You are here » Home » Companies » Company Overview » Touchwood Entertainment Ltd

Touchwood Entertainment Ltd.

BSE: 535037 Sector: Others
NSE: TOUCHWOOD ISIN Code: INE486Y01013
BSE 05:30 | 01 Jan Touchwood Entertainment Ltd
NSE 00:00 | 05 Jul 68.05 -2.55
(-3.61%)
OPEN

70.70

HIGH

74.40

LOW

67.25

OPEN
PREVIOUS CLOSE
VOLUME
52-Week high 0.00
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 0
Buy Price
Buy Qty
Sell Price
Sell Qty
OPEN
CLOSE
VOLUME
52-Week high 0.00
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 0
Buy Price
Buy Qty
Sell Price
Sell Qty

Touchwood Entertainment Ltd. (TOUCHWOOD) - Director Report

Company director report

Dear Shareholders

The Directors of your Company take pleasure in presenting the 24th AnnualReport of your company along with the Audited Financial Statements for the Financial Yearended on 31 st March 2021. Further in compliance with the Companies Act 2013the company has made all requisite disclosures in the Board Report with the objective ofaccountability and transparency in its operations and to make you aware about itsperformance and future perspective.

OPERATIONS- FINANCIALS

The Company's nancial performance for the year ended March 31 2021 is summarisedbelow:

Current Year ended 31/03/2021 Previous Year Ended 31/03/2020
Revenue from Operations 100580856.20 208088890.55
Other Income 576022.19 4259720.98
Less: Employee Benefit Expenses 22915160.00 40380322.00
Less: Finance Cost 516642.93 639980.68
Less: Depreciation & Amortization 6232176.96 6120134.00
Less: Other Expenses 57244834.63 139415194.14
Pro t Before Tax & Exceptional Items 14248063.87 25792980.71
Exceptional Items - -
Pro t Before Tax 14248063.87 25792980.71
Current Tax 4324403.00 7315570.00
Past Period 317134.00 1502089.70
Deferred Tax (197837.00) (668209.39)
Pro t After Tax 9804363.87 17643530.40
Other Comprehensive Income 2520299.00 (1340752.32)
Total Comprehensive Income 12324662.87 16302778.08
Add: Balance brought forward from previous years 20985909.74 48515759.67
Amount available for appropriation 33310572.61 64818537.75
Appropriations:
Less: Dividend paid on Equity Shares including DDT - 12277388.00
Less: Bonus Equity Shares issued during the year - 31555240.00
Balance carried to Balance Sheet 33310572.61 20985909.75

STATE OF COMPANY'S AFFAIRS

The Highlights of the Company's performance for the year ended March 31 2021 are asunder:

Revenue (Net) down by 51.66% to Rs. 1006 Lakhs in FY21 against Rs. 2080 Lakhs in FY20.EBITDA including other income fell by 35.5% to Rs.210 Lakhs FY21 Vs Rs.326 Lakhs FY20.EBIDTA margin increased by 524 basis points to 20.88% in FY21 Vs 15.64% in FY20. PBT fellby 44.76% to Rs.142 Lakhs in FY21 Vs Rs.258 Lakhs in FY20. PAT fell by 44.43% to Rs.98Lakhs in FY21 Vs Rs.176 Lakhs in FY20. Pat Margin increased by 127 basis point to 9.75% inFY21 Vs 8.48% in FY20. EPS fell by 24.37% to Rs. 1.21 in FY21 against Rs.1.60 in FY20.ROCE declined by 9.67% to 10.10% in FY21 Vs 19.77% in FY20. ROE declined by 7.11% to 7.26%in FY21 Vs 14.37% in FY20.

The Company is engaged in Event Management activities in India and abroad. Themanagement of the company is making its sincere efforts to increase the volume of businessin their best ef cient manner.

DIVIDEND

The Board in its meeting held on 29th June 2021 recommended a nal dividendof Rs. 0.12 per equity share for the Financial Year ended on 31st March 2021subject to the approval of the shareholders at the ensuing Annual General Meeting of theCompany.

CHANGE IN THE NATURE OF BUSINESS if any

There is no material change in the nature of business during the year.

TRANSFER TO RESERVES

The Company has a closing balance of Rs. 33310572.61 /- (Rupees Three CroresThirty-Three Lakhs Ten Thousand Five Hundred and Seventy-Two Decimal Sixty-One) asReserves and Surplus as on 31.03.2021.

