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Sunteck Realty Ltd.

BSE: 512179 Sector: Infrastructure
NSE: SUNTECK ISIN Code: INE805D01034
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OPEN 340.00
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VOLUME 49637
52-Week high 526.00
52-Week low 295.65
P/E 24.17
Mkt Cap.(Rs cr) 4,863
Buy Price 326.50
Buy Qty 2.00
Sell Price 332.00
Sell Qty 23.00
OPEN 340.00
CLOSE 340.65
VOLUME 49637
52-Week high 526.00
52-Week low 295.65
P/E 24.17
Mkt Cap.(Rs cr) 4,863
Buy Price 326.50
Buy Qty 2.00
Sell Price 332.00
Sell Qty 23.00

Sunteck Realty Ltd. (SUNTECK) - Director Report

Company director report

To

The Members

Sunteck Realty Limited

Your Directors have the pleasure in presenting the 35th Annual Report of theCompany on the business and operations of the Company together with the Audited Statementof Accounts for the year ended 31st March 2018.

FINANCIAL HIGHLIGHTS

The Company's performance during the financial year ended 31st March 2018as compared to the previous financial year is summarised below:

Standalone Consolidated
Particulars For the year ended on For the year ended on For the year ended on For the year ended on
31.03.2018 31.03.2017 31.03.2018 31.03.2017
Revenue from Operations 17572.67 19724.14 88828.63 95219.65
Other Income 2262.03 1843.72 925.13 816.38
Total Income 19834.70 21567.86 89753.76 96036.03
Total Expenditure 6836.98 5612.60 56002.03 65192.00
Profit for the period before tax and share of profit/ (loss) of Associates/ Joint ventures 12997.72 15955.26 33751.73 30844.03
Share of profit/(loss) of Associate/ Joint Ventures - - (568.16) (509.76)
Profit Before Tax 12997.72 15955.26 33183.57 30334.27
Current Tax 237.62 35.92 10002.45 8671.43
Taxation of Earlier Years (5.08) 0.25 23.37 5.23
Deferred Tax 405.96 83.63 759.86 81.20
MAT Credit - - (0.75) (37.60)
Profit After Tax 12359.22 15835.46 22398.64 21614.01
Other Comprehensive Income 14.27 7.37 (65.87) 406.38
Total Comprehensive Income 12373.49 15842.83 22332.77 22020.39

Note: Your Company has adopted Indian Accounting Standards (referred to as Ind AS) witheffect from 1st April 2016 and accordingly these financial statements alongwith the comparatives have been prepared in accordance with the recognition andmeasurement principles stated therein prescribed under Section 133 of the Companies Act2013 read with relevant rules framed thereunder and other accounting principles generallyaccepted in India.

REVIEW OF OPERATIONS

During the year under review the consolidated revenue for the current year amounted toRs. 89753.76/- Lakhs against Rs. 96036.03/- Lakhs compared to the previous year. Theprofit before tax on consolidated basis stands at Rs. 33183.57/- Lakhs as comparedto Rs. 30334.27/- Lakhs during the previous year.

The total revenue earned is Rs. 19834.70. /- Lakhs compared to previous year's revenueof Rs. 21567.86/- Lakhs on standalone basis. The profit before tax on standalone basisstands at Rs. 12997.72/- Lakhs as compared to a loss of Rs. 15955.26/- Lakhs during theprevious year.

NATURE OF BUSINESS

The Company is engaged in the activities of real estate development of residential andcommercial projects. During the year under review there was no change in the nature ofbusiness of the Company.

DIVIDEND

Your Directors are pleased to recommend a dividend of 150 % i.e. Rs. 1.5/- per Equityshare on 146315027 Equity Shares of face value Re. 1.00/- each out of the profits of theCompany for the financial year 2017-18 subject to approval of shareholders at the ensuingAnnual General Meeting. Total outflow on account of dividend shall amount to Rs.219472541/- (Rupees Twenty One Crores Ninety Four Lakhs Seventy Two Thousand FiveHundred and Forty One Only) excluding dividend distribution tax.

TRANSFER TO RESERVES

Your Directors do not propose to transfer any amount to reserves out of the profitsearned during financial year 2017-18.

