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Sreechem Resins Ltd.

BSE: 514248 Sector: Industrials
NSE: N.A. ISIN Code: INE377C01010
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NSE 05:30 | 01 Jan Sreechem Resins Ltd
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VOLUME 100
52-Week high 47.95
52-Week low 6.65
P/E 5.17
Mkt Cap.(Rs cr) 13
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Sell Price 0.00
Sell Qty 0.00
OPEN 32.00
CLOSE 32.00
VOLUME 100
52-Week high 47.95
52-Week low 6.65
P/E 5.17
Mkt Cap.(Rs cr) 13
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Sreechem Resins Ltd. (SREECHEMRESINS) - Director Report

Company director report

Dear Members

We are pleased to present the report on our business and operations for the year ended31st March 2020.

1. Results of our Operations:

The Company's financial performance for the year ended 31st March 2020 issummarised below;

Particulars FY 2019.2020 FY 2018.2019
Revenue from Operations (Net) 2970.51 3287.76
Other Income 4.32 3.05
Total Income 2974.83 3290.81
Total Expenses 2930.70 3301.29
Profit Before Tax & Extraordinary Items 44.13 (10.48)
Tax Expense
. Current Tax 7.00 .
. Tax related to earlier years 0.31 0.61
. Deferred Tax Liability/(Assets) 11.25 (1.14)
Net Profit/(Loss) for the Year 25.57 (9.95)

a. Review of operations and affairs of the Company:

During the year under review the Company has made Net Profit of Rs. 25.57 lacs ascompared to Loss of Rs. 9.95 lacs in previous year. There was decrease in the prices ofraw .materials during the year which the company passed on to the customers. Due todecrease in the prices of raw .materials prices of Finished Products were also reducedresulting in lower Sales as compared to last year. As informed to the Members last yearthe company developed a new product which was well received by the customer. The companyhas received orders for the new product which was partly executed during the year butdue to Covid.19 & lockdown company had to stop production and des patch of the NewProduct. The Company continued dialogue with the valued Customers and ultimately theyadvised us to commence supply of the balance ordered quantity in revised schedule. Thecompany has commenced supply of the balance ordered quantity in accordance with therevised schedule. The Company has commenced supply of the said products from October 2020Onwards. The Directors are taking every step to resume the full production and to improvethe sales and profitability during the current year.

b. Dividend:

Your Company does not recommend any Dividend during the year under review.

c. Transfer to Reserves:

The Company has not proposed to transfer any amount to any reserve.

d. Deposits:

During the year under review your company has not accepted any deposits from thepublic within the meaning of section 76 of the Companies Act 2013 and the rules thereunder. There are no public deposits which are pending for repayment.

e. Particulars of loans guarantees or investments:

It is hereby informed that the Company has not given any Loans to anybody. No freshinvestments were made nor given any guarantee or provided any security during thefinancial year under review. The company has during the year written off certaininvestments made in a company which is not quoted for the last several years.

f. Particulars of contracts or arrangements made with related parties:

The Company has entered into related party transaction and the particulars of contractsor arrangements with related parties referred to in section 188(1) of the Companies Act2013 as prescribed in Form AOC.2 is appended as Annexure I. The Policy on RelatedParty Transaction can be viewed on our website http://www.sreechem.in/policy.php

g. Variation in market Capitalization:

During the financial year under review trading in the shares of the company took placevery frequently. However the variation in the Market Capitalization of the Company as on31st March 2020 is as follows:

Particulars As at 31st March 2020 As at 31st March 2019 Increase / Decrease in %
Market Value per share 4.20 6.17 (31.93)
No. of Shares 4000000 4000000 .
Market Capitalization 16800000 24680000 (31.93)
EPS 0.64 (0.25) (356.00)
Price earnings ratio 6.56 (24.68)
Percentage increase/decrease in the Market Price of the Shares in comparison with the last issue. (The Last issue of the Company in the FY 1993.1994 was brought out at a rate of Rs. 10/. per share) (58.00)

h. Management's Discussion and Analysis:

