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Tamil Nadu Newsprint & Papers Ltd.

BSE: 531426 Sector: Industrials
NSE: TNPL ISIN Code: INE107A01015
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VOLUME 50111
52-Week high 257.00
52-Week low 116.30
P/E 119.83
Mkt Cap.(Rs cr) 1,717
Buy Price 247.95
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Sell Price 248.50
Sell Qty 15.00
OPEN 250.00
CLOSE 244.50
VOLUME 50111
52-Week high 257.00
52-Week low 116.30
P/E 119.83
Mkt Cap.(Rs cr) 1,717
Buy Price 247.95
Buy Qty 1.00
Sell Price 248.50
Sell Qty 15.00

Tamil Nadu Newsprint & Papers Ltd. (TNPL) - Director Report

Company director report

TO THE MEMBERS

Your Company's Directors are pleased to present the 41st Annual Report of the Companyalong with Audited Accounts for the financial year ended 31st March 2021.

1. FINANCIAL RESULTS

The Financial Results for the year under review are summarized below:

(Rs in Crore)
Particulars 2020-21 2019-20
Revenue from operations 2768.18 3471.11
Other Income 50.92 37.52
Operating Profit (PBIDT/ EBIDTA) 329.97 644.36
Finance cost 193.33 222.59
Gross Profit (PBDT) 136.64 421.77
Depreciation & Amortiza- tion expense 235.33 231.24
(Loss) / Profit before tax (PBT) (98.69) 190.53
Tax Expense (33.58) 60.50
(Loss) / Profit after tax (PAT) (65.11) 130.03
Other Comprehensive Income (9.51) (2.92)
Total Comprehensive Income (Net of Taxes) (74.62) 127.11

The year 2020-21 was a challenging year for the paper industry in India. The Companyhad to be contend with severe raw material shortages steep escalation in costs and aprogressive reduction in market demand during the year. During the year Indian PaperIndustry was under severe stress due to Covid pandemic resulting in poor market conditionsand drop in prices. Despite this your Company has achieved better levels of operation andeffectively contained the losses in adverse situation. The management had undertakeneffective measures to contain costs and achieve sales to the possible extent during theyear.

2. DIVIDEND

In accordance with "The Companies (Declaration and Payment of Dividend) Rules2014 your director's recommend a dividend of 30% (i.e. Rs3.00/- per share) for the yearended 31st March 2021. The dividend if approved by the shareholders at the AnnualGeneral Meeting will be paid to the equity shareholders whose names appear in theRegister of Members as on 23rd September 2021. The cash outgo on the proposed dividendwill be Rs 20.76 Crs.

3. TRANSFER TO RESERVES

Due to loss incurred in 2020 -21 the Company need not transfer any amount to GeneralReserve. The Cumulative General Reserve as on 31.03.2021 is Rs 1383.01 Crores.

4. PERFORMANCE HIGHLIGHTS OF THE YEAR a. Operations

1. The Company's turnover during the year 2020-21 is Rs 2768.18 crore

2. Loss before tax is Rs (98.69) crore and Loss after tax Rs (65.11) crore.

Printing and Writing Paper

3. During the year the Paper production was 323588 MT.

4. Achieved Paper sales of 295644 MT during the FY 2020-21.Domestic Sales accountsfor 76% and Exports at 24%.

Packaging Paper Board

5. The packaging paper board plant production was 171711 MT during the financial year2020-21 equivalent to 86% of capacity.

6. The packaging paper board sales during the year 2019-20 was 173810 MT. DomesticSales accounts for 94% and exports at 6%.

7. 274142 tonnes of Hardwood chemical Bagasse Pulp and Deinked Pulp were producedduring the year.

8. 5233.81 lakh units of power was generated of which 5218.77 lakh units of power wasconsumed and 31.18 lakh units exported to the State Power Grid. Power drawn from StateGrid and consumed only 1.31% of total power consumed.

9. The bio-methanation plants have generated methane gas of 74.68 lakh m3 during2020-21. The methane gas was consumed in lime kiln and power boilers in replacement offurnace oil 3864 KL and imported coal 602 MT.

10. The wind farms with an installed capacity of 35.5MW capacity have generated 385.14lakh Kwh units of ‘Green Power' during the year.