SHARE CAPITAL

1. The Equity Share Capital of the Company was sub-divided 1 (One) Equity Share of thenominal value of Rs. 2/- each (Rupees Two Only) into 2 (Two) Equity Shares of Re.1/- each(Rupee One Only) thereby 62992735 (Six Crores Twenty Nine Lakhs Ninety Two ThousandSeven Hundred and Thirty Five) paid up Equity Shares of Rs. 2/- (Rupees Two Only) eachwere sub-divided into 125985470 (Twelve Crores Fifty Nine Lakhs Eighty Five ThousandFour Hundred and Seventy) Equity Shares of Re. 1/- (Rupee One Only) each w.e.f. 26thJuly 2017.

2. Your Company allotted 1 55 27950 (One Crore Fifty Five Lakhs Twenty SevenThousand Nine Hundred and Fifty) Equity Shares of Re. 1/- (Rupee One Only) per share tothe Qualified Institutional Buyers on 31st October 2017 through a QualifiedInstitutions Placement in accordance with Chapter VIII and other applicable provisions ofthe Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)Regulations 2009 and as amended from time to time. All issued shares rank pari-passu tothe existing shares of the Company in all respects.

3. Your Company allotted 4667697 (Forty Six Lakhs Sixty Seven Thousand Six Hundredand Ninety Seven) Equity shares of face value Re. 1/- (Rupee One Only) to Promoter GroupEntities under Preferential Issue on 7th December 2017 under Chapter VII andother applicable provisions of the Securities and Exchange Board of India (Issue ofCapital and Disclosure Requirements) Regulations 2009 and as amended from time to time.The said shares shall rank pari-passu the existing shares of the Company in all respects.

4. Your Company allotted 133910 (One Lakh Thirty Three Thousand Nine Hundred and Ten)Equity Shares of Re. 1/- (Rupee One Only) per share to option grantees on 18thDecember 2017 who had exercised their options during the year under the Company'sEmployee Stock Option Scheme 2013 (ESOP 2013). All issued shares rank pari-passu to theexisting shares of the Company in all respects.

Pursuant to the above allotments the paid up capital of the Company stands increasedto 146315027 (Fourteen Crores Sixty Three Lakhs Fifteen Thousand and Twenty Seven)Equity shares of Re. 1/- each aggregating to Rs. 146315027/- (Rupees Fourteen CroresSixty Three Lakhs Fifteen Thousand and Twenty Seven Only).

REDEMPTION OF NON-CONVERTIBLE DEBENTURES DURING THE YEAR

The Company has made timely interest and redemption amount payment to theDebentureholders of 500 11.75% Secured Redeemable Non-Convertible Debentures Series B("NCD-B") of Rs. 100000/- each. The balance 3000 11.75% Secured RedeemableNon-Convertible Debentures is shown in its books as per the details provided below:

Particulars Quantity ISIN
1 11.75 % Secured Redeemable Non-Convertible Debentures Series C 1000 INE805D07031
2 11.75 % Secured Redeemable Non-Convertible Debentures Series D 2000 INE805D07049
TOTAL 3000

DEPOSITS

In terms of Sections 73 and 74 of the Companies Act 2013 read with the Companies(Acceptance of Deposit) Rules 2014 during the year financial year 2017-18 your Companyhas not accepted any deposits from public and as such no amount on account of principalor interest on public deposits was outstanding as on the date of the Balance Sheet.

SUBSIDIARIES ASSOCIATES AND JOINT VENTURE COMPANIES

The Company has 20 subsidiaries including step down subsidiaries 2 LLPs where Companyexercises significant control and 2 Associates/Joint Ventures of which 1 Company is JointVenture entity in UAE.

The names of subsidiaries Associates/Joint Ventures and the performance and financialposition of each of the subsidiaries associates and joint venture companies for the yearended 31st March 2018 is attached to the financial statements hereto in FormAOC 1.

As per Section 129(3) of the Companies Act 2013 the Company has prepared consolidatedfinancial statements of the Company and its subsidiaries its associates and Joint Venturein accordance with applicable Accounting Standards issued by The Institute of CharteredAccountants of India forms part of this Annual Report. The performance and financialposition of each of the subsidiaries associates and Joint Venture companies for the yearended 31st March 2018 is attached to the financial statements hereto in FormAOC 1.

