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Supershakti Metaliks Ltd.

BSE: 541701 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE00SY01011
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NSE 05:30 | 01 Jan Supershakti Metaliks Ltd
OPEN 326.00
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VOLUME 40500
52-Week high 536.70
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P/E 23.42
Mkt Cap.(Rs cr) 415
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Sell Price 0.00
Sell Qty 0.00
OPEN 326.00
CLOSE 360.00
VOLUME 40500
52-Week high 536.70
52-Week low 305.00
P/E 23.42
Mkt Cap.(Rs cr) 415
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Supershakti Metaliks Ltd. (SUPERSHAKTIMET) - Director Report

Company director report

To

The Members

Your Directors are pleased to present the 9th Annual Report on the business andoperations of the Company together with the Audited Financial Statements for the FinancialYear ended 31st March 2021.

FINANCIAL HIGHLIGHT

The table below depicts the financial performance of your Company for the year ended31st March 2021.

(Amount in `)

Particulars 2020-21 2019-20
Net Revenue from Operations (A) 3768337085 4669595814
Other Income (B) 30060275 30297329
Total Revenue (A) + (B) 3798397360 4699893143
Earnings before Interest Tax Depreciation and Amortization (EBITDA) 243871135 148163533
Finance Costs 22490664 35622216
Depreciation and amortization expense 49546603 49086700
Profit before Exceptional Item &Tax 171833868 63454617
Exceptional Item - 86158052
Profit before Tax (PBT) 171833868 149612669
Tax expense 39574061 32296535
Profit after Tax (PAT) 132259807 117316134

STATE OF COMPANY’S FINANCIAL AFFAIRS

First quarter of the financial year was subdued due to outbreak of pandemic andsubsequent lockdown of plant in the first quarter thus resulting in lower total revenue of` 3798397360 as compared to the previous year amount of ` 4699893143. Despite asluggish H1 there was a sharp recovery in H2 when the lockdown was released. EBIDTAimproved due to less outgo of Finance cost .The Expenditure incurred includingdepreciation during the year was ` 3626563492 as against the amount of `4636438526 during the previous year. The Companies Profit after tax of ` 1322 59807 was better than the previous year amount of ` 11 73 16134. The Company islooking forward to increase its numbers in the coming Financial Years with the support ofall the Stakeholders of the Company.

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY HAVING OCCURRED SINCE THE END OF THE YEAR TILL THE DATE OF THE REPORT

No material changes and commitments affecting the financial position of the Companyhave occurred during the Financial Year and the date of this report apart from the Impactof Covid-19.

Impact of COVID-19:

The outbreak of the deadly COVID-19 virus and the ensuing lockdown imposed across thecountry affected business operations. The health of the employees and workers became apriority; stoppage of operations for an uncertain period resulted in a financial burden onthe one hand and workforce idling on the other. COVID-19 is an unprecedented challenge.The lockdown gave India time to make a concerted effort to flatten the outbreak curve.However towards later part of the year consequent to significant opening of the economicactivity across the nation the demand picked up compared to that during the initial periodof Covid-19. Your Company has to spend certain fixed cost as lockdown expenses which weremandatory for the running of the company which dented the profits to some extent despitethis the overall performance of the Company was good.

India is currently experiencing a massive second wave of Covid-19 infections. Howeverwe expect no major changes in the economic activity as the nation is preparing to face thePandemic with vaccines and preparedness and steel sector is coming out stronger post Covidscenario "The announced countermeasures to combat the second wave – some ofwhich are due to remain in place at least until the end of June – risk weakening theeconomic recovery. However the targeted nature of containment measures and rapid progresson vaccinating the population will mitigate the credit-negative impact" it added.

FUTURE OUTLOOK

The Indian economy is projected to grow in coming years as per various institutionalestimates making it one of the fastest-growing economies. India’s growth journeycould be the result of a culmination of favorable tailwinds like consistent agriculturalperformance flattening of the COVID-19 infection curve increase in government spendingreforms and an efficient roll-out of the vaccine among others. However the only dampeneris the surge in Covid-19 in the first quarter of the current Financial Year that couldaffect public consumption of products and services. The Steel Sector is performing welland momentum is likely to continue in next few quarters. Your Company has invested in anupcoming Greenfield project related to steel manufacturing by taking a strategic stake inthe Company and would like to raise its stake at an appropriate and opportune time and ishopeful of generating good cash flows from the project in near future.

