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Saurashtra Cement Ltd.

BSE: 502175 Sector: Industrials
NSE: SAURASHCEM ISIN Code: INE626A01014
BSE 00:00 | 04 Aug 118.75 -5.75
(-4.62%)
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NSE 05:30 | 01 Jan Saurashtra Cement Ltd
OPEN 125.00
PREVIOUS CLOSE 124.50
VOLUME 180718
52-Week high 132.00
52-Week low 33.85
P/E 11.46
Mkt Cap.(Rs cr) 830
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 125.00
CLOSE 124.50
VOLUME 180718
52-Week high 132.00
52-Week low 33.85
P/E 11.46
Mkt Cap.(Rs cr) 830
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Saurashtra Cement Ltd. (SAURASHCEM) - Director Report

Company director report

To the Members

Your Directors take pleasure in presenting the Company's 62nd Annual Reportand the Company's audited financial statements (standalone and consolidated) for theFinancial Year ended March 31 2020.

Financial Results

The Company's financial results for the year ended March 31 2020 are summarized below:

(Rs. in million)
Particulars

Standalone

Consolidated

2019-20 2018-19 2019-20 2018-19
Revenue from Operation (Net of GST) and Other Income 6165.93 6300.31 6165.90 6300.81
Profit/(Loss) before Interest Depreciation Exceptional items and Tax 1176.00 131.52 1174.96 131.02
Finance Cost 44.75 47.43 44.75 47.43
Profit/(Loss) before Depreciation Exceptional Items and Tax 1131.25 84.09 1130.21 83.59
Depreciation & Amortisation 196.82 183.35 196.82 183.35
Exceptional Items (160.00) 31.97 (160.00) 31.97
Profit/(Loss) before Tax 774.43 (67.29) 773.39 (67.79)
Current Tax Expense 136.27 2.05 136.27 2.03
Deferred Tax Adjustment 72.06 (20.61) 72.06 (20.61)
Profit/(Loss) for the year 566.10 (48.73) 565.06 (49.21)
Total Other Comprehensive Income (net of tax) (23.11) (11.69) (23.11) (11.69)
Total Comprehensive Income 542.99 (60.42) 541.95 (60.90)
Retained Earnings - Opening Balance 1656.73 1792.33 1645.63 1781.71
Add/(Less) :
Profit/(Loss) for the Year 566.10 (48.73) 565.06 (49.21)
Re-measurement of Defined Benefit Plans (Net of Tax) (5.28) (3.46) (5.28) (3.46)
Less : Equity Dividend & Dividend Distribution Tax thereon 146.63 83.41 146.63 83.41
Retained Earnings - Closing Balance 2070.92 1656.73 2058.78 1645.63

Management Discussion and Analysis Report

The Management Discussion and Analysis Report is provided in a separate section andforms a part of this Report as Annexure A.

Corporate Governance

Your Company diligently complies with the Corporate Governance guidelines and bestpractices along with the requirements of Regulations 17 to 27 & Regulation 46 of theSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 and as amended from time to time. Pursuant to Schedule V of theSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 report on Corporate Governance along with the

Auditor's Certificate on its compliance is annexed separately to this report. Adeclaration by the Managing Director that the Board and Senior Executives have compliedwith the Code of Conduct of the Company also forms a part of this Report as Annexure B.

Material Changes and Commitments Affecting Financial Position and Change in Business

In view of the Nationwide lockdown w.e.f. 25th March 2020 due to COVID-19being declared as a pandemic; the factory of your Company at Ranavav Gujarat wascompletely shut down from 25th March 2020 till 31st March 2020. Thebusiness has impacted due to the lockdown leading to reduction in the economic activitygoing forward.

No other material change(s) and commitment(s) have occurred between the end of theFinancial Year and the date of this Report which has affected the Financial Statements ofthe Company with respect to the reporting year.

There has been no change in the nature of business of the Company during the FinancialYear ended on March 31 2020.

Performance Highlights

Your Company has been constantly striving to maximize the profitability and to focusupon sustainable development. During the year under review your Company has"retained and sustained" the existing customers has worked towards reducing thefixed overheads and enhancing the productivity.

During the year under review:

- Clinker Production was 1.27 Million tons.

- Cement Production was 1.28 Million tons commensurate with demand.

