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Usha Martin Ltd.

BSE: 517146 Sector: Metals & Mining
NSE: USHAMART ISIN Code: INE228A01035
BSE 13:08 | 30 Sep 122.85 0.80
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123.35

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NSE 12:53 | 30 Sep 122.50 0.55
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OPEN 120.15
PREVIOUS CLOSE 122.05
VOLUME 72034
52-Week high 164.65
52-Week low 79.70
P/E 18.67
Mkt Cap.(Rs cr) 3,743
Buy Price 122.70
Buy Qty 7.00
Sell Price 122.90
Sell Qty 36.00
OPEN 120.15
CLOSE 122.05
VOLUME 72034
52-Week high 164.65
52-Week low 79.70
P/E 18.67
Mkt Cap.(Rs cr) 3,743
Buy Price 122.70
Buy Qty 7.00
Sell Price 122.90
Sell Qty 36.00

Usha Martin Ltd. (USHAMART) - Director Report

Company director report

Dear Shareholders

The Board of Directors of Usha Martin Limited ("the Company")present the 36th Annual Report and Audited Accounts for the Financial Year ended 31stMarch 2022.

FINANCIAL SUMMARY / HIGHLIGHTS

(Rs. in Crore)
Standalone Consolidated
FY 2021-22 FY 2020-21 FY 2021-22 FY 2020-21
Net Turnover 1810.05 1345.60 2688.07 2097.28
Earnings before Interest Tax Depreciation and Amortizations 316.00 205.52 450.09 312.56
Depreciation 31.40 30.64 69.75 67.87
Finance costs 31.16 44.52 42.46 56.90
Profit before tax from continuing operations 253.44 130.36 337.88 187.79
Tax expenses 42.13 25.40 54.85 36.44
Profit after tax from continuing operations 211.31 104.96 283.03 151.35
Share of Profit of Joint Venture - - 8.40 4.59
Profit after tax from discontinuing operations - (4.44) - (4.44)
Profit after tax 211.31 100.52 291.43 151.50
Other comprehensive income / (loss) 1.85 (1.57) (1.10) 18.90
Total comprehensive income / (loss) 213.16 98.95 290.33 170.40

Review of Operations

The turnover for the year was Rs. 2688.07 Crore on consolidated basisand Rs. 1810.05 Crore on standalone basis as compared to Rs. 2097.28 Crore and Rs.1345.60 Crore respectively in the previous year. The Earnings before InterestDepreciation and Tax was Rs. 450.09 Crore on consolidated basis as compared to Rs. 312.56Crore in previous year and on standalone basis was Rs. 316.00 Crore as compared to Rs.205.52 Crore in previous year.

A detailed discussion on review of operations of the Company has beenincluded in Management Discussion and Analysis which forms part of this Report.

Dividend & Reserves

The Board of Directors at their meeting held on 30th April 2022 hasrecommended payment of Rs.2 only (Rupees Two only) (200%) per equity share of the facevalue of Re.1 (Rupee One only) each as final dividend for the financial year ended 31stMarch 2022. The payment of final dividend is subject to the approval of shareholders atthe ensuing Annual General Meeting ("AGM") of the Company.

The dividend recommended is in accordance with the DividendDistribution Policy of the Company. The Dividend Distribution Policy in terms ofRegulation 43A of the Securities and Exchange Board of India (Listing Obligations andDisclosure Requirements) Regulations 2015 ("SEBI Listing Regulations") isavailable under the Investor Relations section on the Company's website:https://www.ushamartin.com.

Your Directors do not propose to carry any amount to reserves for theyear under review.

Outlook and Business

The next fiscal will continue to experience challenges in the nature ofslowdown of economic growth slag in demand high input commodity prices disruption insupply chain increased freight cost and escalation of Russia – Ukraine conflict.Amidst all the uncertainties thrown up by the ongoing geographical tensions a few upsidescould include an increase in activities in oil & gas as well as energy segmentsespecially in non-affected countries. The Company post divestment of its Steel BusinessUndertaking has improved with renewed vigor with its focus on capability buildingdebottlenecking of constraints and increase in productivity of key products to remainagile and competitive. In order to continue to be sustainable resilient and future readythe Company is preparing for plans for augmenting capacity and capability building. Thereis focused effort for planned capability building by adding new machines for producinghigh end ropes and value-added products. Further the plans for addition of capacity wouldfocus mainly upon debottlenecking constraint areas and increase productivity of keyproducts. With these plans in hand the Company remains confident of making deeper inroadsinto international markets with high contributory products. It is also expected that withsteady infrastructure spending by the Indian government specialty products used inconstruction and infrastructural sector may become one of the key growth drivers for theCompany. The future outlook is expected to be a mixed bag of both opportunities andchallenges with the key being the Company's adaptability and proactive adjustments toan ever-changing macro-economic environment.