NATURE OF BUSINESS

Your Company is into the manufacturing of diversified products of secondary Steelthrough Induction Furnace route and currently operating a Steel Melting Section to producesemi-finished product (i.e. Billet) and Rolling Mill Section to produce Wire Rods HBWires and Binding Wires etc. in our plant. It has successfully established its brand inwide range of Steel manufacturing steel processing and other allied activities. Theproducts of the Company are commanding premium value due to its quality. There has been nochange in the nature of business of the Company during the Financial Year.

DIVIDEND

The Board of Directors has recommended a Dividend of ` 0.50 per Equity Share havingface value of ` 10 each @ 5% subject to the approval of the Members at the ensuing AnnualGeneral Meeting ("AGM") payable to those Shareholders whose names appear in theRegister of Members as on the Book Closure/Record Date. In the previous year the Companyhad paid ` 0.50 per Equity Share having face value of ` 10 each @ 5%.

Pursuant to the requirements of Regulation 43A of the Securities and Exchange Board ofIndia (Listing Obligations and Disclosure Requirements) Regulations 2015("LODR") the Dividend Distribution Policy is not applicable to our Company.

CREDIT RATING

In June 2021 CARE Ratings revised the issuer Credit Rating of the Company from‘BBB+’ Outlook: Stable to ‘BBB’ Outlook: Stable for Long Term BankFacilities and from ‘A2’ to ‘A3+’ for Short Term Bank Facilities.

DEMATERIALISATION OF EQUITY SHARES

All the Equity Shares of the Company are in Dematerialized Form with either of thedepositories viz. NSDL and CDSL. The ISIN No. allotted is INE00SY01011.

TRANSFER TO RESERVES

The Company has not transferred any amount to the General Reserve for the FinancialYear ended 31st March 2021.

FINANCE

Cash and cash equivalents as on 31st March 2021 were

` 8060315. The Company continues to focus on judicious management of its WorkingCapital Receivables and Inventories. Other Working Capital parameters were kept understrict check through continuous monitoring.

SHARE CAPITAL

During the year under report there was No change in Capital Structure of the Company.The Authorized Share Capital of the Company is ` 150000000. The Paid-Up Equity Capitalof the Company is ` 115252780. The Shares of the Company are listed on the SME platformof BSE Limited. During the year under review your Company has neither issued any shareswith differential voting rights nor has granted any stock options or sweat equity. TheCompany has paid Listing Fees for the Financial Year 2021-22 to the Stock Exchange whereits Equity Shares are listed.

DIRECTORS AND KEY MANAGERIAL PERSONNEL Board of Directors:

During the Year the Board of Directors of the Company has Mr. Vijay Kumar BhandariMr. Tuhinanshu Shekhar Chakrabarty and Mrs. Bhawna Khanna as the Non-Executive IndependentDirectors. The Company has received necessary declaration from each Independent Directorof the Company under Section 149(7) of the Companies Act 2013 (the Act) that they meetwith the criteria of their Independence laid down in Section 149(6) of the Act. In termsof Section 152 of the Companies Act 2013 Mr. Dilipp Agarwal (DIN: 00343856) Director ofthe Company is liable to retire by rotation at the forthcoming Annual General Meeting andbeing eligible offered himself for reappointment. Based on the recommendations of theNomination and Remuneration Committee on 15th December 2020 the members of the Boardhave appointed Mr. Sudipto Bhattacharyya (DIN: 06584524) as an Additional Director(Executive) of the Company w.e.f 15th December 2020 who holds his office as such upto thedate of ensuing Annual General Meeting. The Board of Directors at the very meetingappointed him as Whole-Time Director in terms of Section 196 197 198 203 read withSchedule V and other applicable provisions of the Companies Act 2013 for a period of 2years w.e.f 15th December 2020 subject to shareholders approval. The Board of Directorsof the Company hereby recommends the appointment of Mr. Sudipto Bhattacharyya (DIN:06584524) as the Whole-Time Director of the Company at the ensuing General Meeting Duringthe period under review Mr. Ajay Kumar Bajaj (DIN: 07604198) Whole-Time Director of theCompany had resigned from the office of Director on 05th September 2020 upon completionof his tenure.

