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South West Pinnacle Exploration Ltd.

BSE: 535049 Sector: Metals & Mining
NSE: SOUTHWEST ISIN Code: INE980Y01015
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South West Pinnacle Exploration Ltd. (SOUTHWEST) - Director Report

Company director report

To

The Members of South West Pinnacle Exploration Limited

Your Directors are pleased to present the 14 Annual report on the business andoperations together with the Company's audited financial statements and the auditors'report thereon for the financial year ended March 31 2020. The financial highlights forthe year are given below:

FINANCIAL RESULTS:

(Rs. in Lakh)

Particulars Standalone Consolidated
2019-20 2018-19 2019-20 2018-19
Revenue from operations 8363.40 8261.81 8580.06 8502.98
Other Income 167.03 544.06 167.57 544.06
Total Revenue 8530.43 8805.87 8747.63 9047.04
Expenses 6671.32 6461.32 6971.33 6700.59
Finance cost 453.33 364.20 509.25 435.06
Depreciation 633.14 600.57 686.63 649.49
Share of Profit/loss of Joint Venture - - -32.63 -
- - 7.42
Exceptional Items -
Profit before tax 772.64 1379.78 547.79 1254.48
Current tax 241.56 278.89 241.56 278.89
Profit after current tax 531.08 1100.89 306.23 975.59
Deferred tax (23.31) 34.52 (23.31) 34.52
Profit after tax 554.39 1066.37 329.54 941.07
Earning per Share 1.99 3.82 1.17 3.62

DIVIDEND

In view of the profits for the year under review and keeping in view fund requirementsof the Company your Directors are pleased to recommend dividend of Rs. 0.50 per EquityShare of face value of Rs. 10/- each fully paid-up to non-promoters shareholders of thecompany.

OPERATION HIGHLIGHTS

During the year under review the Company has earned total revenue of Rs. 8530.43 Lakhas against 8805.87 Lakh during the previous year. The year under review resultedin Net Profit of Rs. 554.39 Lakh as compared to Net Profit of Rs. 1066.37 Lakhduring the previous year. On consolidated basis revenue for FY 2019-20 stood at is Rs.8747.63 Lakh as against Rs. 9047.04 Lakh during previous year. The performance of thecompany was relatively subdued this year due to impact of COVID-19 on the operations.

Business Development of the Company is on the right path

and the Company expects to increase its' business significantly in the following yearand expects to earn handsome returns.

HUMAN RESOURCE DEVELOPMENT

Human Resource strives the success and growth of a company. Your Company believes thathuman resources are the key resource and integral part the organization and endeavors tocreate a culture of openness and empowerment amongst its employees and provide them goodcarrier growth.

Your Company truly believes in trust transparency & teamwork to improve employees'productivity at all levels and is committed to

the welfare of the employees and their families by having performance reviewrecognition and reward system in place.

TRANSFER TO RESERVES

The Company has transferred Rs. 583.51 Lakhs to the General reserves during theFinancial Year ended on 31 March 2020.

COMPANY'S AFFAIRS

South West Pinnacle Exploration Limited is engaged mainly in the business of providingend to end drilling exploration and allied services to coal ferrous non-ferrous atomicand base metal mining industries and water & unconventional energy industries &seismic services. The company is also engaged in doing aquifer mapping forHydro-geological organizations in India for determining the quality and quantity of groundwater in a particular area.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

WHICH HAVE OCCURRED BETWEEN MARCH 31 2020 AND THE DATE OF REPORT

Except as disclosed elsewhere in this Annual Report there have been no materialchanges and commitments which can affect the financial position of the Company between theclosing of the financial year of the Company i.e. 31 March 2020 till the date of thisreport.

As required under Section 134(3) of the Act the Board of Directors informs the membersthat during the financial year there have been no material changes except as disclosedelsewhere in the Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of the Act the audited consolidated financialstatements are provided in the Annual Report. These financial statements disclose theassets liabilities income expenses and other details of the Company its' subsidiariesjoint ventures and associate companies.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

Subsidiary Company

The Company has one wholly owned subsidiary* namely Pilot Pipelines Private Limited(Formerly known as Pilot Infrastructure Pvt. Ltd) * The company acquired the remaining 45%equity shares of Pilot Pipelines Private Limited w.e.f July 05 2019.

