Aakash Exploration Services Ltd Directors Report.

Dear Members,

Your Directors have pleasure in presenting the 14th Annual Report of your Company together with the Audited Statements of Accounts for the financial year ended 31st March, 2020.

I. FINANCIAL RESULTS:

The financial performance of the Company for the year ended 31st March, 2020 is summarized below:

(In Rupees)

Particulars Year ending on 31st March, 2020 Year ending on 31st March, 2019
Sales 674,802,112 516,724,756
Other Income 5,888,604 22,241,320
Total Income 680,690,716 538,966,076
Depreciation 62,457,173 39,301,033
Total Expenses 612,997,379 490,698,337
Profit / (Loss) before tax 67,693,337 48,267,740
Exceptional Item 0 0
Tax Expense 15,799,523 9,937,000
Deferred Tax Assets/Liability 3,263,854 15,150,835
Profit/ (Loss) after Tax 48,629,960 33,116,905

II. OVERVIEW OF COMPANYS FINANCIAL PERFORMANCE:

Your directors are pleased to inform that the Company has earned total income of INR 680,690,714/- as compared to INR 538,966,076/- in previous year. The profit for the year is INR 48,629,960/- as against profit of INR 33,116,905/- in the previous year.

III. DIVIDEND:

No dividend is being recommended by the Directors for the year ending on 31stMarch, 2020 as the Board of Directors wants to plough back the profit in the business.

IV. TRANSFER TO RESERVES

During the year under review, the company do not proposes to transfer any sum to reserve, except for profit or loss earned during the year, which has been transferred to surpluses account.

V. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND

Company has not declared and paid any divided during the previous years, the provisions of Section 125(2) of the Companies Act, 2013 are not applicable.

VI. CHANGE IN THE NATURE OF THE BUSINESS:

During the year, there is no change in the nature of the business of the Company.

VII. CHANGE IN THE SHARE CAPITAL OF THE COMPANY:

During the year under review, Company has increased its Authorized Share Capital from Rs. 7,00,00,000/- (Rupees Seven Crores) to Rs. 10,20,00,000/- (Rupees Ten Crores Twenty Lakhs) vide ordinary Resolution passed through Postal Ballot resolution passed on March 14, 2020

During the year Company has made Bonus Allotment of 33,75,000 equity shares of Rs. 10/- each in the Ratio of 1:2 on March 28, 2020.

VIII. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

The Company does not have any Subsidiary, Joint venture or Associate Company.

IX. PUBLIC DEPOSITS:

During the year under review, the Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification(s) or re-enactment(s) for the time being in force). Hence, the requirement for furnishing the details of deposits which are not in compliance with Chapter V of the Act is not applicable.

Further the Directors of the Company has furnished declaration that amount is not being given out of funds acquired by them by borrowing or accepting loans or deposits from others in terms of the Companies (Acceptance of Deposits) Rules, 2014

X. MATERIAL CHANGES AND COMMITMENT:

No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which this financial statement relate on the date of this report.

XI. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the period under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls

XII. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

There are no significant material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of your Company and its operations in future.

XIII. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The company has not given any loans or guarantees or made any investments covered under the provisions of section 186 of the Companies Act, 2013 during the financial period under review.

XIV. STATE OF COMPANYS AFFAIR :

During the year under review, your company has not made any default in repayment of any of its term loans, have met generally all its obligation in time including its tax liabilities.

XV. RELATED PARTY TRANSACTIONS:

During the year no contracts or arrangements were made with related parties falling under the purview of Section 188 of the Companies Act, 2013.

There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.

XVI. PARTICULARS OF EMPLOYEES:

The provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 are not applicable to the Company as none of the employees of the company has received remuneration above the limits specified in the Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 during the financial year 2019-20.

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 is given in the Statement annexed herewith as "Annexure-A".

XVII. SECRETERIAL STANDARDS

The Directors states that applicable Secretarial Standards, i.e. SS-1 & SS-2 has been duly followed by the company.