The Board confirms that none of the Directors of the Company is disqualified from beingappointed as Director in terms of Section 164 of the Companies Act 2013 and necessarydeclaration has been obtained from all the Directors in this regard. Below Table mentionsthe List of Director’s and Key Managerial Personnel as on the date of this report:-

Sl. No. Name of the Director Designation
1. Mr. Dilipp Agarwal Chairman & Non- Executive Director
2. Mr. Sudipto Bhattacharyya Additional Executive Director
3. Mr. Deepak Agarwal Non - Executive Director
4. Mr. Vijay Kumar Bhandari Independent Director
5. Mr. Tuhinanshu Shekhar Chakrabarty Independent Director
6. Mrs. Bhawna Khanna Independent Director
7. Mr. Shyam S. Somani Chief Financial Officer
8. Mr. Navin Agarwal Company Secretary

Meetings of the Board:

During the Financial Year 2020-21 total of Five Meetings of the Board of Directorswere held on; 28-07-2020; 03-09-2020; 13-11-2020; 15-12-2020 and 26-03-2021. The maximumtime-gap between any two consecutive Meetings did not exceed 120 days.

The names of Members of the Board their attendance at the Board Meetings are as under:

Sl. No. Name of the Director Number of Meetings attended
1. Mr. Dilipp Agarwal (Chairman & Non-Executive Director) 4/5
2. Mr. Ajay Kumar Bajaj (Whole-Time Director)* 2/5*
3. Mr. Deepak Agarwal (Non-Executive Director) 4/5
4. Mr. Vijay Kumar Bhandari (Independent Director) 1/5
5. Mr. Tuhinanshu Shekhar Chakrabarty (Independent Director) 4/5
6. Mrs. Bhawna Khanna (Independent Director) 5/5
7. Mr. Sudipto Bhattacharyya (Additional Executive Director)** 1/5

*Tenure completed on 05-09-2020 ** Appointed on 15-12-2020

COMMITTEES OF THE BOARD

There are Four Board Committees as on 31st March 2021 viz. Audit Committee Nominationand Remuneration Committee Corporate Social Responsibility Committee and StakeholderRelationship Committee.

Audit Committee:

The Board has constituted the Audit Committee. The Board of Directors has accepted allthe recommendations given by Audit Committee during the Financial Year 2020-21. During theyear four Audit Committee Meeting took place on 28-07-2020; 13-11-2020; 15-12-2020 and26-03-2021. The composition and attendance of the Members at the Committee Meetings heldduring the year under review was as below:

Sl. No. Name of Members Number of Meetings attended
1. Mr. Vijay Kumar Bhandari (Chairman) 1/4
2. Mr. Deepak Agarwal (Member) 3/4
3. Mr. Tuhinanshu Shekhar Chakrabarty (Member) 4/4
4. Mrs. Bhawna Khanna (Member) 4/4

Nomination and Remuneration Committee:

The Board has constituted the Nomination and Remuneration Committee. TheNomination and Remuneration Committee had two Meeting during the year on 28-07-2020 and14-12-2020. The composition and attendance of the Members at the Committee Meeting helddur-ing the year under review was as below:

Sl. No. Name of Members Number of Meetings attended
1. Mr. Vijay Kumar Bhandari (Chairman) 1/2
2. Mr. Deepak Agarwal (Member) 2/2
3. Mr. Tuhinanshu Shekhar Chakrabarty (Member) 2/2

Corporate Social Responsibility Committee:

The Board has constituted the Corporate Social Responsibility Committee. TheCorporate Social Responsibility Committee had one Meeting during the year on 28-07-2020.The composition and attendance of the

Members at the Committee Meeting held during the year under review was as below:

Sl. No. Name of Members Number of Meetings attended
1. Mr. Ajay Kumar Bajaj (Chairman)* 1/1
2. Mr. Dilipp Agarwal (Member) 1/1
3. Mr. Tuhinanshu Shekhar Chakrabarty (Member) 1/1
4. Mr. Sudipto Bhattacharyya (Member) 0/1

*Mr. Ajay Kumar Bajaj resigned on 05-09-2020 thereafter Mr. Sudipto Bhattacharyyareplaced him as the Chairman on and from 15-12-2020.