11. The paper& pulp mill have implemented various water conservation projects andreduced the overall consumption of water to 47 KL/per ton of paper which is one of thelowest in paper industry. 12. TNPL is the First and only company in the Indian PaperIndustry to have established a cement manufacturing factory to convert the mill wasteslime sludge and flyash into high grade cement as part of its solid waste managementsystem. During the year the Company has manufactured 308992 MT of cement.

13. During the year 2020-21 overall borrowings increased by Rs 534 crore. 14. MarketCapitalization was Rs 1012.90 crores as on 31.03.2021.

b. Projects Implemented: key Projects Implemented/ under Implementation key DevelopmentProjects implemented Revamping of Bio-gas reactor in TNPL Unit I

The Bio-methanation plant of TNPL has six (6) nos. of uASB reactors. On an averagethese reactors produce about 30000 M3/day of biogas resulting in saving of about 15 KLof Furnace oil. However two of the reactors installed in the year 2002-03 neededrevamping to improve the efficiency and to effectively capture the biogas effectivelybesides extending the life of the reactors. The company has taken up revamping by changingthe internals and replacing the Carbon steel hoods with Stainless steel hoods. Out of thetwo reactors one reactor was repaired and hoods were revamped and commissioned in March2019. The revamp job on the next reactor was taken up and completed in July 2020.Following this revamp the bio-gas is fully captured and used in the Lime Kiln resultingin substantial savings in the Furnace oil usage. Besides the stainless steel hoodprovided for the reactors will ensure longer life of the equipment.

Projects under Implementation Mill Expansion Plan of TNPL Unit II

As part of its growth plan TNPL has embarked on a Mill Expansion Plan (MEP) to enhancethe capacity of TNPL unit II by 165000 MT per annum by installing a Paper Machine alongwith captive pulping facility at an estimated capital outlay of Rs2520 Crore.The formalEnvironment clearance for the project was received from the Ministry of EnvironmentForest and Climate Change (MOEFCC)New Delhi vide its order dated April 04 2019. TNPLhas proposed to implement the project in two phases as below:

Under Phase 1 the HWP line with a capacity of 140000 MT per annum with the followingscope shall be set up

Under Phase 2 the Paper Machine of 165000

MT/annum along with a Power plant shall be implemented following commissioning of Phase1.

The Phase 1 of the project will feature installation of a state-of-art chemicalhardwood pulping along with chemical recovery facility and augmentation of serviceutilities viz. Captive power plant and Waste water treatment plant. The financial closureof Phase 1 of the project was achieved in October 2019.

By February 2020 the company completed ordering of all the major long delivery plantand machineries like Hardwood Pulp Mill Chemical Recovery Boiler Black liquorEvaporator 20 MW Turbo Generator Air Cooled Condenser Lime Kiln Recausticizing plantetc.

As of date all the major civil works have been completed opening the work fronts forEquipment erection. Civil works pertaining to Wood Chip Silo and Effluent Treatment Plantare nearing completion.

Delivery of Plant and machinery from the major OEMs have been completed.The erectionworks for Recovery Boiler were commenced in Feb 2020 and as of date pressure parts havebeen erected. Equipment erection and Piping works in all other areas like Pulp MillChlorine dioxide plant Evaporator TG ACC Reacusticizing plant and Lime Kiln are inprogress. As per the schedule drawn considering the delivery of the plant and machinerythe commissioning schedule was targeted for May 2021. However following the pandemicsituation arising on account of COVID-19 and the lockdown announced by the Government ofIndia the civil construction as well as erection activities had to be suspended witheffect from 25th March 2020. Following relaxation of the lockdown the civil works wereresumed from 20th April 2020 with a very lean manpower strength available at site. Due totravel restrictions no additional manpower could be mobilized from other places too. Themomentum could pick up only from August 2020. All the major suppliers both from overseasand domestic served Notice of Force Majeure as the manufacturing activities wereaffected in their respective workshops and sub-suppliers' workshop for a period of over 3months. Due to lockdown conditions caused by the pandemic the Engineering activities werealso held up causing delay in generation of construction documents and also procurementspecifications. In order to expedite the manufacturing progress and work out a catch upplan continuous follow-up was maintained with the major machinery suppliers as well aswith the contractors at site. Despite this there is an overall delay in completion of theproject by about 3 months on account of COVID-19. As per the current status themechanical erection of Pulp mill including the piping are expected to be completed by June2021. Thereafter the trials can be carried out and the commencement of pulp trials isexpected to commence from August 2021.

c) Contribution to Environment

1) TNPL is one among the 27 of the worlds most important pulp and paper manufacturersparticipated in WWF Environmental Paper Company Index (EPIC) 2019.