- Total income for the year was Rs.6165.93 million 2.13% lower than the previous yearof Rs.6300.31 million.

- Net profit before tax for the year 2019- 2020 was Rs.774.43 million compared to lossof Rs.67.29 million in FY 2018-2019. The profitability in the previous year was lower dueto high input costs and low realisations.

Dividend

In view of the surplus profits and to increase value for the shareholders the Board ofDirectors of your Company during the Financial Year has declared interim dividend(s) forthe period ended 30th September 2019 and for the period ended 31stDecember 2019. The Board has declared and paid an interim dividend of Rs.0.75 paise perequity share of the face value of Rs.10/- each (@ 7.5%) aggregating to Rs.52.11 million on14.11.2019 and Rs.1/- per equity share of the face value of Rs.10/- each (@ 10%)aggregating to Rs.69.52 million on 14.2.2020.

An amount of Rs.25.00 million was paid as Dividend Distribution Tax on the interimdividend declared by the Board.

The Board of Directors of your Company after considering holistically the relevantcircumstances decided that it would be prudent not recommending any Final Dividend forthe Financial Year 2019-2020.

Financial Statements

The Audited Standalone and Consolidated Financial Statements of the Company which forma part of this Annual Report have been prepared pursuant to Regulation 33 of theSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 in accordance with the provisions of the Companies Act 2013 andCompanies (Indian Accounting Standards) Rules 2015.

The Consolidated Net Profit of the Company is Rs.565.06 million for the Financial Yearended 31st of March 2020.

Share Capital

The paid up Equity Share Capital of the Company as on 1st April 2019 wasRs.693.40 million. The paid up Equity Share Capital of the Company as on 31 stMarch 2020 including the forfeited shares was Rs.695.22 million.

During the year 181135 Equity Shares of Rs.10/- each were allotted to the employeesin accordance with Employee Stock Option Scheme 2017.

Employees Stock Option Scheme

The disclosure pursuant to the provisions of Securities and Exchange Board of India(Share Based Employee Benefits) Regulations 2014 and Section 62(1) (b) of the CompaniesAct 2013 read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules 2014is given as Annexure C to this Report.

Deposits

During the year under review your Company has not accepted/received any depositsfalling within the ambit of Section 73 of the Act and not under the exceptions providedunder Rule 2 of the Companies (Acceptance of Deposits) Rules 2014.

Related Party Transactions

All transactions entered into with the related parties are in accordance with theapprovals being granted by the Audit Committee Board and the Members at the GeneralMeeting (as applicable). The other details as required under Securities and Exchange Boardof India (Listing Obligations and Disclosure Requirements) Regulations 2015 and Section134 (3) of the Companies Act 2013 are mentioned in the Corporate Governance Report.

The particulars of every contract or arrangements entered into by the Company withrelated parties referred to in sub-section (1) of Section 188 of the Companies Act 2013including certain arms length transactions under third proviso thereto is Annexed herewithat Annexure D in Form No. AOC -2.

Particulars of Loans Guarantees and Investments

The particulars of Loans Guarantees and Investments covered under the provisions ofSection 186 of the Companies Act 2013 and under Schedule V of the Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations 2015 areprovided in Notes to the Standalone Financial Statements.

Internal Control Systems and Internal Audit

The Company has adequate internal control procedures commensurate with its size andnature of business. In accordance with the requirements the Company has appointedInternal Auditors who periodically audit the adequacy and the effectiveness of internalcontrols and procedures as laid down by the management and suggest improvements.

Your Company has adequate financial control system and framework in place to ensure:

1. The orderly and efficient conduct of its business including adherence to Company'spolicies;

2. Safeguarding of its assets;

3. The prevention and detection of frauds and errors;

4. The accuracy and completeness of the accounting records; and

5. The timely preparation of reliable financial information.

The Audit Committee of the Board of Directors approves from time to time the quarterlyaudit assignments reviews the progress of audit findings presented by the InternalAuditors and Statutory Auditors on Internal Financial Controls. Also the status of theimplementation of audit recommendations and adequacy of the internal controls is reviewedby the Audit Committee.

Insurance

All the properties including buildings plant machinery and stocks have beenadequately insured.