Overseas Joint Ventures

The company has one joint venture named as Alara Resources LLC in Muscat Oman in whichSWPE holds 35% Share (52500 Equity shares).

Associate Company

There are no associate companies at any time during the financial year 2019-2020.

Pursuant to the provisions of Section 129(3) of the Companies Act 2013("Act") a statement containing brief financial details of the Company'ssubsidiaries associate companies and joint ventures for the financial year ended March31 2020 in Form AOC-1 is annexed to the financial statements of the Company as Annexure-I.

CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of business of the company during FY 2019-20.

INTER SE RELATIONSHIPS BETWEEN THE DIRECTORS

There is no inter se relationship between Directors of the company except between Mr.Vikas Jain Chairman & Managing Director who is elder brother of Mr. Piyush Jain Joint Managing Director of the company.

SHARE CAPITAL

There was following change in the Share Capital of the company during the FY 2019-20 :

Authorised Capital- During the year under review there were changes inthe authorised capital of the Company which was as follows: The Company altered itsauthorized share capital from existing Rs. 280000000 (Rupees Twenty Eight Croresonly) divided into 28000000 (Two Crore and Eighty Lakh) equity shares of Rs.10/-(Rupees Ten) to Rs. 310000000 (Rupees Thirty One Crores only) divided into31000000 (Three Crores and Ten Lakh) equity shares of Rs. 10/-(Rupees Ten) each bypassing special resolution at 13 Annual General Meeting of the company held on 14September 2019.

Paid Up Share Capital-

The company altered its paid up share capital from Rs. 139512000 (Thirteen CroreNinety Five Lac and Twelve Thousand Only) divided into 13951200 (One crore Thirty NineLac Fifty One Thousand and Two Hundred Only) to Rs. 279024000/- (Twenty Seven CroreNinety Lacs and Twenty Four Thousand Only)divided into 27902400 (Two Crore Seventy NineLac Two Thousand and Four Hundred Only) Equity shares of the company having face value ofRs.10 (Ten) per Share after allotment of bonus shares on 8 April 2019 in ratio of 1:1 tothe shareholders of the company.

PUBLIC DEPOSITS

The Company has not accepted any Public deposit during the year under review fallingwithin the purview of Section 73 of the Companies Act 2013 read with Companies(Acceptance of Deposits) Rules 2014.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT2013.

In terms of Section 134 (3) (g) towards inclusion of the details of particulars ofLoans Guarantees and Investments covered under the provisions of Section 186 of theCompanies Act 2013 & Rules made thereunder in this report the same are given in thenotes to the Financial Statements.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an internal control system commensurate with the size scale andcomplexity of its operations. To maintain its objectivity and independence the InternalAudit function reports to the Chairman of the Audit Committee of the Board.

The Internal Auditor as appointed by the company monitors and evaluates the efficacyand adequacy of internal control systems in the Company. Based on the report of internalauditor process owners undertake corrective action in their respective areas and therebystrengthen the controls. Significant audit observations and corrective actions thereon arepresented to the Audit Committee of the Board.

AUDITORS

(i) STATUTORY AUDITORS:

Pursuant to the provisions of section 139 of the Act and the rules framed there underthe company at its AGM held on 14 September 2019 appointed M/s Doogar &Associates Chartered Accountants (Firm registration No. 000561N) as the statutory ofauditor of the company for a term of 5 (Five) consecutive years from the conclusion of the13 annual general meeting upto the of conclusion of 18 annual general meeting of thecompany. Further in accordance with the Companies Amendment Act 2017 enforced w.e.f 7May 2018 by the Ministry of Corporate Affairs the appointment of statutory auditor isnot required to be ratified at every Annual General Meeting. Accordingly no resolution isbeing proposed for ratification of appointment of statutory auditors at the ensuing AGMand a note in respect of same has been included in the Notice for this AGM.

There were no qualifications reservation or adverse remark or disclaimer as reportedby the statutory auditor of the Company.

(ii) SECRETARIAL AUDITORS

Section 204 of the Companies Act 2013 inter-alia requires every listed company toannex with its' Board of Directors report a Secretarial Audit Report given by a CompanySecretary in practice in the prescribed form.

