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Sarthak Metals Ltd.

BSE: 540393 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE017W01010
BSE 00:00 | 17 Sep 71.00 -2.00
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NSE 05:30 | 01 Jan Sarthak Metals Ltd
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P/E 12.22
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OPEN 72.10
CLOSE 73.00
VOLUME 8000
52-Week high 74.00
52-Week low 15.20
P/E 12.22
Mkt Cap.(Rs cr) 97
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Sarthak Metals Ltd. (SARTHAKMETALS) - Director Report

Company director report

To

The Members

Your Directors have pleasure in presenting the 25th Annual Report of SARTHAK METALSLIMITED along with the Audited Financial Statements for the year ended 31st March 2020.

FINANCIAL SUMMARY/HIGHLIGHTS

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

(In Lakhs)

Particulars Current Year as on 31.03.2020 Previous Year as on 31.03.2019
Total Income 21526.21 19082.67
Less: Expenditure & Depreciation 20880.41 18271.69
Less: Exceptional items 4.42 5.63
Profit before Tax (PBT) 641.37 805.34
Less: Tax (including deferred tax) 179.04 229.00
Profit After Tax (PAT) 462.33 576.34

PERFORMANCE REVIEW

Company's turnover has seen a growth of 14%. However the PAT has declined by almost20% despite increase in sales. Weak demand & consolidation of steel industry are themain reasons for the decline in profitability. The company has been able to retain marketshare till now based on it's market goodwill and ability to supply in tight situations.However spot market has declined due to industry consolidations and long term contractsare being negotiated at cut throat prices. To maintain market share your company has hadto sacrifice on EBITDA.

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 5% per equity share and the same has been placed for approval ofshareholders of the company in the forthcoming Annual General Meeting (AGM). During theyear under review the Board in its meeting held on 22nd June 2020 has recommended anamount of Rs. 6844875 as proposed dividend. The above proposal has been recommended bythe Board of Directors of the Company which needs to be approved by the shareholders atensuing Annual General Meeting.

RESERVES

The Company has transferred Rs. 37981069/- to the Reserves during the financial year.

SHARE CAPITAL

The Paid-up Equity share capital of the Company as on 1st April 2019 was Rs.136897500 divided into 13689750 Equity Shares of Rs 10/- each. No change was madeduring the year. The equity share capital thus as on 31st March 2020 was Rs.136897500.

EXTRACT OF THE ANNUAL RETURN

The extract of the annual return in Form No. MGT - 9 is attached in Annexure B appendedto the Director's Report.

The same is also placed on the website of the Company www.sarthakmetals.com

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 change in the composition of the Board during the yearunder review.

Presently the composition of the Board is seven Directors led by Chairman andManaging Director with two Whole- Time Director two Non- Executive Independent Directorand two Non- Executive Non- Independent Director.

Mr. Sunil Kumar Agarwal (DIN: 08680582) was appointed as an additional Director w.e.f.1st February 2020 till conclusion of ensuing AGM. Further Nomination & RemunerationCommittee and the Board of Directors have recommended his regularization as a Non-Executive Non- Independent Professional Director.

Mr. D.V. Giri (DIN: 02565046) was appointed as an Independent Director of the company.He has provided his consent to act as an Independent director on the Board of the companyand has also provided necessary declaration as to independence.

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 Board/Ministry of Corporate Affairs or any other statutory authority.

RE-APPOINTMENT OF DIRECTOR

In accordance with section 152 of the Companies Act 2013 Mr. Kishore Kumar BansalNon- Executive Non- Independent director of the Company would retire by rotation at theforthcoming Annual General Meeting and is eligible for re-appointment. Mr. Kishore KumarBansal has offered himself for re- appointment.

The Board of Directors on recommendation of the Nomination and Remuneration Committeehave approved the re-appointment of Mr. Anoop Kumar Bansal as the Chairman cum ManagingDirector Mr. Mayur Bhatt as the Whole Time Director and Mr. Sanjay Shah as the Whole TimeDirector for a period of five years subject to approval of the members at the ensuingAnnual General Meeting.