Subsidiaries and Associate Companies Your Company has one subsidiary company; viz.Agrima Consultants International Limited. Section 136 of the Companies Act 2013 hasexempted the listed companies from attaching the financial statements of their Subsidiarycompany to the Annual Report of the Company. I n accordance with the proviso tosub-section (1) of Section 136; a copy of the audited annual accounts of AgrimaConsultants International Limited is provided at the following link: http://scl.mehtagroup.com/subsidiary-companies/agrima-consultants-international-ltd-finance-reports In accordance with Section 129(3) of theCompanies Act 2013 read with the rules made there under; a statement containing thesalient features of the Financial Statements of the Company's Subsidiary is disclosedseparately in this Annual Report under Form AOC 1.

The Company will make available the Annual Accounts of the subsidiary company to anyMember on their request and the same shall also be kept open for inspection by any Memberat the registered office of the Company. The statement is also available on the website ofthe Company at http://scl.mehtagroup.com/investors/financials.

Directors and Key Managerial Personnel Reappointment of Directors

The tenure of Mr. Jay Mehta as the Executive Vice Chairman is upto 31st ofDecember 2020. The Nomination & Remuneration Committee at its meeting held on 12thMay 2020 approved re-appointment of Mr. Jay Mehta as the Executive Vice Chairman fora further period of 3 (Three) years with effect from 1st January 2021 to 31stDecember 2023 and recommended to the Board for its approval. The Board at itsmeeting held on 18th May 2020 considered the recommendation of Nomination &Remuneration Committee and approved the said reappointment and recommended to theShareholders for its approval.

The tenure of Mr. M. S. Gilotra as the Managing Director is upto 31st ofDecember 2020. The Nomination & Remuneration Committee at its meeting held on 12thMay 2020 approved re-appointment of Mr. M. S. Gilotra who shall attain the age of 70 yearson 17th September 2020 as the Managing Director for a further period of 3(Three) years with effect from 1st January 2021 to 31st December2023 and recommended to the Board for its approval. The Board at its meeting held on 18thMay 2020 considered the recommendation of Nomination & Remuneration Committee andapproved the said reappointment and recommended to the Shareholders for its approval.

In accordance with the provisions of Section 152 of the Companies Act 2013 Mr. HemangD. Mehta (DIN: 00146580) will retire by rotation at the ensuing Annual General Meetingand being eligible offers himself for re-appointment.

Brief resume of the Directors seeking re-appointment along with other details asstipulated under Regulation 36(3) of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 is annexed herewith as AnnexureE.

The Board recommends the re- appointment.

Appointment/Change in Other Key Managerial Personnel

During the year under review there is no appointment/change in Key Managerialpersonnel.

Independent Directors' Declarations

The Company has received the necessary declaration from each Independent Directors inaccordance with Section 149 (6) of the Companies Act 2013 and Regulation 25 & 26 ofSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 that he/she meets the criteria of independence as laid out in theSection.

Disclosure pertaining to disqualification of Directors:

In accordance with the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015; a certificate has been received from M/ sRagini Chokshi & Co. practicing Company Secretaries that none of the Directors on theBoard of the Company have been disqualified to act as Director. The same is annexedherewith as Annexure F.

Annual Evaluation by the Board of its own performance its Committees and IndividualDirectors

In accordance with the provisions of the Companies Act 2013 and Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 the Board of Directors has put in place a mechanism for evaluation of itsperformance Committees and Individual Directors. The evaluation process considersattendance of Directors at the Board and Committee meetings participation at themeetings domain knowledge in the Board Meeting awareness and observation of Governanceetc. Accordingly evaluation sheet gets circulated to the Board and the Board carries outannual performance evaluation. The responses being received were evaluated by the Board.

Meetings of the Board and Committees

During the year under review five Board Meetings were held. These meetings were heldon 25th day of May 2019 8th day of August 2019 14th dayof November 2019 11th day of February 2020 and 14th day of February 2020. Thedetails of number of meetings of the Board and various Committees of your Company are setout in the Corporate Governance Report which forms part of this report.

Secretarial Standards

The Company has in place proper system to ensure compliance with the provisions of theapplicable Secretarial Standards i.e. SS-1 and SS-2 issued by The Institute of CompanySecretaries of India.

