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Trishakti Electronics & Industries Ltd.

BSE: 531279 Sector: Financials
NSE: N.A. ISIN Code: INE238C01014
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NSE 05:30 | 01 Jan Trishakti Electronics & Industries Ltd
OPEN 55.10
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VOLUME 190
52-Week high 70.00
52-Week low 6.42
P/E 31.67
Mkt Cap.(Rs cr) 16
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Sell Price 0.00
Sell Qty 0.00
OPEN 55.10
CLOSE 57.95
VOLUME 190
52-Week high 70.00
52-Week low 6.42
P/E 31.67
Mkt Cap.(Rs cr) 16
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Trishakti Electronics & Industries Ltd. (TRISHAKTIELECT) - Director Report

Company director report

TO THE SHAREHOLDERS:

Your Directors submit herewith their 36th Annual Report together with the AuditedAccounts of the Company for the year ended 31st March 2021.

FINANCIAL RESULTS:

The year's working results after meeting all expenses of operation & management areset out as below:-

(All Amount in Rs Lac)

PARTIULARS 2020-21 2019-20
Profit for the year 20.75 16.18
Provision for Income Tax (4.0) (3.75
Deferred Tax 0.23 0.29
Profit after Taxation 16.98 12.72
Appropriation for Income Tax for earlier year -- (0.30)
Short Provision for Income Tax for earlier year 0.06 0.75
Transfer to General Reserve (+) 2.50 (+) 2.50
Balance brought forward from previous year 563.10 556.66
Other comprehensive Income for the Year net of 64.67 (5.84)
tax as per Last Financial Statement
Balance at the end of the year : 644.69 563.10

PERFORMANCE:

The Company's performance for the year under review reflected an encouraging growth ascompared to the performance of the previous year.

During the year the interest income Rs. 76.89 Lac (Previous Year Rs. 69.16Lac) andother income was Rs. 1.47 Lac (Previous Year Rs. 1.47 Lac). Commission received Rs. NilLac (Previous year Rs. 22.24 Lac) Consultancy Fees Rs. 7.28 Lac (Previous year Rs. NilLac)

TRANSFER TO RESERVES

We propose to transfer Rs. 2.50Lac to the General Reserve. An amount of Rs.2.50Lacisproposed to is retained in the profit and loss account.

EXTERNAL ENVIRONMENT

GLOBAL ECONOMIC OUTLOOK

Although slowdown in the manufacturing sector and trade tensions between the US andChina were among the many factors that softened the economic outlook for 2021 the yeardid begin on a firm footing. The projected global economic growth albeit downgraded was2.9%. Despite the economic and financial headwinds growth in developing Asia wasprojected to remain a robust 5.5% during 2021 (Asian Development Outlook Update andSeptember 2021). However in 2020-21 the Indian economy grew by 4.2% against 6.1%expansion in 2019-20 whereas China's growth was 6.1% in 2021 vs. 6.7% in 2020. Growthamong advanced economies was forecast to drop to 2% during the year although growth inSub-Saharan Africa was projected to accelerate to 3.1% (Source: World Economic OutlookInternational Monetary Fund). However due to the COVID-19 pandemic the InternationalMonetary Fund has projected a sharp contraction of the global economy to a status muchworse than what resulted from the 2020-2021 financial crises.

OUTLOOK FOR INDIA

Financial Year 2020-21 saw India emerge as a bright spark even as advanced and emergingeconomies grappled with uncertainty and slower growth. Economic growth in India peaked inthe second quarter of the fiscal at 4.2% (under new series) but remained moderate in thethird and fourth quarter at around 6.9%. Cyclical macro parameters like inflation currentaccount deficit have improved during the year due to domestic as well as external factors.Indian rupee was one of the best performers in the world registering a 4% decline invalue as against the US$ compared to the rest of the world grappling with devaluation oftheir currencies.