Stakeholder Relationship Committee:

The Board has constituted Stakeholder Relationship Committee as required underSecurities Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015. The Stakeholder Relationship Committee had one Meeting during the yearon 14-12-2020. The composition and attendance of the Members at the Committee Meeting heldduring the year under review was as below:

Sl. No. Name of Members Number of Meetings attended
1. Mr. Deepak Agarwal (Chairman) 1/1
2. Mrs. Bhawna Khanna (Member) 1/1
3. Mr. Sudipto Bhattacharyya (Member)* 0/1

*Mr. Ajay Kumar Bajaj resigned on 05-09-2020 thereafter Mr. Sudipto Bhattacharyyareplaced him as the Chairman on and from 15-12-2020

POLICY ON DIRECTOR’S APPOINTMENT AND REMUNERATION

In accordance with Section 178 of the Companies Act 2013 and other regulations asapplicable. The Board of the Directors has framed the policy which lays down a frameworkin relation to Remuneration of Directors Key Managerial Personnel and Senior Managementof the Company. This policy also lays down criteria for selection and appointment of BoardMembers. The Nomination and Remuneration Policy is available on the Company’s websitewww.supershaktimetaliks.com.

BOARD EVALUATION

Companies Act 2013 and Securities Exchange Board of India (Listing obligations andDisclosure Requirements) Regulations 2015 mandates that the Board has carried out anAnnual Evaluation of its own performance Board Committees and individual Directorspursuant to the provisions of the Act. The performance of the Board was evaluated by theBoard after seeking inputs from all the Directors on the basis of the criteria such as theBoard composition and structure effectiveness of Board processes information flowfrequency of meetings and functioning etc. The performance of the Committees wasevaluated by the Board after seeking inputs from the Committee Members. The Board and theNomination and Remuneration Committee reviewed the performance of the individual Directorson the basis of the criteria such as the contribution of the individual Director to theBoard and Committee Meetings. The Chairman was also evaluated on the key aspects of hisrole. In a separate Meeting of Independent Directors held on to evaluate the performanceof Non-Independent Directors performance of the Board as a whole and performance of theChairman was evaluated.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION &REDRESSAL) ACT 2013

The Company has adopted policy on prevention of sexual harassment of women at workplacein accordance with The Sexual Harassment of Women at Workplace (Prevention Prohibitionand Redressal) Act 2013. The details of the Policy are posted on the website of theCompany www. supershaktimetaliks.com. The Company has set up Internal Complaints Committee(ICC) to redress the complaints in accordance with the provisions of the Sexual Harassmentof Women at the Workplace (Prevention Prohibition and Redressal) Act 2013 and ICC hasnot received any complaints during year ended 31st March 2021.

HUMAN RESOURCES

Your Company considers its Human Resources as the key to achieve its objectives.Keeping this in view your Company takes utmost care to attract and retain qualityemployees. The employees are sufficiently empowered and such work environment propels themto achieve higher levels of performance. The unflinching commitment of the employees isthe driving force behind the Company’s vision. Your Company appreciates the spirit ofits dedicated employees.

VIGIL MECHANISM FOR DIRECTORS AND EMPLOYEES

Your Company is committed to highest standards of ethical moral and legal businessconduct. Accordingly the Board of Directors has formulated a Whistle Blower Policy whichis in compliance with the provisions of Section 177(10) of the Companies Act 2013.Employees can raise concerns regarding any discrimination harassment victimization anyother unfair practice being adopted against them or any instances of fraud by or againstyour Company.

It also provides for adequate safeguards against the victimization of Employees whoavail of the mechanism and allows direct access to the Chairman of the Audit Committee inexceptional cases.

The details of the Policy are posted on the website of the Companywww.supershaktimetaliks.com.

RISK MANAGEMENT POLICY

The Company has developed and implementing a risk management policy which includes theidentification therein of elements of risk which in the opinion of the Board may threatenthe existence of the Company.

The details of the Policy are posted on the website of the Companywww.supershaktimetaliks.com.

POLICY ON PRESERVATION OF THE DOCUMENTS

The Company has formulated a Policy pursuant to Regulation 9 of the Securities ExchangeBoard of India (Listing obligations and Disclosure Requirements) Regulations 2015 onPreservation of the Documents to ensure safekeeping of the records and safeguard theDocuments from getting manhandled while at the same time avoiding superfluous inventoryof Documents.

The details of the Policy are posted on the website of the Companywww.supershaktimetaliks.com.