TPM & Quality

Certification of conformation with respect to Quality Management Systemwith reference to the standard ISO 9001:2015 and Environmental_Management System withreference standard ISO 14001:2015 continues to be maintained. Certificate of ProductDesign Assessment ("PDA") issued by ABS Ship/Offshore Engineering DepartmentSingapore is in place. Further the Company continues to have Approval of Manufacturing("AOM") by DNV-GL ABS & Lloyd. The organisation has Certificate ofAuthority to use the official API Monogram issued by American Petroleum Institute USA.The Company continues to have a number of product certifications such as BIS from Bureauof Indian Standards Inmetro of Brazil SONCAP of Nigeria by SGS of India ChinaClassification Society of China NKK of Japan Certificate of recognition for BV Mode IIscheme by Bureau Veritas SIRIM QAS of Malaysia. The Mooring Line Base DesignCertification conforms with Mooring Equipment Guidelines. LRPC product continues to becertified by Australasian Certification Authority for Reinforcing and Structural SteelsLtd and High Tensile Steel Wire and Strand for the Prestressing of Concrete product hasbeen certified by Dubai Central Laboratory Department of Dubai and the Company is also anapproved manufacturer and supplier of wire ropes to mines recognised by DirectorateGeneral of Mines Safety Dhanbad India. Further the Company continues to have Certificateof Accreditation in the field of testing as per ISO 17025: 2017 by National AccreditationBoard for Testing & Calibration Laboratories ("NABL").

The Company continues to pursue Business Excellence with concepts likeKaizen Management Fuguai Management TPM Lean Manufacturing Cost Reduction initiativesProcess Improvements which are being integrated and implemented in operation maintenanceand service functions of plants of the Company which have resulted in promoting a cultureof continuous improvement with a focus on improving productivity and efficiencyeliminating wastes reducing costs impacting affirmatively operational efficienciesprofitability and growth of the Company. This continued focus on Business Excellence isexpected to further strengthen and bolster competitiveness with respect to quality costand delivery of the business of the Company.

Environment

The Company is fully committed towards maintaining quality andpreservation of environment and has continued its pursuit for achieving environmentalsustainability and ecological balance through reduced and controlled process emissionwaste minimization and reduction in consumption of energy water and raw materials.Periodic environmental monitoring online monitoring of emission and effluent treatmentand recycling of process effluent are continuously being carried out. Further fly ashutilisation level has achieved optimal level. The Company is vigorously continuing withits initiatives to address global environmental issues viz climatic change global warmingthrough continued and sustained efforts by use of alternate energy such as use of LPG andbiomass briquette as fuel less consumption of conventional energy such as use of energyefficient LED bulbs and motors establishing and expanding green foot print by focusing ongreenery & greenbelt development. The environmental management system at manufacturingfacilities of the Company continue to be accredited with ISO 14001:2015 certification.

Subsidiaries & Joint Ventures

The international subsidiaries of the Company provide significantsynergy and support to the overall business and performance. A key joint venture formed bythe Company namely Pengg Usha Martin Wires Private Limited has reported excellent resultsin the year under review. During the year under review there were no other entities whichbecame or ceased to be subsidiaries joint ventures and associates of the Company. Astatement covering the performance and financial position of each of the subsidiariesassociates and joint ventures is provided separately and forms part of this Report.

Deposits

During the year under review the Company has not accepted any depositunder Section 73 of the Companies Act 2013 ("the Act") and the Companies(Acceptance of Deposits) Rules 2014 (as amended). As on 31st March 2022 there are nounclaimed deposits with the Company. The Company has not defaulted in repayment ofdeposits or payment of interest on deposits thereon in the past.

Share Capital

The paid–up Equity Share Capital as on 31st March 2022 stood atRs. 30.54 Crore. During the year under review the Company has not issued any shares withor without differential voting rights granted stock options or issued sweat equityshares.