The Indian economy is in the midst of significant structural change and is expected toembark on a sustained economic growth cycle. According to World Bank India is set to bethe world's fastest growing major economy in the Financial Year 2020-21 at 6.10% andgradually move up to 7% in the next two financial years. However this economic growthwill depend on steady implementation of reforms aimed to improveproductivity andcompetitiveness. Government initiatives like 'Make in India' will stimulate manufacturinggrowth while its focus on infrastructure should revive the investment cycle. This shouldhelp India grow while being fiscally prudent. States are also expected to play a key partin GDP to be growth due to their increased finances via greater share of government taxescoal auctions etc.

HUMAN RESOURCES DEVELOPMENT

As every industry globally is being re-shaped by digital technologies individuals aretransforming themselves to stay relevant and succeed in a digital world. The focus of theCompany has been to leverage digitalre-imagination to drive growth and efficiency ofbusiness models products and services business processes as well as the workplace. Thishelps deliver a superior experience to every key stakeholder viz. customers employeesinvestors and the community.

The Company has been certified as the Small Scale Industries. This award is inrecognition of the Company's talent strategy workforce planning on-boarding andtraining& development performance management leadership development career &succession management compensation & benefits as well as Company culture.

CORPORATE SOCIAL RESPONSIBILITY

The Company's vision is to be a global benchmark in value creation and corporatecitizenship and the Company's long-term Corporate Social Responsibility (CSR) objectiveis to improve the quality of life of the communities through long-term value creation forall stakeholders. The Company has been a pioneer in various CSR initiatives. We continuesto remain focussed on improving the quality of life and engaging communities throughhealth education sports and infrastructure development. During the last three years. metThirteen times during the year the details of which are given in the Corporate GovernanceReport that forms part of this Annual Report. The intervening gap between the Meetings waswithin the period prescribed under the Companies Act 2013 and the SEBI (LODR) Regulation2015.

SELECTION OF NEW DIRECTORS AND BOARD MEMBERSHIP CRITERIA

The Nomination and Remuneration Committee works with the Board to determine theappropriate characteristics skills and experience for the Board as a whole and itsindividual members with the objective of having a Board with diverse backgrounds andexperience in business government education and public service. Characteristics expectedof all Directors include independence integrity high personal and professional ethicssound business judgment ability to participate constructively in deliberations andwillingness to exercise authority in a collective manner. The policy on appointment andremoval of Directors and determining Directors' independence is annexed to this report.

INDEPENDENT DIRECTORSDECLARATION

The Company has received the necessary declaration from each Independent Director inaccordance with Section 149(7) of the Companies Act2013 that he/she meets the criteriaof independence as laid outing sub-section (6) of Section 149 of the Companies Act 2013and SEBI (LODR) Regulation 2015.

PUBLIC DEPOSITES

During the financial year 2020-21 your Company has not accepted any deposits withinthe meaning of section (s) 73 and 76 of the Companies Act 2013 read with the Companies(Acceptance of Deposits) Rules 2014 and as such no amount of Principal or Interest wasoutstanding as on date of the Balance Sheet.

OUTLOOK ON OPPORTUNITIES:

The Company expects good business performance as a Commission Agent of various foreignCompany for participate the Global Tender on behalf of them (Foreign Company) as IndianAgent and made Agreement with them (Foreign Company) for few years and witness tremendousgrowth and will continue.

Particulars of the Foreign Company and Business Agreements with them as Indian Agent.

(i) A consortium Company which is based on Abu Dhabi i.e. M/s Abu Dhabi ShipBuilding with a Spain based Company M/s Rodman Polyship participates in the tender withOil & Natural Gas Corporation Ltd (ONGC) for Immediate Support Vessel (ISV)construction of 23 Nos. vessels. Where our Company will be acting as a Commission Agent.

