agarwal (Director & Chairman) NIL No Change
Mr. Sanjay Shah (Whole Time Director) 22.12 Times Decreased by 25%
Mr. Anirudh Singhal (Chief Financial Officer) 5.53 Times No Change
Ms. Itika Singhal (Company Secretary) 3.87 Times Increased by 3.44%
Mr. Pratik Jain (Company Secretary) NIL Not Applicable (Appointed on 31st June 2021)

The median remuneration of employees of the Company during the financial year was Rs.108519 p.a. Please note that only those persons who were employees as on 31stMarch 2021 have been considered for the calculation of the median salary. Further nobonus payments have been considered for these calculations.

[C] Percentage increase in the median Remuneration of Employees Increase of 12.77%
[D] Number of permanent Employees on the rolls of Company 216 as on 31stMarch 2021
(E) 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 increased by 12.77% and also the average salary of managerial staff has decrease by 3.96%
(F)Affirmation that the remuneration is as per the remuneration policy of the Company The Company affirms that the remuneration is as per the remuneration policy of the Company

During the year none of the employees received remuneration in excess of Rs. One CroreTwo Lakhs or more per annum or Rs. Eight Lakhs Thousand per month for the part of theyear in accordance with the provisions of Section 197 of the Companies Act 2013 readwith Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014.Therefore there is no information to disclose in terms of the provisions of the CompaniesAct 2013.

20. PARTICULARS OF EMPLOYEES :

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

21. REGULATORY ORDERS :

During the year there was no significant and material orders passed by the regulatorsor courts or tribunals impacting the going concern status and Company's operations infuture.

22. WHISTLE BLOWER POLICY:

Pursuant to the Section 177 (9) and (10) of the Companies Act 2013 and Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 the Company has formulated Whistle Blower Policy for vigil mechanism for Directorsand Employees to report the management about the unethical behavior fraud improperpractice or violation of the Company's Code of Conduct or complaints regarding accountingauditing internal controls or disclosure practices of the Company. It gives a platform tothe whistle blower to report any unethical or improper practice (not necessarily violationof law) and to define processes for receiving and investigating complaints. The mechanismprovides adequate safeguards against victimization of employees and directors who use suchmechanism and makes provision for direct access to the Chairman of the Audit Committee inexceptional cases.

23. STATUTORY AUDITORS :

In accordance with the provisions of Section 139 & 142 of the Companies Act 2013read with the Companies (Audit and Auditors) Rules 2014 as amended from time to time andsuch other applicable provisions M/s Begani & Begani (FRN- 010779C) Statutory AuditFirm were appointed as Auditors of the Company to hold office from the conclusion of 22ndAnnualGeneral Meeting ('AGM') till the conclusion of the 27th AGM in 2022 at suchremuneration including applicable taxes as may be mutually agreed between the Board ofDirectors of the Company and the Auditors.

24. AUDITORS' REPORT :

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

25. COST AUDITOR : NOT APPLICABLE

26. SECRETARIAL AUDITORS :

Pursuant to the provisions of Section 204 of Companies Act 2013 and the rules madethereunder the Company has appointed M/s Nilesh A. Pradhan & Co. LLP CompanySecretaries (COP. No. 3659) to undertake the Secretarial Audit of the Company for theFinancial Year ended 31st March 2021.

The Secretarial Audit Report for the financial year ended 31st March 2021 isannexed to this report as 'Annexure- C' and forms an integral part of this report.

27. DETAILS OF SUBSIDIARY/JOINT VENTURES/ ASSOCIATE COMPANIES :

The Company does not have any Subsidiary Company or Joint Venture Company or AssociateCompany.

28. CORPORATE SOCIAL RESPONSIBILITY :

The details of the Corporate Social Responsibility Policy framed and activities carriedout thereunder are required to be disclosed in the format prescribed under Companies(Corporate Social Responsibility Policy) Rules 2014 is annexed to this report as'Annexure- D'.

29. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

There are no Loans Investments or Guarantees/Security given by the Company during theyear under section 186 of the Companies Act 2013; hence no particulars are required to begiven.

30. REPORTING OF FRAUDS:

There was no instance of fraud during the year under review which required theStatutory Auditors to report to the Audit Committee and / or Board under Section 143 (12)of the Act and the rules made thereunder.