2) Production of 124739 MT of bagasse pulp and 48526 MT of Deinked pulp during theyear has facilitated conservation of 7.54 Lakh MT of pulpwood.

3) "World Environment Day" "International Ozone Day" and"World Water Day" were celebrated internally only due to COVID-19.

4) The Company has generated about 397.13 Lakh KWH Wind energy during 2020-21.

5) 74.68 Lakh m3 methane generated in the Bio-methanation plant was consumed in limekiln and Power Boilers saving 3864 KL of Furnace oil and 602 MT of imported coal.

d. Corporate Social Responsibility (CSR)

The Company has constituted a CSR Committee of the Board and formulated a CSR Policy.The Company has undertaken CSR activities as per the CSR policy (available on yourcompany's website www.tnpl.com) the details are contained in the Annual Report on CSRactivities vide Annexure – I forming part of this Report.

e. Contribution to Innovation and New knowledge development

1. The company nurtures creativity and innovation through its R&D activities whicharecarried out largely in-house. A few activities are out sourced when warranted.

2. The R&D activities focus on product development process improvement rawmaterial substitution development of new products and protection of the environment.

3. The company has spent Rs 4.71 Crores on R&D activities during the year.

f. Awards

The company received the following awards and accolades during the year:

1) Water Stewardship Award: TNPL has been honoured with the "Water StewardshipAward" by M/s Indian Chamber of Commerce

Kolkatta for the fourth time (2018 20192020 and 2021) during India CorporateGovernance and Sustainability Vision Summit 2021 through Virtual Conference.

2) Quality Council of India (QCI) – D.L. Shah Quality Award: TNPL has been awarded"13th cycle of Quality Council of India (QCI) – D.L. Shah Quality Award"conducted by M/s National Board for Quality Promotion (NBQP) during 3rd Virtual QualityConclave (VQC) on theme of "Commitment to Quality - Sustaining a Culture ofImprovement" on 17th December 2020 and TNPL has been selected the winner.

3) Innovative Initiative Project Award: TNPL is selected as winner under"Innovative Initiative Project" award category for the 14th edition of CIINational Awards for excellence in Water Management 2020.

4) Environment Best Practices Award: TNPL's project "In house designed Sulfideremoval from the Evaporator Vacuum Pump Seal Water in Soda Recovery Plant by Low CostStripping Column and reuse the treated water" is one among the 13 projects selectedas "Most Innovative Environment Project" during the 7th edition of the CII– Environmental Best Practices Award 2020 over virtual platform between 29th July2020 and 31st July 2020.

5) TNPL has been awarded the "15th ICCSR Corporate Social Responsibility –2021 (Virtual)

& Felicitation of Golden Peacock Award for CSR (Global & National) & HRExcellence on 10th June 2021.

5. MARkET TRENDS a) Printing and Writing Paper

The Indian Printing and Writing Paper Industry was extremely sluggish during the firstthree quarters of 2020-21 due to the Covid-19 pandemic. With the country under lockdownand most of the Educational institutions offices and courts shut / working on-linedemand for most of the writing and printing grades of paper suffered considerably. As aconsequence traders publishers and Printers were saddled with unfinished and finishedinventory. There was a revival in demand towards the last quarter of the financial yearwith the Covid cases coming down. The company was able to reduce stocks and increase pricerealisations of its products. Imports of paper during the year was very low because ofvery low demand and uncertain market scenario. b) Packaging Boards

The first quarter of the year was slightly sluggish for packaging boards mainly onaccount of lockdowns and nation wise logistics issues. However demand was firm and saleswere better during the rest of the year. Demand from pharmaceuticals Foods and FMCG wasstrong and the company was able to market the entire production in addition to reducingstocks. During the year there were severe increases in the cost of raw material (wastepaper and imported pulp) and availability was a constraint. The company was able to passon the impact of these increases in costs to the market. Overall the performance ofpackaging boards business was much better.