(ii) A USA based Company M/Command Tubular Products LLC Add- 550400 – 5thAve SW Texas USA participates in the tender with Oil & Natural Gas CorporationLtd. for 3D Seismic Data Acquisition in KG Basin during Field Season 2020-21 and 2021-22.Where our Company will be acting as a Commission Agent.

DIRECTORS' RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls established and maintained by the

Company work performed by the internal statutory cost and secretarial auditors andexternal agencies the reviews performed by Management and the relevant Board Committeesthe Board with the concurrence of the Audit Committee is of the opinion that theCompany's internal financial controls were adequate and effective as on 31stMarch2021.

Accordingly pursuant to Section 134(5) of the Companies Act 2013 the Board ofDirectors to the best of their knowledge and ability confirm:

a) that in the preparation of the annual accounts the applicable accountingstandards have been followed along with proper explanation relating to materialdepartures;

b) that we have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give atrue andfair view of the state of affairs of the Company at the end of the financial year and ofthe profit and loss of the Company for that period;

c) that proper and sufficient care has been taken for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities;

d) that the annual accounts have been prepared on a going concern basis;

e) that proper systems to ensure compliance with the provisions of allapplicable laws were in place and that such systems were adequate and operatingeffectively; And Those proper internal financial controls were laid down and that suchinternal financial controls are adequate and were operating effectively.

BOARD DIVERSITY

The company recognizes and embraces the important of a diverse Board in its success. Webelieve that a truly diverse Board will leverage differences in thought perspectiveknowledge skill regional and industry experience cultural and geographical backgroundage and gender which will help us in retaining our competitive advantage. Your Boardcomprises of expects in the field of finance law corporate governance management andleader ship skills and also has a Women Director on the Board.

INTERNAL COMPLAINTS COMMITTEE

The Company has in place a policy on prevention of Sexual Harassment at Work place in aline with the requirements of the Sexual Harassment of Women at Work place (PreventionProhibition and Redressal) Act 2013 and Rule framed there under.

During the period no Sexual Harassment complaints were received by the internalcomplaints committee established under the policy for prohibition prevention andredressal Sexual Harassment of women at workshop of the company.

COMPLIANCE OF SECRETARIAL STANDARDS

The company complies with all the applicable secretarial standards.

AUDIT COMMITTEE

Our Audit Committee was constituted on 30-09-2020.The Committee has adopted a Charterfor its functioning.The primary objective of the Committee is to monitor and provideeffective supervision of the Management's financial reporting process to ensure accurateand timely disclosures with the highest levels of transparency integrity and quality offinancial reporting.

The Committee met Seven times during the year 30.05.2020 12.08.2020 30.09.202013.10.2020 31.12.2020 01.02.2021 10.02.2021 the details of which are given in theCorporate Governance Report that forms part of this Annual Report. The Committee iscomprised of Mr.Tarun Daga (Non-Executive Independent Director) Chairman Mr.Archan Sett(Non-Executive Independent Director) Member Mr. Ramesh Jhanwar (Executive Director)Member.

NOMINATION AND REMUNERATION COMMITTEE

Our Nomination and Remuneration Committee was constituted on 30-09-2020.The Committeehas adopted a Charter for its functioning. The primary objective of the Committee is tomonitor and provide effective supervision of the Management to Governance Nomination andRemuneration Committee has framed a policy for selection and appointment of Directorsincluding determining qualifications and independence of a Director Key ManagerialPersonnel (KMP) Senior Management Personnel and their remuneration as part of its charterand other matters provided under Section 178(3) of the Companies Act 2013

The Committee met four times during the year 30.04.2020 30.09.2020 31.12.202001.03.2021and also details of which are given in the Corporate Governance Report thatforms part of this Annual Report. The Committee is comprised of Mr. Archan Sett(Non-Executive Independent Director) Chairman Mr. Tarun Daga (Non-Executive IndependentDirector) Member Mr. Vikash Sharaf (Non-Executive Independent Director) Member .

