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Shaily Engineering Plastics Ltd.

BSE: 501423 Sector: Industrials
NSE: N.A. ISIN Code: INE151G01010
BSE 00:00 | 03 Apr 236.95 -12.45
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NSE 05:30 | 01 Jan Shaily Engineering Plastics Ltd
OPEN 246.05
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VOLUME 2197
52-Week high 795.00
52-Week low 180.00
P/E 9.78
Mkt Cap.(Rs cr) 197
Buy Price 238.15
Buy Qty 3.00
Sell Price 236.95
Sell Qty 66.00
OPEN 246.05
CLOSE 249.40
VOLUME 2197
52-Week high 795.00
52-Week low 180.00
P/E 9.78
Mkt Cap.(Rs cr) 197
Buy Price 238.15
Buy Qty 3.00
Sell Price 236.95
Sell Qty 66.00

Shaily Engineering Plastics Ltd. (SHAILYENGINEER) - Director Report

Company director report

Dear Members

Your Directors have pleasure in presenting their 39th Annual Reporttogether with the Audited Statement of Accounts for the year ended on 31st March 2019

Financial Summary & Highlights र in lakhs
FY 2018-19 FY 2017-18
Net Total Income 34012 14 32195 90
Gross Operating Profit (Profit before Interest Depreciation & Tax) 5440 03 5544 83
Finance Cost 952 94 672 73
Depreciation & amortization expense 1491 64 1449 35
Profit before Tax 2995 45 3422 75
Provision for Tax 1067 38 1033 60
Profit after Tax 1928 07 2389 15
Other Comprehensive Income -7 19 -3 93
Total Comprehensive Income 1920.88 2385.22

The above figures are extracted from the financial statements preparedin accordance with Indian Accounting Standards (Ind AS) as specified in the AccountCompanies(Indian ing Standard) Rules 2015 as amended in terms of Regulation 33 of theSEBI (Listing Obligations and Disclosure Requirements) Regulation 2015

Appropriations

Transfer to Reserves

The Company does not propose to transfer amounts to the general reserveout of the amount available for appropriation

Dividend

The Company is looking at expansion of its facilities for new businessof carbon steel and existing line of business. Significant amount of capex will berequired for funding of such expansion.

Hence the Company will be utilizing the surplus funds availabletowards such expansion In view of the same your Directors do not recommend dividend forthis financial year.

The Register of Members and Share Transfer Books will remain closedfrom Monday August 05 2019 to Thursday August 08 2019 (both days inclusive) for thepurpose of 39th Annual General Meeting scheduled to be held on Thursday August 08 2019

Operations & State of Affairs

The Company's total revenue has been 340.12 cr in the currentyear an increase of 5 64 % year on year

• EBITDA for the year has been 54.40 cr.

• Profit before Tax (PBT) for the year is 29.95 cr.

• PAT for the year is 19.28 cr.

Management Discussion and Analysis

In terms of the provisions of Regulation 34 of the SEBI ListingRegulations2015 the Management discussion and analysis is set out in this Annualreport at Annexure A.

Conservation of Energy

Technology absorption and Foreign Exchange earnings and outgo

The information required under Section 134(3) (m) of the Companies Act2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 is annexed herewith as AnnexureB.

Directors & Key Managerial Personnel

Demise of Independent Director

The Company sadly intimates the demise of Independent Director Mr DilipG Shah on 22nd February 2019

Company had benefitted from his valuable expertise and significantexperience during his association with the Company The Board takes on record theinvaluable contributions made by Late Mr Dilip G Shah as an Independent Director ofthe Company during his association with Shaily

Resignation of Independent Director

Mr Pushp Raj Singhvi Non-Executive Independent Director hastendered his resignation from the Board of the Company & from various committees ofthe Board in which he was a member effective from close of business hours on March 312019

The resignation was made owning to change in the regulatory regime ofSEBI Listing Regulations 2015 of age criterion for non-executive directors

Mr Pushp Raj Singhvi was associated with the Company since the year2012 He contributed immensely towards achievement of growth of the Company with hisvaluable expertise and experience which added to Shaily's success story TheManagement places on record deep appreciation for his valuable association with theCompany