Packaging boards industry continued to grow at a healthy pace during the year. The mainsegments of growth being Packaged foods Ready-to-eat takeaway foods Pharmaceuticals andFMCG.

OUTLOOk a) Printing and Writing Paper

The sales momentum of Q4 – last year continued till mid April 2021. With thesecond wave of Covid hitting from the beginning of this year the market seems to beslowing down once again. Lockdowns and closure of educational institutions have led toorders being put on hold. However with the rapid pace of vaccinations it is expected thatthe situation will stabilize soon. Reopening of Offices Educational institutions andcourts will lead to regularization of demand. The international prices of pulp and papercontinue to be firm which should keep imports in check. Overall the year should bepositive for the company.

b) Packaging Boards

The growth in demand in packaging boards is expected to continue with an anticipatedgrowth of 12%-15% p.a. in Virgin Fiber based packaging boards. Recycled boards is expectedto grow at 8-9% p.a. Some pricing pressure is expected in the second half of the year asadditional capacity is expected to be commissioned in the domestic market. Overall withminimal imports expected in this segment the market is expected to be stable in 2021-22.

6. DIRECTORS & kEY MANAGERIAL PERSONNEL

The details of Directors/ Key Managerial Personnel who were appointed or have ceased tobe Director/ KMP of the Company during the year 2020-21 are as follows:

Sl. Name of No. Director/kMP Date of Appointment / Cessation Appointment / Cessation
1. Thiru V Ramanathan 31.05.2020 Ceased to be CFO and KMP
2. Tmt Soundara Kumar 30.06.2020 Re Appointed as Director (2nd Term)
3. Thiru V Sivakumar 30.06.2020 Ceased to be Company Secretary and KMP
4. Thiru B Ravishankar 30.06.2020 Appointed as Company Secretary and KMP
5. Dr R Anandakumar I.A.S. 19.10.2020 Appointed as Additional Director
6. Tmt Reeta Harish Thakkar I.A.S. 19.10.2020 Ceased to be a Director
7. Thiru R Ramaseshan 11.11.2020 Appointed as CFO and KMP
8. Thiru V Chandrasekaran 13.11.2020 Re Appointed as Director (2nd Term)
9. Thiru R Ramaseshan 18.01.2021 Ceased to be CFO and KMP
10. Tmt Sathya Ananth 11.02.2021 Appointed as CFO and KMP
11. Dr Rajeev Ranjan I.A.S. 08.05.2021 Appointed as Chairman and Managing Director
12. Thiru Harmander Singh I.A.S. 25.06.2021 Appointed as Additional Director
13. Dr R Anandakumar I.A.S. 25.06.2021 Ceased to be a Director

Your Company has nine directors out of whom five are independent and other three areGovernment nominee directors. The remaining one is Managing Director.

The independent directors are appointed for a fixed period of three years.

In accordance with the provisions of the Companies Act 2013 and in terms of theMemorandum and Articles of Association of the Company Thiru N Muruganandam I.A.SDirector retires by rotation at the forthcoming Annual General Meeting. He is eligible forreappointment as Director.

For the retirement by rotation Chairman and Managing Director/Managing Director is notliable for retirement by rotation as per Article 141 of the Articles of Association.

6.1 Declaration from Independent Directors on Annual Basis

The Independent directors have submitted their disclosure to the Board confirming thatthey fulfill all the requirements as to qualify for their appointment as an IndependentDirector under the provisions of Section 149 of the Companies Act 2013 as well as SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 hereinafter referredto as SEBI Regulations. The Board confirms that the said independent directors meet thecriteria as laid down under the Companies Act 2013 as well as SEBI Regulations.

6.2 Remuneration Policy

The Board on the recommendation of the Nomination

& Remuneration Committee has framed a policy for selection and appointment ofDirectors Senior Management and their remuneration. The details of policy are provided inthe website of the Company and in the Corporate Governance Report forming part of thisreport (Annexure VII). Also the ratio of remuneration of KMP to the median employeesremuneration is also forming part of this report (Annexure IV).