POLICY ON CRITERIA FOR DETERMINING MATERIALITY OF EVENTS

The Policy is framed in accordance with the requirements of the Regulation 30 ofSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015.

The details of the Policy are posted on the website of the Companywww.supershaktimetaliks.com.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the year under review all the Related Party Transactions were in the OrdinaryCourse of the business and at Arm’s Length Basis and hence provisions of Section 188of the Companies Act 2013 is not applicable. Those transactions were placed before theAudit committee of Directors for prior approval in the form of Omnibus Approval. RelatedParty Transactions under Accounting Standard–18 are disclosed in the notes to theFinancial Statement in Note No. 28 L. Material Related Party Transactions are disclosed inAnnexure -1 in Form AOC-2 pursuant to clause (h) of Sub Section (3) ofSection 134 read with Rule 8(2) of Companies (Accounts) rules 2014 for which necessaryMembers approval are in place.

The details of the Policy are posted on the website of the Companywww.supershaktimetaliks.com.

CORPORATE SOCIAL RESPONSIBILITY

As part of the Corporate Social Responsibility initiative the Company has spent anamount of Rs. 4140100/- (Rupees Forty One Lakh Forty Thousand One Hundred Only) towardsthe various CSR activities during the Financial Year 2020-21. Details of CSR ActivityReport are provided in Annexure-2. The details of the Policy are posted on thewebsite of the Company www.supershaktimetaliks.com.

AUDITORS AND AUDITORS REPORT Statutory Auditor:

Your Directors would like to inform that in the 04th Annual General Meeting (AGM) heldon 30th September 2016 M/s Singhi & Co. Chartered Accountants Kolkata (FRN:ICAI – 302049E) was appointed as Statutory Auditors of the Company for aperiod of Five consecutive years i.e. from the conclusion 04th AGM till the conclusion of09th AGM. Hence in line with the requirement of Section 139 and Section 142 of theCompanies Act 2013 read with rules made thereunder and other applicable provisions ifany and based on the recommendation of the Audit Committee the Board of Directors hasdecided to place the proposal for re-appointment of M/s Singhi & Co. CharteredAccountants Kolkata (FRN: ICAI – 302049E) as the Statutory Auditor of theCompany for a period of five years i.e. from the conclusion 09th AGM till the conclusionof 14th AGM. They have confirmed their eligibility under Section 141 of the Companies Act2013 and the Rules framed thereunder for appointment as Auditors of the Company. Asrequired under Regulation 33 (1) (d) of the Listing Regulations they have also confirmedthat they hold a valid certificate issued by the Peer Review Board of the Institute ofChartered Accountants of India.

Your Directors would like to inform that re-appointment of Auditors shall be for aperiod of five years at remuneration to be fixed after discussion with the Audit Committeeand the Board of Directors of the Company. The Board recommends re-appointment of theAuditors.

The Notes on Financial Statement referred to in the Auditors’ Report areself-explanatory and do not call for any further comments. The Auditors’ Report doesnot contain any qualification reservation or adverse remark.

Internal Auditor:

The Board at its Meeting held on 28th July 2020 has reappointed M/s. Mahesh Sonika& Co LLP (Firm Reg No. 324602E/E300060) Chartered Accountants for conductingInternal Audit of the Company for Financial Year 2020-21 and onwards. The Company’sInternal Audit system has been continuously monitored and updated to ensure that assetsare safeguarded established regulations are complied with and pending issues areaddressed promptly.

Internal Audit Controls and their Adequacy:

The Company’s Internal Audit is being carried on by Independent Auditors theymonitor and evaluates the efficacy and adequacy of Internal Control System in the Companyits compliance with operating system accounting procedures and policies of the Company.The main thrust of Internal Audit is to test and review controls appraisal of risks andbusiness processes besides benchmarking controls with best practices in the Industry.Based on the Internal Audit Reports process owner takes corrective actions in theirrespective areas and thereby strengthens the controls. The Report is presented before theAudit Committee for review at regular intervals. Your Company has an effective InternalControl and Risk-Mitigation System which are constantly assessed and strengthened.New/revised standard operating procedures are being adopted for ensuring the orderly andefficient conduct of its business including adherence to Company’s policies thesafeguarding of its assets the prevention and detection of frauds and errors. TheCompany’s Internal Control System is commensurate with its size scale andcomplexities of its operations and is capable for the timely preparation of reliablefinancial information. The Internal Audit department monitors and evaluate the efficiencyand adequacy of the Internal Control System in the Company its compliance with operatingsystems accounting procedures and policies at all locations of the Company. Significantaudit observations and recommendations along with corrective actions thereon are presentedto the Audit Committee of the Board.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act 2013 requires everyListed Company to annex to its Board’s report a Secretarial Audit Report given inthe prescribed form by a Company Secretary in practice. The Board had appointed Mr. VivekMishra (FCS) a Practicing Company Secretary bearing Membership No. 8540 & C.P No.17218 as the Secretarial Auditor to conduct Secretarial Audit of the Company for theFinancial Year 2020-21 and their Report is annexed to this report Annexure-3. Thereare no qualifications observations adverse remark or disclaimer in the said Report.