Management's Discussion and Analysis Report for the year under review as stipulatedunder Schedule V (B) of Regulation 34(2)(e) of SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 is appended as Annexure II to this report.

i. Director's Responsibility Statement:

Pursuant to Section 134(3)(c) and Section 134( of 5) the Companies Act 2013 the Boardof Directors to the best of their knowledge and ability confirm that:

i. in the preparation of the annual accounts the applicable accounting standards havebeen followed and there are no material departures;

ii. the directors have selected such accounting policies and applied the andconsistently and made judgments 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 of the profit and loss of the Company for that period;

iii. the director have taken rs proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013(erstwhile Companies Act 1956) for safeguarding the assets of the Company and forpreventing and detecting fraud and other irregularities;

iv. the directors have prepared the annual accounts on a going concern basis; v. thedirectors have laid down internal financial controls to be followed by the Company andsuch internal financial controls are adequate and operating effectively;

vi. the directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and th such at systems were adequate and operating effectively.

j. Recommendations of the Audit Committee:

During the year under review all the recommendations made by the Audit Committee wereaccepted by the Board.

2. Human Resource Management:

To ensure good human resources management at Sreechem Resins Limited we focus on allaspects of the employee lifecycle. This provides a holistic experience for the employee aswell. During their tenure at the Company employees are motivated through various skill.development engagement and volunteering programs. All the while we create effectivedialogs through our communication channels to ensure that the feedback reach the relevantteams including the leadership.

a. Particulars of employees:

The table containing the details of remuneration of Directors and Employees inaccordance with the provisions of Section 197(12) of the Companies Act 2013 read withRule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 is appended as Annexure III to this report.

There are no employees who were in receipt of remuneration in excess of the ceilingprescribed in the Rule 5(2) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014.

Further as on 31st March 2020 the Company had 52 employees and theDisclosure with respect to details of the Top 10 employees as on 31st March2020 in pursuance to Rule 5(2) & Rule 5(3) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 are given under Annexure IV

The Company currently does not provide any Employee Stock Option Scheme/Employee StockPurchase Scheme to its employees.

b. Key Managerial Personnel:

i. Managing Director or Chief Executive Officer or Manager and in their absence aWhole. Time Director:

Mr. Binod Sharma (DIN: 00557039) was the Managing Director and is continuing as theManaging Director of the company as on the date of this report.

Mr. Vikram Kabra (DIN: 00746232) was the Whole Time Director of the Company and iscontinuing as the Whole Time Director of the company as on the date of this report.

Mr.Vibhor Sharma (DIN: 03011540) was inducted as Whole Time Director of the Companyw.e.f 01st April 2019 and is continuing as the Whole Time Director of the company as onthe date of this report.

ii. Company Secretary:

Ms. Suman Murarka resigned from the post of Company Secretary cum Compliance Officerw.e.f 19th July 2019.

Ms. Komal Bhauwala was appointed as the Company Secretary cum Compliance Officer of theCompany w.e.f 01st February 2020

iii. Chief Financial Officer:

Mr. Prabhu Dayal Somani was the Chief Financial Officer and is continuing as the ChiefFinancial Officer of the company as on the date of this report.

3. Corporate Governance:

Corporate governance is an ethically driven business process that is committed tovalues aimed at enhancing an organization s brand and reputation. This is ensured bytaking ethical business decisions and conducting business with a firm commitment tovalues while meeting stakeholders expectations. At Sreechem Resins Limited it isimperative that our company affairs are managed in a fair and transparent manner. This isvital to gain and retain the trust of our stakeholders. The Company is committed tomaintain the highest standards of corporate governance and adhere to the corporategovernance requirements set out by SEBI. The Company has also implemented several bestcorporate governance practices as prevalent globally.