Retirement by Rotation

As per the provisions of the Companies Act 2013 Mr AmitSanghvi Managing Director (DIN : 00022444) retires by rotation at the ensuing AnnualGeneral Meeting (AGM) and being eligible seeks re-appointment The Board recommends hisre-appointment

Change in Designation

Ms Tilottama Sanghvi had vide request letter dated 31st March 2019expressed her intention to retire from the post of Promoter & Whole Time Director ofthe Company effective from 02nd April 2019

Pursuant to the same upon recommendation of the Nomination &Remuneration Committee the Board of Directors have in their meeting held on 18th May2019 re-designated Ms Tilottama Sanghvi as Non-Executive Non-Independent Directoreffective from 02nd April 2019

Re-appointment

The below directors being eligible seek re-appointment The Board inits meeting held on 18th May 2019 have accorded approval for re-appointment of belowdirectors subject to approval of shareholders in the context The Board recommendsre-appointment of below mentioned Directors at the ensuing Annual General Meeting (AGM) ofthe Company

1 Re-appointment of Mr Mahendra Sanghvi [DIN : 0084162] asan Executive Chairman for a term of 3(three) years effective from 01 04 2019 to 31 032022

2 Re-appointment of Mr Laxman Sanghvi [DIN : 00022977] as anExecutive Director for a term of 3(three) years effective from 01 04 2019 to 31 03 2022

3 Re-appointment of Mr Sarup Chowdhary [DIN : 00004439] as aNon-Executive Independent Director for a second term of one year effective from closure ofensuing 39th AGM of the Company till the conclusion of 40th AGM of the Company for thefinancial year 2019

20 to be held in the calendar year 2020

4 Re-appointment of Mr Milin Mehta [DIN : 01297508] as aNon-Executive Independent Director for a second term of five (5) consecutive yearseffective from 08th November 2019 till 07th November 2024

Appointments

The Board in its meeting held on 18th May 2019 appointed belowDirectors as Non-Executive Independent Director subject to approval of members in thecontext It recommends appointment of below Directors at the ensuing 39th AGM of theCompany :

1 Appointment of Mr Jiten Mathuria [DIN : 00297090] as aNon-Executive Independent Director of the Company for a period of 5(five) consecutiveyears to hold office from 18/05/2019 till 17/05/2024

2 Appointment of Mr Ranjit Singh- [DIN : 01651357] as aNon-Executive Independent Director of the Company for a period of 5(five) consecutiveyears to hold office from 18/05/2019 till 17/05/2024.

Detailed profile of the Directors alongwith other details as requiredunder prevailing law forms part of the Explanatory statement to the notice of 39th AGM ofthe Company

Key Managerial Personnel

Mr Mahendra Sanghvi Executive Chairman Mr LaxmanSanghvi Executive Director Ms Tilottama Sanghvi Whole Time Director Mr Amit SanghviManaging Director Mr Chintan Shah Chief Financial Officer and Ms. Preeti Sheth Asst.Company Secretary & Compliance Officer are Key Managerial Personnel of the Company ason 31st March 2019 in accordance with Companies Act 2013

Note : Ms Tilottama Sanghvi is designated as Non- Executive Non –Independent Director effective from 02nd April 2019 hence she ceases to be KeyManagerial Personnel effective from 02 04 2019 pursuant to applicable provisions of theCompanies Act 2013

Meetings of Board

The Board met four times during the financial year. The meeting detailsare provided in the Corporate Governance Report that forms part of this Annual Report Themaximum interval between any two meetings did not exceed 120 days as prescribed in theCompanies Act 2013

Policy on Directors' Appointment and Remuneration

The existing policy is to have an appropriate mix of executive andindependent directors to maintain independence of the Board and separate its functions ofgovernance and management As of 31st March 2019 the Board had 7 members 4 of whom areexecutive directors and 3 are independent directors One of the Director is a WomanDirector The constitution of the Board reduced from 8 Directors to 7 Directors as on 31stMarch 2019 due to sad demise of Mr D G Shah Independent Director on 22nd February 2019

The Company however has appointed new directors on the Board of theCompany as on the date of this report