The total issued and paid-up equity shares of the Company as on 31stMarch 2022 as per the stock exchange records stands inflated by 230 equity shares. Thiswas caused due to an erroneous additional electronic transfer of 230 equity shares toInvestor Education & Protection Fund ("IEPF") under the Ministry ofCorporate Affairs ("MCA") by way of corporate action executed on 29th September2020 by Central Depository Services (India) Ltd ("CDSL") and Registrar &Transfer Agent ("RTA") of the Company. The Company has been continuouslyengaging with IEPF under MCA CDSL and RTA for necessary rectification /reversal oferroneous entry. Due to Covid pandemic there is a delay in necessaryrectification/reversal.

Scheme of the Arrangement for Capital Reduction & CapitalReorganisation

The Board of Directors at their meeting held on 20th May 2021 approvedthe Scheme of the Arrangement ("Scheme") between the Company and itsShareholders for reduction & reorganisation of capital of the Company wherein thecredit balances of various items of Reserves in the Balance Sheet would be adjustedagainst the entire negative balance of Retained Earnings. The aforementioned reduction& reorganisation of Capital of the Company does not prejudicially affect the Companyor its Shareholders or any other Stakeholders and does not in any way adversely affect theoperations of the Company or the ability of the Company to honor its commitments.Subsequent to the receipt of No Objection Letters from the Stock Exchanges where theEquity Shares of the Company are listed and requisite approval from Shareholders of theCompany the Hon'ble National Company Law Tribunal Kolkata Bench("Tribunal") approved the Scheme on 31st March 2022. Reference is drawn to Note41 to the Accounts in the Annual Report.

Significant and Material Orders Passed by Regulators or Courts orTribunals Impacting the Going Concern Status and Company's Operations in Future

During the year no significant material orders were passed by anyregulatory authority or court against the Company which may affect the going concernstatus of the Company.

The Central Bureau of Investigation ("CBI") registered aregular case on 20th September 2016 ("FIR No. 1") under the Indian Penal Code1860 ("IPC") and The Prevention of Corruption Act 1988 ("PC Act")against certain individuals and the Company wherein inter-alia various illegalitieshave been alleged qua the allocation of mine to the Company and abuse of official positionby government servants. The CBI is conducting investigations in the matter though nocharge-sheet under the Code of Criminal Procedure 1973 has been filed before theconcerned court. On October 2020 CBI registered another First Information Report underthe PC Act read with the IPC against the Company few officials of the Company and othersalleging influencing of the investigation in FIR No. 1. While a preliminary chargesheethas been filed before the CBI Court New Delhi no cognizance has been taken by the saidcourt and further investigation is pending. The Directorate of Enforcement("ED") Patna passed a provisional order dated 9th August 2019("Provisional Order") for provisional attachment of certain immovable propertiesof the Company valued at approximately Rs.190 Crore pertaining to the wire rope businessof the Company situated at Ranchi in the State of Jharkhand. This order was passed inconnection with sale of iron-ore fines in earlier years from the erstwhile iron-ore minesof the Company situated at West Singhbhum in the State of Jharkhand. On 10th January 2020the Adjudicating Authority under the Prevention of Money Laundering Act 2002("PMLA") issued an order confirming the Provisional Order subsequent to whichthe Company filed applications for stay and appeal against the order of AdjudicatingAuthority PMLA with the Appellant Tribunal PMLA New Delhi. The Appellant Tribunal videan order dated 31st January 2020 directed that status quo be maintained till the next dateof hearing. Due to Covid pandemic there has been no progress in this matter. Furtherduring the year under review ED filed a complaint before the District and Sessions Judgecum Special Judge Ranchi ("Ranchi Trial Court"). On 15th December 2021 theSupreme Court passed an order and stayed the ongoing proceedings at Ranchi Trial Court. Inview of the stay granted by the Supreme Court no further proceedings have been initiatedby the Ranchi Trial Court.

Reference is drawn to Note 38 to the Accounts in this Annual Report andthe ‘Emphasis of Matter' by the Auditors in their Report.

Details in respect of adequacy of Internal Financial Controls withreference to the Financial Statements.

Based on the framework of internal financial controls and compliancesystems established and maintained by the Company (with its inherent weaknesses) workperformed by the internal statutory cost and secretarial auditors and externalconsultants specially appointed for this purpose including audit of internal financialcontrols over financial reporting by the statutory auditors and the reviews performed bymanagement and relevant board committees including the audit committee the board is ofthe opinion that the Company's internal financial controls were adequate andeffective during the year ended on 31st March 2022.

