appu marketing manufacturing ltd Directors report


Dear Members,

The Directors of the Company are delighted to present the Thirty Sixth Annual Report on the business and operations of the Company along with the Audited Financial Accounts for the year ended March 31, 2019.

1. Financial Performance

The highlights of the financial performance of the Company for the financial year ended March 31, 2019 as compared to the previous financial year are as under:-

(Rs. in lacs)

Particulars 2018-19 2017-18
Total Revenue 111.19 102.10
(Less):Total Expenditure 107.26 94.10
Profit before Exceptional & Extraordinary Items 3.93 8.00
Add/(Less): Exceptional Items - -
Add/(Less): Extraordinary Items - -
Profit Before Tax 3.93 8.00
Add/(Less): Provision for Current Tax (1.02) (2.47)
Net Profit after Tax 2.91 5.52
(Less): Income Tax For earlier years - -
Profit/Loss for the year 2.91 5.52
Add/(Less): Brought forward from previous year 47.70 25.98
(Less): Proposed Dividend - -
(Less): Income Tax on Proposed Dividend - -
Balance carried to Balance Sheet 47.54 47.70

2. Financial Review

During the performance under review, the total income of the Company was recorded Rs. 111.19 lakhs as compared to Rs. 102.10 lakhs for the previous financial year. Whereas, the Retained Earning increased to Rs. 47.70 in the reporting year 2018-19 as compared to Rs.25.98 in the financial year 2017-18.

3. Dividend

Keeping in view the profit during the year and the need to conserve the resources of the Company, the Board has decided not to recommend any dividend for the financial year 2018-19.

4. Transfer to reserves

During the year, considering the operating performance of the Company, your Company has not transferred any amount to Reserve.

5. Share Capital

During the year under review, the Authorised Share Capital of the Company stands at Rs. 150,000,000/- divided into 150,00,000 Equity Shares of Rs. 10 each. The Paid-up Share Capital of the Company is Rs. 145,765,000 /- divided into 1,45,76,500 Equity Shares of Rs. 10/- each. There has been no change in the Authorised or Paid-up Share Capital.

6. In terms of Rule 5(5)(iv) of the Companies (Accounts) rules 2014, the disclosures on subsidiaries companies is made hereunder:

There are no subsidiaries companies.

7. Listing

The equity shares of the company are continues to be listed on the Calcutta Stock Exchange Ltd. & BSE Ltd. which has nation-wide terminals.

8. Extract of the Annual Return

The details forming part of the extract of the Annual Return as on the financial year ended on March 31, 2019, in form MGT-9 as required under section 92 of the Companies Act, 2013 (hereinafter referred to as the Act) and Rule 12(1) of the Companies (Management and Administration) Rules, 2014 as Annexure-I and forms integral part of the report.

9. Directors & Key Managerial Personnel a. Non- Executive & Executive Directors -Non-independent.

Pursuant to Section 149 of the Companies Act, 2013 read with the Rules made there under and Regulation 16(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015 (hereinafter referred to as the Listing Regulations/Regulations), the Independent Directors shall hold office for a period of up to 5 consecutive years and shall not be liable to retire by rotation. They may be appointed for a maximum of two consecutive terms of up to 5 year seach.

In this connection, all the Independent Directors of the Company, viz: Mr. Dibyendu Brahmachary (DIN: 08109629), Mrs. Sarswati Pandey (DIN: 08178880), Sanjib Dutta (DIN: 08419495), Krishna Sharma (DIN: 08270829)were appointed for a term of five consecutive years or till such earlier date to conform with the policy on retirement and as may be determined by any applicable statues, rules, regulations or guidelines from the conclusion of 36thAnnual General Meeting of the Company.

During the year under review, Mr. Aman Jain, Mr. Indrajeet Kumar Tiwari, has been appointed as independent director w.e.f 14.02.2019 and they have resigned the office w.e.f 20.03.2019.

Further, Mr. Krishna Sharma (having DIN: 08270829), Mr. Sanjib Dutta (having DIN: 08419495), was appointed as Additional Director w.e.f. 28.05.2019 and they are entitled to hold office as Additional Director up to the date of ensuing AGM and Companies Secretary, Mrs. Maitreyee Gupta resigned the office w.e.f 20.05.2019.

b. Number of Meetings of the Board

The Board of Directors of the Company met eight (7) times during the Financial Year under review, i.e. on: 13/04/2018, 02/05/2018, 30/05/2018, 27/06/2018, 08/08/2018, 13/11/2018, 14/02/2019.