The Board of Directors has appointed M/s KKS & Associates Company Secretaries(Prop. Mr. Krishna Kumar Singh) Practicing Company Secretary as the Secretarial Auditorto conduct Secretarial Audit of the Company for Financial Year 2019-20 and their report isannexed to this Board report. The secretarial audit report does not contain anyqualification reservation adverse remark or disclaimer.

The Secretarial Auditor's Report in the prescribed format for the period ended March31 2020 is annexed to this Directors' Report as Annexure-III and forms part of theBoard Report.

Further Pursuant to regulation 24(A) of SEBI (Listing Obligation and DisclosureRequirement) Regulations 2015 read with SEBI circular No. CIR/CFD/CMD1/27/2019 datedFebruary 08 2019 the company is required to submit Annual Secretarial Compliance Reportfor the Year ended March 31 2020. In compliance of abovesaid provisions the companyreceived Annual Secretarial Compliance Report for FY 2019-20 from M/s KKS &Associates Company Secretaries dated 20.06.2020 and submitted the same to stock exchangewithin prescribed time

(iii) INTERNAL AUDITORS

The board of Directors of the company in their meeting held on 14 August 2019appointed Mr. Yogesh Singla Chartered Accountant as the Internal Auditor of the Companyfor a period of three years commencing from FY 2019-20 to 2021-22.

He performed all the duties of internal auditor and conducted Audit of the Company forFY 2019-20. The Internal Audit report for Financial Year 2019-20 is reviewed by the auditcommittee and taken on note by the board of Directors of the company.

QUALIFICATIONS IN AUDIT REPORTS

There is no qualification disclaimer reservation or adverse remark or disclaimer madeeither by the statutory auditors in his report or by the company secretary in practice(Secretarial Auditor) in secretarial audit report.

COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD MEETINGS AND GENERAL MEETINGS

The Company has complied with Secretarial Standards issued by the Institute of CompanySecretaries of India on Board Meetings and General Meetings.

EXTRACT OF THE ANNUAL RETURN

The extract of Annual Return in Form No. MGT–9 as per section 134 (3)(a) of theCompanies Act 2013 read with Rule 8 of Companies Act(Accounts) Rules 2014 and Rule 12 ofCompanies (Management & Administration) Rules 2014 as on the financial year ended on31.03.2020 is annexed herewith as Annexure-II. Link of the same is also availableat the website of the company i.ewww.southwestpinnacle.com

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information pertaining to conservation of energy technology absorption Foreignexchange Earnings and outgo as required under Section 134(3) of the Companies Act 2013read with Rule 8 (3) of the Companies (Accounts) Rules 2014 is furnished.

Since the company is not engaged in manufacturing the particulars in respect ofconservation of energy Research and development Technology Absorption are not requiredto be given.

FOREIGN EXCHANGE EARNINGS/ OUTGO:

Foreign Exchange 31st March 2020 31st March 2019
Earnings and Outgoings
Earnings in Foreign Currency Rs. 1148063 Rs. 144219250
Expenditure in Foreign Currency Rs. 217878153 Rs.58447514.93

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed review of the operations performance and future outlook of the Company isgiven in the Management's Discussion and Analysis appearing as Annexure-IV to thisReport.

IMPACT OF COVID-19 ON OPERATIONS OF COMPANY a) The Company's operations suddenlystopped in March 2020 due to lockdown in various parts of the country which got partiallyrestarted in beginning of May 2020. This way pandemic has impacted our operations duringMarch April and May 2020. Abrupt stoppage of Company's operations in March when theywere at peak effected our top line by 12 to 15 Crores with corresponding reduction inbottom line.

b) The Company could restart most of its' operations during the month of May 2020adhering to the safety norms prescribed by Government of India and by the localauthorities. With the comfortable order book position and active support of clients weare confidant of maintaining/ sustaining our operations smoothly in the times ahead.

c) In the Financial year 2020-21 1 quarter (April to June) & 2nd Quarter (July toSeptember) profitability is also likely to remain impacted. As the situation is evolvingthe company is keeping a close watch .We hope the business situation would normalizeduring 3 and 4 quarter of current FY 20-21.