The policy of the Company on Directors' appointment andremuneration including criteria for determining qualifications positive attributesindependence of a director and other matters as required under subsection (3) of Section178 of the Companies Act 2013 as revised in accordance with SEBI Listing Regulations2015 is available on our website at https://shaily com/investors/corporate-governance

The policy was amended effective from 01st April 2019 pursuant tochanges in the regulatory regime of SEBI Listing Regulations 2015

We affirm that the remuneration paid to the directors is as per theterms laid out in the Nomination and Remuneration policy of the Company

Declaration by Independent Directors

The Independent Directors of the Company have given the declaration tothe Company that they meet the criteria of independence as required under the Act and theListing Regulations

Familiarization Programme

All new Independent Directors inducted into the Board attend anorientation program At the time of the appointment of an Independent Director the Companyissues a formal letter of appointment outlining his / her role function duties andresponsibilities The format of the letter of appointment is available at https://shailycom/investors/corporate-governance

The Board members are provided with necessary reports internalpolicies periodical plant visits to enable them to familiarize with the Company'sprocedures and practices

Periodic presentations are made at the meetings of the Board and thecommittees on business and performance updates global business environment businessstrategy and risks involved

The details of familiarization programme for Independent Directors areavailable at https:// shaily com/investors/corporate-governance

Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 the Board has carried out theannual performance evaluation of the

Board its Committees and of individual directors on an evaluationframework as adopted by the Board

The framework includes evaluation of directors on various parameterssuch as:

• Board dynamics and relationships

• Information flows

• Decision – making

• Company performance and strategy

• Tracking board and committee's effectiveness

• Peer evaluation

The outcome of the Board Evaluation for FY 2018-19 was discussed by theNomination and Remuneration committee and the Board meeting held on 18th May 2019

Committees of the Board

Currently the Board has four committees namely;

• Audit Committee

• Nomination & Remuneration Committee

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

A detailed note on the composition of the Board its committees isprovided in the Corporate Governance Report

Corporate Governance

The Company believes in adopting best practices of corporate governanceCorporate governance principles are enshrined in the spirit of the Company forming itscore values These guiding principles are also articulated through the Company's codeof business conduct corporate governance guidelines charter of various sub-committeesand disclosure policy

Our Corporate Governance Report for F Y 2018-19 formspart of this Annual Report

Audit Reports and Auditors

Audit Reports

• The Independent Auditors' Report for F Y 2018-19does not contain any qualification reservation or adverse remark The IndependentAuditors' Report is enclosed with the financial statements in this Annual Report.

• The Secretarial Auditors' Report for the FY 2018-19does not contain any qualification reservation or adverse remark The SecretarialAuditors' Report is enclosed as Annexure F to the Board's Report in this AnnualReport

• As required by the SEBI Listing Regulations 2015 theauditors' certificate on corporate governance is enclosed with the CorporateGovernance Report in this Annual Report The auditors' certification for F.Y. 2018-19does not contain any qualification reservation or adverse remark.

Reporting of fraud by auditors

During the financial year 2018-19 neither of the auditors viz Statutory Auditors Secretarial Auditors Corporate Governance Auditors have reported tothe Audit Committee under Section 143(12) of the Companies Act 2013 any instances offraud committed against the Company by its officers or employees the details of whichwould need to be mentioned in the Board's Report

Auditors

Statutory Auditors

M/s B S R & Associates LLP Chartered Accountants (FirmRegistration number 116231W/W-100024 are the Statutory Auditors of the Company till theconclusion of the 43rd AGM of the Company to be held in the year 2023

Details of fees paid to the Statutory Auditors for all service providedby the Statutory Auditor for the FY 2018-19 forms part of the Corporate GovernanceReport and financials of the Company included in this Annual Report.

