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Yash Chemex Ltd.

BSE: 539939 Sector: Others
NSE: N.A. ISIN Code: INE571U01010
BSE 00:00 | 06 Dec 41.40 -0.35
(-0.84%)
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NSE 05:30 | 01 Jan Yash Chemex Ltd
OPEN 40.00
PREVIOUS CLOSE 41.75
VOLUME 4660
52-Week high 54.00
52-Week low 33.90
P/E 23.79
Mkt Cap.(Rs cr) 42
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 40.00
CLOSE 41.75
VOLUME 4660
52-Week high 54.00
52-Week low 33.90
P/E 23.79
Mkt Cap.(Rs cr) 42
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Yash Chemex Ltd. (YASHCHEMEX) - Director Report

Company director report

TO

The Members of Yash Chemex Limited

Your Directors have pleasure in presenting the Directors' Report along with the AuditedFinancial

Statements for the Financial Year (F.Y.) 2019-20.

FINANCIAL SUMMARY:

Your Company's Standalone and Consolidated performance during the Financial Year (F.Y.)2019-20 as compared with that of the previous Financial Year (F.Y.) 2018-19 issummarized below:- (Amount in Lacs)

Particulars Standalone

Consolidated

2019-20 2018-19 2019-20 2018-19
Total Income 6725.49 9243.37 7941.56 9937.01
Profit Before Taxation & Exceptional Items 243.45 274.90 402.04 369.09
Add: Exceptional Items 0 0 0 0
Profit Before Taxation (PBT) 243.45 274.90 402.04 369.09
Less: Tax Expense (64.55) (79.81) 106.78 109.06
Profit after Taxation (PAT) 178.90 195.08 295.26 260.03

REVIEW OF OPERATIONS / STATE OF AFFAIRS OF THE COMPANY ITS SUBSIDIARY

Review of Operations / State of Affairs of the Company:

There has been no change in the nature of business of your Company during the FinancialYear (F.Y.) 2019-20.

Your Company operates single segment business viz. Trading of Chemical. At standalonelevel the net revenue from operations stood at Rs. 67.25 crores compared with Rs. 92.43Crores in the Previous Year. The operating profit before tax stood at Rs. 2.43 crores asagainst Rs. 2.74 crores in the Previous Year. Total Comprehensive Income for the yearafter tax stood at Rs. 2.93 crores compared to Rs. 3.13 crores reported in the PreviousYear. The Net Consolidated Revenue from operations for financial year 2019-20 was at Rs.79.41 Crores as against Rs. 99.37 crores in the Previous Year. The Consolidated operatingprofit before tax stood at 4.02 crores as against Rs. 3.69 crores in the Previous Year.Total Comprehensive Income for the year after tax stood at Rs. 4.10 crores compared to Rs.3.78 crores reported in the Previous Year.

The Chemical Industry in India is witnessing an unprecedented growth opportunitylargely due to International events. For a company like Yash Chemex which is intochemical intermediates the opportunity stands accentuated as its products support a widerange of industries. In the current scenario Chemical Intermediates are witnessing a bigjump in demand both due to growing demand from domestic end user industries and reducedavailability of intermediates from China. Your Company expects the situation to remainconducive in the foreseeable future.

Your Company has interests in several businesses including FMCG products like PerfumePocket Perfumes Body Deodorant Sprays Refreshing Toners Hair-Re-Growth Oil hand-madeNatural Soaps and manufacturing of Industrial Dyes Pigments Paste and Intermediatesthrough its subsidiary

Pursuant to the provisions of Section 129(3) of the Companies Act 2013 read with Rule5 of the Companies (Accounts) Rules 2014 a statement containing the salient features ofthe financial statements of our Subsidiary in the Form AOC-1 is annexed and form part ofthe Annual Report as Annexure A. In accordance with Section 136 of the CompaniesAct 2013 the Audited Financial Statements including the consolidated financialstatements audited accounts of the Subsidiary and other documents are available on yourCompany's website: www.yashchemex.com.

COVID-19

The operations of the Company were affected due to the lockdown announced by theGovernment of India to control the spread of Corona virus. The Company's tradingoperations were hit substantially from 24th March 2020 till 20thMay 2020 when lockdown was gradually lifted with the certain limitations. CorporateOffices and godowns were fully shut during this lockdown period. And the company hadresumed operations from 20th May 2020 with the functioning guidelines issuedby Ministry of Home Affairs (MHA). The Company has adhered to the Guidelines as specifiedby the Government of India and complying with all safety measures to safeguard itsemployees from COVID-19 disease. The Company has formulated policy for work from home forall employees.

MATERIAL CHANGES AND COMMITMENTS SINCE THE FINANCIAL YEAR END:

There have been no material changes and commitments affecting the financial position ofyour

Company which have occurred between March 31 2020 and the date of this Directors'Report.

DIVIDEND

Your Directors have not recommended any dividend for the Financial Year 2019-20.

TRANSFER TO RESERVES

Your Company has earned adequate profit during the financial year 2019-20. Thedirectors have decided to plough back the profit into the business and transfer balance ofprofit to the General Reserve.

SHARE CAPITAL

There has been no change in the Company's Issued Subscribed and Paid-up Equity ShareCapital in between the end of financial year 31st March 2019 and 31st March 2020. On31st March 2020 the

Equity Share Capital stood at Rs. 1024.34 Lacs divided in to 10243425 Equity Shares ofRs. 10 each.

EXTRACT OF ANNUAL RETURN

In terms of provisions of Section 92 134(3)(a) of the Companies Act 2013 read withRule 12 of Companies (Management and Administration) Rules 2014 the extracts of theAnnual Return of the Company in Form MGT-9 are annexed as Annexure B to this AnnualReport. The same is available on the website of the Company i.e.http://www.yashchemex.com.

DEPOSITS

Your Company has not accepted any deposits from public and as such no amount onaccount of principal or interest on public deposits was outstanding as on the date of thebalance sheet.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Yashwant C. Shah Whole Time Director aged 80 years has been re-appointed as aWhole Time Director in the Company for a period of 3 (Three) Years with effect from 3rdSeptember 2019 to 2nd September 2022

In accordance with the Act and Articles of Association of the Company Mr. Yashwant C.Shah Whole Time Director retires by rotation and and being eligible himself forreappointment. The Nomination and Remuneration Committee and the Board of Directorsrecommended his Re-appointment.

