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TRF Ltd.

BSE: 505854 Sector: Engineering
NSE: TRF ISIN Code: INE391D01019
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VOLUME 4292
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OPEN 141.70
CLOSE 141.70
VOLUME 4292
52-Week high 171.15
52-Week low 98.55
P/E
Mkt Cap.(Rs cr) 156
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

TRF Ltd. (TRF) - Director Report

Company director report

To the Members

The Directors present the 58th Annual Report of TRF Limited("Company") along with the audited financial statements for thefinancial year ended March 312021.

1. Financial Results

Rs. Lakhs

Particulars Standalone Consolidated
2020-21 2019-20 2020-21 2019-20
Revenue from operations 11394.93 18641.11 11394.93 18641.11
Other income 402.61 799.90 442.31 974.61
Total income from operations 11797.54 19441.01 11837.24 19615.72
Total expenses excluding finance costs & depreciation 14658.84 28632.82 15140.64 28790.09
Profit/(loss) from operations before finance costs depreciation and exceptional items (2861.30) (9191.81) (3303.40) (9174.37)
Finance cost 3798.40 3741.86 3800.09 3743.01
Depreciation 273.97 330.24 273.97 330.24
Profit/(loss) before exceptional items and tax (6933.67) (13263.91) (7377.46) (13247.62)
Exceptional items 137.67 - 828.66 -
Profit/loss before tax (6796.00) (13263.91) (6548.80) (13247.62)
Tax expense - - 2.90 3.28
Net profit/loss after tax from continuing operations (6796.00) (13263.91) (6551.70) (13250.90)
Profit/(loss) after tax from discontinuing operation - - (2759.59) (5252.47)
Profit/(loss) after tax for the Year (6796.00) (13263.91) (9311.29) (18503.37)
Other comprehensive income 223.36 (128.54) (386.26) 268.93
Total comprehensive income (6572.64) (13392.45) (9697.55) (18234.44)

2. Dividend

In view of the net loss incurred during the financial year ended March312021 the Board of Directors ("Board") does not recommend any dividendto the shareholders of the Company.

3. Transfer to Reserves

In view of the losses incurred by the Company during the year underreview no amount has been transferred to the General Reserve of the Company. However thelosses have been carried forward to Reserves and Surplus Account.

4. Management Discussion and Analysis

The Management Discussion and Analysis as required in terms ofRegulation 34(2) of the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015 as amended from time to time (‘SEBIListing Regulations') is annexed as Annexure-1 to the report.

5. State of affairs and financial performance Operations andperformance of the Company

Under the prevailing COVID-19 situation during the year the Companyhas successfully completed several projects. On the external projects front BHEL MejaWanakbori and 2 out of the 7 circuits at Nagarnar (NMDC) site were completed while theShip Unloader was commissioned at IFFCO-Paradip. At the NTPC-Nabinagar Power GeneratingCompany (NPGC) Nabinagar site the first rake of bottom-discharge wagons was unloaded atthe Track Hopper while the commercial operation of the 2nd unit of 660 MWcommenced through the coal handling system provided by TRF. Some of the noteworthyprojects executed for Tata Steel are erection & commissioning of the Wagon Loader atWest Bokaro Booster pump house and pipeline work for In-pit slime dam at Joda andrefurbishment of Wagon Tippler for HMC coke circuit.

Through concerted and vigorous efforts the Company has been able tocollect nearly Rs.1800 lakh in retention money against existing major projects this year.The Company has also been able to substantially reduce its overall Bank Guarantee exposureto Rs. 22400 lakh as of March 312021 from Rs. 26400 lakh as of March 312020.

Financial Performance

On a standalone basis the total turnover from operations was Rs.11394.93 lakh (previous year Rs.18641.11 lakh). During the year the Company recorded anet loss of Rs. 6933.67 lakh (previous year: net loss Rs.13263.91 lakh). The decrease inturnover is on account of slower execution of projects and supply orders due to theconstraints and challenges faced under the prevailing COVID-19 situation. The loss duringthe year has been reduced with better focus on Project monitoring and old Debtorsrealization.

On a consolidated basis the total turnover from operations was Rs.11394.93 lakh (previous year Rs.18641.11 lakh). During the year the Company recorded aconsolidated net loss of Rs. 9311.29 lakh (previous year: net loss Rs. 18503.37 lakh).