In terms of Section 136 of the Companies Act 2013 (‘the Act') Financialstatements of the subsidiaries are not required to be sent to the members of the Company.The Company will provide a copy of separate annual accounts in respect of each of itssubsidiary to any shareholder of the Company if so desired and said annual accounts willalso be kept open for inspection at the Registered Office of the Company.

The Company has formulated a policy for determining ‘material' subsidiaries andsuch policy is disclosed on Company's website.

MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL

The tenure of Mr. Kamal Khetan (DIN 00017527) as Chairman and Managing Director of theCompany ends on 29th May 2018. In accordance with the recommendation of theNomination and Remuneration Committee the Board of Directors of the Company at itsmeeting held on 23rd May 2018 re-appointed him as the Chairman and ManagingDirector of the Company for a period of Five years with effect from 30th May2018 upto 29th May 2023 subject to approval of the members of the Company atthe ensuing AGM and such other consents as may be required. The resolution seeking yourapproval for his re-appointment is incorporated in the Notice of the ensuing AnnualGeneral Meeting.

In Compliance with provisions of Section 152 of the Companies Act 2013 Mrs. RachanaHingarajia (DIN: 07145358) Director of the Company retires by rotation at the ensuingAnnual General Meeting and being eligible offers herself for re-appointment. Appropriateresolution for her re-appointment is being placed for approval of the members at theensuing AGM.

Mr. Desh Raj Dogra was appointed as an Independent Director of the Company on 26thMay 2017 but due to his pre-occupation he resigned as Independent Director w.e.f. 10thAugust 2017.

Mr. Jitendra Mehta was appointed as Chief Financial Officer of the Company on 16thAugust 2017 and he ceased to act as Chief Financial Officer of the Company w.e.f. from 2ndApril 2018.

The Board has received declarations from the Independent Directors as per therequirement of Section 149(7) of the Companies Act 2013 and the Board is satisfied thatthe Independent Directors meet the criteria of independence as mentioned in Section 149(6)of the Companies Act 2013.

DISCLOSURES RELATED TO BOARD COMMITTEES AND POLICIES

Board Meetings

The Board of Directors met 7 (Seven) times during the financial year ended 31stMarch 2018 in accordance with the provisions of the Companies Act 2013 and rules madethereunder. The Directors actively participated in the meetings and contributed valuableinputs on the matters brought before the Board of Directors from time to time.

The Independent Directors held a separate meeting in compliance with the requirementsof Schedule IV of the Companies Act 2013 and Regulation 25(3) of the Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 (hereinafter referred to as "Listing Regulations"). For furtherdetails of the meetings of the Board please refer to the Corporate Governance Reportwhich forms part of this Annual Report.

Director's Responsibility Statement

In terms of Section 134(5) of the Companies Act 2013 in relation to the auditedfinancial statements of the Company for the year ended 31st March 2018 theBoard of Directors hereby confirms that: a. in the preparation of the annual accounts theapplicable accounting standards had been followed along with proper explanation relatingto material departures;

b. such accounting policies have been selected and applied consistently and theDirectors made judgments and estimates that are reasonable and prudent so as to give atrue and fair view of the state of affairs of the Company as on 31st March2018 and of the profits of the Company for the year ended on that date;

c. proper and sufficient care was taken for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act 2013 for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

d. the annual accounts of the Company have been prepared on a going concern basis;

e. internal financial controls have been laid down to be followed by the Company andthat such internal financial controls are adequate and were operating effectively;

f. proper systems have been devised to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.

Committees of the Board a) Audit Committee

An Audit Committee is in existence in accordance with the provisions of Section 177 ofthe Companies Act 2013. Kindly refer to the section on Corporate Governance under thehead ‘Audit Committee' for matters relating to constitution meetings and functionsof the Committee.

b) Nomination and Remuneration Committee

A Nomination and Remuneration Committee is in existence in accordance with theprovisions of subsection (3) of Section 178 of the Companies Act 2013. Kindly refer tothe section on Corporate Governance under the head ‘Nomination and RemunerationCommittee' for matters relating to constitution meetings functions of the Committee andthe remuneration policy formulated by this Committee.

c) Corporate Social Responsibility Committee

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Companyand the initiatives undertaken by the Company during the year are set out in Annexure Iof this report as per the format prescribed in Companies (Corporate Social ResponsibilityPolicy) Rules 2014.

The CSR Policy may be accessed on the Company's website at the linkhttp://www.sunteckindia.com/codes-policies.aspx.