The closing balance of Reserve and Surplus is bifurcated as follows:

S. No. Particulars Amount
1. Balance at the beginning of Year 20985909.74
2. Current year's pro t 9804363.87
3. Other Comprehensive Income 2520299.00
4. Amount utilized during the year for bonus issue -
5. Dividend including DDT -
Total 33310572.61

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF FINANCIAL YEAR OF THE COMPANY TO WHICH THEFINANCIAL STATEMENTS RELATE AND THE DATE OF THIS REPORT.

There have been no other material changes and commitments affecting the financialposition of the Company since the close of nancial year i.e. since March 31 2021 and tothe date of this report. Further it is hereby confirmed that there has been no change inthe nature of business of the Company.

DEPOSITS

During the year under review the Company has not accepted any deposits thus farwithin the meaning of Section 73 of the Companies Act 2013 and the Companies (Acceptanceof Deposits) Rules 2014.

 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.

SHARE CAPITAL

The Authorised Share Capital of the Company is Rs. 200000000 divided into20000000 Equity Shares of Rs. 10/- (Rupees Ten only) each. The Paid up Capital of theCompany is Rs. 101812450 divided into 10181245 Equity Shares of Rs. 10/- each.

There was no public issue rights issue bonus issue or preferential issue etc. duringthe year. The Company has not issued shares with differential voting rights sweat equityshares nor has it granted any stock options.

DETAILS OF SUBSIDIARY / JOINT VENTURE / ASSOCIATE COMPANIES

As on 31st March 2021 the Company does not have any subsidiary or jointventure or associate company.

LISTING OF SHARES:

Your Company's equity shares are listed and traded on National Stock Exchange of IndiaLtd (‘NSE') with ISIN INE486Y01013 & Symbol TOUCHWOOD. The Company has paid theannual listing fee for the FY 2020-21 to the said Stock Exchanges.

RELATED PARTY TRANSACTION

Following the provisions of Section 188(1) of the Companies Act 2013 all RelatedParty contracts / arrangements / transactions entered by the Company during the financialyear had been in the ordinary course of business and on arm's length basis with AuditCommittee having a domain role: the Board of Directors brought into picture wherevernecessary and/or obligatory. Therefore the provision of Section 188 of the Companies Act2013 were not attracted. There are no materially signi cant Related Party Transactionduring the year under review made by the Company with Promoters Directors or otherdesignated person which may have a potential con ict with the interest of the Company atlarge. Thus disclosure in Form AOC-2 is not required. Pertinent in this context is tosay that during the year the Company has not entered into any contract / arrangement /transaction with related parties which could be considered material in accordance withthe policy of the Company on materiality of related party transactions.

During the year the Company has amended the Policy on materiality of related partytransactions and dealing with related party transactions in line with the requirements ofSEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations 2018. Thekey changes include inter-alia threshold limits for determining materiality. The amendedpolicy is available on our website at www.touchwood.in. Related party transactions weredisclosed to the Board on regular basis. Details of related party transactions may bereferred to in Note 29 of the Financial Statements.

DETAILS OF MATERIAL CHANGES FROM THE END OF THE FINANCIAL YEAR

The outbreak of corona virus (COVID-19) pandemic globally and in India is causingsignificant disturbance and slowdown of economic activity. Operations and revenue havebeen impacted due to COVID-19.

INITIATIVES DURING THE YEAR UNDER REVIEW

M akeMeUp

MakeMeUp has successfully organized 5 virtual masterclasses with Industry's renownedmakeup artist i.e Leena Bhushan Guneet Virdi Chandni Singh Kriti DS & Vardhan Nayakhaving over 6500+ participants across the globe.

MakeMeUp has released an upbeat Punjabi number ‘Hauli Hauli' sung by Navraj Hans& Ashish Chabbra which features top social media in uencers and renowned names of themakeup industry on the 1st of August2021.

MakeMeUp is coming up with India's rst ever digital reality show based on makeup!Through a rigorous auditioning process with over 2500 entries we nalized 16 contestantsthat would battle it out to be the ‘MakeMeUp Artist of the Year'. The production& shoot for which is completed and is now under the process of editing we aim atreleasing it at the earliest.