Impact of COVID-19

In the backdrop of the pandemic and emergency lockdown regulationsenforced by the Central and State Governments the Company had gradually resumed itsoperations after the lockdown regulations were lifted in June 2020 and continued itsmanufacturing operations at its Works Plant at Jamshedpur Jharkhand and all the Projectsat Customers' sites.

Protecting the Health and Safety of our employees was our key focusfrom the outset of the pandemic and continues to remain our top priority. Work from Homecontinues to be the default mode of working across all service functions. With the furtherresurgence of the 2nd wave of COVID-19 we have re-instituted all necessarysafeguards and precautionary measures to minimize its impact. Roster system has beenre-introduced for manufacturing area. Our clear focus is on raising the awareness of ouremployees and their families through regular communications and safeguarding well-being bypromoting vaccination.

Going forward we intend to comply with our manufacturing and executionplans and to make all efforts to improve its cost structure and preserve cash whichremains the key focus in the current context of our business as in the last year. Thecompany will continue to monitor the impact of COVID-19 and any material changes to futureeconomic conditions.

Operations and performance of Subsidiary Companies DutchLanka Trailer Manufacturers Ltd. Sri Lanka (DLT)

DLT based in Sri Lanka manufactures and exports Ports and RoadTrailers globally.

During the year under review the Consolidated Turnover of DLT Groupwas Rs. 4352.84 lakh compared to Rs.5563.95 lakh in the previous year. The ConsolidatedProfit Before Tax of DLT Group for financial year 2020-21 was Rs. (1038.45) lakh comparedto a Profit of Rs.113.55 lakh in financial year 2019-20.

DLT has been recognized as the best exporter in Sri Lanka inEngineering Business - Large Category for the 2nd consecutive year byNational Chamber of Exporters in 2020.

6. Subsidiaries and Joint Ventures

The Company has two wholly owned subsidiaries and two step down whollyowned subsidiaries as on March 312021. During the year under review the Board ofDirectors reviewed the affairs of material subsidiaries. There has been no material changein the nature of the business of the subsidiaries.

The Company through its wholly-owned step-down subsidiary Dutch LankaTrailer Manufacturers Ltd Sri Lanka (DLT) divested 100% stake held in Tata InternationalDLT Pvt. Ltd India (TIDLT) a joint venture Company between DLT and Tata InternationalLtd India for a total consideration of Rs. 24.5 crore on December 312020. Thedivestment was approved by the members vide postal ballot resolution dated December 262020. Accordingly TIDLT ceased to be joint venture of the group effective December312020.

The divestment of TIDLT was carried out for both strategic andcompliance reasons. The investment in TIDLT had led to contraventions of certainprovisions of the Foreign Exchange Management Act 1999 (‘FEMA 1999') and therules made thereunder. The Reserve Bank of India (‘RBI') had also directed theCompany to exit from TIDLT on an immediate basis to ensure compliance with the saidprovisions. Post divestment of TIDLT the Company approached RBI to compound the saidcontraventions. RBI returned the said compounding application and advised the Company tosubmit a fresh compounding application comprehensively incorporating all contraventionsunder FEMA 1999 and upon receipt of memorandum of compounding from RBI. As of the date ofreport the Company awaits the receipt of memorandum of compounding from RBI.

Pursuant to the provisions of Section 129(3) of the Act a statementcontaining the salient features of financial statements of the Company's subsidiariesin Form AOC-1 is annexed to this report as Annexure - 2.

Further pursuant to the provisions of Section 136 of the Act and theamendments thereto read with the Listing Regulations the audited financial statements ofthe Company including consolidated financial statements along with relevant documents andseparate audited financial statements in respect of subsidiaries are available on thewebsite of the Company athttps://trf.co.in/investors-relations/tinancial-statement-of-subsidiaries/.

7. Credit Rating

During the year CARE Ratings has retained the rating of the Company atBBB+ with outlook Negative.

8. Corporate Social Responsibility (CSR)

The Company has undertaken various CSR initiatives in the areas ofeducation literacy health and environment protection. The Company encourages itsemployees to voluntarily participate in various welfare activities.

The Company has incurred losses in the preceding three financial years.Accordingly the Company is not required to spend any money towards CSR activities forFinancial Year 2020-21.

However as a responsible corporate citizen the Company has undertakenthe following CSR activities interalia through TRF Ladies Association during the yearunder review-

• Encouraging literacy among children.