Mr. Yashwant C. Shah shall retire by rotation at the ensuing 14th AnnualGeneral Meeting (AGM) of the Company in accordance with the provisions of the Section 152of Companies Act 2013 and being eligible offer himself for re-appointment.

Ms. Vrusha A. Patel (DIN:07772669) Non-Executive Director has been re-appointed as aNon-Executive Independent Director of the Company in accordance with the provisions of theSection 149 152 of the Companies Act 2013 . Board of Directors at their meeting held on03rd September 2020 considered the recommendation of NRC and approved there-appointment of Ms. Vrusha Patel as Independent Director for the Second term of oneyear subject to approval of Members.

Ms. Aesha J. Mashru resigned from the post of Company Secretary of the Company w.e.f.September 01 2019 in terms of the provisions of Section 168 of the Companies Act 2013.

Ms. Charmi D. Shah appointed as a Company Secretary of the Company w.e.f December 242019 pursuant to Rule 8A of the Companies Appointment and Remuneration of ManagerialPersonnel Rule 2014 and such other applicable provisions of the Companies Act 2013 .

The following are the Key Managerial Personnel (KMP) of your Company pursuant tothe provisions of Section 203 of the Companies Act 2013 throughout the Financial Year2019-20:-

1. Mr. Pritesh Y. Shah -Managing Director

2. Mr. Yashwantlal C. Shah-Whole Time Director

3. Mrs. Dimple P. Shah-Director

4. Ms. Aesha J. Mashru-Company Secretary and Compliance Officer (Resigned w.e.f 01stSeptember 2019)

5. Ms. Charmi D. Shah-Company Secretary and Compliance Officer (Appointed as on 24thDecember 2019)

6. Mr. Kiritkumar H. Shah Chief Financial Officer

POLICY ON APPOINTMENT & REMUNERATION OF DIRECTORS:

In order to ensure compliance with the requirements of Section 178 of the CompaniesAct 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 and any other applicable provisions the Nomination and RemunerationCommittee of the Board of Directors of the Company have formulated the Nomination andRemuneration Policy.

The Nomination and Remuneration Policy of your Company have been made available on thewebsite of the Company i.e. http://www.yashchemex.com

DECLARATION OF INDEPENDENCE BY INDEPENDENTDIRECTORS:

As on March 31 2020 the following Directors on the Board were Independent:

Mr. Jinal D. Shah (Independent Director)
Ms. Angee R. Shah (Independent Director)
Ms. Vrusha A. Patel (Independent Director)

Pursuant to the provisions of Section 134(3)(d) of the Companies Act 2013 disclosureis hereby given that the Company has received declaration / confirmation of independencefrom all the 3 (three) Independent Directors of the Company pursuant to Section 149(6) ofthe Companies Act 2013 as may amended from time to time after undertaking dueassessment of the veracity of the same and the Independent Directors have complied withthe Code for Independent Directors prescribed in Schedule IV to the Companies Act 2013.The certificates of Independence received from all the Independent Directors have beenduly noted by the Board.

MEETINGS OF THE BOARD OF DIRECTORS:

The Meetings of the Board of Directors are pre-scheduled and intimated to all theDirectors in advance in order help them plan their schedule. However in case of specialand urgent business needs approval is taken either by convening meetings at a shorternotice with consent of all the Directors. There were 10 (Ten) Meetings of the Board ofDirectors held during the Financial Year (F.Y.) 2019-20 (i.e. May 28 2019 May 302019 June 25 2019 July 12 2019 August 09 2019 September 05 2019 November 142019 December 24 2019 January 17 2020 and February 11 2020 ).

The maximum gap between two Board Meetings did not exceed 120 (One Hundred Twenty)days.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company has an ongoing Programme where Directors in the course of meeting of theBoard of Directors give information about Chemical Business developments Expansion of theCompany and various amendments in legal and regulatory areas which include Assess thequality quantity and timelines of flow of information between the Company management andthe board that is necessary for the Board Members to effectively and reasonably performtheir duties.

AUDIT COMMITTEE:

Pursuant to the provisions of Section 177(8) of the Companies Act 2013 Rule 6 of theCompanies (Meetings of Board & its Powers) Rules 2014 and Regulation 18 read withPart C of Schedule II of the Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 your Company has constituted an AuditCommittee of the Board of Directors. The Audit Committee comprises of the followingMembers:-

1. Mr. Jinal D. Shah (Chairman - Non-Executive Independent Director)

2. Ms. Angee R. Shah (Member Non-Executive-Independent Director)

3. Ms. Vrusha A. Patel (Member - Non-Executive-Independent Director)

4. Mr. Pritesh Y. Shah (Member-Executive Director)

The Chief Financial Officer attend the Audit Committee Meetings as Invitees. TheCompany Secretary and Compliance Officer acts as Secretary to the Audit Committee. TheAudit Committee has made observations and recommendations to the Board of Directors whichhave been noted and accepted by the Board.

During the Financial Year 2019-20 all recommendations made by the Audit Committee tothe Board of Director were accepted by the Board and there were no instances where therecommendations were not accepted.

There were 5 (Five) Meetings of the Audit Committee held during the Financial Year2019-20 (i.e. on May 28 2019 July 12 2019 August 09 2019 November 14 2019 andFebruary 11 2020).

NOMINATION AND REMUNERATION COMMITTEE:

Pursuant to the provisions of Section 178 of the Companies Act 2013 Rule 6 of theCompanies (Meetings of Board & its Powers) Rules 2014 and Regulation 19 read withPart D of Schedule II of the Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 your Company has constituted a Nominationand Remuneration Committee of the Board of Directors. The Nomination and RemunerationCommittee comprises of the following Members:-

1. Mr. Jinal D. Shah (Chairman - Non-Executive Independent Director)

2. Ms. Angee R. Shah (Member Non-Executive-Independent Director)

3. Ms. Vrusha A. Patel (Member - Non-Executive-Independent Director)

There were

4 (Four) Meetings of the Nomination and Remuneration Committee held during theFinancial Year 2019-20 (i.e. on May 28 2019 July 12 2019 September 05 2019 andJanuary 02 2020).