STAKEHOLDERS RELATIONSHIP COMMITTEE

Our Stakeholders Relationship Committee was constituted on 30-09-2020.The Committee hasadopted a Charter for its functioning .The evaluation of Directors was based on criteriasuch as participation and contribution in Board and Committee meetings representation ofshareholder interest and enhancing shareholder value experience and expertise to providefeedback and guidance to top management on business strategy governance risk andunderstanding of the organization's strategy etc.

The Committee met Three times during the year 30.04.2020 30.09.2020 31.12.2020 thedetails of which are given in the Corporate Governance Report that forms part of thisAnnual Report. As of the date of this report the Committee is comprised of Mr. ArchanSett (Non-Executive Independent Director) Chairman Mr. TarunDaga (Non-ExecutiveIndependent Director) Member Mr. Vikash Sharaf (Non-Executive Independent Director)Member.

INTERNAL FINANCIAL CONTROL

The Company has an internal financial control commensurate with the size scale andcomplexity of its operations. The scope and authority of the Internal Audit function isdefined in the Internal Audit Charter. To maintain its objectivity and independence theInternal Audit function reports to the Chairman of the Audit Committee of the Board.

The Internal Audit Department monitors and evaluates the efficacy and adequacy ofinternal control systems in the Company its compliance with operating systems accountingprocedures and policies at all locations of the Company and its subsidiaries. Based on thereport of internal audit function process owners undertake corrective action in theirrespective areas and thereby strengthen the controls. Significant audit observations andcorrective actions thereon are presented to the Audit Committee of the Board.

RELATED PARTYTRANSACTIONS

There have been no materially significant related party transactions between theCompany and the Directors the management the subsidiaries or the relatives except forthose disclosed in the financial statements.

Accordingly particulars of contracts or arrangements with related parties referred toin Section 188(1) along with the justification for entering into such contract orarrangement in Form AOC-2 form part of the report.

VIGIL MECHANISM

The Board at its meeting held on 4th June 2020 approved the revised Vigil Mechanismthat provides a formal mechanism for all Directors employees of the Company to approachthe Ethics Chairman of the Audit Committee of the Board and make protective disclosuresabout the unethical behavior actual or suspected fraud or violation of the Code ofConduct (CoC).

The Vigil Mechanism comprises two policies viz. the Whistle Blower Policy forDirectors& Employees and Whistle Blower Reward & Recognition Policy for Employees.

The Whistle Blower Policy for Directors and Employees is an extension of the CoC thatrequires every Director or employee to promptly report to the Management any actual orpossible violation of the Code or any event wherein he or she becomes aware of that whichcould affect the business or reputation of the Company.

The Whistle Blower Reward & Recognition Policy for Employees has been implementedin order to encourage employees to genuinely blow the whistle on any misconduct orunethical activity taking place in the Company. The disclosures reported are addressed inthe management and within the time frames prescribed in the Whistle Blower Policy. Underthe Policy every Director employee of the Company has an assured access to the EthicsChairman of the Audit Committee.

PREVENTION OF SEXUAL HARASSMENT (POSH)

The Company has zero tolerance for sexual harassment at workplace and has adopted apolicy on prevention prohibition and redressal of sexual harassment at workplace in linewith the provision if sexual Harassment of Women at workplace (Prevention Prohibitionand Redressal) Act 2013 (POSH Act)and Rules framed there under.

Your Company has always believed in providing a safe and harassment free workplace forevery individual working in the Company's premises through various interventions andpractices. The Company always endeavors to create and provide an environment that is freefrom discrimination and harassment including sexual harassment.