d) Though the cash flow position is dynamic with our existing limits and strictmonitoring and control over expenditure the company will be able to serve its' debt andother financial obligations. There are no liquidity concerns as we have sufficientunutilised banking limits available and we have also got assurance from our banker toextend additional financial support if any such need arises during this period.

e) As the situation is very dynamic weekly review mechanism adopted by company tomonitor accounts receivables inventory and overheads has so far been very effective.Regular monitoring is also in place to control the capital expenditure to mitigate anyimpact on our asset management in COVID era.

f) Our company is imparting services in exploratory drilling field and there is noimpact on demand of our services due to COVID 19. In fact recent announcements by Govt ofIndia restricting participation by global players in tenders upto 200 Crore and opening upof Coal and mining sector for private players has opened up new areas of opportunitieswhich is expected to generate additional demand for companies like us.

CORPORATE GOVERNANCE REPORT AND CERTIFICATE

The report on Corporate Governance as stipulated in SEBI (Listing Obligation andDisclosure Requirements) Regulations 2015 as integral part of this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Board of Directors had formed a committee on Corporate Social Responsibility (CSR)in accordance with provisions of Companies Act 2013. The Committee consists of followingmembers:

Mr. Vikas Jain (Chairman &Managing Director)

Mr. Piyush Jain (Joint Managing Director)

Mr. Jitendra Kumar Mishra (Independent Director)

The Annual report on CSR activities in pursuance of the Companies (Corporate SocialResponsibility Policy) Rules 2014 is annexed herewith as "Annexure VI.

BOARD OF DIRECTORS

During the FY 2019-20 there is no change in the board of directors of the company.

INDEPENDENT DIRECTORS

Mr. Jitendra Kumar Mishra Mrs. Sudha Maheshwari and Mr. Rajendra Prasad Ritolia arepresent independent directors of the company.

The Board of Directors of the Company hereby confirms that all the IndependentDirectors duly appointed by the Company have given the declaration of independence asrequired pursuant to Section 149(7) of the Act and Regulation 25(8) of the ListingRegulations stating that they meet the criteria of Independence as provided under Section149(6) of the Act.

KEY MANAGERIAL PERSONAL (KMP)

Mr. Vikas Jain Chairman & Managing Director Mr. Piyush Jain Joint ManagingDirector Mr. Dinesh Agarwal Chief Financial Officer and Ms. Vaishali Company Secretaryand Compliance Officer are the Key Managerial Personals as per the provision of Section2(51) of the Companies Act 2013 read with the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014.

BOARD EVALUATION

The board of directors has carried out an annual evaluation of its own performanceBoard committees and the performance of the Board after seeking inputs from all thedirectors on the basis of the criteria such as the Board composition and structureeffectiveness of board processes information and functioning etc.

The performance of the committees was evaluated by the board after seeking inputs fromthe committee members on the basis of the criteria such as the composition of committeeseffectiveness of committee meetings etc.

The Board and the Nomination and Remuneration Committee ("NRC") reviewed theperformance of the individual directors on the basis of the criteria such as thecontribution of the individual directors to the Board and committee meetings likepreparing on the issues to be discussed meaningful and constructive contribution andinputs in meetings etc. In addition the Chairman was also evaluated on the key aspectsof his role.

In a separate meeting of independent directors performance of non-independentdirectors performance of the board as a whole and performance of the chairman wasevaluated taking into account the views of executive directors and non-executivedirectors. The same was discussed in the board meeting that followed the meeting of theindependent directors at which the performance of the board its committees andindividual directors was also discussed. Performance evaluation of independent directorswas done by the entire board excluding the independent director being evaluated.

MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors of your Company met 10 times during the financial year endedMarch 31 2020 the dates of the meetings are April 8 2019; May 18 2019; May 22 2019;June 13 2019; June 20 2019; August 14 2019; September 14 2019; November 29 2019;December 11 2019 and February 12 2020. The necessary quorum was present for all themeetings.

MEETING OF INDEPENDENT DIRECTORS

During the financial year 2019-20 the meeting of Independent Director was held on 12February 2020 to review the performance of Non Independent Directors.