Secretarial & Corporate

Governance Auditors

The Board has appointed M/s Samdani Shah & Kabra CompanySecretaries as Secretarial & Corporate Governance Auditors of the Company for the F Y2019-20 in terms with Section 204 of the Companies Act 2013 with rules thereunder

Cost Auditors

M/s YS Thakar & Co Cost Accountants Vadodara are appointed asCost Auditors of the Company to conduct audit of cost records of the Company for F Y2019-20

Based upon the declaration on their eligibility consent and terms ofengagement the Board has appointed them and recommend the ratification of remuneration tobe paid to the Cost Auditors for FY 2019-20

Internal Auditors

The Board has appointed M/s Shah Jain & Hindocha CharteredAccountants based at Vadodara Gujarat as Internal Auditors of the Company for FY 2019-20

Risk Management

The Company has in place a mechanism to identify assess monitor andmitigate various risks to key business objectives

Major risks identified by the businesses and functions aresystematically addressed through mitigating actions on a continuing basis These arediscussed at the meetings of the Audit Committee and the Board of Directors of the Company

Vigil Mechanism

The Company has a well-defined "Whistle Blower

Policy" and has established a robust Vigil Mechanism for reportingof concerns raised by employees and to provide for adequate safeguards againstvictimisation of Directors and employees who follow such mechanism and has also madeprovision for direct access to the Chairman of Audit Committee in appropriate cases

The Vigil Mechanism Policy of the Company is available on theCompany's website at https:// shaily com/investors/corporate-governance

Internal Financial Control & its Adequacy

The Company's internal control procedures which includes internalfinancial controls ensure compliance with various policies practices and statutes andkeeping in view the organisation's pace of growth and increasing complexity ofoperations The internal auditors team carries out extensive audits throughout the yearacross all plants and functional areas and submits its reports to the Audit Committee ofthe Board of Directors

Contracts & Arrangements with Related Parties

All contracts/arrangements entered by the Company during the financialyear with related parties were in ordinary course of business and on arm's lengthbasis During the year the Company did not enter into anycontracts/arrangements/transaction with related parties which could be considered material

The Directors draw attention to the members to Note no. 33 to thefinancial statement in this Annual Report which sets out related party disclosures

The Board has approved a policy for related party transactions which isavailable on the company's website at https://shailycom/investors/corporate-governance

Particulars of Loans Guarantees or Investments

Loan guarantees and investments covered under Section 186 of theCompanies Act 2013 form part of the Notes to the financial statements provided in thisAnnual Report.

Deposits

The Company has not accepted deposits from the public falling withinthe ambit of section 73 of the Companies Act 2013 and the Companies (Acceptance ofDeposits) Rules 2014 during the financial year 2018-19.

Corporate Social Responsibility (CSR)

Being an Indian company we are motivated by the Indian ethos of Dharmaas a key plank for organisational self-realisation The Company recognizes that itsoperations impact a wide community of stakeholders including investors employeescustomers business associates and local communities and that appropriate attention to thefulfillment of its corporate responsibilities can enhance overall performance The Companycontinues its spend to support to local initiatives health/ medical education andsanitation/ cleanliness promotion of traditional art as Corporate Social Responsibilityinitiatives Guided by the prevailing regulatory requirements the Company has constituteda ‘Corporate Social Responsibility (CSR) Committee' and framed a Policy on CSRsummary of which together with details of CSR activities undertaken by the Company duringthe financial year 2018-19 have been covered in separate report on CSR annexed as AnnexureC

The Policy on Corporate Social Responsibility is available on theCompany's website at https:// shaily com/investors/corporate-governance

Extract of Annual Return

In accordance with Section 134(3)(a) of the Companies Act 2013 anextract of the annual return in the prescribed format is appended as Annexure D

Copy of Annual Return as prescribed under Section 92(3) for the FY 2018-19will be placed on the website of the Company at https:// shailycom/investors/corporate-governance

Secretarial Standards

The Company complies with all the applicable secretarial standards

Particulars of Employees and Related Disclosures

Disclosures pertaining to remuneration and other details as requiredunder Section 197(12) of the Companies Act 2013 read with Rule 5(1) of Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 is annexed herewith asAnnexure E

Obligation of Company under Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013.