Nomination & Remuneration Committee and Policy

The Company has a Nomination & Remuneration Committee and has also adoptedNomination & Remuneration Charter and Remuneration/Compensation Policy. Theconstitution of the Committee along with the terms of reference to the Committee is setout in the Corporate Governance Report. The Nomination and Remuneration Charter andCompensation Policy is available at the following links: http://scl.mehtagroup.com/policy/nomination-and- remuneration-charter and http: //scl.mehtagroup.com/ policy/compensation-policy

Particulars of Employees and Related Disclosures

Disclosures pertaining to remuneration and other details as required under Section197(12) of the Companies Act 2013 read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 are annexed at Annexure G. Therewere 385 permanent employees of the company as on 31st of March 2020.

A statement showing names and other particulars of employees drawing remuneration inexcess of the limits as set out in the Rule 5(2) and 5(3) and other details as required ofthe aforesaid Rules forms part of this report. However in terms of first proviso toSection 136(1) of the Act the Annual Report and Accounts are being sent to the membersand others entitled thereto excluding the aforesaid information. The said information isavailable for inspection by Members at the Registered Office of the Company duringbusiness hours on working days upto the date of the ensuing Annual General Meeting. If anyMember is interested in obtaining a copy thereof such Member may write to the Company atsdinvestorquery@mehtagroup.comwhereupon a copy would be sent. Further the details are also available on theCompany's website: http://scl.mehtagroup.com/investors.

Statutory Auditors

Pursuant to Section 139 of the Companies Act 2013 and Rules made there-under theCompany at its 60th AGM appointed M/s. Manubhai & Shah LLP CharteredAccountants (Firm Registration No. 106041W/W100136) as StatutoryAuditors of the Companyto audit the accounts of the Company upto the Financial Year 2021-22 who shall holdoffice from the conclusion of the 60th Annual General Meeting till theconclusion of 64th Annual General Meeting of the Company.

The Report given by M/s. Manubhai & Shah LLP Chartered Accountants on thefinancial statements of the Company for FY 2019- 2020 is part of the Annual Report.

Secretarial Auditors

M/s. Ragini Chokshi & Co Practicing Company Secretaries were appointed by theBoard of Directors as the Secretarial Auditors of the Company to carry outSecretarialAudit under the provisions of Section 204 of the Companies Act 2013 for theFinancial Year 2019-2020. The report of the Secretarial Auditor is annexed as AnnexureH to this report. The report does not contain any qualification reservation noradverse remarks.

The Board of Directors of the Company on the recommendation of the Audit Committeeappointed M/s Ragini Chokshi & Co. Practicing Company Secretaries as SecretarialAuditors of the Company for the Financial Year 2020-21.

Cost Auditors

In accordance with the prov'sions of Section 148 of the Companies Act 2013 read withthe Companies (Cost Records and Audit) Rules 2014 and on the recommendation of AuditCommittee M/s. V.J. Talati & Co Cost Accountants have been reappointed by the Boardas Cost Auditors of the Company for the Financial Year 2020-21. A certificate ofeligibility under Section 148 of the Companies Act 2013 has been received.

As required under the Act the remuneration payable to the Cost Auditor is required tobe placed before the Members in a General Meeting for their ratification. Accordingly aResolution for seeking Members ratification for the remuneration payable to M/s. V.J.Talati & Co. Cost Auditor is included at item no. 3 of the Notice convening theAnnual General Meeting.

Cost Records

The Cost accounts and records as required to be maintained under Section 148(1) of Actare duly made and maintained by the Company.

Tax Auditors

The Board of Directors on the recommendation of the Audit Committee reappointed M/sManubhai & Shah LLP Chartered Accountants to carry out the Tax Audit for theAssessment Year 2020-21.

Internal Auditors

The Board of Directors on the recommendation of theAudit Committee reappointed M/sHaribhakti & Co. LLP Chartered Accountants to carry out the Internal Audit of theCompany for the Financial Year 2020-21.

Reporting of Frauds by Auditors

During the year neither the Statutory Auditors nor the SecretarialAuditors havereported to theAudit Committee under Section 143 (12) of the Companies Act 2013 anyinstances of fraud committed against the Company by its officers or employees the detailsof which would need to be mentioned in the Director's Report.

Other Disclosures under Companies Act 2013 and SEBI (Listing Obligaitons andDisclosure Requirements) Regulations 2015

Audit Committee

The Company has an Audit Committee and details of its constitution terms of referenceare set out in the Corporate Governance Report.