As per the Regulation 15(2)(a) of Chapter IV of Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations 2015; The compliance withthe Corporate Governance provisions as specified in regulations 17 18 19 20 2122 2324 25 26 27 and clauses (b) to (i) of sub. regulation (2) of regulation 46 andparagraph C D and E of Schedule V shall not apply in respect of the Listed entityhaving paid up Equity share capital not exceeding Rs. 10 Crore and Net .worth notexceeding of 25 Crore as on the last day of the Previous financial year. It is herebyinformed that your Company during the Previous financial year had the paid .up capital ofRs. 40000000 divided in to 4000000 Equity Shares of Rs. 10/. each and the Net. worthof the Company was Rs. 566.36 Lakhs. Thus the compliance with provisions of CorporateGovernance in accordance with Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 is not applicable to your Company.

a. Compliance Department:

The following changes took place in the position of the Compliance Officer of theCompany till the date of this report; At the beginning of the Financial year Ms. SumanMurarka was the Company Secretary cum Compliance Officer of the Company who continued tobe the Company Secretary cum Compliance Officer of the company till 19th July2019.

Ms. Komal Bhauwala was appointed as the Company Secretary cum Compliance officer of theCompany w.e.f. 01st February 2020.

The Compliance department of the Company is responsible for independently ensuring thatthe operating and business units comply with regulatory and internal guidelines. Newinstructions/guidelines issued by the Regulatory authorities were disseminated across theCompany to ensure that the business and business units operate within the boundaries setby the regulators and that compliance risks are suitably monitored and mitigated in courseof their activities & processes.

b. Information on the Board of Directors of the Company:

The following changes took place in the Composition of Board of Directors of theCompany;

(i) The Board at its Meeting held on 01st April 2019 approved the following;a. Appointment of Mr. Vibhor Sharma (DIN: 03011540) as Additional Director of the Companyw.e.f 01st April 2019 and to hold office till the conclusion of ensuing AnnualGeneral Meeting. b. Appointment of Mr. Vibhor Sharma (DIN: 03011540) as Whole Time of theCompany w.e.f 01st April 2019 for a period of 5 years from 01stApril 2019 upto 31st March 2024. c. Resignation of Ms. Rajee Sharma (DIN:01771103) Director from the Directorship of the Company w.e.f. 01st April2019.

(ii) The Shareholders at the Annual General Meeting of the Company held on 18thSeptember 2019 approved the following:

a. Re.Appointment of Mr. Vikram Kabra (DIN: 01771103) Retirement by Rotation.

b. Ratification of the Appointment of Mr. Vibhor Sharma(DIN: 03011540) as Whole TimeDirector for a period of five years (i.e. from 01st April 2019 to 31stMarch 2024)

c. Change in Terms of Appointment of Mr. Binod Sharma (DIN: 00557039) ManagingDirector d. Change in Terms of Appointment of Mr. Vikram Kabra (DIN: 00746232) Whole TimeDirector

(iii) In compliance with the Companies Act 2013 the following directors are proposedto be appointed/re.appointed as Director/Independent Directors/Executive Director of theCompany by the approval of the Share Holders of the Company;

a. Re.Appointment of Mr. Binod Sharma (DIN: 00557039) Retirement by Rotation.

b. Change in Terms of Appointment of Mr. Binod Sharma (DIN: 00557039) ManagingDirector

c. Change in Terms of Appointment of Mr. Vikram Kabra (DIN: 00746232) Whole TimeDirector

d. Change in Terms of Appointment of Mr. Vibhor Sharma (DIN: 03011540) Whole TimeDirector

c. Board Diversity:

The Company recognizes and embraces the importance of a diverse board in its success.We believe that a truly diverse board will leverage differences in thought perspectiveknowledge skill regional and industry experience cultural and geographical backgroundage ethnicity race and gender which will help us retain our competitive advantage. TheBoard has adopted the Board Diversity Policy which sets out the approach to diversity ofthe Board of Directors. The Board Diversity Policy is available on our websitehttp://www.sreechem.in/policy.php

d. Details with regard to meeting of Board of Directors and attendance during the yearof the Company:

(i) Composition of the Board of Directors as on the date of this Report is mentionedbelow;

Name of the Director Designation Category
Mr.Binod Sharma Managing Director Executive Director
Mr.VikramKabra Whole Time Director Executive Director
Mr.Vibhor Sharma Whole Time Director Executive Director
Mr.Vishal Joshi Director Independent Director
Mr.Niwesh Sharma Director Independent Director
Mrs.SwetaMaheshwari Director Independent Director

(ii) Meeting of Board of Directors and Attendance During the Year:

During the FY 2019.2020 9(Nine) meetings of the Board of Directors of the Company wereheld i.e. on 01st April 2019 25th April 2019 13thMay 2019 30th May 2019 19th July 2019 14thAugust2019 13th November 2019 31st January 2020 & 13thFebruary 2020. The gap between two meetings did not exceed 120 days. The attendance ofthe members at the Board of Directors meetings was as follows:

Name of Director Attendance Particulars No. of Director. ships in other Public Company*

No. of Chairmanship/ of Board in other Companies# Membership Committees

Board Meeting Last AGM Chairman Member
Mr. Binod Sharma 9 YES 1 NA NA
Mr. VikramKabra 9 YES NA NA NA
Mr. Vibhor Sharma 7 YES NA NA NA
Mrs. Sweta Maheshwari 7 NO NA NA NA
Mr. Vishal Joshi 5 YES NA NA NA
Mr. Niwesh Sharma 7 NO NA NA NA
Mrs. Rajee Sharma NIL NO NA NA NA

Directorships and Directorships held in Foreign Companies and Companies registeredunder Section 25 of the Companies Act 1956 or Section 8 of the Companies Act 2013.

#In accordance with Regulation 26 (1) (b) of SEBI (Listing Obligations & DisclosureRequirements) Regulations 2015 Membership/Chairpersonship of only the Audit Committeesand Stakeholders' Relationship Committee in all Public Limited Companies has only beenconsidered.

e. Policy on Directors' Appointment and Remuneration:

The current policy is to have an appropriate mix of executive non .executive andindependent directors to maintain the independence of the Board and separate itsfunctions of governance and management. As on 31st March 2020 the Boardconsist of 6 Members 3 of whom are Executive Directors and the 3 others are IndependentDirectors. The Board periodically evaluates the need for change in its composition andsize.

The Policy of the Company on Director's Appointment and Remuneration includingcriteria for determining qualifications positive attributes independence of director andother matters provided under Section 178(3) of the Companies Act 2013 adopted by theBoard is available on our website http://www.sreechem.in/policy.php We affirm that theRemuneration paid to the directors is as per the terms laid out in the said policy.

f. Declaration by Independent Directors:

The Company has received necessary declarations from each Independent Director(s) underSection 149(7) of the Companies Act 2013 that they meet the criteria of independencelaid down in Section 149(6) of the Companies Act 2013.

g. Training of Independent Directors:

Every new Independent Director at the time of appointment is issued a detailedAppointment Letter incorporating the Role Duties and Responsibilities Remuneration andPerformance evaluation process Code of Conduct and obligations on disclosures.

Further every new Independent Director is provided with copy of latest Annual Reportthe Code of Conduct the Code of Conduct for Internal Procedures and to Regulate Monitorand Report Trading by Insiders ("Code of Conduct . PIT") and the Code ofPractices & Procedures for Fair Disclosure of Unpublished Price Sensitive Information(the "Fair Practice Code") Tentative Schedule of upcoming Board and Committeemeetings.

The Company through its Executive Directors / Key Managerial Personnel conduct programs/presentations periodically to familiarize the Independent Directors with the strategyoperations and functions of the Company.