6.3 Meetings

A calendar of Meetings is prepared and circulated in advance to the Directors. Duringthe year seven meetings of the Board and Eight meetings of the Audit Committee wereconvened and held the details are given in the Corporate Governance Report forming partof this report (Annexure VII). The intervening gap between the Meetings was within theperiod prescribed under the Companies Act 2013 and Regulation 17(2) of the SEBIRegulations.

6.4 Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and Regulation 17(10) of the SEBIRegulations the Board has internally carried out an annual performance evaluation of itsown performance the directors individually as well as the evaluation of the working ofits Audit and Nomination & Remuneration Committees for the financial year ended 31stMarch 2021. The guidance note dated January 5 2017 as suggested by SEBI was referred towhile carrying out the annual performance evaluation. A structured questionnaire wasprepared after taking into consideration inputs received from the Directors coveringvarious aspects of the Board's functioning such as adequacy of the composition of theBoard and its Committees Board culture execution and performance of specific dutiesobligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directorsincluding the Chairman of the Board who were evaluated on parameters such as level ofengagement and contribution independence of judgments safeguarding the interest of theCompany and its minority shareholders etc. The performance evaluation of the IndependentDirectors was carried out by the entire Board on the following broad criteria i.e.attendance and level of participation at meetings of the Board/Committees independence ofjudgement exercised by Independent Directors interpersonal relationship etc.

The performance evaluation of the Chairman and the Non Independent Directors wascarried out by the Independent Directors in their meeting held on 25.03.2021. TheDirectors expressed their satisfaction with the evaluation process.

7. INTERNAL COMPLAINTS COMMITTEE

The Company has constituted an Internal Complaint Committee (ICC) in accordance withSection 4 of the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013 & Rules made thereunder comprising of the following members:

1. Tmt. R. S. Tamilarasy Emp. No.1664 Senior Manager (Lab) – Presiding Officer

2. Thiru. P. Sundaram Emp.No.1879 Senior Manager – HR / Member

3. Tmt. M. Pemila Beham Emp.No.3003 Officer – HR / Member

4. Thiru. M. Vellingiari President Kanmani Trust Karur – Member representing NGOThe above members are amongst employees preferably committed to the cause of women or whohave had experience in social work or have legal knowledge. During the year under reviewthere were no complaints referred to the committee.

8. AUDITORS a) Statutory Auditors:

The Comptroller and Auditor General of India appointed M/s. Brahmayya & Co.Chartered Accountants Chennai as the Statutory Auditors of the Company for the financialyear 2020-21. b) Cost Auditors :

Pursuant to Section 148 of the Companies Act 2013 read with The Companies (CostRecords and Audit) Amendment Rules 2014 the cost audit records maintained by the companyin respect of its paper cement and energy activities are required to be audited. YourDirectors had on the recommendation of the Audit Committee appointed M/s Geeyes &Co to audit the cost accounts of the company for the year 2020-21. The cost audit reportfor the year 2020-21 will be submitted to the Central Government before the due date. CostAudit report for the financial year 2019-20 was filed in scheduled time.

c) Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act 2013 and The Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hasappointed M/s. R Sridharan and Associates a firm of Company Secretaries in practice toundertake the Secretarial Audit of the company. The Report of the secretarial audit isannexed herewith as

"Annexure II".

M/s M Damodaran & Associates a firm of Company Secretaries in practice have beenappointed to undertake the Secretarial Audit of the company for the FY 2021-22.

9. NON- CONVERTIBLE DEBENTURES

No Non-Convertible Debentures is outstanding as on 31.03.2021.

10. FIXED DEPOSITS

During the year under review the Company has not accepted deposit from the publicfalling within the ambit of Section 73 of the Companies Act 2013 and The Companies(Acceptances of Deposits) Rules 2014.

11. RISk MANAGEMENT COMMITTEE/ FRAMEWORk

TNPL has established a Risk Management Framework under which the risks covering theentire operation have been identified and categorized as high medium and low.

All the risks are discussed periodically in the Senior Management Committee meetingsand appropriate actions are taken pro-actively.