XVIII. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The details of Energy Conservation, Technology Absorption and Foreign Exchange Earning in terms of Section 134 of the Companies Act, 2013 & rules made thereunder are tabled below:

Conservation of Energy:

The steps taken or impact on conservation of energy The Company is taking due care for using electricity in the factory premises:
The steps taken by the company for utilizing alternate sources of energy * Improving natural light by measures like opening windows, studying illumination needs and eliminating tube lights.
The capital investment on energy conservation equipments
* Reducing leakage of compressed air.
* Reducing energy consumption of fans by installing low pressure drop cyclones.
* Using aerodynamically designed blades.
* Replacing illuminating devices with energy efficient ones.
* Maintaining old machinery in good condition, retrofitting or replacing with energy efficient ones.
* Minimizing idle running of equipment like air conditioners, pumps, lights, drilling machines and Welding machines.
* Continuation and increasing scale of measures taken in earlier years.
Technology Absorption:
The efforts made towards technology absorption NIL
The benefits derived like product improvement, cost reduction, product development or import substitution In case of imported technology (imported during the last three years reckoned from the beginning of the financial years) NIL
The details of technology imported
The year of import NIL
Whether the technology been fully absorbed
If not fully absorbed, areas where absorption has not taken place, and the reasons thereof
The expenditure incurred on Research and Development NIL

Foreign Earnings and Outgo:

During the year, the Company has made following Foreign Exchange Earning and Outgo: Foreign Earnings: INR NIL Foreign Outflow: INR NIL

XIX. DIRECTORS AND KEY MANAGERIAL PERSONNEL

i. Composition of Board

Name of Directors Designation Category
Vipul Navin Haria Chairman & Managing Director Promoter Executive
Krunal Pravin Haria
Whole Time Director Promoter Executive
Hemang Navin Haria Whole Time Director and CFO Promoter Executive
Divyang Rameshchandra Patel Director
Non- Executive Independent
Piyush Vasanji Savla Director
Non-Executive Independent
Ami Nirav Shah Director Non-Executive Independent

ii. Appointment/Change in Board & KMP

During the year on recommendation of Nomination and Remuneration Committee board has changed designation of Mr. Hemang Haria and Mr. Krunal Haria as Whole Time Director of the Company for the period of 3 years from February 08, 2020.

During the year Ms. Nikita Mahnot has tendered Resignation from the Company w.e.f. August 31, 2019 and Company has appointed Mrs. Nisha Agarwal as Company Secretary and Compliance Officer of the Company w.e.f. January 20, 2020

iii. Retirement by rotation and subsequent re-appointment:

Mr. Hemang N. Haria (DIN: 01690627) is liable to retire by rotation at the ensuing AGM pursuant to the provisions of Section 152 of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and the Articles of Association of Company and being eligible have offered herself for reappointment. Appropriate resolutions for there-appointment are being placed for your approval at the ensuing AGM. The brief resume of the Directors and other related information has been detailed in the Notice convening the 14thAGM of your Company.

iv. Declaration of Independence:

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149 (6) of the Act. In the opinion of the Board, they fulfil the conditions of independence as specified in the Act and the Rules made there under and are independent of the management.

v. Evaluation of Boards Performance:

Pursuant to the provisions of the Companies Act, 2013 read with the Rules issued thereunder and the Listing Regulations (including any statutory modification(s) or re-enactment(s) for the time being in force), the process for evaluation of the annual performance of the Directors/ Board/ Committees was carried out.

XX. NUMBER OF MEETINGS OF THE BOARD

The Company had conducted 7 (Seven) Board meetings during the financial year 2019-20 under review on:

XXI. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (5) of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) for the time being in force), the Directors of our Company confirm that:

a) In the preparation of the annual accounts for the financial year ended 31st March, 2020, the applicable Accounting Standards and Schedule III of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) for the time being in force), have been followed and there are no material departures from the same;

b) the Directors have selected such accounting policies and 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 your Company as at 31stMarch, 2020 and of the profit and loss of the Company for the financial year ended 31st March, 2020;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) for the time being in force) for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) The directors had prepared the annual accounts on a going concern basis;

e) The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively;

f) The directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.

XXII. EXTRACT OF ANNUAL RETURN:

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and administration) Rules, 2014 is furnished in Annexure "B" and is attached to this Report.

XXIII. DISCLOSURE OF VARIOUS COMMITTEES OF BOARD OF DIRECTORS:

[A] AUDIT COMMITTEE:

The Audit Committee of Directors was constituted pursuant to the provisions of Section 177 of the Companies Act, 2013.

The audit committee was constituted in the board meeting held on 1st January, 2018. The composition of the Audit Committee is in conformity with the provisions of the said section.