G ourmet Entertainment Show

The Gourmet Entertainment Show is coming up with a web series "Gourmet rides"on showcasing caterers based on the backdrop of bike rides. The production & shoot forwhich is completed and is now under the process of editing we aim at releasing it at theearliest on YouTube soon.

T ouchwood Wedding School

Touchwood Wedding School has successfully completed completed 2 batches and hascommenced 3rd batch in July 2021. We have trained almost 80+ professionals.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review as stipulatedunder the Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015 ("Listing Regulations") is presented in aseparate section forming part of the Annual Report.

CORPORATE GOVERNANCE

Corporate governance is an ethically driven business process that is committed tovalues and aimed at enhancing an organization's brand and reputation. This is ensured bytaking ethical business decisions and conducting business with rm commitment to valueswhile meeting stakeholders' expectations. Further Corporate Governance is based on theprinciples of conducting the business with all integrity fairness and being transparentwith all the transactions making the necessary disclosures and decisions complying withthe laws of the land accountability and responsibility towards the stakeholders andcommitment of conducting the business in an ethical manner. At Touchwood it is ensuredthat Company's affairs are managed in a fair and transparent manner. This is vital tocontinue to gain and retain the trust of its stakeholders. A separate section on CorporateGovernance standards followed by your Company and the relevant disclosures as stipulatedunder the Listing Regulations Companies Act 2013 and Rules made thereunder forms partof this Annual Report.

A Certi cate from M/s Advitiya Vyas & Company Practising Company Secretary conrming the compliance by the Company to the conditions of Corporate Governance asstipulated under the Listing Regulations is annexed to the Report on CorporateGovernance which forms part of this Annual Report.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Company's policy is to maintain an optimum combination of Executive andNon-Executive Directors on the Board. The composition of the Board is as follows:

Managing Director Mr. Manjit Singh
Mr. Vijay Arora
Executive Director Mrs. Jaswinder Kaur
Mrs. Priyanka Arora
Mrs. Paruldeep Kaur
Non-Executive Independent Mr. Michael Anthony Cruz
Directors Mr. Manjeet Singh
Mr. Vijay Kumar Pugalia
Mr. Dinesh Singla Chief Financial Of cer
Key Managerial Personnel Ms. Ashima Arora Company Secretary & Compliance Of cer

All the Non Executive Independent Directors are not disquali ed to be appointed as suchunder the relevant provisions of the Companies Act 2013 and the rules made thereunder andshall not be subject for determination by retirement of Directors by rotation.

DIRECTOR RETIRING BY ROTATION

Pursuant to Section 152 of the Companies Act 2013 and in accordance with the Articleof Association of the Company Mrs. Priyanka Arora Director of the Company shall retireby rotation at the ensuing AGM and being eligible has offered herself for re-appointment.Information as required under Regulation 36(3) of the Listing Regulations is provided inthe Notice of 24th AGM.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from each Independent Director as perthe provisions of Section 149(7) of the Companies Act 2013 that they meet the criteriaof Independence as laid down in Section 149(6) of the Companies Act 2013 and Regulation16 (1) (b) of the SEBI (LODR) Regulations 2015 ("the Listing Regulations").

There has been no change in the circumstances offering their states as independentdirectors of the company so as to qualify themselves to the companies act 2013 and therelevant regulations.

MEETINGS OF THE BOARD

Regular meetings of the Board are held to discuss and decide on various businesspolicies strategies nancial matters and other businesses. The schedule of theBoard/Committee meetings to be held in the forthcoming quarter is circulated to theDirectors in advance to enable them to plan their schedule for effective participation inthe meetings.

During the year under review nine Board Meetings were convened and the gap between themeetings was as per the period prescribed under the Companies Act 2013.

S. No. Date of Board Meeting Board Strength No. of Directors Present
1. 30th June 2020 8 6
2. 28th August 2020 8 6
3. 9th September 2020 8 7
4. 9th November 2020 8 6
5. 28th January 2021 8 8

Additionally several Committee meetings were held during the year including AuditCommittee. The detailed information on the meetings of the Committees is included in theReport on Corporate Governance which forms part of this Annual Report.