The Company has undertaken projects in the areas of Health Education and EnvironmentSustainability as part of its initiatives under Corporate Social Responsibility (CSR).These projects are largely in accordance with Schedule VII of the Companies Act 2013.

d) Other Board Committees

For details of other Board Committees' viz. Stakeholders Relationship Committee andothers kindly refer to the section ‘Committees of the Board of Directors' whichforms part of the Corporate Governance Report.

Vigil Mechanism for the Directors and Employees

In compliance with provisions of section 177(9) and (10) of the Companies Act 2013read with Regulation 22 of the Listing Regulations your Company has adopted whistleblower policy for Directors and employees to report genuine concerns to the management ofthe Company. The whistle blower policy of the Company is posted on the website of theCompany and may be accessed at http://www.sunteckindia.com/codes-policies.aspx.

Risk Management

The Company's management systems organisational structures processes standards codeof conduct and behaviors together form the system that governs how the Group conducts thebusiness of the Company and manages associated risks.

The approach is based on identification evaluation and mitigation of operationalstrategic and environmental risks disciplined risk monitoring and measurement andcontinuous risk assessment and mitigation measures.

Annual Evaluation of Directors Committee and Board

Pursuant to the provisions of the Companies Act 2013 and the Listing Regulations theBoard is required to monitor and review the Board evaluation framework. The Evaluationprocess provides the manner in which the performance of Directors as a collective body inthe form of Board Committees and the Board functions and performs. The overall performanceof the Board was satisfactory.

Particulars of Remuneration

The information as required under the provisions of Section 197(12) of the CompaniesAct 2013 and Rule 5 of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 are set out in Annexure V attached hereto.

During the financial year 2017-18 there were 5 persons employed for a part of thefinancial year who were in receipt of remuneration of not less than Rs. 8.50 lakhs p.m. Ason 31st March 2018 there were total 239 permanent employees.

However in accordance with the provisions contained in the proviso to Section 136(1)of the Companies Act 2013 the particulars relating to other employees of the Company arenot being sent as a part of this Annual Report. The same is available for inspection byany Member at the registered office of the Company during working hours on working days ofthe Company up to the ensuing Annual General Meeting. Any Member interested in obtaining acopy of the same may write to the Company Secretary at the registered office of theCompany.

DISCLOSURE RELATING TO EMPLOYEE STOCK OPTION SCHEME

In compliance with the provisions of Rule 12(9) of the Companies (Share Capital andDebenture) Rules 2014 and SEBI (Share Based Employee Benefits) Regulations 2014 asamended thereto the details of Employees Stock Option Schemes of the Company as on 31stMarch 2018 are furnished in Annexure II attached herewith and forms part of thisReport.

PARTICULARS OF LOANS ADVANCES GUARANTEES AND INVESTMENTS

Pursuant to Section 186 of the Companies Act 2013 and Schedule V of the ListingRegulations details of Loans guarantees and investments given/made during the financialyear under review are part of note no. 42 and note no. 16 in the financial statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

All the transactions/contracts/arrangements of the nature as specified in Section188(1) of the Companies Act 2013 entered by the Company during the year under review withrelated party (ies) are in the ordinary course of business and on arm's length basis.There are no material significant related party transactions made by the Company withPromoters Directors or Key Managerial Personnel which may have a potential conflict withthe interest of the Company at large and consequently form AOC-2 is not required to befurnished.

The Policy on related party transactions and procedures dealing with related partytransactions as approved by the Board may be accessed on the Company's website athttp://www.sunteckindia.com/codes-policies.aspx.

Disclosure on related party transactions is provided in notes to financial statementsas note no. 42.

DISCLOSURES UNDER SECTION 134(3) (L) OF THE COMPANIES ACT 2013

Except as disclosed elsewhere in this report no material changes and commitments whichcould affect the Company's financial position have occurred between the end of thefinancial year of the Company and the date of this report.

INTERNAL FINANCIAL CONTROLS

The Company has adequate Internal Financial Controls in place with reference tofinancial statements and is operating effectively. The Company's IFC frameworkcommensurate with its size scale and complexity of operations. The controls based on theprevailing Business conditions and processes have been reviewed by the Company tostrengthen the same wherever required. In compliance with the provisions of section 138 ofthe Companies Act 2013 read with Rule 13 of Companies (Accounts) Rules 2014 theinternal control systems are supplemented by Internal Audit carried out by independentfirm of Chartered Accountants M/s. Price Waterhouse & Co. Bangalore LLP forperiodical review by management. The Audit committee reviews the reports submitted by theInternal Auditors in its meeting.