The Company does not have a formal Anti Sexual Harassment policy in place but hasadequate measures including checks and corrections in line with the requirements of TheSexual Harassment of Women at the Workplace (Prevention Prohibition &Redressal) Act2013. Internal Complaints Committee (ICC) has been set up to redress complaints receivedregarding sexual harassment. All employees (permanent contractual temporary andtrainees) are covered under the policy. The following is a summary of sexual harassmentcomplaints received and disposed off during the period ended 31st March 2021:

No. of Complaints received : NIL No. of Complaints disposed off: NIL

RISK MANAGEMENT

The Company is exposed to inherent uncertainties owing to the sectors in which itoperates. A key factor in determining a Company's capacity to create sustainable value isthe risks that the Company is willing to take (at strategic and operational levels) andits ability to manage them effectively. Many risks exist in a Company's operatingenvironment and the memerge on a regular basis. The Company's Risk Management processesfocuses on ensuring that these risks are identified on a timely basis and addressed.

The Board of Directors has constituted a Risk Management Committee. The Committee hasadopted a Charter that outlines the role responsibilities and power of the Committee andthe procedure for organising the meeting of the Committee.

The purpose of the Committee is to assist the Board of Directors in fulfilling itsoversight responsibilities with regard to enterprise risk management. The Committeereviews the risk management practices and actions deployed by the Management with respectto identification impact assessment monitoring and mitigation and reporting of keyrisks while trying to achieve its business objectives.

Further the Committee endeavors to assist the Board in framing implementing andmonitoring the risk management plan for the Company and reviewing and guiding the riskpolicy. The Committee also guides Management in developing the risk management policy andin implementing an appropriate risk management system/framework for the Company.

To have better focus on governance the Company constituted a Management Committeeviz. the Risk Review Committee to identify assess review and mitigate risks. TheCommittee comprises the Managing Director Executive Director (Finance & Corporate)Managing Director &Chief Executive Officer and other management personnel as itsMembers. This Committee has the primary responsibility of implementing the Risk ManagementPolicy of the Company and achieving the stated objective of developing a risk intelligentculture that supports decision-making and helps improve Company performance.

AUDITORS

Statutory Auditors

The terms of M/s G.Basu& Co. Chartered Accountants (ICAI Registration No. 301174E)

3 Chowranghee Approach Kolkata-700072 who are the statutory auditors of the Companyfor a period of 5 Financial Year. As per Provision of the Section 139 and 141 of CompaniesAct 2013 read with companies (Accounts) Rules 2014. As required

Under Regulation 33 of Listing Regulations the Auditors have also confirmed that theyhold a valid certificate issued by the Peer review Board of the Institute of CharteredAccountants of India.

The observation of Auditors in the Auditor's Report are explain wherever necessary inthe appropriate notes of the accounts. Further no Fraud was reported by the auditor ofthe company.

Secretarial Auditors

Section 204 of the Companies Act 2013 inter-alia requires every listed Company toannex with its Board's report a Secretarial Audit Report given by a Company Secretary inpractice in the prescribed form.

The Board of Directors appointed Smt. Neha Poddar Practicing Company Secretaries asSecretarial Auditor to conduct Secretarial Audit of the Company for the Financial Year2020-21and her report is annexed to this Board report. In connection with the auditorobservation in the report it is clarified that she has conducted the Secretarial Audit ofthe compliance of the applicable statutory provisions & the adherence to goodcorporate practice. The Secretarial Audit was conducted in a manner that provided her areasonable basis for evaluating the corporate conducts/statutory compliance &expressing her opinion. The Board has also appointed Smt. Neha Poddar as SecretarialAuditor to conduct Secretarial Audit of the Company for Financial Year 2021-22.

Internal Auditor

Your Company has an effective internal control and risk-mitigation system which areconstantly assessed and strengthened with new/revised standard operating procedures. TheCompany's internal control system is commensurate with its size scale and complexities ofits operations. The internal and operational audit is entrusted to M/s. S. Sinharay &Co. Chartered Accountant Firm Kolkata (FRN - 332294E). The main thrust of internal auditis to test and review controls appraisal of risks and business processes besidesbenchmarking controls with best practices in the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy andeffectiveness of the internal control systems and suggests improvements to strengthen thesame. The Company has a robust Management Information System which is an integral part ofthe control mechanism.