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 forms part of the Annual Report.

REPORT ON CORPORATE GOVERNANCE:

Sarthak Metals Limited is listed on SME Exchange of BSE the requirement of CorporateGovernance as notified in Regulation 15 (2) of the SEBI (Listing Obligation and DisclosureRequirement) Regulation 2015 not applicable; therefore it is not required to maintainCorporate Governance Report.

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 criteria of independence asprescribed both under sub-section (6) of Section 149 of the Companies Act 2013 and underRegulation 16 of the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015.

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 nonindependent Directors was doneby the Board excluding the Director being evaluated. The Directors expressed satisfactionwith the evaluation process.

FAMILIARISATION PROGRAMMES FOR BOARD MEMBERS:

The Board members are provided with brochures reports and internal policies to enablethem to familiarize with the Company's procedures and practices. The Chairman and ManagingDirector had one to one discussion with newly appointed Directors to familiarize them withthe Company's operations. Periodic presentations are made at the Board and Board CommitteeMeetings on business and performance updates of the Company global business environmentbusiness strategy and risks involved. Quarterly updates on relevant statutory andregulatory changes are circulated to the Directors. Site visits to various plant locationsare organized for the Directors to enable them to understand the operations of theCompany.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors duly met 4(Four) times in financial year 31st March 2020 and asper section 173 of the Companies Act the time gap between any two Meetings has not beenmore than one hundred and twenty days. The dates on which the Board Meetings were held are21st May 2019 26th July 2019 13th November 2019 and 22nd January 2020.

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 on31stMarch 2020 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 28/08/2019
Held Attend Chairman Member
Mr. Anoop Kumar Bansal Chairman &Managing Director 4 4 0 0 0 Yes
Mr. Kishore Kumar Bansal Non- Executive NonIndependent Director 4 4 0 0 0 Yes
Ms. Rama KohliA Non- Executive Independent Director 4 4 0 0 0 No
Mr. Sanjay Shah Whole Time Director 4 4 0 0 0 Yes
Mr. Mayur Whole Time Director 4 4 0 0 0 Yes
Mr. Chetan Kumar Non- Executive Independent Director 4 3 0 0 0 No

^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 Company holdmemberships/Chairmanships more than the prescribed limits across all companies in whichhe/she is a Director.

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) reviewthe performance of the Chairperson of the Company taking into account the views ofExecutive Directors and Non-Executive Directors; and (iii) to assess the quality quantityand timeliness of flow of information between the Company Management and the Board.

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:

(a) AUDIT COMMITTEE

The Company has formed a qualified and Independent Audit Committee which acts as a linkbetween the Statutory and Internal Auditors and the Board of Directors. The terms ofreference of the Audit Committee cover the matters specified for Audit Committee in theSEBI Listing Regulations and Section 177 of the Companies Act 2013.

As on 31st March 2020 the Audit Committee comprises of the following members-

1. Mr. Chetan Kumar Chairman
2. Ms. Rama Kohli Member
3. Mr. Kishore Kumar Bansal Member

The Committee met 3 times during the year on 21st May 2019 13th November 2019 and 22ndJanuary 2020 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.

(b) 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 2020 the Nomination and Remuneration Committee comprises of thefollowing 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 13th November 2019 and 22nd January 2020and 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

(c) 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 2020 the Stakeholders Relationship Committee comprises of thefollowing 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 complaint fromshareholders. There is no outstanding complaint as on 31st March 2020.

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

(d) 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 2020 the Corporate Social Responsibility Committee comprises of thefollowing 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 21st May 2019 and 13th November 2019 andthe 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 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 attached as Annexure-A

ANALYSIS OF REMUNERATION

The details of remuneration paid to Directors and Key Managerial Personnel is given inextract of Annual return attached with this report.