The risk details and mitigation plans are placed before the Audit Committee and theBoard bi-annually. The Company has constituted a Risk Management Committee as required bythe SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ("theSEBI LODR")

12. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

TNPL has instituted adequate internal control procedures commensurate with the size ofits operations. TNPL has also prepared an ‘Internal Control Procedure Manual' toensure that the control procedures are followed by all departments. The departmentsconcerned in the company are complying with the stipulations in the manual withoutdeviating the procedures. The Internal Audit Department monitors and evaluates theefficacy and adequacy of internal control system in the Company its compliance withoperating systems accounting procedures and policies at all locations of the Company.

Internal controls are supported by internal audit and management reviews. The AuditCommittee meets periodically with the Management External-Internal auditors InternalAuditors Statutory Auditors and reviews the Annual Audit plans and internal controls. Allsignificant observations of the Auditors are acted upon. The Audit Committee met 9 timesduring the financial year. The review of Management Response to Audit Observationsconstitutes an important aspect of the Agenda for each meeting.

13. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The company has framed a Vigil Mechanism / Whistle Blower Policy; the details of suchPolicy are explained in the Corporate Governance Report and also posted on the website ofthe Company at www.tnpl.com.

14. PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the Financial Statements.

15. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

During the year the company has transferred Rs1395420 being the Dividend amountwhich was due and payable and remained unclaimed and unpaid for a period of seven yearsto the Investor Education and Protection Fund as required under Section 124(5) of theCompanies Act 2013.

16. UNPAID DIVIDEND STATUS

Dividend was remaining unpaid due to non-confirmation of their new addresses by theconcerned shareholders. The unpaid dividend warrants were returned by the postalauthorities. Effective follow-up by the Company has resulted in unpaid Dividend beingconsistently equal or below 1.5% of the total dividend. As and when the shareholderscommunicate the new address the dividend is sent to the shareholders. At the end of sevenyears the unpaid dividend is transferred to Investor Education and Protection Fund. Thetable and graph given below summarize the status of unpaid Dividend.

DIVIDEND STATUS FOR THE LAST 7 YEARS

(Rs In lakhs)
SL YEAR No. SHARE CAPITAL DIVIDEND% DIVIDEND AMOUNT DIVIDEND PAID DIVIDEND UNPAID AS ON 31.3.2021 % OF PAID DIVIDEND % OF UNPAID DIVIDEND
1 2013-14 6921.06 60 4152.63 4133.47 19.16 99.54 0.46
2 2014-15 6921.06 60 4152.63 4136.60 16.03 99.61 0.39
3 2015-16 6921.06 75 5190.80 5170.09 20.71 99.60 0.39
4 2016-17 6921.06 75 5190.80 5169.68 21.12 99.59 0.41
5 2017-18 6921.06 50 3460.53 3450.35 10.18 99.70 0.29
6 2018-19 6921.06 75 5190.80 5174.39 16.41 99.68 0.32
7 2019-20 6921.06 60 4152.63 4089.90 62.73 98.47 1.51

17. ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EARNINGS AND OUTGO

The particulars required under Sec. 134(3) (m) of the Companies Act 2013 read with theRule 8 of The Companies (Accounts) Rules 2014 is furnished in Annexure III to thisReport.

18. HEALTH

An Occupational Health Centre (OHC) is functioning on round the clock basis in both theunits. There are Four Medical Officers Two Nurses Two Pharmacists Four Attenders atunit-I and Two Medical Officers Four Nurses at unit-II to render medical assistance foremployees and their dependents. The specialists on Heart Ortho Skin Gynecology EyeDental and ENT visit Occupational Health Centre regularly. When employees sustain injurieswhile on duty First Aid treatment is given at OHC and if need be the injured is referredto outside hospitals for expertise treatment and company bears the entire medicalexpenses.

Further the Company bears the entire medical expenses of employees for 7 SeriousAilments viz. Heart ailment Cancer Kidney Transplantation Paralysis LeprosyTuberculosis and Brain Surgery. 180 days of Special Leave is being sanctioned to thoseemployees who suffer from any one of the above Serious Ailments. In such Serious Ailmentcases in case the 180 days of Special Leave is exhausted then additional 180 days ofSpecial Leave is sanctioned on case to case basis. under a Special Medical AssistanceScheme 50% of the hospitalization expenses for the employee and their dependents areborne by the Company.