SEPARATE MEETINGS OF INDEPENDENT DIRECTORS

In terms of requirement of schedule IV of the Companies Act 2013 the independentdirectors of the company met separately on the 28th January 2021 to interalice review the performance of non-independent directors (including the chairman) theentire board the quality quantity and timelines of the ow of information between themanagement and board.

POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION

The current policy is to have an appropriate mix of Executive and Independent Directorsto maintain the independence of the Board and separate its functions of governance andmanagement. As on the 31st March 2021 the Board consists of eight members one of whomis Whole-Time Director one Managing Director two are Executive Directors and four areIndependent Directors including one woman Director. The Board periodically evaluates theneed for change in its composition and size.

The Policy of the Company on Director's appointment and remuneration including criteriafor determining quali cations positive attributes independence of Directors and othermatters provided under Section 178 (3) of the Companies Act 2013 is adopted by the Board.The remuneration paid to the Directors is as per the provisions of Companies Act 2013 andthe rules made thereunder. Policy for Selection of Directorsdetermining Director'sIndependence and Appointment and Remuneration Policies are annexed as Annexure I

DIRECTORS' REMUNERATION POLICY AND CRITERIA FOR MATTERS UNDER SECTION 178

As stipulated under Section 178 of the Act and based on the recommendation of theNomination and Remuneration Committee the Board has approved a Nomination andRemuneration Policy of the Company. The Policy documents the mechanism for appointmentcessation evaluation and remuneration of the Directors Key Managerial Personnel andSenior Management of the Company. Information on the Policy and details of the criteriafor determining quali cations positive attributes and other matters in terms of Section178 of the Act are provided in the Corporate Governance Report.

INFORMATION ON BOARD MEETING PROCEDURE AND ATTENDANCE DURING THE FINANCIAL YEAR 2020-21

The Board meetings of the Company are conducted as per the provisions of the ActListing Regulations and applicable Secretarial Standards. Information as mentioned in theAct and Schedule II to the Listing Regulations and all other material information as maybe decided by the management is placed for consideration of the Board. Details on thematters to be discussed along with relevant supporting documents data and otherinformation is also furnished in the form of detailed agenda to the Board and theCommittees concerned to enable directors take critical decisions and accordingly advisethe management.

Details regarding information furnished to the Board members number of Committee andBoard meetings held during the year along with attendance record of each director has beendisclosed in the Corporate Governance Report of the Company.

PERFORMANCE EVALUATION OF THE BOARD

The Company has devised a Policy for performance evaluation of Independent DirectorsBoard Committees and other individual Directors which includes criteria for performanceevaluation of the Non-Executive Directors and Executive Directors. On the basis of thelaid out Policy a process of evaluation was followed by the Board for its own performanceand that of its Committees and individual Directors including Chairman.

The Company is committed to benchmark itself with best practices and standards in allareas including Corporate Governance. To this end the Board has the analytical andfunctional support of Committee of Directors Audit Committee & Nomination &Remuneration Committee. The system brings insight & effectiveness in to the designatedareas of Corporate Governance.

COMMITTEES OF THE BOARD

Currently the Board has Three Committees which have been established in compliancewith the requirements of the business and relevant provisions of the applicable laws andstatutes. These are:

1. Audit Committee

2. Nomination and Remuneration Committee and

3. Stakeholders Relationship Committee

The details with respect to the composition terms of reference number of meetingsheld etc. of these Committees are given in the Report on Corporate Governance which formspart of this Annual Report.

INSIDER TRADING POLICY FOR PREVENTION OF INSIDER TRADING AND FAIR DISCLOSURE OFUNPUBLISHED PRICE SENSITIVE INFORMATION

In terms of the SEBI (Prohibition of Insider Trading)Regulations 2015 the Company hasadopted a "Insider Trading Policy". The Insider Trading Policy is drawn up onthe principle that the Company's directors and employees owe a duciary duty amongstothers to the shareholders of the Company to place the interest of shareholders abovetheir own and conduct their personal securities transactions in a manner that does notgive rise to any con ict of interest. These codes lay down the mechanism for ensuringtimely and adequate disclosure of Unpublished Price

Sensitive Information ("UPSI") to the investor community by the Company toenable them take informed investment decisions with regard to its securities.

The Insider Trading Policy prescribes the procedure for trading in securities of theCompany and the disclosures to be made by persons covered under the Insider Trading Policywith respect to their shareholding in the Company both direct and indirect.