Risk Management

Given the uncertain and volatile business environment your Company faces riskpertaining to continuous changes in the technology geo-politics financial markets highcost of raw material volatile price and demand change in regulations etc. The impact dueto the outbreak of COVID 19 Pandemic during the short terms and long term upon thebusiness is still difficult to assess at the given point of time. To build a sustainablebusiness that can wether these changes companies need to manage risk and opportunities ona proactive basis.

Accordingly your Company has in place a Risk Management Policy to identify monitorand mitigate various risks to key business objectives. Major risks identified are beingaddressed by the plant marketing and corporate through risk response strategies andsubsequently mitigating actions is taken. The Risk as is escalated by the ExecutiveManagement is reviewed periodically by the Audit Committee and the Board and action takenas suggested.

Corporate Social Responsibility

The objective of the Company's Corporate Social Responsibility (CSR) initiatives is toimprove the quality of life of communities through long-term value creation for allstakeholders.

Your Company has always laid emphasis on progress with social commitment. Your Companybelieves strongly in its core values of empowerment and betterment of not only theemployees but also its communities around. Your Company has undertaken projects in thearea of promoting education healthcare environment sustainability rural developmentetc. These projects are in accordance with Schedule VII of the Companies Act 2013 and theCompany's CSR policy.

Your Company has impacted the lives of the community around through substantialinvestments towards improving the initiatives in educational activities and throughvarious projects such as rural development project environment and health relatedprojects undertaken by the Company with the aim of welfare of its society.

Your Company has undertaken various CSR activities during the year under review and fewto highlight are as under:- Promoting education and knowledge enhancement by running aschool through Saurashtra Cement Educational Trust (Trust). The students are coming fromnearby areas and are not necessarily children of the Employees of the Company. The Companycontinues to contribute to the Trust for the development of school and improvement itsinfrastructure keeping in mind the safety of the students.

- Extra coaching classes have also been started with the aim of providing students fullsupport in the areas where they can excel their future.

- Undertaking rural development projects such as desilting of dam river and pond underthe initiative - Jal Sanchay Abhiyaan & Sujalam Sufalam Jal Abhiyaan 2019 undertakenby the Government of Gujarat.

- Providing skill development and vocational enhancement courses which ensureseducational support not only to disabled people but also to the local people.

- Supporting various association NGO and forest department in the afforestation driverun by them. There are other environmental projects such as environment awarenessplantation distributing of saplings undertaken by the Company.

- Taken up various health related projects which mainly focuses on cleanliness andreduction in use of plastic. Support is also provided to the civil hospital in PorbandarGujarat by donating ventilator machines to the hospital.

The Board of Directors on the recommendation of the Corporate Social ResponsibilityCommittee formulated a Corporate Social Responsibility Policy for welfare of the societywhich is in consonance with Section 135 of the Companies Act 2013 on CSR and inaccordance with CSR rules notified by the Ministry of Corporate Affairs. The policy isavailable at the following link: http: //scl.mehtagroup.com/policv/csr-policy.

The constitution and functions of the Corporate Social Responsibility Committee isprovided under the Corporate Governance Report.

The details of various CSR activities undertaken during Financial Year 2019-2020 arediscussed in detail in the Management Discussion and Analysis Report.

The annual report on CSR activities and expenditure required under Section 134 &135 of the Companies Act 2013 read with Rule 8 of the Companies Corporate SocialResponsibility Policy Rules 2014 and Rule 9 of the Companies (Account) Rules 2014 aregiven in Annexure I of the Report.

Significant and Material Orders passed by the Regulators or Courts

There are no significant/material orders passed by the regulators any court ortribunal impacting going concern status of the Company and its operations in future.

Directors' Responsibility Statement

To the best of their knowledge and belief and according to the information andexplanations obtained by them your Directors make the following statements in terms ofSection 134 (3) (c) of the Companies Act 2013.

(a) that in the preparation of the annual financial statements for the year ended 31stMarch 2020 the applicable accounting standards have been followed along with properexplanation relating to material departures; if any;

(b) that the accounting policies as mentioned in Note No. 1 (B) to the Financialstatements have been selected and applied consistently and judgments and estimates havebeen made that are reasonable and prudent so as to give a true and fair view of the stateof affairs of the Company at the end of the Financial Year and of the profit and loss ofthe Company for that period;

(c) that proper and sufficient care has been taken 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) that the annual financial statements have been prepared on a going concern basis;

(e) that proper internal financial controls were laid down and that such internalfinancial controls were adequate and were operating effectively; and

(f) that proper systems to ensure compliance with the provisions of all applicable lawswere in place and were adequate and operating effectively.