• Employability training & livelihood.

• Distribution of food for needy during lockdown.

• Free COVID-19 test for community around TRF Colony.

• Health awareness sessions during lockdown.

9. Corporate Governance

The Corporate Governance Report for Financial Year 2020-21 asstipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations2015 (hereinafter referred to as 'Listing Regulations') forms part of the Annual Report.The certificate from a Practicing Company Secretary on compliance(s) with the corporategovernance norms forms part of the Corporate Governance Report.

Meetings of the Board and Committees of the Board

Six (6) meetings of the Board were held during the year under review onJune 6 2020 August 3 2020 November 12 2020 November 13 2020 February 12 2021 andMarch 25 2021. The intervening gap between the meetings was within the period prescribedunder the Companies Act 2013 and the Listing Regulations. The Committees of the Boardusually meet whenever the need arises for transacting business. The details of the Boardand its Committees including changes in composition number and dates of meetings heldduring the year under review forms a part of the Corporate Governance Report.

Selection of New Directors and Board Membership criteria

The Nomination and Remuneration Committee works with the Board todetermine the appropriate characteristics skills and experts for the Board as a whole andits individual members with the objective of having a Board with diverse background andexpertise. Characteristics expected of all directors include independence integrity highpersonal and professional ethics sound business judgment and ability to participateeffectively in deliberations. The Company has in place a Policy on Directors appointmentincluding criteria for determining qualifications positive attributes and independenceof a director.

The salient features of the Policy are:

1. It acts as a guideline for matters relating to appointment andre-appointment of Directors.

2. It contains guidelines for determining qualifications positiveattributes of directors and independence of a Director.

3. It sets out the approach of the Company on board diversity .

4. It lays down the criteria for determining independence of adirector in case of appointment of an Independent Director.

During the year under review there has been no change to the Policy.The same is available on the website of the Company athttps://trf.co.in/wp-content/uploads/2020/04/Policv-on-directors-appointment.pdf.

Familiarization Programme for Directors

As a practise all new Directors (including Independent Directors)inducted to the Board are given an orientation. During the year under review oneIndependent Director was inducted to the Board. The policy on the company'sfamiliarization programme is available on the website of the Company athttps://trf.co.in/corporate/policies-pledges/.

Board Evaluation

The Board of Directors has carried out an annual evaluation of its ownperformance Board Committees and individual Directors pursuant to the provisions of theAct and SEBI Listing Regulations. During the process the Board sought feedback fromDirectors on various aspects of governance and performance.

The Chairman of the Board had one-on-one meetings with each IndependentDirector (‘ID') and the Chairman of Nomination and Remuneration Committee(‘NRC') had one-on-one meetings with each Executive and Non-ExecutiveNon-Independent Directors. These meetings were intended to obtain Directors' inputson effectiveness of the Board/Committee processes. The NRC reviewed the performance ofindividual Directors the Board and its Committees. The Board considered and discussed theinputs received from the Directors.

Further the Independent Directors at their meeting reviewed theperformance of Non-Independent Directors the Board as a whole and Chairman of the Boardafter considering the views of Executive and other Non-Executive Directors.

Remuneration policy for the Board and Senior Management

Based on the recommendations of the Nomination and RemunerationCommittee (‘NRC') the Board has approved the remuneration policy for theDirectors Key Managerial Personnel and all other employees of the Company.

The salient features of the Policy are:

1. It lays down parameters on the recommendation distribution andcriteria for annual commission to be paid to the Non-Executive Directors.

2. It lays down parameters for remuneration payable to theManaging/Whole-time Director(s).

3. It lays down the parameters for the components of the remuneration(including fixed pay retiral benefits variable pay and perks and benefits) to be givento KMPs Senior Management and rest of the employees.

During the year under review there has been no change to the Policy.The policy is available on the website of the Company athttps://trf.co.in/wp-content/uploads/2020/04/Policv-on-directors-KMP-and-emplovee-remuneration.pdf.

Particulars of Employees

Disclosures pertaining to remuneration and other details as requiredunder Section 197(12) of the Companies Act 2013 read with Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 are annexed to thisreport as Annexure -3.

In terms of the provisions of Section 197(12) of the Companies Act2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 a statement showing the names and other particulars ofemployees drawing remuneration in excess of the limits set out in the said Rules formspart of this report.