The Meetings were held in accordance with the provisions of the Act and the Listing Regulations, 2015.

The details of the Meetings of the Board of Directors during the Financial Year 2018-19 is encompassed in the Corporate Governance Report which is annexed to the said Report.

c. Company Secretary.

Ms. Maitreyee Gupta has resigned as a Company Secretary of the Company w.e.f. 20/05/2019.

The Board has appointed Ms. Priya Gupta as Company Secretary of the Company w.e.f. 12th August, 2019.

10. Disclosure pursuant to Section 177(8) of the Companies Act, 2013

a. Composition of the Audit Committee.

The Audit Committee of the Company comprises of three Non-Executive Independent Directors and one Executive Director as on March 31, 2019. The Committee is chaired by a Non-Executive Director, Mr. Dibyendu Brahmachary (DIN-08109629).

The details of the same are more fully provided in the Corporate Governance Report.

During the Financial Year under review, the Committee met five (4) times and all such meetings were held in accordance with the provisions of the Act, and regulation 18 of SEBI (Listing Obligation and Disclosure Requirements), Regulations, 2015.

Further, the Board of Directors has accepted all the recommendations of the Audit Committee in the Financial Year 2019-20.

b. Composition of the Nomination and Remuneration Committee

The Nomination and Remuneration Committee of the Company comprises of three Non-Executive Independent Directors as on March 31, 2019.

The details of the same are more fully provided in the Corporate Governance Report.

c. Composition of the Stakeholders Relationship Committee

The Stakeholders Relationship Committee consists of two Non-Executive Independent Directors and one executive Non-Independent Director as on March 31, 2019.

The details of the same are more fully provided in the Corporate Governance Report.

11. Directors_f Responsibility Statement

Pursuant to the provisions of section 134 (5) of the Act, the Directors hereby confirm and state that:

a. In the preparation of Annual Accounts for the financial year ended March 31, 2019, the applicable Accounting Standards have been followed along with the proper explanation relating to material departures, if any.

b. The Directors have selected such accounting policies and have applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on the Financial Year ended on March 31, 2019 and of the profit and loss of the company for the year ended on March 31,2019;

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

e. The Directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively.

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

12. Declaration by the Independent Directors

Section 149(7) of the Act requires every independent director to give a declaration that he/she meets the criteria of Independence, at the first Board Meeting of every financial year.

Accordingly, the Company has taken on record, the Statement of Declaration of Independence, as submitted by all the Independent Directors.

13. Policy on Directors Appointment & Remuneration

Pursuant to the provisions of Section 178(4) of the Act read with the Rules made there under and Listing Regulation 2015, the Nomination and Remuneration Committee has formulated the criteria for determining qualifications, positive attributes and independence of a director and has further formulated a policy relating to the remuneration for Directors, Key Managerial Personnel and other employees, which has been duly approved by the Board of Directors.

While formulating the Policy, the Nomination and Remuneration Committee has assured that:

a. The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run the Company successfully;

b. The relationship of remuneration to performance is clear and meets appropriate benchmarks; and

c. The remuneration to directors, key managerial personnel and senior management involves a balance between fixed and incentive pay, reflecting short and long-term performance objectives appropriate to the working of the Company and its goals.

The Nomination and Remuneration Policy is available on the website of the Company. Further, The Nomination and Remuneration Policy of the Company is appended to the Directors Report in Annexure-II.

14. Corporate Governance Report

The Company has been voluntarily complying with all the requirements of the code of Corporate Governance, as specified by the Securities and Exchange Board of India the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as the Listing Regulations).

A separate report on Corporate Governance is furnished as a part of the Directors Report and the certificate from a Practicing Chartered Accountant regarding compliance of condition of Corporate Governance is annexed to the said Report.