POSTAL BALLOT AND EXTRA ORDINARY GENERAL MEETING FOR OBTAINING APPROVAL OF MEMBERS

During the financial year 2017-18:

1. The Company sought approval of the members for the following resolutions by way ofPostal Ballot on 4th July 2017:

Sr. No. Particulars
1. Raising of funds by way of further issue of securities;
2. Appointment of Mr. Desh Raj Dogra (DIN: 00226775) as an Independent Director of the Company;
3. Revision in remuneration of Mr. Kamal Khetan (DIN: 00017527) Chairman and Managing Director of the Company;
4. Revision in remuneration of Mr. Atul Poopal (DIN: 07295878) Executive Director of the Company;
5. Revision in remuneration of Ms. Rachana Hingarajia (DIN: 07145358) Company Secretary and Woman Director of the Company.

2. The Company sought approval of the members for the following resolutions by way ofPostal Ballot on 12th July 2017:

Sr. No. Particulars
1. Alteration of Memorandum of Association as per the provisions of the Companies Act 2013;
2. Adoption of new set of Articles of Association of the Company;
3. Sub-division of Equity Shares of the Company;
4. Alteration of Capital Clause in Memorandum of Association of the Company.

3. The Company held Extra Ordinary General Meeting on 22nd November 2017for approval of Members for issue and allotment of 46 67 697 Equity shares of face valueRe. 1/- to Promoter Group Entities under Preferential Issue under Chapter VII of theSecurities and Exchange Board of India (Issue of Capital and Disclosure Requirements)Regulations 2009 and as amended from time to time.

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL

There are no significant material orders passed by the Regulators/ Courts which wouldimpact the going concern status of the Company and its future operations.

DISCLOSURES IN RESPECT OF VOTING RIGHTS NOT DIRECTLY EXERCISED BY EMPLOYEES

There are no shares held by trustees for the benefit of employees and hence nodisclosure under Rule 16(4) of the Companies (Share Capital and Debentures) Rules 2014has been furnished.

STATUTORY AUDIT AND AUDITORS' REPORT

Pursuant to the provisions of Section 139 of the Companies Act 2013 and the Companies(Audit and Auditors) Rules 2014 M/s. Lodha & Co. (Firm Registration No. 301051E)Chartered Accountants were appointed as Statutory Auditors of the Company to hold officefrom the conclusion of the 32nd Annual General Meeting (AGM) held on on 29thSeptember 2015 till the conclusion of the AGM to be held in 2020.

The provisions of Section 139 of the Companies Act 2013 have been amended by theCompanies (Amendment) Act 2017 and notified with effect from 7th May 2018. Interms of the said amendment ratification of the appointment of the Statutory Auditors bymembers at subsequent AGM is no longer required. In view of this no resolution isproposed for ratification of the appointment of the Auditors at the ensuing AGM.

The Company has received a certificate from the said Auditors that they are eligible tohold office as the Auditors of the Company and are not disqualified for being soappointed.

Observations of statutory auditors on accounts for the year ended 31stMarch 2018:

There are no qualifications reservations or adverse remarks made by M/s. Lodha &Co. Chartered Accountants Statutory Auditors of the Company in their report for thefinancial year ended 31st March 2018.

Pursuant to provisions of section 143(12) of the Companies Act 2013 the StatutoryAuditors have not reported any incident of fraud to the Audit Committee during the yearunder review.

SECRETARIAL AUDIT

As required under provisions of Section 204 of the Companies Act 2013 and theCompanies (Appointment & Remuneration of Managerial Personnel) Rules 2014 the reportin respect of the Secretarial Audit carried out by Veeraraghavan N. Company Secretary inpractice in Form MR-3 for the financial year 2017-18 forms part to this report. The saidSecretarial Audit Report does not contain any qualification reservation or adverse remarkor disclaimer made by the Secretarial Auditor.