Directors

The year under review saw the following changes to the Board.

Induction to the Board

On the recommendations of the Nomination and Remuneration Committeethe Board appointed Dr. Ansuman Das (DIN: 02845138) as an Additional (Independent)Director of the Company effective September 26 2020. Dr. Das brings to the Board hisextensive knowledge in marketing corporate governance operation and general management.A resolution seeking shareholders' approval for his appointment forms part of theNotice convening the Annual General Meeting (‘AGM') scheduled to be held onSeptember 20 2021.

Re-appointments

In terms of the provisions of the Companies Act 2013 Mr. VinayakKashinath Deshpande (DIN: 00036827) Director of the Company retire at the ensuring AGMand being eligible seeks re-appointment.

The necessary resolution for re-appointment of Mr. Vinayak KashinathDeshpande forms part of the Notice convening the ensuing AGM scheduled to be held onSeptember 20 2021.

The profile and particulars of experience attributes and skills thatqualify Mr. Deshpande for Board membership are disclosed in the said Notice.

Cessation

During the year under review Ms. Neera Saggi (DIN: 00501029) ceased tobe an Independent Director of the Company with effect from September 26 2020 uponcompletion of her tenure. The Board places on record its appreciation for her invaluablecontributions and guidance during her tenure as an Independent Director on the Board.

Independent Directors Declaration

The Company has received the necessary declaration from eachIndependent Director in accordance with Section 149(7) of the Companies Act 2013 andRegulations 16(1)(b) and 25(8) of the SEBI Listing Regulations that he/she meets thecriteria of independence as laid out in Section 149(6) of the Companies Act 2013 andRegulations 16(1)(b) and 25(8) of the SEBI Listing Regulations.

In the opinion of the Board there has been no change in thecircumstances which may affect their status as Independent Directors of the Company andthe Board is satisfied of the integrity expertise and experience (including proficiencyin terms of Section 150(1) of the Companies Act 2013 all Independent Directors on theBoard. In terms of Section 150 read with Rule 6 of the Companies (Appointment andQualification of Directors) Rules 2014 Independent Directors of the Company haveundertaken requisite steps towards the inclusion of their names in the data bank ofIndependent Directors maintained with the Indian Institute of Corporate Affairs.

Key Managerial Personnel

Pursuant to the provision of Section 203 of the Act the Key ManagerialPersonnel (‘KMP') of the Company as on March 312021 are:

SN Name of the KMP Designation Date of Appointment
1 Mr. Alok Krishna Managing Director November 13 2019
2 Mr. N.S. Raghu Chief Financial Officer November 13 2019
3 Mr. Subhashish Datta Company Secretary & Chief Commercial January 112019

During the year under review there was no change in the Key ManagerialPersonnel.

Audit Committee

The Committee comprises Mr. Krishnava Satyaki Dutt (Chairman) Mr.Ranaveer Sinha Dr. Ansuman Das and Mr. Koushik Chatterjee. The Committee met 5 timesduring the year under review the details of which are given in the Corporate GovernanceReport.

There has been no instance where Board has not accepted therecommendation of the Audit Committee during the year under review.

Internal Financial Control Systems and their Adequacy

The Company has in place an established internal financial controlsystem designed to ensure proper recording of financial and operational information andcompliance of various internal control and other regulatory and statutory compliancescommensurate with the scale size and complexity of its operations. The controls based onthe prevailing business conditions and processes have been tested during the year and noreportable material weakness in the design or effectiveness was observed. The framework onInternal Financial Control over Financial Reporting has been reviewed by the internal andstatutory auditors.

The Audit Committee has also reviewed the effectiveness of internalcontrols and compliance control related party transaction the status of IFC and KeyAccounting Controls.

The details in respect of internal financial control and their adequacyare included in the Management Discussion and Analysis which is a part of this report.

Risk Management

The Company is not required to form Risk Management Committee asrequired under the SEBI (Listing Obligation and Disclosure Requirements) Regulations2015. However the Audit Committee is responsible for monitoring and reviewing the riskmanagement plan and ensuring its effectiveness. The Audit Committee has additionaloversight in the area of financial risks and controls. The major risks identified by thebusinesses and functions are systematically addressed through mitigating actions on acontinuing basis. A brief note on risk management has been covered in the ManagementDiscussion and Analysis which forms part of this report.