Cost Auditors:

Pursuant to Section 148 of the Companies Act 2013 read together with the Companies(Cost Records and Audit) Rules 2014 as amended from time to time the Company is requiredto carry out audit of the cost accounting records of the Company for every Financial Year.The Cost Audit report of your Company for the Financial Year ended 31st March 2020 wasfilled on 01st October 2020. The Auditors’ Report does not contain anyqualification reservation or adverse remark. Cost records as required to be maintained bythe Company pursuant to an order of the Central Government are maintained.

The Board of Directors of the Company has on the recommendation of the AuditCommittee approved the appointment of M/s S Chhaparia & Associates Cost Accountants(Firm Registration No. 101591) Kolkata for the year ending 31st March 2022 theremuneration proposed to be paid to them for the Financial Year 2021-22 requiresratification of the Shareholders of the Company. In view of this the Board recommends theratification for payment of remuneration to the Cost Auditors at the ensuing AnnualGeneral Meeting.

None of the Auditors of the Company have reported any fraud during the year underreview.

PARTICULARS OF EMPLOYEES

Your Directors place on record their deep appreciation for the contribution made by theEmployees of the Company at all levels. The information on Employees particulars asrequired under Section 197(12) of the Companies Act 2013 read with Rule 5(2) and 5(3) ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 (asamended) is forming part of this Board’s Report as Annexure-4. There are noEmployees drawing remuneration in excess of the limits prescribed under Rule 5(2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014.

CORPORATE GOVERNANCE

As per Regulation 27 of Securities Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015 relating to Corporate Governance is notapplicable to the Company listed on the SME platform (BSE). Hence the Company is notrequired to disclose information as covered under Para (C) (D) and (E) of Schedule V ofSecurities Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015. As per Para (F) of Schedule V of Securities Exchange Board of India(Listing obligations and Disclosure Requirements) Regulations 2015 the Company do nothave and is not required to have the Demat Suspense Account neither Unclaimed SuspenseAccount.

PUBLIC DEPOSITS

During the Financial Year 2020-21 the Company has not accepted any deposit within themeaning of Sections 73 and 76 of the Companies Act 2013 read together with the Companies(Acceptance of Deposits) Rules 2014.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

A. Energy Conservation

(a) Use of LED Lights indoor and outdoor LED lights reduces the Energy Consumption atOutdoor and Indoor Lightning.

(b) Use of Direct Hot Rolling from CCM by use of Direct Hot Rolling we have savedfurnace oil for reheating Billets.

(c) Use of CBM (Coal based Methane Gas) in reheating furnace in place of oil furnacenatural gas reduces the energy cost of fuel.

B. Technology Absorption

Our Company is in the Manufacturing of MS Billet HB Wire TMT Bar and MS Wire Rod. Ithad not taken any Research and Development during the year under review. As such noexpenditure had been incurred on Research and Development.

C. Foreign Exchange Earnings and Outgo

Details of earnings accrued and expenditure incurred in Foreign Currency are given inNote 28G 28H and 28I of the Notes to the Financial Statements. The Company continues itsefforts to improve its earnings from Exports.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company is fully compliant with the applicable Secretarial Standards (SS) viz. SS-1& SS-2 on Meetings of the Board of Directors and General Meetings respectively.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S OPERATIONS IN FUTURE

There were no significant and material Orders passed by the Regulators or Courts orTribunals impacting the going concern status and Company’s operations in future.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

The Company has made a strategic investment of ` 193006000 in Giridhan MetalPrivate Limited an upcoming Iron and Steel Green field project during the Financial Yearthus total investment as on 31.03.2021 stands at ` 493006000. Any other particularsrelating to loans guarantees and investments have been disclosed in the FinancialStatements.