The Audit Committee of the Board of Directors Statutory Auditors and the KeyManagerial Personnel are periodically apprised of the internal audit findings andcorrective actions taken. Audit plays a key role in providing assurance to the Board ofDirectors. Significant audit observations and corrective actions taken by the managementare presented to the Audit Committee of the Board. To maintain its objectivity andindependence the Internal Audit function reports to the Chairman of the Audit Committee.

Extract of the Annual Return

The details forming part of the extract of the Annual Return in Form MGT 9 as perprovisions of Companies Act 2013 and rules there to is annexed to this report.

DIRECTORS AND KEY MANAGEMENT PERSONNAL:

In accordance with the Articles of Association of the Company Sri.TarunDaga retires atthe ensuing Annual General Meeting and being eligible offers himself for re-appointment.

In accordance with the Articles of Association of the Company Sri.Ramesh Jhanwar (DIN:00568846) resigned from the Board of Directors on 4th May 2021 theBoard placeon record the valuable services rendered by Sri. Ramesh Jhanwar during his tenure as aDirector of the company and expresses its deep sense of appreciation and gratitude for thesame.

In accordance with the Articles of Association of the Company Smt.VenuJhanwar (DIN :01230860) resigned from the Board Of Directors on 4th May 2021 the Board placeon record the valuable services rendered by Smt.VenuJhanwar during her tenure as aDirector of the company and expresses its deep sense of appreciation and gratitude for thesame .

In accordance with the provisions of Section196 197 and Schedule–V of theCompanies Act 2013 and all other applicable provisions if any of the Companies Act2013 as applicable and subject to the approval of the members at the forthcoming GeneralMeeting approval of the Board of Directors be and are hereby accorded to appointment andthe terms of remuneration of Mrs. Shalini Jhanwaras the Executive Director of the Companyfor period of 3 years commencing from 1st April 2021 on terms and conditions.

In accordance with the provisions of Section 197and Section 198 of the Companies Act2013 read with Schedule –V and all other applicable provisions if any and therules made there under (including any statutory modification(s) or re-enactment(s) thereoffor the time being in force ) and pursuant to the recommendation of the Nomination andRemuneration Committee and the Board of the company made in its respective meetingsapproval of the Members of the company be and is hereby accorded to increase theManagerial Remuneration of Mr. Suresh Jhanwar as Managing Director of the Company forperiod of 1 year commencing from 1st April 2021 on terms and conditions.

In accordance with the Articles of Association of the Company Sri.Siddhartha Chopra(DIN: 00546348) who was appointed as an Additional Executive Director on the Board ofDirectors of the company as provided under section 149(6) of the Act and who is eligiblefor appointment and is recommended by the Board of Directors upon the recommendations ofthe Nomination and Remuneration Committee for the office of Director as an IndependentDirector in accordance with Section 149 150152 read with Schedule IV of the Act as anIndependent Director to hold office for a term of 5(five) years with effect from the dateof this Annual General Meeting .

In accordance with the Articles of Association of the Company Sri. Dhruv Jhanwar (DIN:08884131) who was appointed as an Additional- Non Executive Director of the Company by theBoard of Directors with effect from May 042001 in terms of Section 161 of the CompaniesAct 2013 and the Articles of Association of the Company and whose term of the officeexpires at the ensuing Annual General Meeting and in respect of whom the Company hasreceived a notice in writing from a member as per the provisions of

Section 160 of the Companies Act 2013 proposing Sri. Dhruv Jhanwar (DIN: 08884131) asa candidate for the office of Directors of the Company and whose office shall be liable toretire by rotation.