COST AUDIT

Pursuant to Section 148 of the Companies Act 2013 and the rules made thereunder theBoard of Directors had on the recommendation of the Audit Committee re-appointed M/s.Kejriwal & Associates Cost Accountants (Firm Registration No. 101363) to audit thecost accounts of the Company for the Financial year ending on 31st March 2019on a remuneration of Rs. 30000 p.a. plus applicable taxes and out-of-pocket expensessubject to ratification by members at the ensuing Annual General Meeting. Accordingly aresolution seeking members' ratification for the remuneration payable to the Cost Auditoris included in the Notice convening the Annual General Meeting.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act 2013 Extract ofthe Annual Return for the financial year ended 31st March 2018 made under theprovisions of Section 92(3) of the Act is attached as Form MGT 9 as Annexure IIIwhich forms part of this Report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Considering the nature of activities of the Company the Company is not required tofurnish information as required under the provisions of Section 134(3) (m) of theCompanies Act 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 in respect ofconservation of energy and technology absorption.

The details of foreign exchange earnings and outgo during the year under review is asbelow:

i) Foreign Exchange Earned: Rs. 11191983
ii) Foreign Exchange Outflow: Rs. 11976134

INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTIONPROHIBITION & REDRESSAL) ACT 2014

During the year under review no case was filed pursuant to the Sexual Harassment ofWomen at Workplace (Prevention Prohibition and Redressal) Act 2013. Your Company has apolicy and framework for employees to report sexual harassment cases at workplace and theProcess ensures complete anonymity and confidentiality of information.

COMPLIANCE WITH SECRETARIAL STANDARDS

Pursuant to the provisions of the Companies Act 2013 the Company has complied withthe Secretarial Standard on the Meetings of the Board of Directors (SS-1) and SecretarialStandard on General Meetings (SS-2) issued by the Institute of Company Secretaries ofIndia (ICSI) and approved by the Central Government under Section 118(10) of the CompaniesAct 2013.

OTHER DISCLOSURES

Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under review:

1. Issue of equity shares with differential rights as to dividend voting or otherwise.

2. Neither the Managing Director nor the Whole-time Directors of the Company receiveany remuneration or commission from any of its subsidiaries.

Service of documents through electronic means

All documents including the Notice and Annual Report shall be sent through electronictransmission in respect of members whose email IDs are registered in their demat accountor are otherwise provided by the members. A member shall be entitled to request forphysical copy of any such documents.

Corporate Governance

The report on Corporate Governance and the certificate from the Statutory Auditorsregarding compliance with the conditions of Corporate Governance have been furnished inthe Annual Report and forms a part of the Annual Report.

Management Discussion and Analysis Report

The Management Discussion and Analysis report has been separately furnished in theAnnual Report and forms a part of the Annual Report.

Business Responsibility Report

Pursuant to Regulation 34(2)(f) of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the Business Responsibility Report of the Company for thefinancial year ended 31st March 2018 is attached as Annexure IV whichforms part of this Report.

Investor Education and Protection Fund (‘IEPF')

Pursuant to Section 124 of the Companies Act 2013 amounts lying unpaid or unclaimedin the Unpaid Dividend Account of the Company for a period of seven years from the date oftransfer of the dividend amount to the Unpaid Dividend Account shall be transferred by theCompany to the Investor Education and Protection Fund established by the CentralGovernment. Hence the Company urges all the shareholders to encash/claim their respectivedividend during the prescribed period.

Accordingly the unclaimed and unpaid dividend amounts pertaining to the financial year2010-11 will be transferred to the IEPF Account during financial year 2018-19. Theshareholders whose dividend amounts will be transferred to the IEPF Account can now claimtheir dividends from the Authority by following the Refund Procedure as detailed on thewebsite of IEPF Authority http://iepf.gov.in/IEPFA/refund.html.

The details of the unclaimed dividend along with the names and addresses of theshareholders are mentioned on the website of the Company www.sunteckindia.com. Members whohave so far not encashed the dividend warrant are requested to encash the same.

ACKNOWLEDGEMENT AND APPRECIATION

Your Directors would like to express their sincere appreciation and gratitude for theco-operation and assistance from its shareholders bankers regulatory bodies and otherbusiness constituents during the year under review.

Your Directors also wish to place on record their deep sense of appreciation for thecontribution and commitment made by every member of the Sunteck Family.

For and on behalf of Board of Directors
Mumbai 23rd May 2018 Kamal Khetan
Chairman and Managing Director
DIN: 00017527