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 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) 33.25 Times Increased by 20.75%
MR. MAYUR BHATT (WHOLE TIME DIRECTOR) 6.24 Times Decreased by (29.41%)
MR. KISHORE KUMAR BANSAL (DIRECTOR) NIL No Change
MR. SANJAY SHAH (WHOLE TIME DIRECTOR) 33.25 Times Increased by 20.75%
MR. ANIRUDH SINGHAL (CHIEF FINANCIAL OFFICER) 6.24 Times No Change
MRS. ITIKA SINGHAL (COMPANY SECRETARY) 4.21 Times Increased by 23.03%

The median remuneration of employees of the Company during the financial year was Rs.96226 p.a. Please note that only those persons who were employees as on 31st March 2020have been considered for the calculation of the median salary. Further no bonus paymentshave been considered for these calculations.

[C] Percentage increase in the median Remuneration of Employees Increase of 18%
[D] Number of permanent Employees on the rolls of Company 272 as on 31st March 2020
[E] Explanation on the relationship between average increase in Remuneration and Company performance Sales Increase - 12.81%
EBITDA Decrease - (8.98%)
PBT Decrease - (20.36%)
PAT Decrease - (19.78%)
EPS Decrease - (19.71%)
Median Salary Increase - 18%
[F] Comparison of the Remuneration of the Key Managerial Personnel against the performance of the Company The Remuneration of the Key Managerial personnel increased by 3.90% and the company's turnover has increased by 12.81%. Further the company's EPS decreased by 19.71%.
[G] Variations in the Market Capitalization of the Company as at 31st March 2020 as compared to 31st March 2019 Decrease in market capitalization amounted to 50.18% from 31st March 2019 to 31st March 2020.
[H] Price Earning Ratio as at 31st March 2020 as compared to 31st March 2019 Decrease of 19.71%
[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 2020 at closing bell was Rs 14.2 per share. The percentage decrease is 52.67%.
(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 increased by 18% and also the average salary of managerial staff has increase by 3.90%
(K) Comparison of the each KMPs Remuneration vis-a-vis the performance of the Company
Name of KMP Remuneration of KMP (Rs in Lacs) Net Profit of Company after tax (Rs in Lacs)
Mr. Anoop Kumar Bansal (Managing Director) 32.00 462.33
Mr. Anirudh Singhal (Chief Financial Officer) 6.00
Mr. Mayur Bhatt (Whole Time Director) 6.00
Mr. Sanjay Shah (Whole Time Director) 32.00
Ms. Itika Singhal (Company Secretary) 4.06
(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 Director to that of the Employees who are not Directors but receive remuneration in excess of the highest paid Director during the year Highest paid Directors

Remuneration

(I) Rs 3200000

Remuneration of Ratio Employee receiving remuneration in excess of (I) 1:1

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

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.

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.

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 22ndAnnual General 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.

AUDITORS' REPORT

The Board has duly reviewed the Statutory Auditor's Report on the Accounts. Theobservations comments and notes of Auditor are self-explanatory and do not call for anyfurther explanation/clarification.

COST AUDITOR- NOT APPLICABLE

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 the31st March 2020.

The Secretarial Audit Report for the financial year ended 31st March 2020 is includedas Annexure MR-3 and forms an integral part of this report.

DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

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

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 given as Annexure-C.

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.

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.

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.

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.

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 party arementioned in Annexure- E (AOC-2).

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 occurred subsequent to the close ofthe financial year as on 31st March 2020 before the date of report dated 31st July 2020affecting the financial position of the Company in any substantial manner.

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 31.03.2019 (In Rs.) As on 31.03.2020 (In Rs.)
Foreign exchange earnings 430017221.20 209745355.00
Foreign Exchange Outgo 631667291.91 803205016.00

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.

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

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 is notapplicable to the Company.

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 transactions 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.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND 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 work place. All women employees (permanent temporarycontractual and trainees) are covered under this policy. The Company has not received anycomplaints during the year.

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; and

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

ACKNOWLEDGMENTS:

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)

Chairman & Managing Director

Place: Bhilai Chhattisgarh

Date: 31st July 2020

.