Directors and Key Managerial Personnel

Mr. R Venkatachalam (DIN: 02194830) subsequent to withdrawal of hisnomination on the Board of the Company by State Bank of India (Lender) ceased to be theNominee Director. The Board at its Meeting held on 12th November 2021 had appointed Mr.Sethurathnam Ravi (DIN: 00009790) and Mr. R Venkatachalam (DIN: 02194830) as AdditionalIndependent Directors of the Company effective from the aforesaid Board Meeting date. Inaccordance with requirement of amended SEBI Listing Regulations approval of shareholderswith requisite majority for appointments of Mr. Ravi and Mr. Venkatachalam as IndependentDirectors for a period of five consecutive years was obtained vide Postal Ballot on 23rdDecember 2021.

The shareholders of the Company at the 35th Annual General Meeting heldon 11th August 2021 had approved with requisite majority the appointment (includingthe remuneration) of Mr. Devadip Bhowmik (DIN: 08656505) as the Whole Time Directorof the Company effective 15th March 2021 for a period of five years. Further in terms ofSection 152 of the Act Mr. Bhowmik is retiring by rotation and being eligible offershimself for re-appointment at the forthcoming Annual General Meeting.

Brief profile of Mr. Devadip Bhowmik is given in the Notice conveningthe forthcoming Annual General Meeting.

The shareholders of the Company at the 31st Annual General Meeting heldon 21st September 2017 had appointed Mr. Mukesh Rohatgi (DIN: 00136067) as an IndependentDirector for a tenure of five years till 8th December 2021. Accordingly after expiry ofthe said tenure Mr. Rohatgi ceased to be a director and consequently the Chairman of theBoard and the Company. The Board placed on record its appreciation for his immensesupport invaluable guidance and contribution. The Board of Directors at its Meeting heldon 11th February 2022 designated Mr. Vijay Singh Bapna (DIN: 02599024) as the Chairman ofthe Board and the Company effective from the aforesaid Board Meeting date. As requiredunder provisions of the Act and SEBI Listing Regulations all Independent Directors of theCompany have confirmed that they meet the requisite criteria of independence. During theyear under review there has been no other change in Key Managerial Personnel of theCompany.

Directors' Responsibility Statement

Pursuant to requirements under Section 134(5) of the Act the Board tothe best of its knowledge and belief confirms that: i) the applicable accountingstandards have been followed in preparation of annual accounts for Financial Year ended31st March 2022 and proper explanations have been furnished relating to materialdepartures; ii) accounting policies have been selected and applied consistently andprudent judgments and estimates have been made so as to give a true and fair view of stateof affairs of the Company at end of financial year and of profit and loss of the Companyfor year under review; iii) proper and sufficient care has been taken for maintenance ofadequate accounting records in accordance with provisions of the Act for safeguardingassets of the Company and for preventing and detecting fraud and other irregularities; iv)the annual accounts for Financial Year ended 31st March 2022 have been prepared on a goingconcern basis; v) internal financial controls are in place and that such financialcontrols are adequate and operating effectively; vi) adequate systems to ensure compliancewith the provisions of all applicable laws are in place and are operating effectively.

Board Evaluation

The criteria and manner for formal performance evaluation of individualDirectors the Board as a whole and the Board Committees has been formulated. EveryDirector evaluates the performance of other Directors (excepting himself/herself) theBoard as a whole and its Committees and provides feedback to the Nomination &Remuneration Committee. The Nomination & Remuneration Committee reviews the feedbackand makes relevant recommendation to the Board for final evaluation.

Nomination & Remuneration Policy

In accordance with the provisions of the Act and SEBI ListingRegulations the Board of Directors of the Company on recommendation of the Nomination& Remuneration Committee has formulated the criteria for determination ofqualification positive attributes and independence of Directors along with remunerationof Directors Senior Management Personnel (including Key Managerial Personnel) and otheremployees. The Remuneration Policy of the Company is annexed as part of this Report and isalso available on the website of the Company at www.ushamartin.com.

Vigil Mechanism and Whistle Blower Policy

The Company has a coded Vigil Mechanism and Whistle Blower Policyavailable at www.ushamartin.com. This Policy provides a framework to promote responsibleand secure reporting of undesirable activities ("whistle blowing"). Through thisPolicy the Company seeks to provide a mechanism to the whistleblower to disclose anymisconduct malpractice unethical and improper practice taking place in the Company forappropriate action and reporting without fear of any kind of discrimination harassmentvictimisation or any other unfair treatment or employment practice being adopted againstthe whistleblower.