? Composition:

The details of composition of Audit Committee are as follows:

Sr. No. Name Designation Position In Committee
1. Divyang Rameshchnadra Patel Non Executive- Independent Director Chairman
2. Piyush Vasanji Savla Non Executive- Independent Director Member
3. Hemang Navin Haria Executive Director Member

? Terms of reference:

The broad terms of reference of the Audit Committee are as under:

- Reviewing of the Companys financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible.

- Recommending the appointment, remuneration and terms of appointment of external Auditor.

- Review and monitor the auditors independence and performance and effectiveness of audit process.

- Approval or any subsequent modification of transactions of the company with related parties

- Scrutiny of inter-corporate loans and investments

- Valuation of undertakings or assets of the Company, wherever it is necessary.

- Monitoring the end use of funds raised through public offers and related matters.

- Reviewing with management the Annual financial statements and half yearly and Quarterly financial results before submission to the Board.

- Reviewing periodically the adequacy of the internal control system.

- Discussions with Internal Auditor on any significant findings and follow up there on.

The Company Secretary acts as Secretary to the Audit Committee and no personnel has been denied access to the audit committee.

[B] NOMINATION AND REMUNERATION COMMITTEE :

The Nomination and Remuneration Committee of Directors was constituted pursuant to the provisions of Section 178 of the Companies Act, 2013.

The Nomination and Remuneration Committee was constituted in the meeting held on 1st January, 2018. The composition of the Committee is in conformity with the provisions of the said section.

? Composition

The details of composition of Nomination and Remuneration Committee are as follows:

Sr. Name Designation Position In Committee
No.
1. Piyush Vasanji Savla Non-Executive - Independent Director Chairman
2. Ami Nirav Shah Non Executive- Independent Director Member
3. Divyang Rameshchandra Patel Non Executive- Independent Director Member

? Terms of reference:

The broad terms of reference of the Nomination and Remuneration Committee are as under:

- Formulation of the criteria for determining the qualifications, positive attributes and independence of Director;

- Devising a policy on Board diversity;

- Formulation of Remuneration policy;

- Review the structure, size and composition of the Board;

- Identifying and selection of candidates for appointment as Directors;

- Identifying potential individuals for appointment as Key Managerial Personnel and Senior Management;

- Formulation of criteria for evaluation of Independent Directors and the Board.

The Board has on the recommendation of Nomination and Remuneration

Committee framed a policy on directors appointment and remuneration of

Directors including criteria for determining qualification, positive attributes, independence of directors and remuneration for directors, Key Managerial Personnel and other employees. The policy is annexed to this report as "Annexure-C"

[C] Shareholders/ Investors Grievance Committee:

The Stakeholders Relationship Committee of Directors was constituted pursuant to the provisions of Section 178(5) of the Companies Act, 2013. The Stakeholders Relationship Committee was constituted in the meeting held on 1st January, 2018. The composition of the Committee is in conformity with the provisions of the said section

? Composition:

The details of composition of Nomination and Remuneration Committee are as follows:

Name Designation Position In Committee
Divyang Rameshchandra Patel Non Executive- Independent Director Chairman
Piyush Vasanji Savla Non-Executive - Independent Director Member
Vipul Navin Haria Managing Director Member

? Details of Investors grievances/ Complaints:

The Company has not received any complaints during the year. The pending complaints of the Shareholders/Investors registered with SEBI at the end of the current financial year ended on 31st March, 2020 are NIL.

? Compliance Officer :

Mrs. Nisha Agarwal is the Compliance Officer of the Company for the above purpose.

XXIV. AUDITORS:

[A] Statutory Auditors:

M/s Bimal Shah Associates, (Membership No. 042372, FRN No. 0101505W) Chartered Accountants, Ahmedabad were appointed as Statutory Auditors at the Annual General Meeting held on 29th September, 2018 to hold office till the conclusion of 16th Annual General Meeting.

There are no qualifications, reservations or adverse remarks made by the Auditors of the Company, in their report. The observations made by the Auditors in their report for the financial period ended 31stMarch, 2020 read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or comments from the Board under Section 134 of the Companies Act, 2013.

There are no frauds reported by the auditor in its audit report in pursuance to section 143(12) of the Companies Act, 2013, during the period under review.

[B] Cost Auditor:

As the cost audit is not applicable to the Company, therefore the Company has not appointed the Cost Auditor pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014.

[C] Internal Auditor

The Company has appointed the M/s Panchal Dosi & Associates, Chartered Accountants, Ahmedabad as Internal Auditor pursuant to the provision of section 138 of Companies Act, 2013 read with rule 13 of The Companies (Accounts) Rule, 2014 and other applicable provisions (including any modification or enactment thereof), if any, of the Companies Act, w.e.f. 26th May, 2018 for the financial year 2016-17 and onwards.