Other Information

Conservation of Energy Technology Absorption and Foreign Exchange Earnings and Outgo

Particulars relating to conservation of energy technology absorption foreign exchangeearnings and outgo as required to be disclosed under Section 134 (3) (m) of the CompaniesAct 2013 are provided in Annexure J forming part of this Report.

Whistle Blower Policy/Vigil Mechanism

The Company has established a Vigil Mechanism/Whistle Blower Policy and the Directorsand employees of the Company can approach the Audit Committee when they suspect or observeunethical practices malpractices noncompliances of company policies etc. The WhistleBlower Policy has been posted on the website Company at the following link:http://scl.mehtagroup.com/policy/whistle- blower-policy

Prevention of Sexual Harassment at Workplace

The Company has zero tolerance towards sexual harassment at workplace and has adopted aformal policy on Prohibition Prevention and Redressal of Sexual Harassment of Women atWorkplace in line with the provisions on the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013. Detailed note is setoutin the CorporateGovernance report.

During the year under review the Company has not received any complaints of sexualharassment from any of the women at work place of the Company.

Extract of the Annual Return

Pursuant to Section 92(3) and Section 134(3) of the Companies Act 2013 read with Rule12(1) of the Companies (Management and Administration) Rules 2014 as amended from timeto time the Annual Return in Form MGT-9 is annexed herewith as Annexure K and is alsoavailable on the website of the Company at the following link:http://scl.mehtagroup.com/investors/annualreturn.

Other Disclosures:

1. Secretarial Compliance Report

The Company has received Secretarial Compliance Report for the year ended 31stMarch 2020 from M/s. Ragini Chokshi & Co. Practicing Company Secretaries pursuant toRegulation 24A of the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015 and is annexed hereto as Annexure L.

2. No disclosure or reporting is made in respect of the following items as requiredunder the Companies Act 2013 and Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 as during the year underreview:

- There are no deposites with respect to deposits covered under Chapter V of theCompanies Act 2013.

- There were no issue of equity shares with differential rights as to dividend votingor otherwise.

- The Company does not have any scheme or provision of money for the purchase of itsown shares by employees or by trustees for the benefit of employees.

- No remuneration is paid/is payable to the Managing Director of the Company from thesubsidiary of the Company.

- Revision in the financial statements.

- There was no change in the nature of business.

General

Transfer of Shares

As notified under Regulation 40(1) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 except in case of transmission or transposition ofsecurities requests for effecting transfer of securities shall not be processed unlessthe securities are held in the dematerialized form with a depository.

Listing of Equity Shares

The Company's equity shares are listed on the Bombay Stock Exchange Ltd (BSE). TheCompany has paid the listing fees for the Financial Year 2020-21.

Staff Relations

Industrial relations at our Factory and Offices have remained cordial.

Secretarial Standards

In accordance with SS-1 the Company has complied with all applicable secretarialstandards.

Awards

During the year under review your Company has received following Awards as a result ofthe Company's continuous efforts towards preserving the environment:-

1) Greentech Environment Award - 2019 - by the Greentech Foundation; and

2) Fame Excellence Award - 2019.

3) Awards won in the 10th Metaliferous Mines Safety Swachhata &Silicosis Awareness Week - 2019 - 1st prize under the categories of (i) MineLighting & Electrical Installation - Adityana Mines (ii) Haul Road Maintenance andTransportation - Ran Bauxite Mines (iii) Health Safety Welfare & OccupationalHealth Check up Facilities - Ran Bauxite Mines and 2nd prize under the categoryof overall performance in Ran Bauxite Mines.

Acknowledgement

The Board of Directors wish to place on record their appreciation of the contributionmade by the employees at all levels to the continued growth and prosperity of yourcompany.

The Board of Directors also wish to place on record their appreciation to theshareholders dealers distributors consumers banks and other financial institutions fortheir continued support.

For & on behalf of the Board of Directors

M.S. Gilotra Jay Mehta
Managing Director Exec.Vice Chairman
(DIN: 00152190) (DIN: 00152072)
Dated : 18.5.2020
Place : Mumbai

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