Thus such programs / presentations provides an opportunity to the Independent Directorsto interact with the senior leadership team of the Company and help them to understand theCompany's strategy business model operations service and product offerings marketsorganization structure finance human resources technology quality facilities and riskmanagement and such other areas as may arise from time to time. The Policy on theFamiliarization Programme for Independent Directors is available on our websitehttp://www.sreechem.in/policy.php

h. Board's Committees:

Currently the Board has three Committees: the Audit Committee the Nomination andRemuneration Committee and the Stake holder's Relationship Committee. All Committees areappropriately constituted

i. The details of the composition of the Committees as on the date of this Report ismentioned below:

Name of the Committee Name of the Company Position in the Committee
Member
Mr.Niwesh Sharma Chairman
Audit Committee Mr. Vishal Joshi Member
Mr.VikramKabra Member
Nomination and Mr. Vishal Joshi Chairman
Remuneration Mrs.SwetaMaheshwari Member
Committee Mr.Niwesh Sharma Member
Stakeholders Mr.Niwesh Sharma Chairman
Relationship Mr. Vishal Joshi Member
Committee Mr.Binod Sharma Member

a) MEETING OF AUDIT COMMITTEE AND ATTENDANCE DURING THE YEAR:

During the financial year under review The Audit Committee Meetings were held 4 timesin the year viz. on 30th May 2019 14th August 2019 13thNovember 2019 and 13th February 2020 and the attendance of the members at theAudit Committee meetings was as follows:

Attendance Particular
Name of the Director Meeting Held during their tenure Meeting Attended during their tenure
Mr. Niwesh Sharma 4 4
Mr.Vishal Joshi 4 3
Mr. Vikram Kabra 4 4

b) MEETINGS OF NOMINATION AND REMUNERATION COMMITTEE AND ATTENDANCE DURING THE YEAR:

During the financial year under review the Nomination and Remuneration CommitteeMeetings was held four in the year on 01st April 2019 25th April2019 19th July 2019 and 31st January 2020 the attendance of themembers at the Nomination and Remuneration Committee meeting was as follows:

Attendance Particulars
Name of the Director Meeting Held during their tenure Meeting Attended during their tenure
Mr. Vishal Joshi 4 1
Mrs. Sweta Maheshwari 4 4
Mr. Niwesh Sharma 4 3

c) MEETING OF STAKEHOLDER RELATIONSHIP COMMITTEE AND ATTENDANCE DURING THE YEAR:

During the financial year under review Stakeholder Relationship Committee Meetingswere held 4 times in the year viz. 30th May 2019 14th August2019 13th November 2019 and 13th February 2020 and the attendanceof the members at the Stakeholder Relationship Committee meeting was as follows:

Attendance Particulars
Name of the Director Meeting Held during their tenure Meeting Attended during their tenure
Mr.Niwesh Sharma 4 4
Mr.Vishal Joshi 4 3
Mr. Binod Sharma 4 3

i. Board Evaluation:

The Board of Directors has carried out an Annual Evaluation of its "ownperformance" "Board committees" and "Individual Directors"pursuant to the section 134(3) of the Companies Act 2013.

The performance of the Board was evaluated by the Board after seeking inputs from allthe directors 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 Director to the Board and committee meetings likepreparedness on the issues to be discussed meaningful and constructive contribution andinputs in meetings etc.

In a separate meeting of Independent Directors performance of non. IndependentDirectors performance of the Board as a whole was evaluated The same was discussed inthe Board meeting that followed the meeting of the Independent Directors at which thereport as submitted by the Independent Directors was taken on record and discussed.

j. Listing:

The equity shares of Sreechem Resins Ltd. (Scrip Code: 514248) are listed at BSE(INE377C01010). Your Company paid the Listing Fees to the BSE Limited for the FY 2019.2020and FY 2020.2021 in terms of Uniform Listing Agreement entered with the said StockExchange.