15. Auditors & Auditors_f report

A. Statutory Auditors

Based on the recommendation of the Audit Committee, the Board of Directors recommends to appoint of M/s. Dinesh Kr Yadav & Associates., Chartered Accountants (Firms Registration No. 011308C, CA Arvind Kumar Singh ( Partner), Membership No-068913 of P-41, Princep Street, 4th Floor, Room No-416, Kolkata 700 072, as the Statutory Auditors of the Company from the conclusion of the 36th Annual General Meeting till the conclusion of the 41st Annual General Meeting of the Company and to authorize the Board of Directors to fix their remuneration, subject to approval of Shareholders in General Meeting. Further the term of M/s. S.C. Swaika & Co Chartered Accounted has been completed. So the Company Appoint a New Auditor for the period 2019-20 subject to the approval of Shareholders. Further In this connection, M/s. Dinesh Kr. Yadav & Associates Chartered Accounted furnished a Certificate of Eligibility pursuant to Section 141 of the Act read with the Rules framed there under.

B. Independent Auditors Report

The Self Explanatory Independent Auditors Report does not contain any adverse remarks or qualification.

C. Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act read with the Rules made there under, Mr. Pankaj Kumar Modi (C.P. No. 12472, Membership No. 28600), Company Secretary in whole-time Practice, was appointed for the issuance of the Secretarial Audit Report for the Financial Year ended March 31,2019.

D. Secretarial Audit Report

The Secretarial Audit Report is appended to the Boards Report in Annexure-III. The Report of the Secretarial Audit Report does not contain any adverse remark

16. Particulars of Loans, guarantees or investments under section 186.

Detail of Loans and Investment covered under Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

17. Particulars of contracts or arrangements with related parties referred to in sub-section of section 188 in the prescribed form.

All related party transactions, contracts or arrangements that were entered into, during the financial year under review, were on an arms-length basis and in the ordinary course of business. The Company has adhered to its Policy on Related Party Transactions and Materiality of Related Party Transactions while persuing all Related Party transactions.

Further, during the year, the Company had not entered into any contract/ arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

18. State of Company Affairs & Future Outlook

The total income of the Company during the Financial Year 2018-19 was Rs. 111.19 lakhs as compared to Rs. 102.10 lakhs for the previous financial year. The total expenses for the year increased to Rs. 107.26 lakhs as compared to Rs. 94.10 lakhs in previous year. In view of the same, Rs. 3.93 lakhs profit before tax was recorded by the Company in the reporting year.

The Companys short term outlook remains subject to a range of challenges including: market conditions; the cost of its continued conservative approach to funding and capital; and potential regulatory changes and tax uncertainties.

19. Material Changes and commitments, if any, affecting the financial position of the Company, which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

No Material Changes and commitments affecting the financial position of the Company, have occurred between the end of the financial year of the company to which the financial statements relate and the date of this Directors Report.

20. Disclosure in terms of Rule 8(3) of the Companies (Accounts) Rules, 2014 regarding Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo.

In terms of Section 134 (3) (m) of the Act read with the Rules made there under, the Company has no activity relating to Conservation of Energy, Technology Absorption.

Further, during the year there was no Foreign Exchange Earnings And Outgo.

Therefore, the Company is not required to make any disclosure as specified in Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014.

21. Risk Management Policy

In compliance with Section 134(3) (n) of the Act, the Company has a Risk Management Policy which provides for the identification therein of elements of risk which in the opinion of the Board may threaten the existence of the Company.

Pursuant to Schedule IV(II)(4) of the Act, the Independent Directors, inter-alia amongst others, review the system from time to time to ensure that Risk Management is robust and satisfactory.

Although not mandatory, as a measure of good governance, the Company has constituted a Risk Management Committee of the Board.

Further, in terms of Regulation 17(9)(b) of Listing Regulations, the Board of Directors is responsible for framing, implementing and monitoring the Risk Management Plan of the Company and have delegated the power of monitoring and reviewing of the risk management plan to the Risk Management Committee.

The Risk Management Committee is responsible for laying down procedures to inform Board members about the risk assessment and minimization procedures. This is morefully descried in Corporate Governance Report.

22. Policy on Corporate Social Responsibility (CSR)Initiatives

Pursuant to provisions of Section 135 of the Act, the Company is not required to constitute a Corporate Social Responsibility Committee or to undertake any CSR activities.

Therefore, the Company is not required to make any disclosure as specified in Section 134(3) (o) of the Act.

23. Manner of formal annual evaluation by the Board of its own performance and that ofits committees and individual directors.