The Company strongly believes in providing a safe and harassment freeworkplace for each and every individual working for the Company The Company has in place aPolicy against Sexual Harassment at workplace in line with the requirement of SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 AnInternal Complaints Committee (ICC) has been set up to redress complaints receivedregarding Sexual Harassment All employees (permanent contractual temporary and trainees)are covered under this Policy

No Complaint has been received by the Committee during the year

The Company has complied with the provisions relating to theconstitution of Internal Complaints Committee under the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013

Listing of Shares

The Equity shares of the Company are listed on the BSE Ltd (BSE) withScrip code 501423 and Scrip ID - SHAILY

The Company confirms that the annual listing fees to the stock exchangefor the FY 2019-20 has been paid

Material Changes

There have been no material changes and commitments affecting thefinancial position of the Company since the close of financial year i.e. since 31st March2019. Further it is hereby confirmed that there has been no change in the nature ofbusiness of the Company

Significant/material orders passed by Regulators/courts/tribunal

There are no significant and material orders passed by the Regulatorsor Courts or Tribunals that may impact the going concern status of the Company'soperations in future

Green Initiative

Electronic copies of the Annual Report 2018-19 and the Notice of the39th Annual General Meeting are sent to all members whose email addresses are registeredwith the Company/depository participant(s) For members who have not registered their emailaddresses physical copies are sent in the permitted mode

Directors' Responsibility Statement

In terms of the provisions of Companies Act 2013 the Directorsconfirm that ;

i in preparation of the annual accounts for the financial year ended31st March 2019 the applicable accounting standards have been followed;

ii They have selected such accounting policies and applied themconsistently and made judgements and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year and profit and loss of the Company for that period;

iii They have taken proper and sufficient care towards the maintenanceof adequate accounting records in accordance with the provisions this Act forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

iv They have prepared the annual accounts on a going concern basis;

v They have laid down internal financial controls which are adequateand are operating effectively; and

vi They have devised proper systems to ensure compliance with theprovisions of all applicable laws and such systems are adequate and operating effectively

Acknowledgements

We thank our customers vendors investors bankers for their continuedsupport during the year We place on record our appreciation of the contribution made byour employees at all levels Our consistent growth is made possible by their hard worksolidarity cooperation and support

We also thank our suppliers customers business partners and othersassociated with the Company We look upon them as partners in its progress It will beCompany's endeavor to build and nurture strong links with the trade based onmutuality of benefits respect to and co-operation with each other consistent withconsumer interests and looks upon all the stakeholders for their continued support infuture

For and on behalf of the Board of Directors

Mahendra Sanghvi Amit Sanghvi
Executive Chairman

Managing Director

Vadodara
18 May 2019

Report on Conservation of Energy

Technology Absorption Foreign Exchange Earnings and Outgo

Information required under Section 134(3)(m) of the Companies Act2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 pertaining toConservation of Energy Technology Absorption Foreign Exchange earnings and outgo:

a Conservation of Energy

Shaily is committed to transform energy conservation into a strategicbusiness goal alongwith technological sustainable development of Energy Management SystemThe Company constantly endeavours to reduce energy consumption in all its operations

Shaily has in its credit an in-house Research & Developmentaccreditation recognized by the Department of Scientific & Industrial ResearchTechnology New Delhi Ministry of Science & Technology

i Steps taken or impact on conservation of energy

The Company has installed a number of devices in its plants forconservation/reducing the energy requirements In this year we were able to use more than50% of our energy requirement from renewable sources

Monitoring of energy parameters viz maximum demand power factorload factor TOD tariff utilization on regular basis

Use of higher cavitation moulds which can provide same output withlesser energy consumption

Use of "Stack moulds" which produces different components ofthe same product at a single time in a single machine which were earlier manufactured indifferent machines This resulted into higher machine utilization rate reduction in cycletime enhanced production and better efficient usage of energy.

Installation of pneumatic auto shut-off valves in in-let pipes atmoulding area thereby achieving reduction in idle time power losses

Replacement of individual portable chillers with Centralized chillingplant for moulding shop floors thereby achieving reduction in overall power consumption

Periodical conduct of safety audits to ensure efficiency of safetymeasures adopted across all facilities

ii Steps taken for utilizing alternate sources of energy

Company is using renewable power from a biomass power producer for partof its power requirements Our goal is to constantly improve our processes in a way thatresults in reduction of power water and other natural resources Company has also adopted"rain water harvesting system" This system provide valuable assistance incollection & storage of rain water for varied end application requirements

iii Capital investment on energy conservation equipments

The Company continuously endeavors to discover usages on newtechnologies and tools to save the energy and reduce consumption The Company has installedsuch energy efficient machinery and devices to improve the power factor

b Technology Absorption

i Efforts made towards technology absorption

Research and Development:

• The Company has developed and manufactured several dies andmoulds and has also developed several plastic components which were earlier imported Theactivities in development are carried out by technicians and the expenditure thereon isdebited to the respective heads

• Development of new design processes and products fromconceptualization to manufacture for some customers

• Development of complex designs for components of medical devices

• Successful in conversion of products manufactured from virginmaterial to recycled and bioplastics material

• Development and set up of assembly machine and assembly line forinjector pens to detect manual errors thereby increase in productivity

• Installation of "Harmonic Arresters" in electricalcircuits which reduces damages due to electricity fluctuations thereby reduction inrepairs & maintenance and overall power consumption

Technology absorption adaption and innovation:

• The Company has manufactured varied plastic components ofinternational standard/quality which are import substitutes for diverse applicationsKaizen and Lean Sigma forms a significant part of our strategy resulting in improvementacross business landscape

• Use of Robotics in the production process yielding into reducedcycle time improvement in productivity and process efficiencies.

ii Benefits derived like product improvement cost reduction productdevelopment or import substitution:

• Continuous upgradation and adoption of new technology for betterproductivity and yield

• Company has through its own research and development activitiesdeveloped several dies and moulds; which serves as an import substitution

• Such varied plastic components of internationalstandard/quality are import substitutes for diverse applications

• Improved performance of machines and its utilization

• Enhanced global presence/visibility

iii Information regarding technology imported during last 3 years:

• Nil

iv Expenditure incurred on Research & Development:

• During the year the expenditure incurred on R&D had been Rs257 58 lacs

c Foreign Exchange

Earnings and Outgo

The Company continues to keep its focus on widening of new geographicalarea to augment its exports We are participating in major overseas exhibitions which arevery helpful in improving visibility of the services/ products we offer in theInternational Market

The details of foreign exchange earned in terms of actual inflowsduring the year and the foreign exchange outgo during the year in terms of actual outflowsare as under:

in crores
Foreign Exchange FY 2018-19
Earnings 233 30
Expenditure 115 21

For and on behalf of the Board

Mahendra Sanghvi

Executive Chairman

Vadodara 18 May 2019

Annexure E

Particulars of Employees

As per the provisions of Section 197 of the Companies Act 2013 readwith Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theCompany is required to disclose following information in the Board's Report

1 Ratio of Remuneration of each director to the median remunerationof the employees of the Company for the financial year 2018-19

Name of Director Designation Ratio to Employees
Mahendra Sanghvi Executive Chairman 64 02:1
Laxman Sanghvi Executive Director 36 81:1
Tilottama Sanghvi Whole Time Director 16 00:1
Amit Sanghvi Managing Director 64:02:1

2 Percentage increase in remuneration of each director ChiefFinancial Officer Chief Executive Officer Company Secretary or Manager if any duringthe financial year 2018-19

Name Designation % Increase
Mahendra Sanghvi Executive Chairman 0
Laxman Sanghvi Executive Director 0
Tilottama Sanghvi Whole Time Director 0
Amit Sanghvi Managing Director 0
Chintan Shah Chief Financial Officer 0
Preeti Sheth Asst Company Secretary 11%

3 Percentage increase in median remuneration of employees in thefinancial year 2018-19.

The median remuneration of employees was increased by 1 65 % during theFinancial Year 2018-19

Number of permanent employees on the roll of the Company:

Staff 421
Permanent Workers 181

4 Average percentile increase already made in the salaries ofemployees other than the managerial personnel in the last financial year and itscomparison with the percentile increase in the managerial remuneration and justificationthereof and point out if there are any exceptional circumstances for increase in themanagerial remuneration:

Non - Managerial Personnel 5 22%
Managerial Personnel (excluding Directors) 13 45%

There are no exceptional circumstances for increase in the managerialremuneration

5 Affirmation

We affirm that the remuneration paid to the Managerial andNon-Managerial personnel is as per the remuneration policy of the Company

For and on behalf of the Board

Mahendra Sanghvi

Executive Chairman

Vadodara 18 May 2019