[D] Secretarial Auditor:

The Company has appointed M/s. Suthar & Surti, Company Secretaries, Ahmedabad as Secretarial Auditor to conduct secretarial audit for FY 2019-20 pursuant to the provisions of Section 204 of the Companies Act, 2013. The secretarial audit of the Company has been conducted on a concurrent basis in respect of the matters as set out in the said rules and Secretarial Audit Report given by M/s. Suthar & Surti, Company Secretaries, Secretarial Auditor of the Company forms part of this report and is marked as "Annexure-D".

Observations and qualifications marked by Secretarial Auditors are self-explanatory and now Company is taking utmost care to comply with the applicable provisions.

XXV. CORPORTAE GOVERNANCE

Our Company has been complying with the principals of good Corporate Governance over the years and is committed to the highest standards of compliance. Pursuant to regulation 15(2) of the SEBI (LODR) Regulations 2015, the compliance with the corporate governance provisions as specified in regulations 17 to 27 and clauses (b) to (i) of Regulation 46 (2) and para C, D and E of schedule V shall not apply to the listed entity which has listed its specified securities on the SME Exchange.

XXVI. DISCLOURE OF DEMAT SUSPENSE ACCOUNT / UNCLAIMED SUSPENSE ACCOUNT:

As the company has no shares in demat suspence account / unclaimed suspense account, the disclosure of the same is not applicable.

XXVII. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has established vigil mechanism and framed whistle blower policy for Directors and employees to report concerns about unethical behavior, actual or suspected fraud or violation of Companys Code of Conduct or Ethics Policy.

XXVIII. CORPORATE SOCIAL RESPONSIBILITY (CSR):

The provision of section 135(1) of Companies Act 2013 i.e. Corporate Social Responsibility is not applicable on the company. Therefore the company has not constituted CSR committee.

XXIX. MANAGEMENTS DISCUSSION AND ANALYSIS REPORT:

The Managements Discussion and Analysis Report for the year under review, as stipulated under Regulation 34(2)(e) of the Listing Regulations is given as an "Annexure-E" to this report.

XXX. PREVENTION OF SEXUAL HARASSMENT AT WORK PLACE:

The company has taken utmost care and formulated policy to prevent sexual harassment at work place. Pursuant to the provisions of "The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013" and rules made thereunder, the Company has formed an Internal Complaint Committee and adopted a "Policy on Protection of Women against Sexual Harassment at Workplace". There was no case filed during the year under the sexual harassment of women at workmen (Prevention, prohibition & Redressal) Act, 2013.

The Company has instituted a Complaints Committee for redressal of sexual harassment complaint (made by the victim) and for ensuring time bound treatment of such complaints. Internal Compliant Committee has been constituted of the following members as nominated by the Company;

Name Designation in the Committee
Ami Nirav Shah Presiding Officer
Krunal Pravin Haria Member
Jayeeta Biswas Member
Piyush Patel Member

XXXI. RISK MANAGEMENT:

The Company does not have any Risk Management Policy or any statement concerning development and implementation of risk management policy of the company as the elements of risk threatening the Companys existence are very minimal.

XXXII. DIRECTORS DISQUALIFICATION

All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Section 164 of the Companies Act, 2013.

XXXIII. LISTING:

The Equity Shares of the Company are listed on National Stock Exchange (EMERGE) from 27th July 2018 onwards. The company has paid listing fees to the Stock Exchange for the applicable year. Further the Company is regular in compliances of various clauses and regulations of the Listing Agreement and/or LODR.

XXXIV. GENERAL:

a. Your Company has not issued any equity shares with differential rights as to dividend, voting or otherwise; and b. Your Company does not have any ESOP scheme for its employees/Directors.

XXXV. APPRECIATION:

Your Directors wish to convey their gratitude and place on record their appreciation for all the employees at all levels for their hard work, solidarity, cooperation and dedication during the year.

Your Directors sincerely convey their appreciation to customers, shareholders, vendors, bankers, business associates, regulatory and government authorities for their continued support.

For Aakash Exploration Services Limited
Date: 28/08/2020
Place: Ahmedabad
Vipul N. Haria Hemang N. Haria
Chairman Whole Time
Managing Director Director
DIN: 01690638 DIN: 01690627