Comprehensive Master Health Check–up is being carried out for employees at fivetimes in their service period .i.e. at the age of 40 years 45 years 50 years 55 yearsand 59 years on free of cost. Every year Audiometry Test is being conducted to thoseemployees who are exposed to high noise areas. Once in 2 years Eye Test is being carriedout for employees who are in driving job. The company distributes pamphlets among theemployees and the families providing them tips on good health and to defeat the Coronawaves.

TNPL is committed to take care of the health of its employees thereby ensuring forbetter productivity.

19. SAFETY

TNPL has adopted a clearly defined Occupational Health and Safety Policy. SuitablePersonal Protective Equipment's (PPE) are provided to all employees. Periodical TrainingPrograms are conducted on handling of hazardous chemicals Material handling usage ofPPEs Electrical safety road safety First aid fire fighting etc. to improve safetyawareness among the employees including contract workmen. Caution boards postersslogans Do's and Don'ts etc. are displayed at prominent places to promote safety at workplaces. Safety Committee with representatives from Management and Workmen has beenconstituted. Safety Committee meetings are conducted periodically and suggestions given toimprove safety aspects are implemented.

Accidents and incidents are investigated and preventive / corrective actions are takento avoid recurrence. Mill wide Safety Audit HAZOP study and Risk Analysis are carried outperiodically through experts in industrial safety and the recommendations are implemented.An updated On-site Emergency Plan (OEP) and Off-site Emergency Plan are available tomitigate emergencies. Periodic mock drills for hazardous chemical leakages and fireincident are conducted to ensure the effectiveness of emergency preparedness. The entireMill is covered with fire hydrant points with pressurized water ring mains for firefighting. Also different types of fire extinguishers according to the nature of fire areprovided at strategic points since inception TNPL has maintained an excellent safetyrecord.

20. COVID-19

The Company had to contend with a situation wherein the main stay for TNPL "TheEducation Sector" was a shutdown due to COVID-19 for the full year. This has led toa steep decline in demand from this sector. Your Company's products particularly paper ismeant for the Education sector. The first complete lockdown was announced during the peakseason in March 2020 and further lockdowns were announced subsequently during the year.This led to the convertors grapple with the situation of migrant labour returning back totheir native states. This resulted in inventory both as raw material and as finishedgoods piling up at the convertors end. Most of the Notebook convertors and publishers hasclosed their units as there was subdued demand for books and notebooks.

The educational institutions have shifted to online classes during the year impactingdemand for paper. However the management is taking adequate efforts to contain costs andimprove efficiency along with strategies to compete in the domestic and internationalmarket.

21. PARTICULARS OF EMPLOYEES

None of the employees of the company was in receipt of remuneration in excess of thelimits prescribed under the Companies Act 2013 and the rules framed there under. Theinformation as required under Section 197 read with Rule5 of The Companies (Appointmentand Remuneration of Managerial Personnel) Rules 2014 in respect of employees of thecompany is annexed as Annexure IV.

22. CASH FLOW STATEMENT

As required under Regulation 34(2) (c) of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 a Cash Flow Statement prepared in accordance with theIndian Accounting Standard 7 (IND AS-7) is attached to the Balance Sheet.

23. EXPORT HOUSE STATUS

TNPL has been awarded status of "Three Star Export House" by DGFT -Governmentof India in accordance with Foreign Trade Policy. This status is valid till 30/09/2021.

24. INDUSTRIAL AND PERSONNEL RELATIONS

The Company continues to have healthy industrial and employee relations at all levels.Despite severe competition the enthusiasm and unstinting efforts of the employees haveenabled the Company to remain at the forefont of the industry.

TNPL continued to receive co-operation and unstinted support from the distributorsretailers stockists suppliers and other associated with the Company as its tradingpartners. The Directors wish to place on record their appreciation for the same and theCompany will continue in its endeavor to build and nurture strong links with trade basedon mutuality respect and co-operation with each other and consistent with consumerinterest.

25. ENHANCING SHAREHOLDERS' VALUE

Your Company believes in the importance of its Members who are among its most importantstakeholders. Accordingly your Company's operations are committed to the goal ofachieving high levels of performance and cost effectiveness growth building enhancingthe productive asset and resource base and nurturing overall corporate reputation. YourCompany is also committed to creating value for its stakeholders by ensuring that itscorporate actions have positive impact on the socio-economic and environmental growth anddevelopment.