The gap between the Meetings was within the period prescribed under the Companies Act2013.

SECRETARIAL STANDARD

The Institute of Company Secretaries of India has currently mandated compliance withthe Secretarial Standards on board meetings and general meetings. During the year underreview the Company has complied with the applicable Secretarial Standards.

BOARD COMMITTEES

Detailed composition of the mandatory Board Committees viz. Audit Committee Nominationand Remuneration Committee Stakeholder Relationship Committee Corporate SocialResponsibility Committee and number of meetings held during the year under review andother related details are set out in the Corporate Governance Report which forms a part ofthis Report.

Presently the Board has Four (4) Committees i.e. Audit Committee Nomination &Remuneration Committee Stakeholder Relationship Committee & Corporate SocialResponsibility Committee constitution of which is given below:

AUDIT COMMITTEE

The role terms of reference authority and powers of the Audit Committee are inconformity with Section 177 of the Companies Act 2013 read with Regulation 18 of SEBI(Listing Obligation & Disclosure Requirements) Regulations 2015. The details of whichare given in the Corporate Governance Report. The Committee met periodically during theyear and had discussions with the auditors on internal control systems and internal auditreport.

NOMINATION & REMUNERATION COMMITTEE:

The role terms of reference authority and powers of the Nomination & RemunerationCommittee are in conformity with Section 178 of the Companies Act 2013 read withRegulation 19 of SEBI (Listing Obligation & Disclosure Requirements) Regulations2015. The details of which are given in the Corporate Governance Report attached as Annexure-V.

STAKEHOLDER RELATIONSHIP COMMITTEE:

The role terms of reference authority and powers of the Stakeholder RelationshipCommittee are in conformity with Section 178 of the Companies Act 2013 read withRegulation 20 of SEBI (Listing Obligation & Disclosure Requirements) Regulations2015. The details of which are given in the Corporate Governance Report attached as Annexure-V.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The role terms of reference authority and powers of the Corporate SocialResponsibility Committee are in conformity with Section 135 of the Companies Act2013. The details of which are given in the Corporate Governance Report attached as Annexure-V.

FUTURE PROSPECTS

The Management is very optimistically focusing on to exploit the opportunitiesavailable in exploration and mining sector in India and evaluating various business modelsfor implementation in order to enhance to turnover of the company to escalate to newheights. The Board expects that the Company will continue to improve its overallperformance and excel to enhance the profitability of the Company.

In the present economic scenario and growth momentum of Indian economy via itsstrategy competency operational efficiencies and successful implementation of its newbusiness models.

DISCLOSURE REGARDING MAINTAINANCE OF COST RECORD

The Company is not required to maintain the cost record as specified by the CentralGovernment under sub-section (1) of section 148 of the Companies Act 2013.

PECUNIARY RELATIONSHIP OR TRANSACTIONS OF THE NON-EXECUTIVE DIRECTORS AND DISCLOSURESON THE REMUNERATION OF THE DIRECTORS

All pecuniary relationship or transactions of the non executive directors vis-a-vis thecompany along with criteria for such payments and disclosures on the remuneration ofdirectors along with their shareholding are disclosed Form MGT-9 which forms a part ofthis Report and Corporate Governance Report.

DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM/WHISLE BLOWER POLICY FOR DIRECTORS ANDEMPLOYEES

In compliance with the requirements of Section 177 of the Companies Act 2013 andregulation 22 of SEBI (Listing Obligation and Disclosure Requirement) Regulation 2015Company has established a vigil mechanism in form of whistle Blower Policy for theDirectors and Employees of the Company through which genuine concerns regarding variousissues can be communicated. The Company had adopted a Code of conduct for Directors andSenior Management Executives ("the Code") which lays down the principles andstandards that should govern their actions.

Any actual or potential violation of the code howsoever insignificant or perceived assuch is a matter of serious concern for the company and should be brought to theattention of the concerned.

DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND REDRESSAL) ACT 2013

The Company is committed for providing and promoting a safe and healthy workenvironment for all its employees.