STAKEHOLDERS' RELATIONSHIP COMMITTEE:

Pursuant to the provisions of Section 178 of the Companies Act2013 and Regulation 20read with Part D of Schedule II of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 your Company has constituted aStakeholders' Relationship Committee of the Board of Directors comprising of thefollowing Members as on March 312019:-

1. Mr. Jinal D. Shah (Chairman - Non-Executive Independent Director)

2. Ms. Angee R. Shah (Member Non-Executive-Independent Director)

3. Ms. Vrusha A. Patel (Member - Non-Executive-Independent Director)

During the Financial Year 2019-20 3 (Three) Meeting of the Stakeholders' RelationshipCommittee was held i.e. on April 05 2019 July 15 2019 and January 13 2020.

MEETING OF INDEPENDENT DIRECTORS:

The Independent Directors met once during the Financial Year 2019-20 i.e. on March 202020.The Meeting of the Independent Directors was conducted in an informal manner withoutthe presence of the Chairman Managing Director Chief Financial Officer and the CompanySecretary & Compliance Officer.

VIGIL MECHANISM:

Your Company has adopted a Whistle Blower Policy as a part of its vigil mechanism. Thepurpose of the Policy is to enable employees to raise concerns regarding unacceptableimproper practices and/ or any unethical practices in the organisation without theknowledge of the Management. All employees shall be protected from any adverse action forreporting any unacceptable or improper practice and/or any unethical practice fraud orviolation of any law rule or regulation. This Policy is also applicable to the Directorsand Employees of the Company. Mr. Jinal D. Shah has been appointed as the ‘WhistleBlowing Officer' and his contact details have been mentioned in the Policy. Furthermoreemployees are also free to communicate their complaints directly to the Chairman /Membersof the Audit Committee as stated in the Policy. The Policy is available on the website ofthe Company. On a quarterly basis the Audit Committee reviews reports made under thispolicy and implements corrective actions wherever necessary.

PERFORMANCE EVALUATION:

The Board has carried out an Annual Performance Evaluation of its own the Directorsindividually as well as the evaluation of the working of its Committees. The performanceevaluation of the Board as a whole Chairman and Non-Independent Directors was carried outby the Independent Directors. A structured questionnaire was prepared after taking in toconsideration various aspects of the Board's functioning composition of the Board and itsCommittees culture execution and performance of specific duties obligations andgovernance. The confidential online questionnaire was responded to by the Directors andvital feedback was received from them on how the Board currently operates and how it canenhance its effectiveness. The Board of Directors has expressed its satisfaction with theevaluation process.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE & INTERNAL COMPLAINTS COMMITTEE:

Your Company is committed to creating and maintaining an atmosphere in which employeescan work together without fear of sexual harassment exploitation or intimidation. TheBoard of Directors of your Company has constituted Internal Complaints Committees (ICCs)at Head Office pursuant to the provisions of the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013 and the Rules framed thereunder.

The ICC at the Head Office level consists of the following Members as on March 312020:

1. Mrs. Dimple P. Shah (Chairperson)
2. Ms. Angee R. Shah (Member)
3. Ms. Khiloni H. Sheth (Member)

The Company has formulated and circulated to all the employees a policy on preventionof sexual harassment at workplace which provides for a proper mechanism for redressal ofcomplaints of sexual harassment.

There were no complaints of sexual harassment received by the ICC during the FinancialYear 2019-20.

SIGNIFICANT REGULATORY OR COURT ORDERS:

During the Financial Year 2019-20 there were no significant and material orders passedby the regulators or Courts or Tribunals which can adversely impact the going concernstatus of the Company and its operations in future.

CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

During the period under review Company has entered into transactions with relatedparties. The particulars of every contract or arrangements entered into by the Companywith related parties referred to in subsection (1) of section 188 of the Companies Act2013 are disclosed in Note 44 of standalone Financial Statement. The Policy on materialityof related party transactions and on dealing with related party transactions as approvedby the Board may be accessed on the Company's website at the link: www.yashchemex.com.There are no materially significant related party transactions that may have potentialconflict with interest of the Company at large.

INTERNAL FINANCIAL CONTROLS WITH RESPECT TO FINANCIAL STATEMENTS:

Your Company is committed to constantly improve the effectiveness of internal financialcontrols and processes for efficient conduct of its business operations and ensuringsecurity to its assets and timely preparation of reliable financial information. In theopinion of the Board the internal financial control system of the Company commensuratewith the size scale and complexity of business operations of the Company.

Further the internal financial controls with reference to the Financial Statements areadequate in the opinion of the Board of Directors and were operating effectively.

The Company has a proper system of internal controls to ensure that all assets aresafeguarded and protected against loss from unauthorized use or disposition and thattransaction are authorized recorded and reported correctly.

The internal control is supplemented by an extensive programme of internal externalaudits and periodic review by the Management. This system is designed to adequately ensurethat financial and other records are reliable for preparing financial information andother data and for maintaining accountability of assets.

The Statutory Auditors and the Internal Auditors were inter alia invited to attendthe Audit Committee Meetings and present their observations on adequacy of InternalFinancial Controls and the steps required to bridge gaps if any. The Board of Directorsnoted the observations and accepted the recommendations of the Audit Committee.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions contained in sub-sections (3)(c) and (5) of Section 134 ofthe Companies Act 2013 the Directors of your Company confirm that:-

a. in the preparation of the Annual Accounts for the Financial Year (F.Y.) 2019-20 theapplicable accounting standards have been followed along with proper explanation relatingto material departures;

b. the Directors have selected such accounting policies and applied them consistentlyand made judgements and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company at the end of the Financial Year (i.e.March 31 2020) and of the profit and loss of the Company for that period (i.e. theFinancial Year 2019-20);

c. the Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

d. the Directors have prepared the Annual Accounts on a going concern basis;

e. the Directors had laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively; and

f. the Directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

CORPORATE GOVERNANCE:

As required by Regulation 34 of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 (‘Listing Regulations') adetailed report on Corporate Governance is included in the Annual Report.

Yashree Dixit & Associates Company Secretaries have certified the Company'scompliance requirements of Corporate Governance in terms of Regulation 34 of the ListingRegulations and their Compliance Certificate is annexed to the Report on CorporateGovernance.

STATUTORY AUDITORS

Pursuant to the provisions of section 139 of the Companies Act 2013 an audit firm canact as auditors of a listed company for a maximum tenure of two terms of 5 consecutiveyears. For the purpose of reckoning this limit existing tenure of the auditors needs tobe counted. Further companies have been given a transition time of 3 years from April 12014 to comply with this provision.