PARTICULARS REGARDING CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGNEXCHANGE EARNINGS ANDOUTGO

The disclosures required to be made 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 technology absorption are not applicable to the Company as theCompany is engaged in the service sector of Entertainment Business and is not involved inany manufacturing activity. Foreign exchange earnings and outgo of the Company are nil.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of Companies Act 2013 your Directorsstate that:

1. In the preparation of annual accounts for the year ended the 31st March 2021 theapplicable accounting standards read with requirements set out under Schedule III to theAct have been followed along with proper explanation relating to material departures;

2. The Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as on the 31st March 2021 and of the Prot of the Company for the year ended on that date;

3. The Directors have taken proper and suf cient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities and

4. The Directors have prepared the annual accounts on a going concern basis.

5. The Directors have laiddown Internal Financial Controls to be followed by theCompany have been laid down and that such internal nancial controls are adequate andoperating effectively; and

6. The Directors have devised proper systems to ensure compliance with the provisionsof all the applicable laws and that such Systems are adequate and operating effectively.

POLICIES OF THE COMPANY

The Company is committed to high ethical standards in its business transactions guidedby its value systems. The Listing Regulations mandate formulation of certain policies forlisted companies. Accordingly the Board of Directors has from time to time framed andapproved policies as required by the Listing Regulations as well as under the Act. Thesepolicies are reviewed by the Board at periodic intervals.

Some of the key policies that have been adopted till date are as follows:

S. No. Name of Policy
1. Code of Conduct Policy
2. Policy for determining Materiality of Events
3. Policy on dealing with Related Party Transaction
4. Remuneration Policy
5. Vigil Mechanism & Whistle Blower Policy
6. Familiarization Policy for Independent Directors
7. Stakeholders Relationship Committee Policy
8. Terms and Conditions of Appointment of Independent Directors
9. Policy of Audit Committee
10. Policy for Preservation of Documents
11. Criteria for payment to Non-Executive Directors
12. Code of Conduct and Fair Disclosure for Prohibition of Insider Trading

The Polices are available on the Company's website on the linkwww.touchwood.in/investor.php

BUSINESS RISK MANAGEMENT

Pursuant to Section 134 (3) (n) of the Companies Act 2013 the Company may constitute aBusiness Risk Management Committee which shall be entrusted with the responsibility toassist the Board in:

Formulating and implementing Risk Management Policy;

Overseeing and approving the Company's enterprise wide risk management framework; and

Overseeing that all the risks that the Company faces such as strategic nancialcredit market liquidity property IT legal regulatory reputational employee andother risks have been identi ed and assessed and there is an adequate risk managementinfrastructure in place capable of addressing those risks.

At present the Company has not identi ed any element of risk which may perceptiblythreaten the existence of the Company.

FAMILIARISATION PROGRAMMES

With a view to familiarising the Independent Directors with the Company's operationsas required under regulation 25(7) of the SEBI Listing Regulations 2015 the Company heldfamiliarisation programmes for the independent directors on an ongoing and continuousbasis. The details of such familiarisation programmes are placed on websitehttps://touchwood.in/pdf/2021/DETAILS-OF-FAMILIARIASATION-POLICY-FY-2020-2021.pdf

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Vigil Mechanism of the Company which also incorporates a Whistle Blower Policy isin place. There has been no case to report for the FY 2020-2021 no individual was deniedaccess to the Audit Committee for reporting concerns if any.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORK PLACE PREVENTION PROHIBITION &REDRESSAL) ACT 2013

In order to prevent sexual harassment of women at work place an act "The SexualHarassment of Women at Workplace" (Prevention Prohibition and Redressal) Act 2013has been noti ed on 9th December 2013. Under the said Act every company is required toset up an Internal Complaints Committee to look into complaints relating to sexualharassment at work place of any women employee.

Your Company has adopted a policy for prevention of Sexual Harassment of Women atworkplace and has set up a Committee for implementation of said policy. During the yearCompany has not received any complaint of harassment.

AUDITORS

M/s VSD & Associates Chartered Accountants (FRN No.:008726N) hold of ce up to theconclusion of the 25th AGM.