Particulars of Employees & Managerial Remuneration

The required disclosure in accordance with Section 197 of the Act readwith Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 as amended from time to time is provided separately and forms part of this report.

CEO and CFO Certification

In accordance with the provisions of the SEBI Listing Regulations theManaging Director and Chief Financial Officer of the Company have submitted the relevantcertificate for the year ended 31st March 2022 to the Board of Directors.

Additional Disclosures

The Company had adopted effective from 1st April 2016 the notifiedIndian Accounting Standards ("IND AS") and accordingly the Financial Statements(both standalone and consolidated) for the year ended 31st March 2022 have been preparedunder Ind AS. In line with requirements of applicable provisions of law the Company hasmade necessary disclosures in respect of Consolidated Financial Statements Related PartyTransactions and Segmental Reporting.

Further in accordance with the recent amendments made in Rule 8(5) (xi)of Companies (Accounts) Rules 2014 this is to confirm that during the year under reviewand as on 31st March 2022 no application has been made or any proceeding is pending underthe Insolvency and Bankruptcy Code 2016 against the Company. Also during the year underreview there was no instance of onetime settlement with banks or financial institutionsand hence the differences in valuation as enumerated under Rule 8 (5) (xii) do not arise.Further this is to confirm that during the year under review there were no changes in thenature of business carried on by the Company or by any of its subsidiaries.

The requisite disclosure in relation to the Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013 has been providedseparately in this Annual Report.

Auditors

In accordance with the provisions of Section 139 of the Act andpursuant to shareholders approval at the 35th Annual General Meeting held on 11th August2021 Messrs. S.R. Batliboi & Co. LLP Chartered Accountants (Firm Registration No.301003E/ E300005) have been re-appointed as Statutory Auditors of the Company to holdoffice from the conclusion of the 35th Annual General Meeting till the conclusion of the40th Annual General Meeting of the Company.

The Emphasis of Matter mentioned in the Auditors' Report isself-explanatory. During the year under review the Auditors did not report any matterunder Section 143(12) of the Act therefore no detail is required to be disclosed underSection 134(3)(ca) of the Act.

Cost Auditors

Pursuant to Section 148 of the Act and Rules made thereunder the Boardhad appointed M/s. Mani & Co. Cost Accountants for a term of one year to conductcost audit of the Company for the Financial Year 2020-21 and had recommended theirremuneration to the shareholders which was ratified at the Annual General Meeting held on11th August 2021. Subsequent to the recommendation of the Audit committee the Board hasre-appointed M/s. Mani & Co. Cost Accountants as the Cost Auditors of the Company forthe Financial Year ending 31st March 2023 and their remuneration is sought to be ratifiedby the shareholders at the forthcoming Annual General Meeting and is included as an agendaitem in the Notice convening the 36th Annual General Meeting of the Company.

Secretarial Audit and Corporate Governance Report

During the year under review the Board of Directors had appointed M/s.A K Labh & Co. firm of Practicing Company Secretaries for conducting secretarial auditin accordance with the provisions of the Act and the Rules framed thereunder. TheSecretarial Audit Report is annexed and forms part of this Report. The Company hascomplied with the applicable requirements of SEBI Listing Regulations (as amended) andfollowed the practice of getting disclosures from directors and senior managementpersonnel relating to any material financial and commercial transactions where they haveany personal interest with a potential conflict of interest with the Company at large. Adetailed Report on Corporate Governance is annexed and forms part of this Report. TheCompany has also complied with the Standards of Secretarial Standards 1 & 2 issued bythe Institute of Company Secretaries of India as applicable during the year ended 31stMarch 2022.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report as stipulated inthe SEBI Listing Regulations amended from time to time forms part of the Annual Report.

Audit Committee

Members of the Audit Committee as on 31st March 2022 were Mr. VijaySingh Bapna as Chairman Mr. S Ravi and Mr. Rajeev Jhawar as members of the Committee. TheCompany Secretary acts as the Secretary to the Audit Committee. All recommendations of theAudit Committee were duly accepted by the Board and there were no instance of anydis-agreement between the Committee and Board.