As per the above requirement the board and members approved the Appointment of M/SHarshad Sudhir & Co. Chartered Accountants (Registration No: 129775W) at the 13thAGM for a term of 5 Years from the Financial Year 2019-20 on such terms and conditions. Ason 28th May 2020 the Company has received a Certificate stating the merger oftheir Firm M/S Harshad Sudhir & Co. into M/S H S K & CO. Chartered Accountants(FRN: 117014W) w.e.f 29th February 2020. The audit of our company will behandled by M/S H S K & CO. Chartered Accountants w.e.f 01st March 2020 .

As per the above requirement the term of Company's auditors Harshad Sudhir & Co.(Registration

No.129775W) Chartered Accountants Ahmedabad comes to an end with effect from 01stMarch 2020. After conducting a detailed evaluation and based on the recommendation ofAudit Committee the Board approved the proposal for placing at the 14thAGM thematter of appointment of M/S H S K & CO. Chartered Accountants (FRN: 117014W) asstatutory auditors of the Company on the same terms and conditions including remunerationand tenure on which M/s Harshad Sudhir & Co. was appointed by the shareholders andboard of directors of the Company. A resolution to that effect forms part of notice of the14thAGM sent along with this Annual Report.

AUDITORS' REPORT

There are no qualifications reservations or adverse remarks made by M/s. H S K &Co. Statutory Auditors (FRN: 117014W) in their report for the financial year ended March31 2020. Pursuant to provisions of section 143(12) of the Companies Act 2013 theStatutory Auditors have not reported any incident of fraud to the Audit Risk andCompliance Committee during the year under review.

SECRETARIAL AUDITORS & SECRETARIAL AUDIT REPORT:

The Board of Directors of your Company appointed Yashree Dixit & AssociatesCompany Secretaries (Membership No.: 52508) as the Secretarial Auditors of the Company forthe conduct of Secretarial Audit for the Financial Year 2019-20 pursuant to theprovisions of Section 204 of the Companies Act2013 and Rule 9 of the Companies(Appointment & Remuneration of Managerial Personnel) Rules 2014.

The Secretarial Audit Report submitted by the Secretarial Auditor is annexed as "ANNEXUREC" to this Board's Report.

The qualification/observation of the Secretarial Auditor is self-explanatory.

RESPONSES TO QUALIFICATIONS RESERVATIONS ADVERSE REMARKS & DISCLAIMERS MADE BYTHESTATUTORY AUDITORS AND THE SECRETARIAL AUDITORS:

There are no qualifications reservations adverse remarks and disclaimers of theStatutory Auditors in their report on Financial Statements for the Financial Year (F.Y.)2019-20.

There are no qualifications reservations adverse remarks and disclaimers of theSecretarial Auditors in their Secretarial Audit Report for the Financial Year (F.Y.)2019-20.

The qualification/observation of the Secretarial Auditor is self-explanatory.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTIONAND FOREIGN EXCHANGE EARNINGS AND OUTGO:

a. Conservation of Energy: *

I. Steps taken/impact on conservation of energy: N.A.

II. Steps taken by the Company for utilizing alternate sources of energy includingwaste generated: Nil III. Capital investment on energy conservation equipment: NIL

*Your Company is in Business of trading of Chemical so in trading business there is noneed of Conservation of Energy.

b. Technology Absorption:*

I. The efforts made towards technology absorption; N.A.

II. The benefits derived like product improvement cost reduction productdevelopment or import substitution; N.A.

III. In case of imported technology (imported during the last three years reckonedfrom the beginning of the financial year)- N.A.

*Your Company is in Business of trading of Chemical so in trading business there is noneed of Technology Absorption.

POLICIES OF THE COMPANY:

The Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements)

Regulations 2015 ("Listing Regulations") have mandated the formulation ofcertain policies for all listed companies. All the Policies are available on the Company'swebsite www.yashchemex.com.

The key policies that have been adopted by the Company pursuant to the provisions ofthe Companies Act 2013 and the Rules framed thereunder the Securities and Exchange Boardof India (Listing Obligations and Disclosure Requirements) Regulations 2015 and otherapplicable laws are as follows:

Sr. No. Name of the Policy Brief Particulars of the Policy
1. Risk Management Policy The Company has in place a Risk Management Policy which was framed by the Board of Directors of the Company. This Policy deals with identifying and assessing risks such as operational strategic financial security property regulatory reputational cyber security and other risks and the Company has in place an adequate Risk Management infrastructure capable of addressing these risks. The Board of Directors of your Company is of the opinion that at present there are no elements of risks which may threaten the existence of the Company.
2. Policy for determining Material Subsidiaries This Policy is used to determine the material subsidiaries and material non-listed Indian subsidiaries of the Company in order to comply with the requirements of Regulation 16(1)(c) Regulation 24 and Regulation24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 as amended.
As on March 31 2020 Yasons Chemex Care Limited is a material unlisted subsidiary of your Company. Subsidiary of your Company.
3. Nomination and Remuneration Policy This Policy formulates the criteria for determining qualifications competencies positive attributes and independence of a Director and also the criteria for determining the remuneration of the Directors Key Managerial Personnel and other Senior Management Employees.
4. Policy on Familiarization Programmes for Independent Directors Your Company has a Policy on Familiarization Programmes for Independent Directors which lays down the practices followed by the Company in this regard on a continuous basis.
7. Whistle Blower Policy / Vigil Mechanism Your Company has a Vigil Mechanism/Whistle Blower Policy. The purpose of the Policy is to enable employees to raise concerns regarding unacceptable improper practices and/ or any unethical practices in the organization without the knowledge of the Management. The Policy provides adequate safeguards against victimization of persons who use such mechanism and makes provision for direct access to Mr. Jinal D. Shah Chairman of the Audit Committee in appropriate or exceptional cases.
6. Policy on Prevention of Sexual Harassment at Workplace Your Company has in place a Policy on Prevention of Sexual Harassment at Workplace which provides for a proper mechanism for redressal of complaints of sexual harassment and thereby encourages employees to work together without fear of sexual harassment exploitation or intimidation.
7. Policy on Related Party Transactions This Policy regulates all transactions between the Company and its Related Parties.
8. Code of Conduct for the Board of Directors and Senior Management Personnel Your Company has in place a Code of Conduct for the Board of Directors and Senior Management Personnel which reflects the legal and ethical values to which your Company is strongly committed. The Directors and Senior Management Personnel of your Company have complied with the Code as mentioned hereinabove.
Code of Conduct for Insider Trading This Policy sets up an appropriate mechanism to curb Insider Trading in accordance with Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations 2015 as amended from time to time.
Policy on Criteria for determining Materiality of Events This Policy applies to disclosures of material events affecting the Company. This Policy warrants disclosure to investors and has been framed incompliance with the requirements of Securities and Exchange Board of India (Listing Obligations And Disclosure Requirements) Regulations 2015 as amended from time to time.
Policy for Maintenance And Preservation of Documents The purpose of this Policy is to specify the type of documents and time period for preservation thereof based on the classification mentioned under Regulation 9 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015. This Policy covers all business records of the Company including written printed and recorded matter and electronic forms of records.
Archival Policy This Policy is framed pursuant to the provisions of the Listing Regulations. As per this Policy all such events or information which have been disclosed to the Stock Exchanges are required to be hosted on the website of the Company for a minimum period of 5(five) years and thereafter in terms of the Policy.
Policy for Inquiry in case of Leak of Unpublished Price Sensitive Information("UPSI") This Policy is framed by the Board of Directors in terms of the Securities and Exchange Board of India (Prohibition of Insider Trading) (Amendment) Regulations 2018. The focus of the Company is to have a Policy in place to strengthen the Internal Control System and prevent Leak of Unpublished Price Sensitive Information ("UPSI"). This policy also aims to have a uniform code to curb unethical practices of sharing UPSI by insiders employees and designated persons with any other person without a legitimate purpose.
Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information("UPSI") The Code intends to formulate a stated framework and policy for fair disclosure of events and occurrences that could impact price discovery in the market for the Company's securities and to maintain the uniformity transparency and fairness in dealings with all stakeholders and ensure adherence to applicable laws and regulations.