M/s VSD & Associates were appointed as Statutory Auditors of the Company from theconclusion of 21st AGM i.e. from 4th August 2018. In terms of theproviso to Section 139(1) of the Act the said appointment was subject to rati cation byMembers at every AGM held during the tenure of their appointment. The proviso to Section139(1) of the Act has been omitted by the Companies (Amendment) Act 2017 with effect from7th May 2018; accordingly the requirement of ratifying appointment of statutory auditorsat every annual general meeting during their tenure of appointment has been dispensedwith.

The Auditors' Reports including the one on Internal Financial Controls does not carryany observation or in rmity in the Company's affairs.

SECRETARIAL AUDITORS

As required u/s 204 of the Companies Act 2013 and rules hereunder M/s Advitiya Vyas& Company Practicing Company Secretary shall be reappointed as the SecretarialAuditors of the company to conduct Secretarial Audits for the year ended 31stMarch 2022.

S ECRETARIAL AUDIT REPORT

The Secretarial Audit Report for the nancial year ended 31st March 2021 is set out inAnnexure-II to this report. The Secretarial Audit Report does not contain any qualication reservation or adverse remark.

INTERNAL AUDITORS

The board on the recommendation of audit committee approved the appointment of M/sAAVN& Associates Chartered Accountants (FRN No. 013224C) Internal Auditors forconducting the internal audit of the company for the financial fear 2021-2022.

INTERNAL CONTROL SYSTEMS AND ADEQUACY THEREOF

The Company's internal control systems as laid down to commensurate with the nature ofits business the size and the complexity of its operations. These are tested and certi edby Statutory as well as Internal Auditors and cover all factories and key areas ofbusiness. Signi cant audit observations and follow up action thereon are reported to theAudit Committee. The Audit Committee as aforesaid reviews adequacy and effectiveness ofthe Company's internal control environment and monitors the implementation of auditrecommendations.

EXTRACT OF ANNUAL RETURN

In terms of Sections 92(3) and 134(3) (a) of the Act and Rules made there underextract of the Annual Return in Form No. MGT-9 is annexed as Annexure- III to this Report.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

A Statement containing Particulars of Employees as required under Section 197(12) readwith Rule 5(1) of the Companies (Appointment & Remuneration of Managerial Personnel)Rules 2014 is annexed in Annexure- IV.

Further pursuant to the provision to Section 136(1) of the Companies Act 2013 read withthe Rule 5(2) of the companies (Appointment & Remuneration of Managerial Personnel)Rules 2014 will be sent to the members of the Company on request.

CORPORATE SOCIAL RESPONSIBILITY:

Provisions of Corporate Social Responsibility pursuant to the provisions of the Section135 of the Companies Act 2013 is not applicable on our Company.

INVESTOR EDUCATION & PROTECTION FUND

During the year under review there is no amount which is required to be transferred tothe investors education & protection fund as per the provisions of section 125 (2) ofthe Companies Act 2013.

BUSINESS RESPONSIBILITY REPORT

The business responsibility report as stipulated under regulation 34(2)(f) of SEBI(LODR) regulation is presented in a separate section forming part of the annual report.

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 was no significant and material order passed by the regulators or Courts orTribunals impacting the going concern status and Company's operations in future.

SECRETARIAL STANDARDS ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI)

The Directors state that applicable Secretarial Standards have been followed during thenancial year 2020-21.

FRAUD REPORTING

During the year under review no fraud has been reported by Auditors under sub-section(12) of Section 143 of the Companies Act 2013.

CAUTIONARY STATEMENT

Statements in the Annual Report including those which relate to Management Discussionand Analysis describing the Company's objectives projections estimates andexpectations may constitute ‘forward looking statements' within the meaning ofapplicable laws and regulations. Although the expectations are based on reasonableassumptions the actual results might differ.

ACKNOWLEDGEMENTS AND APPRECIATION

Your Directors take this opportunity to express their deep and sincere gratitude to theClients Customers and Shareholders of the Company for their trust and patronage as wellas to the Bankers Securities and Exchange Board of India National Stock ExchangeGovernment of India and other Regulatory Authorities for their continued co-operationsupport and guidance.

For and on behalf of the Board of Directors
Touchwood Entertainment Limited
Sd/- Sd/ -
Vijay Arora Manjit Singh
Whole-Time Director Chairman & Managing Director
DIN: 00996193 DIN: 00996149
Place : New Delhi
Date : 21st October 2021

.