k. Insider Trading

In compliance with the SEBI (Prohibition of Insider Trading) Regulations 2015 yourCompany has constituted a comprehensive Code titled as "Code of Conduct for InternalProcedures and to Regulate Monitor and Report Trading by Insiders" which lays downguide lines and advises the Directors and Employees of the Company on procedures to befollowed and disclosures to be made while dealing insecurities of the Company. The saidpolicy is available on our website http://www.sreechem.in/policy.php

l. Information in terms of Section II of Part II of the Schedule V of the CompaniesAct 2013: a) Elements of remuneration Package of all the Directors:

a. Mr. Binod Sharma was being paid a remuneration of Rs. 70000/. Per Month from 1stApril 2019 to 31st December 2019 and thereafter he is being paid a commission@ 1.5% on the sales of the newly developed Product on the sales made to Tata Steel Ltd.w.e.f. 01st January 2020 in addition to the remuneration of Rs. 70000/. permonth.

b. Mr. Vikram Kabra was paid a remuneration of Rs. 70000/. Per Month from 1stApril 2019 to 31st December 2019 and thereafter Rs. 150000/. per monthw.e.f. 1st January 2020.

c. Mr. Vibhor Sharma was paid a remuneration of Rs. 70000/. Per Month from 1stApril 20191 to 31st December 2019 and thereafter Rs. 150000/. per monthw.e.f. 1st January 2020.

b) Details of Fixed Component and Performance linked incentives along with theperformance criteria:

The Company currently pays remuneration to only the Executive Directors. The Companydoes not pay any remuneration in which ever name so called to its Non. Executive Director.The entire remuneration being paid to the Executive Directors contains Fixed Componentexcept for Mr. Binod Sharma Managing Director who was paid a commission on sales of newlydeveloped product.

c) Service Contract Notice Period and Severance Fees:

The Company has not entered in to any Service Contract with any of the three ExecutiveDirectors. Thus there is no Fixed Notice Period or Severance Fees.

d) Stock Options if any:

The Company currently does not have any stock option scheme for its Employees orDirectors.

4. Auditors: a. Statutory Auditor:

At the Annual General Meeting held on 25th September 2017 M/s. Puja Somani& Co. Chartered Accountants (Firm Registration No. 328778E)were appointed asAuditors of the Company to hold office from the conclusion of the 29th AnnualGeneral Meeting till the conclusion of the Annual General Meeting of the Company to beheld in the year 2022.

b. Secretarial Auditors:

The Board of Directors during the FY 2019.2020 appointment M/s. N.K. & AssociatesPractising Company Secretaries as the Secretarial Auditor of the Company for the FY2020.2021 in place of M/s. Patnaik&Patnaik Company Secretaries The Secretarial AuditReport for the FY 2019.2020 is appended as Annexure V to this report

c. Comments of the Board on the qualification/reservation/adverse remarks/Observations/disclosure made:

(i) by the Statutory Auditor in the Audit Report:

The Statutory Audit report does not contain any qualification reservation or adverseremarks.

(ii) by the Secretarial Auditor in the Secretarial Audit Report: i. Thefiling of Form MGT. 14 with respect to approval of Director's Report for the financialyear 2018.19 appointment of Whole time Director and Company Secretary was not complied.

The Board with respect to the above mentioned observation herewith submits that thecompany upon being brought to the notice of the above stated non.compliance shall takenecessary steps to get the E.Form MGT.14 Filed.

ii. The company has delayed in appointment of Company Secretary as per the provisionof Section 203(4) of the Companies Act 2013. Further BSE Limited has imposed fine fornon .compliance under Regulation 6(1) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 and the fine was duly paid.

The Board with respect to the above mentioned observation herewith submits that thecompany upon the resignation of the previous Company Secretary cum Compliance Officerw.e.f. 19th July 2019 made all possible efforts to fill the vacancy in theoffice of Company Secretary cum Compliance Officer. However due to non. availability of asuitable candidate the company was not able to fill the said vacancy on time. Further itis brought on record that the company has appointed a suitable candidate to the office ofCompany Secretary cum Compliance Officer w.e.f. 01st February 2020.

iii. The compliance under The Calcutta Stock Exchange Limited was not done and thestock is suspended.