Vigil Mechanism and Whistle Blower Policy

The Board of Directors of the Company had adopted a Vigil Mechanismthat provides a formal mechanism for the Directors Employees and Vendors to reportconcerns about unethical actual or suspected fraud or violation of Company's code ofconduct or ethics to the Ethics Counsellor/Chairman Audit Committee thereby ensuring thatthe activities of the Company are conducted in a fair and transparent manner. No person isdenied access to the Chairman of the Audit Committee.

The vigil mechanism comprises Whistle Blower Policy for DirectorsEmployees and Vendors of the Company. The policy is available on the website of theCompany at https://trf.co.in/corporate/policies-pledges/.

During the Financial Year 2020-21 the Company received 23whistle-blower complaints of which 17 complaints were investigated and appropriateactions were taken. Investigations are under way for the remaining 6 complaints.

Related Party Transactions

In line with the requirements of the Act and the Listing Regulationsthe Company has formulated a Policy on Related Party Transactions and the same can beaccessed on the Company's website athttps://trf.co.in/wp-content/uploads/2020/03/6Policv-on-Related-Partv-Transaction.pdf

During the year under review all transactions entered into withrelated parties were approved by the Audit Committee and were at arm's length and inthe ordinary course of business. Prior omnibus approval is obtained for related partytransactions which are of repetitive nature and entered in the ordinary course of businessand on an arm's length basis. Details of transactions with related party as per FormAOC-2 are provided in Annexure - 4 to this Report.

Details of related party transactions entered into by the Company interms of Ind AS-24 are disclosed in notes to the standalone/consolidated financialstatements forming part of this Annual Report.

Disclosure under Sexual Harassment of women at workplace (PreventionProhibition & Redressal) Act 2013

The Company has adopted a stringent policy on prevention prohibitionand redressal of sexual harassment at the workplace and the Company has a zero toleranceapproach towards those indulging in any form of sexual misconduct. The Company has dulyconstituted an Internal Complaints Committee as required under the Sexual Harassment ofWomen at Workplace (Prevention Prohibition and Redressal) Act 2013 and the Rulethereunder.

During the year under review the Company has not received anycomplaint of sexual harassment.

Directors' Responsibility Statement

Based on the framework of internal financial controls and compliancesystems established and maintained by the Company the work performed by the InternalStatutory and Secretarial Auditors and External Consultants including the audit ofinternal financial controls over financial reporting by the Statutory Auditors and thereviews performed by management and the relevant board committees including the AuditCommittee the Board is of the opinion that the Company's internal financial controlswere adequate and effective during the financial year 2020-21.

Accordingly pursuant to Section 134(5) of the Act the Board ofDirectors to the best of its knowledge and ability confirms that:

i. in the preparation of the annual accounts the applicable accountingstandards have been followed and there are no material departures;

ii. they have selected such accounting policies and applied themconsistently and made judgements 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;

iii. they have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;

iv. they have prepared the annual accounts on a going concern basis;

v. they have laid down internal financial controls to be followed bythe Company and that such internal financial controls are adequate and are operatingeffectively;

vi. they have devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems are adequate and operatingeffectively.

10. Auditors

Statutory Auditors

Members of the Company at the 54th Annual General Meeting (‘AGM')held on July 27 2017 approved the appointment of Price Waterhouse & Co CharteredAccountants LLP (Firm Registration No. 304026E/E-300009) Chartered Accountants asStatutory Auditors of the Company to hold office for a period of five years commencing theconclusion of the 54th AGM held on July 27 2017 until the conclusion of the 59thAGM of the Company to be held in the year 2022.

In terms of the provisions relating to statutory auditors forming partof the Companies Amendment Act 2017 notified on May 7 2018 ratification of appointmentof Statutory Auditors at every AGM is no more a legal requirement. Accordingly the Noticeconvening the ensuing AGM does not carry any resolution on ratification of appointment ofStatutory Auditors.

The report of the Statutory Auditors forms part of the Annual Report2020-21. The said report does not contain any qualification reservation adverse remarkor disclaimer. During the year under review the Auditors did not report any matter underSection 143(12) of the Act therefore no detail is required to be disclosed under Section134(3) (ca) of the Act.