CORPORATE GOVERNANCE:

Pursuant to SEBI (LODR) Regulation 2015 with the Stock Exchange we have complied withthe recommendation of the committee on corporate governance constituted by the Securitiesand Exchange Board of India (SEBI). For fiscal year 2021 the compliance report isprovided in the Corporate Governance Report section of this annual report. The Companysecretary's Certificate on compliance with the mandatory recommendations of the committeein Annexed to this report.

We have documented our internal policies corporate governance. In line with thecommittee's recommendations the management's discussion and analysis of the financialposition of the Company is provided in this Annual Report and is incorporated here byreference. We continue our practice of providing a report on our compliance with corporategovernance for the benefit our shareholders.

CODE OF CONDUCT

The Board has laid down a code of conduct for all Board Members and Senior Managementof the Company. The code of conduct has been posted on the Company's Website.

LISTING AT STOCK EXCHANGE

The Equity shares of the Company continue to be listed on Bombay Stock Exchange Limitedand Calcutta Stock Exchange Ltd. The Annual Listing Fees for the year 2021-22 have beenpaid to The Bombay Stock Exchanges Ltd. andThe Calcutta Stock Exchange Ltd.

CEO / CFO CERTIFICATION

The CEO/CFO have certified to the Board of Directors in respect of review of thefinancial statement and cash flow statement for the year in terms of the requirement ofSEBI (LODR) Regulation 2015 with the Stock Exchange.

DEPOSITORY

The Equity shares of the Company is trading permitted only in dematerialized form theCompany has made the requisite arrangement with National Securities Depository Limited(NSDL) and Central Depository Services (India) Limited (CDSL) to enable investors to holdshares in dematerialized form. The annual custodial fees for the year 2021-22 have beenpaid to those Depositories.

ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information in accordance with the provision of section 134(3) (m) of the CompaniesAct 2013 read with the Rule 8(3) of the Companies (Accounts) Rules 2014 regardingconservation of energy technology absorption and foreign exchange earnings and outgo havebeen given in the annexure.

AUDITORS' OBSERVATION:

The Auditors' Report for fiscal 2021 does not contain any qualificationreservation or adverse remark. The Report is enclosed with the financial statements inthis Annual Report.

The Secretarial Auditors' Report for fiscal 2021 does not contain anyqualification reservation or adverse remark.

The Secretarial Auditors' Report is enclosed as Annexure to the Board'sreport.

The Auditor's certificate confirming compliance with conditions of corporategovernance as stipulated under Listing Regulations for fiscal 2021 is enclosed asAnnexure to the Board's report.

COMPANY POLICIES UNDER PANDEMIC SITUATION

During the Pandemic situation of COVID 19 the company has decided to implement"Work from Home Policies" for the ease of employees and to adhere with theGovernment Policies time to time.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act 2013 extract ofthe Annual Return for the financial year ended 31st March 2021 made under the provisionsof Section 92(3) of the Act is attached as Annexure III to this report.

GENERAL

Your Directors state that during Financial Year 2020-21:

3 The Company has not issued any Equity Shares with differential rights as toDividend Voting or otherwise.

3 The Company has not issued any Sweat Equity Shares during the year.

3 There are no significant or material orders passed against the Company by theRegulators or Courts of Tribunals during the year ended March 31 2021 which would impactthe going concern status of the Company and its future operations.

CAUTIONARY STATEMENT

Statements in this Directors' Report and Management Discussion and Analysis describingthe Company's objectives projections estimates expectations or predictions may be"forward-looking statements" within the meaning of applicable securities lawsand regulations. Actual results could differ materially from those expressed or implied.

ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation for the continued support andco-operation of the shareholders Banks various Regulatory and Government authorities andfor the valuable contributions made by employees of the Company.

REGISTERED OFFICE On behalf of the Board of Directors
Godrej GenesisSector - V Trishakti Electronics and Industries Limited
Salt Lake City
Unit No.1007 10th Floor SURESHJHANWAR
Kolkata - 700091 (Managing Director)
Dated: 26thDay of August 2021. (DIN: 00568879)