26. DIRECTORS 'RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134(5) of the Companies Act 2013 withrespect to Directors' Responsibility Statement it is hereby confirmed that: 1. in thepreparation of the annual accounts for the year ended 31st March 2021 the applicableaccounting standards have been followed along with proper explanation relating to materialdepartures if any; 2. the directors had selected accounting policies and applied themconsistently 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 loss of the company for that period; 3. the directors have takenproper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of the Companies Act2013 for safeguarding the assets ofthe Company and for preventing and detecting fraud and other irregularities;

4. the Annual Accounts were prepared for the financial year ended 31st March 2021 on agoing concern basis; 5. the directors have laid down proper internal financial controls tobe followed by the company and that such internal financial controls are adequate and areoperating effectively; 6. the directors have devised proper systems to ensure compliancewith the provisions of all applicable laws and such systems are adequate and are operatingeffectively.

27. EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in form MGT 9 is annexedherewith as

"Annexure V".

28. MANAGEMENTDISCUSSIONANDANALYSIS AND CORPORATE GOVERNANCE

The Report on Management Discussion and Analysis and the Report on Corporate Governanceforming part of Directors' Report are attached as "Annexures VI and VII".

As required by the SEBI Regulations an Auditor's Certificate on Corporate Governanceand a Declaration by the Chairman & Managing Director with regard to Code of Conductare attached to the Report on Corporate Governance.

29. BUSINESS RESPONSIBILITY REPORT

The ‘Business Responsibility Report' (BRR) of the Company for the year 2020-21forms part of the Annual Report as required under Regulation 34(2) (f) of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 is attached as"Annexure VIII"

30. RELATED PARTY TRANSACTIONS

There are no materially significant transactions with related parties during the yearwith Promoters Directors Key Managerial Personnel or other designated persons which arepotentially conflicting with the interest of the Company at large.

The Board of Directors have framed the policy on Related Party Transactions and thesame is uploaded on the Company's website at www.tnpl.com..

None of the Directors or Key Managerial Personnel have any pecuniary relationships ortransactions vis--vis the Company.

Accordingly the disclosures of Related Party Transactions required under section 134(3) (h) of the Companies Act 2013 in Form AOC-2 is not applicable.

31. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

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

32. MATERIAL CHANGES OCCURRED AFTER END OF FINANCIAL YEAR

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 and date of this report.

33. CEO/CFO CERTIFICATION

As required by Regulation 17(8) of the SEBI Regulation a Certificate on the FinancialStatements and Cash Flow statement of the company for the year ended 31st March 2021 dulysigned by the Chairman and Managing Director was submitted to the Board of Directors attheir meeting held on 25th June 2021.

34. ACkNOWLEDGEMENT

The Board has pleasure in recording its appreciation for the assistance co-operationand support extended to the company by the Govt. of Tamil Nadu Commercial BanksFinancial Institutions Sugar Mills and Dealers. The Board also places on record itssincere appreciation of the positive response received from the Company's valued customersand thank them for their continued support.

The Company is grateful to all employees for their exemplary co-operation during theyear. Their contribution has been truly outstanding. The Directors place on record theirappreciation of the excellent effort made by every employee to enhance the company'sperformance in adverse market conditions.

The Board of Directors regret the loss of life due to COVID-19 pandemic and recordtheir appreciation to all the persons who risked their life and safety to fight thispandemic.

Finally the Board of Directors sincerely thank the Investor community for their solidsupport and for the confidence they have reposed in the Company.

35. CAUTIONARY STATEMENT

Statements in the Board's Report and the Management Discussion & Analysisdescribing the Company's objectives expectations or forecasts may be forward-lookingwithin the meaning of applicable securities laws and regulations. The Company cannotguarantee the accuracy of assumptions and the projected future performance of the Company.The actual results may materially differ from those expressed or implied in this report.Important factors that could influence the Company's operations include global anddomestic demand and supply conditions affecting selling prices of finished goods inputavailability and prices changes in government regulations tax laws economicdevelopments within the country and other factors such as litigation and industrialrelations.

For and on behalf of the Board
Place: Chennai Dr Rajeev Ranjan I.A.S
Date: 25.06.2021 Chairman and Managing Director

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