EMPLOYEES RELATIONS

The relationship with the staff and workers continued to be cordial during the entireyear. The Directors wish to place on record their appreciation of the valuable work doneand co-operation extended by them at all levels. Further the Company is taking necessarysteps to recruit the required personnel from time to time.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Your Company did not have any funds lying Unpaid or Unclaimed for a period of sevenyears Therefore there are no funds which are required to be transferred to InvestorEducation and Protection Fund (IEPF).

CONSOLIDATION OF ASSOCIATES /JOINT VENTURES

As on the reporting day your Company do not have any associate or Joint Venture henceconsolidation of accounts is not required.

INSIDER TRADING REGULATIONS

Based on the requirements under Securities Exchange Board of India (Prohibition ofInsider Trading) Regulations 1992 read with Securities Exchange Board of India(Prohibition of Insider Trading) Regulations 2015 as amended from time to time the codeof conduct for prevention of Insider Trading and the Code for Fair Disclosure("Code") as approved by the Board from time to time are in force by theCompany. The objective of this Code is to protect the interest of Shareholders at largeto prevent misuse of any Price Sensitive Information and to prevent any Insider Tradingactivity by dealing in Shares of the Company by its Directors Designated Employees andother Employees. The Company also adopts the concept of Trading Window Closure to preventits Directors Officers Designated Employees and other Employees from trading in theSecurities of Supershakti Metaliks Limited at the time when there is Unpublished PriceSensitive Information.

The details of the Policy are posted on the website of the Companywww.supershaktimetaliks.com.

MANAGEMENT DISCUSSION ANALYSIS

A detailed Report on the Management Discussion & Analysis is provided as aseparate Annexure-5 in the Annual Report.

EXTRACT OF ANNUAL RETURN

In accordance with Section 134(3)(a) of the Companies Act 2013 an Extract of theAnnual Return as per Section 92 (3) of the Companies Act 2013 and Rule 12(1) of theCompanies (Management and Administration) Rules 2014 in the prescribed Form MGT-9 isappended as Annexure-6 to the Board’s Report.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134 (5) of the Companies Act 2013 Board of Directors of theCompany

(a) In preparation of the Annual Accounts for the Financial Year ended 31st March 2021the applicable Accounting Standards have been followed along with proper explanation tomaterial departures;

(b) The Directors have selected Accounting Policies in consultation with the StatutoryAuditors and applied them consistently and made judgments and estimates that arereasonable and prudent so as to give a true and fair view of the state of affairs of theCompany as at end of the Financial Year and of the profit or loss of the Company for thatperiod;

(c) The Directors have taken proper and sufficient care to the best of their knowledgeand ability for the maintenance of adequate accounting records in accordance with theprovisions of the Companies Act 2013 for safeguarding the assets of the Company and forpreventing and detecting fraud and other irregularities and;

(d) The Directors have prepared the Annual Accounts of the Company on a going concernbasis;

(e) The Directors had laid down Internal Financial Controls to be followed by theCompany and that such Internal Financial Controls are adequate and were operatingeffec-tively; and

(f ) There is a proper system to ensure compliance with the provisions of allapplicable laws and that such systems are adequate and operating effectively.

POLICIES

The Companies Act 2013 along with the Securities Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 and mandate to formulations ofcertain policies for all listed Companies. Accordingly the Company has formulated thePolicies for the same as the Company believed to retain and encourage high level ofethical standard in business transactions. All our Policies are available on our websitewww. supershaktimetaliks.com.

ACKNOWLEDGEMENT

The Directors regret the loss of life due to COVID-19 pandemic and are deeply gratefuland have immense respect for every person who risked their life and safety to fight thispandemic. We thank our customers vendors dealers investors business associates andbankers for their continued support during the year. We place on record our appreciationof the contribution made by employees at all levels. Our resilience to meet challenges wasmade possible by their hard work solidarity co-operation and support. We thank theGovernment of India the State Governments and the Governments in the countries where wehave operations and other regulatory authorities and government agencies for their supportand look forward to their continued support in the future.

For and on behalf of the Board of Directors
Supershakti Metaliks Limited
Dilipp Agarwal
Place: Kolkata Chairman
Date: 29-06-2021 DIN: 00343856

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