31. DISCLOSURE ON COMPLIANCE WITH SECRETARIAL STANDARDS

Your Directors confirm that the mandatory Secretarial Standards (SS-1 & SS-2)issued by the Institute of Company Secretaries of India have been complied with.

32. RISK MANAGEMENT POLICY:

During the year the Company reviewed and strengthened its risk management policy andthe risk management framework which ensures that the Company is able to carry outidentification therein of elements of risk if any which in the opinion of the Board maythreaten the existence of the Company.

33. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All transactions entered into with the Related Parties as defined under the CompaniesAct 2013 and ordinary course of business and on an arm's length pricing basis. There wereno materially significant transactions with related parties during the financial yearwhich were in conflict with the interest of the Company.

Kindly note that the format for disclosures of transactions with related parties isannexed to this report as 'Annexure- E'

34. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICHTHE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

Management does not perceive any material changes which have occurred subsequent to theclose of the financial year as on 31st March 2021 before the date of reportdated 04th August 2021 affecting the financial position of the Company in anysubstantial manner.

35. ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

A. Particulars relating to conservation of energy and technology absorption stipulatedin the Companies (Accounts) Rules 2014 are not applicable. The Company is not energyintensive. Further the Company's technology is indigenously developed and beingconstantly upgraded based on earnings of the promoters and employees.

B. Foreign exchange earnings and Outgo:

Particulars As on 31.03.2020 As on 31.03.2021
(In Rs.) (In Rs.)
Foreign Exchange Earnings 196261945.34 178831925.31
Foreign Exchange Outgo 801988215.61 775459026.33

36. PUBLIC DEPOSITS:

Your Company has not accepted invited and/or received any deposits from public withinthe meaning of section 73 & 76 of the Companies Act 2013 and the Companies(Acceptance of Deposit) Rules 2014 as amended from time to time during the year underreview.

37. ISSUE OF EQUITY SHARES WITH DIFFERENTIAL VOTING RIGHTS/SWEAT EQUITY SHARES/EMPLOYEE STOCK OPTION SCHEME:

At the beginning of the year there were no Equity shares with differential votingrights or sweat equity shares or employee stock option scheme outstanding.

During the year the Company has not issued any equity shares with differential votingrights or sweat equity shares or shares under employee stock option scheme. Hencedisclosures regarding the same are not required to be given.

38. DISCLOSURE ON COST RECORDS MAINTENANCE:

The provisions with respect to maintenance of cost records as specified by the CentralGovernment under sub-section (1) of section 148 of the Companies Act 2013 are notapplicable to the Company.

39. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has proper and adequate system of internal controls to ensure that all theassets are safeguarded and protected against losses from unauthorized use or dispositionand that transaction are authorized recorded and reported correctly. The Company has aneffective system in place for achieving efficiency in operations optimum and effectiveutilization of resources monitoring thereof and compliance with applicable laws. Theauditors have also expressed their satisfaction on the adequacy of the internal controlsystems incorporated by your Company.

40. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTIONPROHIBITION AND REDRESSAL) ACT 2013:

The Company has in place a policy on Prevention Prohibition and Redressal of SexualHarassment at workplace in line with the requirements of the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013. The Company has complied withsetting up of an Internal Complaints Committee (ICC) to redress complaints receivedregarding sexual harassment. The policy has set guidelines on the redressal and enquiryprocess that is to be followed by complainants and the ICC whilst dealing with issuesrelated to sexual harassment at the workplace. All women employees (permanent temporarycontractual and trainees) are covered under this policy. The Company has not received anycomplaints during the year.

41. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirements under Section 134 (5) of the Companies Act 2013 withrespect to the Director's Responsibilities Statement the Directors state and herebyconfirm that:

a) In the preparation of the annual accounts the applicable accounting standards havebeen followed along with proper explanation relating to material departures;

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 at the end of the financial year and ofthe profit and loss of the Company for that period;

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

d) The directors have prepared the annual accounts on a going concern basis;

e) The directors had laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were 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.

42. ACKNOWLEDGMENT:

The Board of Directors wish to place on record its appreciation for the commitmentdedication and hard work done by the employees of the Company and the cooperation extendedby Banks Government Authorities Customers Shareholders and looks forward to a continuedmutual support and co-operation.

FOR SARTHAK METALS LIMITED

Sd/-

(ANOOP KUMAR BANSAL)

(DIN No. 01661844)

Managing Director

Place: Bhilai Chhattisgarh

Date: 04th August 2021.

.