The Board with respect to the above mentioned observation herewith submits that theTrading Terminal of The Calcutta Stock Exchange Limited has been suspended by SecuritiesExchange Board of India. As there is no active trading terminal which can be provided bythe Calcutta Stock Exchange Limited and in line with many other regional Stock Exchangeseven the Calcutta Stock Exchange Limited would ultimately lose its license to act as aStock Exchange the company has not tried to apply for removal of suspension with theCalcutta Stock Exchange Limited.

d. Reporting of Fraud by Auditors:

No Fraud has been reported by the Auditors of the Company under Section 143(12) of theCompanies Act 2013.

e. Internal Financial Control

The Board has adopted the policies and procedures for ensuring the orderly andefficient conduct of its business including adherence to the Company s policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial disclosures.

f. Risk Management:

The Company has a robust Risk Management framework to identify evaluate business risksand opportunities. This framework seeks to create transparency minimize adverse impact onthe business objectives and enhance the Company's competitive advantage. The business riskframework defines the risk management approach across the enterprise at various levelsincluding documentation and reporting. The framework has different risk models which helpin identifying risks trend exposure and potential impact analysis at a Company level asalso separately for business segments. The Company has identified various risks and alsohas mitigation plans for each risk identified. The Risk Management Policy of the Companyis available on our website http://www.sreechem.in/policy.php

g. Vigil Mechanism:

The Company has established a mechanism for Director's and employee's to report theirconcerns relating to fraud malpractice or any other activity or event which is againstthe interest of the Company. The Whistle Blower Policy is in place. Employees can reportto the Management concerned unethical behaviour act or suspected fraud or violation ofthe Company's Code of Conduct Policy. No Employee has been denied access to the AuditCommittee. The Whistle Blower Policy is available on our websitehttp://www.sreechem.in/policy.php

5. Statement on Material Subsidiary:

The Company currently does not have any Material Subsidiary. The Policy onIdentification of Material Subsidiaries is available on our websitehttp://www.sreechem.in/policy.php

6. Corporate Social Responsibility:

As per the provision of Section 135 of the Companies Act 2013 all companies having anet worth of Rs. 500 crore or more or a turnover of Rs.1000 crore or more or a netprofit of Rs.5 crore or more during any financial year are required to constitute a CSRcommittee and since our Company does not meet the criteria as mentioned above the Companyhas not constituted any Corporate Social Responsibility Committee; and has not developedand implemented any Corporate Social Responsibility initiatives and the provisions ofSection 135 of the Companies Act 2013 is not applicable to the Company.

a. Particulars on conservation of energy research and development technologyabsorption and foreign exchange earnings and outgo: (i) Energy Conservation:

Company has taken various steps for conservation of energy and has installed energyefficient equipment and thereby able to minimize the energy consumption.

TOTAL ENERGY CONSUMPTION AND ENERGY CONSUMPTION PER UNIT OF PRODUCTION AS PER FORM.A OFTHE ANNEXURE TO THE RULES IN RESPECT OF INDUSTRIES SPECIFIED IN THE SCHEDULED THERETO:

POWER & FUEL CONSUMPTION:

Sl. No. Particulars Unit of Measurement 2019.2020 2018.2019
Electricity Purchased Unit KWH 488374 500542
1. Total Amount INR 4002376 4043365
Rate Rs./KWH 8.20 8.08
Own Generation through Diesel Generator Unit KWH 306780 318284
2. Unit per Litre of Diesel KWH/ Ltr. 3.43 3.28
Cost per Unit Rs./ KWH 18.84 19.36
Total Amount INR 6623872 6161978

CONSUMPTION PER UNIT PRODUCTION:

SParticulars Unit Measurement of Measurement 2019.2020 2018.2019
1. Consumption Per Unit Production (Electricity) KWH/MT 146 138

(ii) Research and Development & Technology Absorption: Research &Development (R & D)

Specific areas in which R & D carried out by the Company:

New Product development

Benefits derived as a result of above R &D :

Addition to the existing range of products. Cost reduction

Further plan of action :

The Company will continue to further develop the Research & Development in the boveareas and identify new areas of applications.