Pursuant to Section 134(3) (p) of the Act read with Rule 8(4) of the Companies (Accounts) Rules, 2014, other applicable provisions of the Act, and various applicable clauses of the Listing Regulations, and the erstwhile Listing Agreement, the disclosure regarding the manner of formal annual evaluation by the Board of its own performance and that of its various committees and individual directors is provided hereto: a. Evaluation Criteria

Pursuant to Part D of Schedule II of the Listing Regulations, the Nomination and Remuneration Committee has formulated the criteria for evaluation of the performance of the Independent Directors and the Board. The Nomination and Remuneration Committee also identifies persons qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommends to the Board their appointment and removal and carries out the evaluation of every directors performance in accordance with Section 178(2) of the Act read with the Rules framed there under and Part D of Schedule II of the Listing Regulations.

The Board shall monitor & review the Board Evaluation Framework and evaluate the performance of all the Board Committees. Further, the Nomination and Remuneration Committee has formulated criteria for determining qualifications, positive attributes and independence of a director and recommended to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees. The details of the same are more fully described in the Corporate Governance Report.

Further, the Nomination and Remuneration Committee has also devised a Policy on Board Diversity in accordance with Regulation 19(4) of the Listing Regulations.

b. Performance Evaluation of the individual directors

Pursuant to section 178(2) of the Act, the Nomination and Remuneration Committee of the Company carries out the performance evaluation of the individual directors.

c. Board of Directors

A separate meeting of the Independent Directors of the Company was held on 14/02/2019, pursuant to Clause VII of Schedule IV to the Act and Regulation 25 of the Listing Regulations, for transacting the following businesses as set forth in the Agenda:

1. Review the performance of the non-Independent Directors and the Board as a whole.

2. Review the performance of the Chairman of the Company, taking into account the views of the Executive Directors and Non-Executive Directors.

3. Assessment of the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

The same was perused in accordance with the Evaluation criteria determined by the Nomination and Remuneration Committee.

The Independent Directors of the Company in fulfilling their role and functions as specified in Clause II of Schedule IV to the Act help in bringing an objective view in the evaluation of the performance of the Board and management.

The Independent Directors expressed satisfaction over the performance of all the non-Independent Directors and the Chairman.

d. Performance Evaluation of the Independent Directors

Pursuant to Clause VIII of Schedule IV to the Act and Regulation 19 of the Listing Regulations, read with Part D of Schedule II thereto the performance evaluation of the Independent Directors is perused by the entire Board of Directors, excluding the director being evaluated.

On the basis of the report of performance evaluation, the extension of the term of appointment or its continuance in respect of the independent directors is being considered.

e. Performance Evaluation of the Committee

The Board of Directors evaluates the performance of all the Board Committees, based on the Companys Performance Evaluation Policy.

24. Nomination and Remuneration Policy

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors has adopted a Nomination and Remuneration Policy in terms of Section 178 of the Act, read with Rules made there under and read with part-D of schedule II of the Listing Obligation as amended from time to time.

The shareholders may visit the Companys website to view The Nomination and Remuneration Policy www.ejectamarketing.com in detail.

25. Change in the nature business:

The Company is into business of rendering e-commerce and retail sale.

26. Details relating to deposits covered under Chapter V of the Act:

The Company has neither accepted during the year nor held at the end of the year any Public Deposit.

27. Details in respect of adequacy of internal financial controls with reference to the Financial Statements.

The Audit Committee of the Company ensures that there is a direct relationship between the Companys objectives and the internal financial controls it implements to provide reasonable assurance about their achievement.

In this connection, the Audit Committee in coordination with the Internal Audit Department periodically reviews the following:

a. Transactions are executed in accordance with the managements general or specific authorization;

b. All transactions are promptly recorded with the correct amount in the appropriate accounts and in the accounting period in which they are executed so as to permit preparation of financial information within a framework of recognized accounting policies and practices and relevant statutory requirements, if any,

c. Accountability of assets is adequately maintained and assets are safeguarded from unauthorized access, use or disposition.

There is a proper allocation of functional responsibilities within the Company and it is ensured that the quality of personnel commensurate with their responsibilities and duties. Further, proper accounting and operating procedures are followed to confirm the accuracy and reliability of accounting data, efficiency in operation and safety of the assets. The regular review of work of one individual by another minimizes the possibility of fraud or error in the absence of collusion.