Corporate Social Responsibility (CSR)

The Company continues to take its role as a responsible corporatecitizen very seriously and is deeply involved in sustainable development of communities inand around its areas of plant operations. The CSR policy of the Company is available onhttps://www.ushamartin.com. The Company's commitment to its responsibilities towardssociety over the years has never been confined to the requirements of any statute. As perthe provisions of Section 135 of the Act the Company need not statutorily incur anysocial responsibility spending owing to absence of net profits (calculated in the manneras per the provisions of the Act) over the last three financial years and hence theCompany had not made any CSR spending as required under Section 135 of the Act. In view ofno spending on account of CSR activities under Section 135 of the Act a separate AnnualReport on CSR activities has not been provided in this annual report. However yourCompany continues to contribute voluntarily to Usha Martin Foundation which carries outvarious CSR initiatives for upliftment and development of communities living in and aroundthe production facility situated at Ranchi in the State of Jharkhand. As on 31st March2022 the CSR committee comprised of Mr. Vijay Singh Bapna as Chairman Mrs. Ramni Nirulaand Mr. D J Basu as members.

Details of the net profit/(loss) for the last three financial yearscomputed in accordance with the formulae provided in Section 198 of the Companies Act2013 are provided herein under:

(Rs. in Crore)
FY 2018–19 FY 2019–20 FY 2020–21
Net profit/(loss) (1649.70) (1637.12) (1496.93)

Average Net Loss for the last three financial years is Rs. 1594.58Crore. Hence as per the requirements of the Act the Company was not required to make anystatutory spending towards CSR activities. However the Company has voluntarilycontributed towards different social initiatives taken up during the year under review asis mentioned elsewhere in this Annual Report.

Annual Return

In accordance with Section 92 (3) read with Rule 12 of the Companies(Management and Administration) Rules 2014 (as amended) a copy of the Annual Return of theCompany is hosted on its website and can be accessed at https://www.ushamartin.com.

Number of Meetings of Board and it's Committees

The details regarding meetings of the Board and Committees have beenprovided in the Corporate Governance Report forming part of this Report.

Particulars of Loans Guarantees and Investments

The particulars of loans guarantees or investments are provided in theFinancial Statements.

Particulars of Contracts or Arrangements with Related Parties

During the year under review in compliance with the Act and SEBIListing Regulations all related party transactions had been placed before the AuditCommittee for approval. Necessary approval of the Board has also been obtained whererequired. Relevant disclosure has been made in Form AOC–2 pursuant to Rule 8(2) ofthe Companies (Accounts) Rules 2014 (as amended) given as an annexure to this Report. TheRelated Party Transaction Policy as approved by the Board is hosted on the Company'swebsite at https://www.ushamartin.com.

Conservation of Energy Technology Absorption Foreign ExchangeEarnings and Outgo

Information on conservation of energy technology absorption andforeign exchange earnings and outgo stipulated under Section 134 (3) of the Act read withRule 8 of the Companies (Accounts) Rules 2014 (as amended) is annexed separately andforms part of this report.

Risk Management

The Risk Management Committee of the Board of Directors of the Companyis entrusted with assisting the Board in discharging its responsibilities towardsmanagement of material business risk (material business risks include but is not limitedto operational financial sustainability compliance strategic ethical reputationalproduct quality human resource industry legislative or regulatory and market relatedrisks) including monitoring and reviewing of the risk management plan / policies inaccordance with the provisions of SEBI Listing Regulations. The Company has formulated arobust Risk framework which reviews risks identifies ownership of risk assesses theimplication of such risks and the method to mitigate the same. As on 31st March 2022 theRisk Management Committee comprised of Mr. Vijay Singh Bapna as Chairman Mrs. RamniNirula Mr. R Venkatachalam Mr. S Ravi Mr. D J Basu and Mr. Devadip Bhowmik as Members.

Material Changes between the End of the Financial Year and Date ofReport

There has been no material changes subsequent to the end of theFinancial Year and the date of this report which requires to be specifically reportedother than as mentioned elsewhere in this Annual Report.

Appreciation

Your Directors place on record their appreciation for the valuableco-operation and support of its employees customers suppliers contractorsshareholders investors government authorities financial institutions banks and otherstakeholders.

On behalf of the Board of Directors
Rajeev Jhawar
Managing Director
DIN: 00086164
Dhrub Jyoti Basu
Place: Kolkata Whole Time Director
Date: 30th April 2022 DIN: 02498037

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