Expenditure on R &D :

The expenditure on R & D was incurred in developing and commercializing productsand as such specific expenditure under this head cannot be classified.

(iii) Foreign Exchange earnings and Outgo :

Particulars 2019.2020 2018.2019
Earnings 106.13 59.37
Expenditure - -

7. Others: a. Extract of Annual Return:

In accordance with Section 134(3)(a) and Section 92(3) of the Companies Act 2013 anextract of the Annual Return in the prescribed format is appended as Annexure VI tothis Report.

b. Significant and Material Orders:

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.

c. Disclosure under the Sexual Harassment of Women at workplace (PreventionProhibition and Redressal) Act 2013:

The Company has in place an Anti.Sexual Harassment Policy in line with the requirementof the Sexual Harassment of Women at workplace (Prevention Prohibition and Redressal) Act2013. All the employees (permanent Contractual temporary Trainees) are covered underthis policy.

During the year under review no complaints were received falling under the category ofSexual Harassment of Women.

d. Secretarial Standards:

The Company has complied with all the applicable Secretarial Standards issued by theInstitute of Company Secretaries of India.

e. Soliciting Shareholders Information:

This is to inform you that the company is in process of up dation of records of theshareholders in order to reduce the physical documentation as far as possible.

With new BSE Uniform listing agreement it is mandatory for all the investors includingtransferors to complete their KYC information. Hence we have to update your PAN No.Phone no. and e.mail id in our records. We would also like to update your currentsignature records in our system.

Further in view of the SEBI Circular SEBI/HO/MIRSD/DOP1/CIR/P/2018/73 dated 20thApril 2018 and the corresponding amended circular SEBI/HO/MIRSD/DOS3/CIR/P/2018/115 dated16th July 2018 have requested all the listed companies to comply with the proceduresmentioned in the Circulars. To achieve this we solicit your cooperation in providing thefollowing details to us; If you are holding the shares in dematerialized form you mayupdate all your records with your Depository Participant (DP).

If you are holding shares in physical form you may provide the following: i. Folio No.ii. Name iii. Pan No. iv. E.mail ID

v. Telephone No. vi. Specimen Signatures (3 in Nos.)

f. Share Transfer System:

With reference to the SEBI Notification No. SEBI/LAD.NRO/GN/2018/24 dated 08thJune 2018 the shares of the Company can be transferred only in dematerialised form w.e.f.December 05 2018 and thus with a view to facilitate seamless transfer of shares in futureand as advised by the Stock Exchanges the shareholders holding shares in physical formare advised to dematerialise their shareholding in the Company.

g. Issue of Equity Share Capital:

During the Financial year under review the Company has not made any further issue ofshares and the share capital remains same as at the end of previous year.

h. Other Disclosures:

Your Directors state that no disclosure or reporting is required in respect to thefollowing items as there were no transactions on these items during the year under review:(i) Issue of equity shares with differential rights as to dividend voting or otherwise.

(ii) Issue of shares (including sweat equity shares) to employees of the company underany scheme.

(iii) Redemption of Preference Shares and/or Debentures.

8. Acknowledgement:

Your Directors wish to place on record their appreciation for the contribution made bythe employees at all levels but for whose hard work and support your company'sachievements would not have been possible. Your Directors also wish to thank itscustomers dealers agents suppliers investors and bankers for their continued supportand faith reposed in the company.

By Order of the Board of Directors For SREECHEM RESINS LIMITED

Sd/.

VIKRAM KABRA

(DIN: 00746232)

Whole Time Director

Sd/.

BINOD SHARMA

(DIN: 00557039)

Managing Director

Date: 25.11.2020

Place: Kolkata

Annexure . II

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