28. Disclosure pursuant to Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

The Company has no employee whose remuneration exceeds the limit prescribed under Section 197 of the Act read with Rule 5(2) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The disclosure pursuant to Rule 5(1) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided here in below:

In computing the various parameters, Gross Salary has been considered. Gross Salary of the employees primarily encompasses Salary, allowances and perquisites. Further, while calculating the median, those remunerations were included which were given throughout the year and the remuneration which were only for part of the year were excluded while comparing.

i. Ratio of Remuneration of each director to the median remuneration of the employees of the company for the financial year.

Directors Ratio of Remuneration to Median Remuneration
Mr. Ruhini Kumar Chakra borty - Executive Director 1.63
Mr. Dibyendu Brahmachary -Non-Executive Independent Director - No remuneration or sitting fees was paid
Mrs. Sarawati Pandey -Non-Executive Non-Independent Director - No remuneration or sitting fees was paid.

The percentage increase in the remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year.

Directors, Chief Executive Officer, Chief Financial Officer and Company Secretary % increase in remuneration in the Financial Year
Mr. Ruhini Kumar Chakraborty - Executive Director No Changes
Mr. DibyenduBrahmachary -Non-Executive Independent Director - No remuneration or sitting fees was paid
Mrs. SarawatiPandey -Non-Executive Non-Independent Director - No remuneration or sitting fees was paid
Mr. Jai Kumar Baid - Chief Financial Officer - No increase in remuneration
Mrs. Maitreyee Gupta* - Company Secretary - No increase in remuneration.

*resigned from the post w.e.f. May 20,2019

I. The percentage increase in the median remuneration of the employees in the financial year.

Since there was no increase in median remuneration in F.Y. 2018-19 of the Company is not required to provide the aforesaid disclosure.

II. The number of permanent employees on the rolls of the company.

As on March 31, 2019, there are 8 Employees on the rolls of the Company.

III. The explanation on the relationship between average increase in remuneration and company performance.

In order to ensure that remuneration reflects Company performance, the performance pay is also linked to organization performance, apart from an individuals performance.

IV. Comparison of the remuneration of the Key Managerial Personnel against the performance of the company.

Comparative Parameter Amount (in Rs.)
Aggregate remuneration of Key Managerial Personnel
(KMP) in the Financial Year 2018-19. 6,50,019
Total Revenue 1,11,18,882
Remuneration of KMPs as a percentage of Total Revenue 5.85%

V. Variations in:

A. The market capitalization of the Company, price earnings ratio as at the closing date of the current financial year and previous financial year.

Particulars 31stMarch, 2019 31stMarch, 2018
Market 3,39,63,245-BSE 55,75,51,125-BSE
Capitalization (Equity Shares are not traded in CSE platform in F.Y. 2018-19) (Equity Shares are not traded in CSE platform in F.Y. 2017-18)
Price Earnings 86.38-BSE 696.69-BSE
Ratio (Equity Shares are not traded in CSE platform in F.Y. 2018-19) (Equity Shares are not traded in CSE platform in F.Y. 2017-18)

VI. A. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year.

There is no such significant change in the current period.

B. Its comparison with the percentile increase in the managerial remuneration and justification thereof;

There was no increase in the managerial remuneration in comparison to the increase in remuneration of other employees.

C. Whether there are any exceptional circumstances for increase in the managerial remuneration.

There are no exceptional circumstances prevalent for increase in the managerial remuneration.

VII. Comparison of the each remuneration of the Key Managerial Personnel against the performance of the company.

Rs.

Comparative Ruhini Kumar Chakraborty Maitree Gupta * Jai Kumar Baid
Parameter (Managing Director) (Company Secretary) (Chief Financial Officer)
Remuneration of the Key Managerial Personnel (KMP) in the Financial Year 2018-19. 63,364 2,22,006 2,95,526
Total Revenue 1,11,18,882 1,11,18,882 1,11,18,882
Remuneration of KMPs as a percentage of Total Revenue 0.54% 1.90% 2.53%

*resigned from the post of Company Secretary W.e.f. May 20, 2019.

VIII. The key parameters for any variable component of remuneration availed by the directors.

Any variable component of remuneration payable to the Directors is based on the parameters, as approved by the Board of Directors, on the basis of the recommendation of the Nomination and Remuneration Committee. The said parameters are set considering the provisions of applicable regulations and Nomination & Remuneration Policy of the Company.