The Company has extreme intolerance towards anti-social behavior at the workplace andhas adopted a 'Prevention of Sexual Harassment' Policy (POSH) that is in line with theprovisions of the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013 and the Rules framed there under for prevention and redressal ofcomplaints of sexual harassment at workplace along with a structured reporting andredressal mechanism. The company has complied with provision relating to the constitutionof Internal Complaints Committee under the said Act.

The Company has not received any complaint on sexual harassment during Financial Year2019-20.

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) ofthe Act and Rules framed there under.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All transactions with related parties are placed before the Audit Committee for itsapproval. An omnibus approval from the Audit Committee is obtained for the related partytransactions which are repetitive in nature. In case of transactions which are unforeseenand in respect of which complete details are not available the Audit Committee grants anomnibus approval to enter into such unforeseen transactions provided the transactionvalue does not exceed Rs. 1 Crore (per transaction in a financial year). The Auditcommittee reviews all transactions entered into pursuant to the omnibus approvals sogranted on a quarterly basis. All transactions with related parties entered into during FY2019-20 were at arm's length basis and in the ordinary course of business and inaccordance with the provisions of the Act and the Rules made there under and the SEBIRegulations. There were no transactions which were material (considering the materialitythresholds prescribed under the Companies Act and Regulation 23 of the SEBI (ListingObligation and Disclosure Requirement) Regulations 2015. Accordingly no disclosure ismade in respect of the Related Party Transactions in the Form AOC-2 in terms of Section134 of the Act and Rules framed there under.

DISCLOSURE OF NOMINATION AND REMUNERATION POLICY

The board on recommendation of Nomination and Remuneration Committee approvedRemuneration Policy for Director KMP and Senior Management Employee are also available atthe website www.southwestpinnacle.com of the Company.

PARTICULARS EMPLOYEES PURSUANT TO SECTION 134(3) OF THE COMPANIES ACT 2013 READ WITHRULE 5 (1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES2014

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a viewto regulate in securities by the Directors and designated employees of the Company. TheCode prohibits the purchase or sale of Company shares by the Directors and the designatedemployees while in possession of unpublished price sensitive information in relation tothe Company and during the period when the Trading Window is closed. The Code of Conductto regulate monitor and report Insider trading is uploaded on the Company's website:www.southwestpinnacle.com

COMPLIANCE WITH THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)

REGULATIONS 2015

The company's equity shares continue to be listed on the National Stock Exchange ofIndia (NSE) which has nationwide trading terminals. The company has paid the AnnualListing Fees to NSE for the Financial Year 2019-2020. All compliances with respect to theSEBI (Listing Obligating and Disclosure Requirements) Regulations 2015 have been duly madeby the company.

DIRECTORS' RESPONSIBILITY STATEMENT

The Directors' Responsibility Statement referred to in clause (c) of sub-section (3) ofSection 134 of the Companies Act 2013 shall state that –

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

b) The directors had 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 had 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 had 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 had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.

E-VOTING

The Company is providing e-voting facility to all members to enable them to cast theirvotes electronically on all resolutions set forth in the Notice. This is pursuant tosection 108 of the Companies Act 2013 and Rule 20 of the Companies (Management andAdministration) Rules 2014 and Regulation 44 of SEBI (Listing Obligations &disclosure Requirements) Regulations 2015. The instruction(s) for e-voting for ensuingAnnual General Meeting is also provided with notice to shareholders of this Annual Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THEREGULATOR OR COURTS OR TRIBUNAL IMPACTINGTHEGOING CONCERN STATUS

There are no significant and material orders passed by the Regulators or Courts orTribunals impacting the going concern status and Company's operations in future.

ACKNOWLEDGEMENTS

Your Directors place on record their warm appreciation of the assistance andcooperation extended by various Government Departments Authorities and Business Partnersetc. Your Directors also place on record their deep appreciation of the support providedby the Bankers associated with the company.

Your company's employees are instrumental to your company achieving higher businessgoals. Your directors place on record their deep admiration of the commitment andcontribution of your company's employees. Your support as shareholders is greatly valued.Your directors thank you and look forward to your continuance support.

By order of the Board
For South West Pinnacle Exploration Limited
Vikas Jain
Place : Gurugram Chairman & Managing Director
Date: 22.07.2020 DIN: 00049217

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