Cost Auditors

In terms of Section 148 of the Companies Act 2013 (‘Act')the Company is required to maintain cost records and have the audit of its cost recordsconducted by a Cost Accountant. Cost records are prepared and maintained by the Company asrequired under Section 148(1) of the Act. The Cost Audit Report of the Company for theFinancial Year ended March 312020 was filed by the Company in XBRL mode on September12020.

The Board of Directors of the Company on recommendation of the AuditCommittee approved the appointment of M/s Shome & Banerjee as the Cost Auditors ofthe Company (Firm Registration No. 000001) for conducting Cost Audit for the financialyear 2021-2022.

M/s Shome & Banerjee have vast experience in the field of CostAudit and have been conducting the audit of the cost records of the Company for the pastseveral years.

In accordance with the provisions of Section 148(3) of the Act readwith Rule 14 of the Companies (Audit and Auditors) Rules 2014 the remuneration payableto the Cost Auditors as recommended by the Audit Committee and approved by the Board hasto be ratified by the Members of the Company. Accordingly appropriate resolution formspart of the Notice convening the AGM. A resolution seeking approval of the members forratifying the proposed remuneration of Rs. 3.50 lakh plus applicable taxes andreimbursement of out-of-pocket expenses payable to the Cost Auditors for the financialyear 2021-2022 is provided in the Notice convening the ensuing Annual General Meeting.

Secretarial Auditors

Section 204 of the Companies Act 2013 inter alia requires every listedcompany to annex to its Board's Report a Secretarial Audit Report given in theprescribed form by a Company Secretary in practice.

The Board had appointed M/s. D. Dutt & Co. Practicing CompanySecretaries as the Secretarial Auditor to conduct Secretarial Audit of the Company forthe Financial Year 2020-21 and their report is annexed to this report as Annexure-5. Thereare no qualifications observations adverse remark or disclaimer in the said Report.

The Board has also appointed M/s D. Dutt & Co. as SecretarialAuditors to conduct Secretarial Audit of the Company for financial year 2021-22.

11. Annual Return

The Annual Return for financial year 2020-21 in Form MGT-7 as perprovisions of the Companies Act 2013 and Rules thereto is available on the Company'swebsite at https://trf.co.in/investors-relations/share-holders-information/.

12. Significant and Material Orders passed by the Regulators or Courts

There has been no significant and material order passed by theregulators or courts or tribunals impacting the going concern status and theCompany's future operations. However Members' attention is drawn to thestatement on contingent liabilities commitments in the notes forming part of theFinancial Statements.

13. Particulars of Loans Guarantees or Investments

Particulars of loans guarantees given and investments made during theyear under review in accordance with Section 186 of the Act is annexed to this report as Annexure-6.

14. Particulars of Energy Conservation Technology Absorption andForeign Exchange Earnings and Outgo

Although the operations of the Company at Jamshedpur and its projectsites are non-polluting in nature adequate precautions are taken to comply with allregulatory requirements in this regard at all locations. In addition to ensuringcompliance with the legal norms the Company continues its efforts towards treeplantation. As required under section 134(3)(m) of the Companies Act 2013 read with rule8(3) of the Companies (Accounts) Rules 2014 the details of the energy conservationtechnology absorption and foreign exchange earnings and outgo together with relevantparticulars are annexed to this report in Annexure- 7.

15. Deposits

The Company has not accepted any deposits from public and as such noamount on account of principal or interest on deposits from public was outstanding as onthe date of the balance sheet.

16. Delisting of equity shares of the Company from the Calcutta StockExchange Limited

During the year under review the Company has voluntarily delisted itsequity shares from the Calcutta Stock Exchange Limited with effect from March 5 2021.

17. Secretarial Standards

The Company has devised proper systems and processes to ensurecompliance with the provisions of all applicable Secretarial Standards issued by TheInstitute of Company Secretaries of India and such systems are adequate and operatingeffectively.

18. Acknowledgement

We thank our shareholders customers vendors investors businessassociates and bankers for their continued support during the year. We place on recordour appreciation of the contribution made by all the employees towards improvingproductivity and in implementation of various initiatives to reduce costs and bringimprovement in operational efficiencies.

We also thank our Workers' Union the Government of India theState Governments where we have operations and other government agencies for their supportand look forward to their continued support in the future.

On behalf of the Board of Directors
Sd/-
T. V. Narendran
Date: May 312021 Chairman
Place: Jamshedpur DIN: 03083605

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