IX. The ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year.

The following employees remuneration is more than that of the highest paid director for the Financial Year under review.

X. Affirmation that the remuneration is as per the remuneration policy of the company.

The Board of Directors hereby affirms that the remuneration paid to all directors, Key Managerial Personnel is in accordance with the Nomination and Remuneration Policy of the Company.

29. Vigil Mechanism/Whistle Blower Policy

The Vigil Mechanism/Whistle Blower Policy of the Company is aimed to provide a vigilance mechanism for the directors and employees of the Company to raise concern of any violations of legal or regulatory requirements, incorrect or misrepresentation of any financial statements and reports, etc. The purpose of this Policy is to encourage the Companys directors and employees who have concerns about suspected misconduct to come forward and express these concerns without fear of punishment or unfair treatment.

No personnel have been denied access to the Audit Committee. There were no instances of reporting under the Whistle Blower Policy.

The details of the Vigil Mechanism/Whistle Blower Policy is explained in the Corporate Governance Report and also disclosed on the website of the Company.

30. Insider Trading

The Codes pursuant to the SEBI (Prohibition of Insider Trading) Regulations, 2015 and effective from 15thMay, 2015:

a. Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information.

b. Code of Conduct to Regulate, Monitor and Report Trading.

The aforesaid Codes have been disclosed on the website of the Company.

31. Transfer of amount to Investor Education and Protection Fund (IEPF)

There is no amount pending for transfer to the Investor Education and Protection Fund, in accordance to the provisions of the act.

32. Green Initiative

To support the Green Initiative in the Corporate Governance taken by the Ministry of Corporate Affairs, to contribute towards greener environment and to receive all documents, notices, including Annual Reports and other communications of the Company, investors should register their e-mail addresses with M/s. Niche Technologies Private Ltd., 7th Floor, Room, No. 7A & 7B,3A, Auckland Rd, Elgin, Kolkata, West Bengal 700017, Phone Nos. (033) 2280 6616/17/18, Fax: 2280 6619 if shares are held in physical mode or with their DP if the holding is in electronic mode.

Electronic Copies of the Annual Report and Notice of the Annual General Meeting are sent to all members whose e-mail addresses are registered with the Company/Depository Participant(s).For members who have not registered their email address, physical copies of the Annual Report and Notice of the Annual General Meeting are sent in the permitted mode. Members requiring physical copies can send their request to Mr. Ruhini Kumar Chakraborty, Whole-time Director of the Company.

The Company is providing remote e-voting facility to all the members to enable them to cast their votes electronically on all the resolutions set forth in the Notice pursuant to Section 108 of the Act read with Rule 20 of the Companys (Management and Administration) Rules 2014 and the applicable provision(s) of the Listing Regulations.

33. Compliance to the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013 read with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Rules, 2013.

The Company believes in creating a safe environment for the employees which is free from any discrimination.

In adherence to the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013 read with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Rules, 2013, the Company has constituted an Internal Complaints Committee to look into the matters relating to sexual harassment at workplace.

Ms. Sarswati Pandey, Non-Executive Independent Director, is the Presiding Officer of the Committee.

In the event of any sexual harassment at workplace, any woman employee of the Company may lodge complaint to Mrs. Sarswati Pandey, in writing or electronically through e-mail at: contacts@ejectamarketing.com

During the period under review, no complaints were received by the Company in terms of the aforesaid act.

34. Managements Discussion and Analysis

In accordance with the listing requirement, the Managements Discussion and Analysis forms part of this Report.

35. Acknowledgement

Your Directors would like to express their appreciation for the continued co-operation and support by the Government of India, various State Government departments, Financial Institutions, Banks and stakeholders, including, but not limited to, shareholders, customers and suppliers, among others. Your directors take this opportunity to place on record their deep sense of appreciation for the total commitment, dedication and hard work put in by the employees of the Company. Lastly, your directors are deeply grateful for the continuous confidence and faith shown by the members of the Company.

Place : Kolkata On Behalf of the Board of Directors
Dated : 14.08.2019 For Ejecta Marketing Ltd.
Sd/-
Ruhini Kumar Chakraborty
Whole-time Director
DIN:08124270