SECRETARIAL STANDARDS:

Your Company is in compliance with the Secretarial Standards on Meetings of the Boardof Directors (SS-1) and Secretarial Standards on General Meetings (SS-2) issued by theInstitute of Company Secretaries of India.

MANAGERIAL REMUNERATION:

The remuneration paid to Directors and Key Managerial Personnel of the Company duringthe Financial Year 2019-20 was in accordance with the Nomination and Remuneration Policyof the Company.

Disclosures with respect to the remuneration of Directors and employees as requiredunder Section 197(12) of the Companies Act 2013 and Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 have been appended as "ANNEXURE-D"to this Report.

PARTICULARS OF EMPLOYEES:

The provisions of Rule 5(2) & (3) of the Companies (Appointment & Remunerationof Managerial Personnel) Rules 2014 are not applicable to the Company.

ADDITIONAL INFORMATION:

The additional information required to be given under the Companies Act 2013 and theRules made thereunder has been laid out in the Notes attached to and forming part of theAnnual Accounts. The Notes to the Accounts referred to the Auditors' Report areself-explanatory and therefore do not call for any further explanation.

The Consolidated Financial Statements of your Company form part of this Annual Report.Accordingly this Annual Report of your Company does not contain the Financial Statementsof its Subsidiary. The Audited Annual Accounts and related information of the Company'ssubsidiary will be made available upon request.

These documents will also be available for inspection during all days except SaturdaysSundays and public holidays from 10.00 a.m. (IST) to 4.00 p.m. (IST) at the Company'sRegistered Office.

The subsidiary companies' Audited Accounts are also available on the Company's websitewww.yashchemex.com

INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

Pursuant to the Section 125 and other applicable provisions of the Companies Act 2013read with the Investor Education and Protection Fund Authority (Accounting AuditTransfer and Refund) Rules 2016 ("IEPF Rules") all the unpaid or unclaimeddividends are required to be transferred to the IEPF established by the CentralGovernment upon completion of 7 (seven) years.

Further according to the IEPF Rules the shares in respect of which dividend has notbeen paid or claimed by the Shareholders for 7 (seven) consecutive years or more are alsorequired to be transferred to the demat account created by the IEPF Authority.

During the year under review Your Company has not transferred any unclaimed amountand Shares to IEPF Authority.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year under review as stipulatedunder Regulation 34(2) of the Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 forms part of the Annual Report.

CAUTIONARY STATEMENT:

Statements in the Directors' Report and the Management Discussion and Analysis Reportdescribing the Company's objectives projections expectations estimates or forecastsmaybe forward-looking within the meaning of applicable laws and regulations. Actualresults may differ substantially or materially from those expressed or implied therein dueto risks and uncertainties. Important factors that could influence the Company'soperations inter alia include global and domestic demand and supply conditions affectingselling prices of finished goods input availability and prices changes in governmentregulations tax laws economic political developments within the country and otherfactors such as litigations and industrial relations.

APPRECIATION:

Your Directors wish to place on record sincere appreciation for the support andco-operation received from various Central and State Government Departments organizationsand agencies. The Directors also gratefully acknowledge all stakeholders of your Companyviz. Shareholders customers dealers vendors banks and other business partners forexcellent support received from them during the Financial Year under review. YourDirectors also express their warm appreciation to all the employees of the Company fortheir unstinted commitment and continued contribution to the growth of the Company.

ACKNOWLEDGEMENT:

The Directors thank the Company's employees customers vendors investors and academicpartners for their continuous support.

The Directors also thank the Government of India and our State Government and agenciesfor their co-operation.

The Directors regret the loss of life due to Covid-19 pandemic and are deeply gratefuland have immense respect for every person who risked their life and safety to fight thispandemic.

The Directors appreciate and value the contribution made by every member of the YashChemex Limited.

For and on behalf of the Board of Directors of Yash Chemex Limited

Pritesh Y. Shah Managing Director (DIN: 00239665)

Date: July 10 2020

Place: Ahmedabad

Annexure B Form No. MGT-9 Extract of Annual Return

As on Financial Year ended on 31st March 2020

[Pursuant to section 92(3) of the Companies Act 2013 and Rule 12(1) of the Companies(Management and Administration) Rules 2014]

I.REGISTRATION AND OTHER DETAILS:

i. CIN L74110GJ2006PLC048385
ii. Registration Date 03/06/2006
iii. Name of the Company YASH CHEMEX LIMITED
iv. Category/Sub-Category of the Company COMPANY LIMITED BY SHARES
v. Address of the Registered office and contact details 411 SIGMA ICON-1 OPP.MEDILINK
HOSPITAL SATELLITE
AHMEDABAD-380015.GUJARAT
vi. Whether listed company Yes
vii. Name Address and Contact details of Registrar and Transfer Agent if any Bigshare Services Private Limited
1st Floor Bharat Tin Works Building
Opp. Vasant Oasis Makwana Road
Marol Andheri East Mumbai-400059.
Maharashtra
Tel:022-62638200;
Fax:022-62638299;
E-mail: ipo@bigshareonline.com
Investor Grievance Email:
Investor@bigshareonline.com
Website: www.Bigshareonline.com

II.PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of thecompany shall be stated:-

Sr.No. Name and Description of main products/services NIC Code of the Product/ service % to total turnover of the company
1 Wholesale of industrial chemicals 51496 100%

III.PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE AND COMPANIES

Sr. No. Name And Address of The Company CIN/GLN Holding/ Subsidiary /Associate %of shares held Applicab le Section
1. Yasons Chemex Care Limited U24304GJ2017PLC099511 Subsidiary 51.29% 2(87)
4th Floor 412 Sigma Icon-1 132ft Ring Road opp. Medilink Hospital Satellite Ahmedabad-380015.

IV.SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)i. Category-wise Share Holding

Category of Shareholders No. of Shares held at the beginning of the year 01.04.2019

No. of Shares held at the end of the year 31.03.2020

% Change during The year
Demat P h y si c a l Total % of Total Shares Demat P hy si ca l Total % of Total Shares
A. Promoter
1) Indian
a) Individual/ 5122175 0 5122175 50.00 5335353 0 5253946 52.08 2.08
HUF
b) Central Govt - - - - - - - - -
c) State Govt(s) - - - - - - - - -
d) Bodies Corp - - - - - - - - -
e) Banks / FI - - - - - - - - -
f) Any Other - - - - - - - - -
Sub-total(A)(1):- 5122175 0 5122175 50.00 5335353 0 5335353 52.08 2.08
2) Foreign
g) NRIs- - - - - - - - - -
Individuals
h) Other- - - - - - - - - -
Individuals
i) Bodies Corp. - - - - - - - - -
j) Banks / FI - - - - - - - - -
k) Any Other…. - - - - - - - - -
Sub-total(A)(2):- - - - - - - - - -
B. Public
Shareholding
1. Institutions
a)Mutual Funds - - - - - - - - -
b) Banks / FI - - - - - - - - -
c) Central Govt - - - - - - - - -
d) State Govt(s) - - - - - - - - -
e) Venture - - - - - - - - -
Capital Funds
f) Insurance - - - - - - - - -
Companies
g) FIIs - - - - - - - - -
h) Foreign - - - - - - - - -
Venture
Capital Funds
i) Others (specify) - - - - - - - - -
Sub-total (B)(1) - - - - - - - - -
2. Non
Institutions
a) Bodies Corp.
(i) Indian
(ii) Overseas 139335 0 0 1.36 73346 0 73346 0.72 (0.64)
b) Individuals
(i) Individual shareholders holding nominal share capital upto Rs. 1 lakh 710278 - 710278 6.93 850822 - 850822 8.31 1.37
(ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh 3739052 - 3739052 36.50 3458524 3458524 33.76 (2.74)
-
c) OTHERS
I. CLEARING
MEMBER 243318 - 243318 2.38 230963 - 230963 2.25 (0.12)
II NRI 27656 27656 0.27 30421 30421 0.30 0.03
REPAT 40001 40001 0.39 40006 40006 0.39 0
NON REPAT -
III ANY OTHERS 221610 221610 2.16 223990 223990 2.19 (0.03)
TOTAL 532585 532585 5.20 525380 525380 5.13 (0.07)
Sub-total(B)(2) 5121250 - 5121250 50.00 4908072 - 4908072 47.91 (2.08)
Total Public 5121250 5121250 50.00 4908072 4908072 47.91 (2.08)
Shareholding
(B)=(B)(1)+ (B)(2)
C. Shares held by
Custodian for
GDRs&ADRs
- - - - - - - - -
Grand Total 10243425 10243425 100 10243425 10243425 100
(A+B+C)

ii. Shareholding of Promoters

Sr. No Shareholder's

Shareholding at the Name beginning of the year

Shareholding at the end of the year

No. of Shares

% of total Shares of the company

%of Sha res Pled ged / enc um be red to tota l shar

No. of Shares

% of total Shares of the company

%of Shar es Pled ged / encu mbe red to total shar es

% change in shareholdin g during the year

1. Pritesh Y. Shah 1760004 17.18 - 1866046 18.21 - 1.03
2. Yashwantbhai C. Shah 603850 5.90 - 603850 5.90 - 0
3. Pritesh Y. Shah- HUF 908747 8.87 - 992318 9.68 - 0.81
4. Yashwantbhai C. Shah-HUF 749192 7.31 - 749192 7.31 - 0
5. Dimple P. 780500 7.62 - 804065 7.84 - 0.22
6. Chandrika Y. Shah Shah 319882 3.12 - 319882 3.12 - 0
Total 5122175 50.00 - 5335353 51.25 - 2.07

iii. Change in Promoters' Shareholding (please specify if there is no change)

Sr. no Particulars

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares % of total shares of the compa ny No. of shares % of total shares of the company
1. Pritesh Y. Shah 1760004 15.02 17.18
Acquired from Open Market on 26.04.20 16600 0.16 1776604 17.34
Acquired from Open Market on 17.05.19 8260 0.08 1784864 17.42
Acquired from Open Market on 24.05.19 10108 0.10 1794972 17.52
Acquired from Open Market on 28.06.19 22305 0.22 1817277 17.74
Acquired from Open Market on 27.09.19 17762 0.17 1835039 17.91
Acquired from Open Market on 11.10.19 3500 0.04 1838539 17.95
Acquired from Open Market on 22.11.19 2179 0.02 1840718 17.97
Acquired from Open Market on 29.11.19 18087 0.18 1858805 18.15
Acquired from Open Market on 06.12.19 7241 0.07 1866046 18.22
At the end of the Year 1866046 18.22 1866046 18.22
2. Yashwantlal C. Shah
At the beginning of the year 603850 5.90 603850 5.90
At the end of the Year 603850 5.90 603850 5.90
3. Pritesh Y. Shah- HUF
At the beginning of the year 908747 8.87 908747 8.87
Acquired from Open Market on 12.04.19 43045 0.42 951792 9.29
Acquired from Open Market on 03.05.19 3000 0.03 954792 9.32
Acquired from Open Market on 21.06.19 23537 0.23 978329 9.55
Acquired from Open Market on 28.06.19 19332 0.19 997661 9.74
Acquired from Open Market on 09.08.19 1000 0.01 998661 9.5
Acquired from Open Market on 06.09.19 2000 0.02 1000661 9.77
Acquired from Open Market on 13.09.19 8533 0.08 1009194 9.85
Acquired from Open Market on 20.09.19 287 0.00 1009481 9.85
Acquired from Open Market on 27.09.19 2470 0.03 1011951 9.88
Acquired from Open Market on 30.09.19 6645 0.06 1018596 9.94
Acquired from Open Market on 04.10.19 22019 0.22 1040615 10.16
Acquired from Open Market on 11.10.19 7760 0.07 1048375 10.23
Acquired from Open Market on 29.11.19 1980 0.02 1050355 10.25
Disposal in Open Market on 13.03.20 (33045) (0.32) 1017310 9.93
Disposal in Open Market on 20.03.20 (24992) (0.24) 992318 9.69
At the end of the Year 992318 9.69 992318 9.69
4. Yashwant C. Shah- HUF
At the beginning of the year 749192 7.31 749192 7.31
At the end of the Year 749192 7.31 749192 7.31
5. Dimple P. Shah
At the beginning of the year 780500 7.62 780500 7.62
Acquired from Open Market on 19.04.19 4965 0.05 785465 7.67
Acquired from Open Market on 26.04.19 5160 0.05 790625 7.72
Acquired from Open Market on 17.05.19 7040 0.05 797665 7.79
Acquired from Open Market on 29.11.19 6400 0.06 804065 7.85
At the end of the Year 804065 7.85 804065 7.85
6. Chandrika Y. Shah
At the beginning of the year 319882 3.13 319882 3.13
At the end of the Year 319882 3.13 319882 3.13

iv. Shareholding Pattern of top ten Shareholders (other than Directors Promoters andHolders of

GDRs and ADRs):

Shareholding at the beginning of the year

Date Increase/D ecrease In Shareholdi ng Reason Cumulative Shareholding during the year
Sr. No. For Each of Top 10 the Shareholder No. of shares % of total shares of the compa ny No. of shares % of total shares of the compa ny
1. Lalit K. Patel 1053750 10.29 31/03/19 - - 1053750 10.29
24/05/19 (15000) Sale 1038750 10.14
31/05/19 (15000) Sale 1023750 9.99
14/06/19 (8500) Sale 1015250 9.91
21/06/19 (27921) Sale 987329 9.64
28/06/19 (6000) Sale 981329 9.58
12/07/19 (6500) Sale 974829 9.52
19/07/19 (5211) Sale 969618 9.47
16/08/19 (1000) Sale 968618 9.46
13/09/19 (68501) Sale 900117 8.79
20/09/19 (40424) Sale 859693 8.39
27/09/19 (16000) Sale 843693 8.24
25/10/19 (7000) Sale 836693 8.17
01/11/19 (1760) Sale 834933 8.15
22/11/19 (10500) Sale 824433 8.05
13/12/19 (5537) Sale 818896 7.99
20/12/19 (7103) Sale 811793 7.93
27/12/19 (8000) Sale 803793 7.85
10/01/20 (17090) Sale 786703 7.68
24/01/20 (2485) Sale 884218 7.66
31/01/20 (1200) Sale 783018 7.64
07/02/20 (650) Sale 782368 7.64
31/03/20 -- -- 782368 7.64
2. B P EQUITIES PVT LTD 100650 0.98 31/03/19 -- -- 100650 0.98
05/04/19 56738 Buy 157388 1.54
12/04/19 5057 Buy 162445 1.59
19/04/19 1994 Buy 164439 1.61
26/04/19 (4253) Sale 160186 1.56
03/05/19 (73286) Sale 86900 0.85
17/05/19 1080 Buy 87980 0.86
24/05/19 (1447) Sale 86533 0.84
31/05/19 2891 Buy 89424 0.87
07/06/19 3052 Buy 92476 0.90
14/06/19 (3052) Sale 89424 0.87
28/06/19 (22) Sale 89402 0.87
05/07/19 (218) Sale 89184 0.87
12/07/19 1800 Buy 90984 0.89
26/07/19 1298 Buy 92282 0.90
16/08/19 898 Buy 93180 0.91
06/09/19 (50698) Sale 42482 0.41
13/09/19 6029 Buy 48511 0.47
20/09/19 1000 Buy 49511 0.48
27/09/19 (3000) Sale 46511 0.45
30/09/19 (42313) Sale 4198 0.04
18/10/19 1494 Buy 5692 0.06
25/10/19 (1494) Sale 4198 0.04
08/11/19 (2259) Sale 1939 0.02
22/11/19 157 Buy 2096 0.02
29/11/19 161104 Buy 163200 1.59
13/12/19 (200) Sale 163000 1.59
20/12/19 1171 Buy 164171 1.60
27/12/19 (322) Sale 163849 1.60
31/12/19 (5) Sale 163844 1.60
24/01/20 (2225) Sale 161619 1.58
31/01/20 (515) Sale 161104 1.57
31/03/20 -- -- 161104 1.57
03. Navinbhai G. Patel 129250 1.26 31/03/19 -- -- 129250 1.26
31/05/19 (1000) Sale 128250 1.25
31/03/20 -- -- 128250 1.25
4. Rinaben B. Darji 99175 0.97 31/03/19 -- -- 99175 0.97
21/06/19 2000 Buy 101175 0.99
23/08/19 (1175) Sale 100000 0.98
06/09/19 (600) Sale 99400 0.97
13/09/19 (400) Sale 99000 0.97
20/03/20 (301) Sale 98699 0.96
31/03/20 -- -- 98699 0.96
5. Savitaben M. Patel 90000 0.88 31/03/19 -- -- 90000 0.88
20/09/19 (7000) Sale 83000 0.81
31/03/20 -- -- 83000 0.81
6. Bhavesh Pareshbhai Darji 86375 0.84 31/03/19 86375 -- -- 0.84
17/05/19 2100 Buy 88475 0.86
28/06/19 1000 Buy 89475 0.87
23/08/19 (475) Sale 89000 0.87
31/03/20 -- -- 89000 0.87
7. Kishorkumar V. Rakholiya 86175 0.84 31/03/19 -- -- 86175 0.84
05/04/19 (3500) Sale 82675 0.81
12/04/19 (3000) Sale 79675 0.78
17/01/20 (1000) Sale 78675 0.77
14/02/20 (1050) Sale 77625 0.76
31/03/20 -- -- 77625 0.76
8. Shaileshbhai Karsanbhai Patel 82500 0.81 31/03/19 -- -- 82500 0.81
31/03/20 -- -- 82500 0.81
9. Vijaykumar Karsanbhai Patel 82500 0.81 31/03/19 -- -- 82500 0.81
31/03/20 -- -- 82500 0.81
10. Sunitha Kumar Sheth 75836 0.74 31/03/19 -- -- 75836 0.74
05/04/19 (33287) Sale 42549 0.42
12/04/19 1900 Buy 44449 0.43
19/04/19 (4000) Sale 40449 0.39
20/09/19 1429 Buy 41878 0.41
27/09/19 (1088) Sale 40790 0.40
30/09/19 (20) Sale 40770 0.40
04/10/19 (100) Sale 40670 0.40
11/10/19 (385) Sale 40285 0.39
18/10/19 (25) Sale 40260 0.39
25/10/19 (200) Sale 40060 0.39
15/11/19 (450) Sale 39610 0.39
22/11/19 (1500) Sale 38110 0.37
20/12/19 (50) Sale 38060 0.37
17/01/20 (270) Sale 37790 0.37
14/02/20 (3911) Sale 33879 0.33
28/02/20 (25) Sale 33854 0.33
31/03/20 -- -- 33854 0.33
11. RAJESH KARSHANDAS PATEL 75000 0.73 31/03/19 -- -- 75000 0.73
31/03/20 -- -- 75000 0.73

V. Shareholding of Directors and Key Managerial Personnel:

Sr. no Particulars

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares % of total shares of the compa ny No. of shares % of total shares of the company
1. Pritesh Y. Shah 1760004 15.02 17.18
Acquired from Open Market on 26.04.20 16600 0.16 1776604 17.34
Acquired from Open Market on 17.05.19 8260 0.08 1784864 17.42
Acquired from Open Market on 24.05.19 10108 0.10 1794972 17.52
Acquired from Open Market on 28.06.19 22305 0.22 1817277 17.74
Acquired from Open Market on 27.09.19 17762 0.17 1835039 17.91
Acquired from Open Market on 11.10.19 3500 0.04 1838539 17.95
Acquired from Open Market on 22.11.19 2179 0.02 1840718 17.97
Acquired from Open Market on 29.11.19 18087 0.18 1858805 18.15
Acquired from Open Market on 06.12.19 7241 0.07 1866046 18.22
At the end of the Year 1866046 18.22 1866046 18.22
2. Yashwantlal C. Shah
At the beginning of the year 603850 5.90 603850 5.90
At the end of the Year 603850 5.90 603850 5.90
3. Dimple P. Shah
At the beginning of the year 780500 7.62 780500 7.62
Acquired from Open Market on 19.04.19 4965 0.05 785465 7.67
Acquired from Open Market on 26.04.19 5160 0.05 790625 7.72
Acquired from Open Market on 17.05.19 7040 0.05 797665 7.79
Acquired from Open Market on 29.11.19 6400 0.06 804065 7.85
At the end of the Year 804065 7.85 804065 7.85

VI.INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due forpayment

Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount -- -- 1890210 1890210
ii) Interest due but not paid
iii) Interest accrued but not paid
Total (i+ii+iii) -- -- 1890210 1890210
Change in Indebtedness during the financial year
- Addition -- 20319836 -- 20319836
- Reduction -- (3142047) (1890210) (5032257)
Net Change -- 17177789 (1890210) 15287579
Indebtedness at the end of the financial year --
i) Principal Amount 17177789 --
ii) Interest due but --
not paid iii) Interest accrued but not due -- - --
Total (i+ii+iii) -- 17177789 -- 17177789

VII. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director Whole-time Directors and/or Manager

Sr. No. Particulars of Remuneration

Name of MD/WTD/ Manager

Total Amount
Pritesh Y. Shah (Managing Director) Yashwantlal C . Shah (Whole time Director) Dimple P. Shah (Director)
1. Gross salary
a) Salary as per provisions containedinsection17(1) of the Income-tax Act 1961 1800000 1300000 700000 3800000
b) Value of perquisites u/s 17(2) Income-tax Act 1961 - - - -
C) Profits in lieu of salary undersection17(3) Income- taxAct1961 - - - -
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission - - - -
- as % of profit
- others specify…
5. Others please specify - - - -
6. Total(A) 1800000 1300000 700000 3800000
Ceiling as per the Act

B. Remuneration to other directors:

Sr. No. Particulars of Remuneration

Name of Directors

Total Amount
Independent Directors Angee R. Shah Vrusha A. Patel Jinal D. Shah
Fee for attending board committee meetings 3000 10000 7500 20500
Commission
Others please specify 22000 10000 7500 39500
Total (1) 25000 20000 15000 60000
Other Non-Executive Directors
Fee for attending board committee meetings - - - -
Commission -
Others please specify
Total (2) - - - -
Total 25000 20000 15000 60000
(B)=(1+2)
Total Managerial Remuneration - - - -
Overall Ceiling as per the Act

 

C. Remuneration to Key Managerial Personnel Other Than MD /Manager /WTD

Sr. no. Particulars of Remuneration

Key Managerial Personnel

Company Secretary Company Secretary CFO Total
Name Aesha Mashru (Up to Charmi Shah (W.e.f Kiritkumar H. Shah
01.09.2019) 24.12.2020)
1. Gross salary 91487.00 122376.00 173407.00 387270.00
(a)Salary as per provisions containedinsection 17(1) of the Income-tax Act1961
(b)Value of perquisites u/s 17(2)Income-tax Act1961
(c)Profits in lieu of salary under section 17(3)Income-tax Act1961
2. Stock Option
3. Sweat Equity
4. Commission
- as% of profit
-others specify…
5. Others please specify
6. Total 91487.00 122376.00 173407.00 387270

VII. PENALTIES/PUNISHMENT/COMPOUNDINGOFOFFENCES:

Type Section of the compani es Act Brief description Details of Penalty/ Punishment/ Compounding fees imposed Authority [RD /NCLT/Court] Appeal made. If any(give details)
a. Company
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
b. Directors
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
c. Other Officers in Default
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -

By Order of the Board of Directors For YASH CHEMEX LIMITED

Place: Ahmedabad Name: Pritesh Y. Shah
Date: 10/07/2020 Designation: Managing Director
DIN: 00239665

.