Beekay Niryat Ltd Directors Report.

To the Members of the Company,

Your Directors have immense pleasure in presenting the 46th Annual Report on the business and operations of your Company along with Annual Audited financial Statements of the company for the financial year ended March31, 2021.

1. Financial Highlights

The highlights of the financial position for the year as compared to the corresponding period in the previous year are given below;

Rs. in Lacs
Particulars FY 2020-2021 FY 2019-2020
Revenue from Operations - 191.31
Other Income 95.84 94.93
Total Income 95.84 286.24
Purchases - 188.58
Employee Benefit Expenses 8.39 13.27
Administration and Other Expenses 18.39 20.32
Sub-Total 26.78 222.17
Profit before Interest, Depreciation and Tax 69.06 64.07
Depreciation and Amortization Expense - 0.10
Profit before Interest and Tax 69.06 63.97
Finance Cost 17.38 8.29
Profit Before Tax & Extraordinary Items 51.69 55.68
Tax Expense
-Current Tax 13.33 14.29
-Deferred Tax Liability/(Assets) .23 0.38
Net Profit for the Year 36.60 41.01

2. Review of operations and affairs of the Company:

During the year under review, the Company has earned a profit before Interest, Depreciation & Tax of Rs. 69.06 lacs as compared to profit before Interest, Depreciation & Tax of Rs. 64.07 lacs in previous year. The net profit for the year under review has been Rs. 36.60 lacs as compared to the previous year net profit of Rs. 41.01 lacs. Your Directors are continuously looking for avenues for future growth of the Company in Jute Industry.

3. Covid-19

The COVID-19 virus has shattered the world economy. The industry in general will have to brace itself for the economic shocks of such nature. The Companies will have to prepare contingency plans such as work from home, enhanced safety measures, strategies for continuity of business and other affairs. The Company has taken necessary steps in terms of devising plans for mitigating such risk. There were no other material changes and commitments affecting the financial position of the Company between end of the Financial Year of the company to which the financial statements relate and the date of this report.

4. Share Capital

The paid up equity share capital of the Company as on March 31, 2021 was Rs. 76,842,370. During the year under review, the authorized and paid-up share capital of the Company remain unchanged. The Company has not issued shares with differential voting right neither granted any stock options nor sweat equity shares during the financial year under review.

5. Dividend:

In order to preserve the funds for further diversification and conserve the resources for future growth of the Company, the Board of Directors of the Company do not recommend any final dividend for the Financial Year 2020-21.

6. Transfer to Reserves:

The company has not proposed to transfer any amount to the general reserves during the financial year under review.

7. Board of Directors & Key Managerial Personnel

Mr. Sree Gopal Bajoria (DIN: 01102078) has been ceased to be Chairman cum Managing Director of the company w.e.f. December 29, 2020 due to his resignation. The Board places on record its appreciation for her invaluable contribution and guidance during the tenure Further, Mrs. Puja Bajoria (DIN : 07018123) was appointed as Chairperson cum Managing Director of the company w.e.f. December 29, 2020 by the Board of Directors subject to the approval of the shareholders of the company in ensuing Annual General Meeting in place of Mr. Sree Gopal Bajoria.

Mr. Avinash Bajoria (DIN : 01402573) was appointed as Additional Director of the company w.e.f. December 29, 2020 by the Board of Directors of the company to hold the office up to date of the ensuing annual general meeting of the company.

Upon resignation of Mr. Nipurn Dosi, he ceased to be Chief Financial Officer of the company w.e.f. July 30, 2020. The Board places on record its appreciation for his invaluable contribution and guidance during the tenure. Further, Mrs. Suman Agarwal was appointed as Chief Financial Officer of the company w.e.f. November 30, 2020 by the Board of Directors of the company in place of Mr. Nipurn Dosi.

Ms. Jaishree Datwani has been ceased to be Company Secretary of the company due to her resignation on January 19, 2021. The Board places on record its appreciation for her invaluable contribution and guidance during the tenure Further Mr. Bhavesh Surolia was appointed as Company secretary of the company w.e.f. January 20, 2021 in place of Ms. Jaishree Datwani.

Woman Director

The Company has Mrs. Shashi Tibrewal (DIN: 06912179), and Mrs. Puja Bajoria (DIN: 07018123) as Woman Director in the Board of the Company as per the requirement of Section 149 of the Companies Act, 2013 read with Rule 3 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

8. Director retire by rotation

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Avinash Bajoria having Director Identification Number 01402573, Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment. The Board and Nomination and Remuneration Committee recommended his re-appointment to the shareholders of the Company at the ensuing Annual General Meeting.

9. Deposits:

During the year under review, your Company has not accepted any deposit covered under Chapter V of the Act and neither has accepted any deposits which are not in compliance with the requirements of Chapter V of the Act; and within the meaning of Section 73 and 74 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014. There are no outstanding deposits as on 31st March, 2021.

10. Listing of Equity Shares

The equity shares of the Company are listed on BSE Limited and the Annual Listing Fee for the Financial Year 2020-21 has been duly paid.

11. Particulars of loans, guarantees or investments:

Loans and investments covered under Section 186 of the Companies Act, 2013 form part of the notes to the financial statements provided in this Annual Report. The loans were provided to meet the working capital requirements..

Further it is informed that the Company has neither given any guarantees nor provided any security during the Financial Year under review.

12. Particulars of contracts or arrangements made with related parties:

All Related Party Transactions entered during the year were in the ordinary course of business and on arms length basis. The Company had not entered into any contract, arrangement and transaction with related party(ies) which could be considered material in accordance with the policy of the Company on materiality of related party transactions. Accordingly, the disclosure of Related Party Transactions as required under Section 134 (3) (h) of the Companies Act, 2013 in Form AOC -2 is not applicable.

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The policy on materiality of related party transactions and dealing with related party transaction as approved by the Board may be accessed on the Companys website http://www.bkn.bajoriagroup.in/ViewPolicies.aspx

13. Managements Discussion and Analysis:

The Management Discussion and Analysis Report of the financial conditions and results of operations of the Company for the year under review, as required under regulation 34 (2) (e) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) is presented in the separate section forming part of this Annual Report as “Annexure IV”.

14. Directors Responsibility Statement:

The Board of Directors acknowledge the responsibility for ensuring compliance with the provisions of Section 134(3) (c) read with Section 134(5) of the Companies Act, 2013, in preparation of annual accounts for the financial year ended 31st March, 2021 and state that: i. In the preparation of the Annual Accounts for the Financial Year ended 31st March, 2021, the applicable accounting standards had been followed with proper explanation relating to material departures.

ii. The Directors had 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 the Company at the end of the financial year and of profit and loss of the Company for thatperiod.

iii. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv. The Directors had prepared the annual accounts for the financial year ended 31st March, 2021 on a going concern basis.

v. The Directors had laid down proper internal financial controls to be followed by the company and that such internal financial controls are, adequate and are operating effectively.

vi. That the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

15. Recommendations of the Audit Committee:

During the year under review, all the recommendations made by the Audit Committee were accepted by the Board.

16. Human Resource Management:

To ensure good human resources management at Beekay Niryat Limited, we focus on all aspects of the employee lifecycle. This provides a holistic experience for the employee as well. During their tenure at the Company, employees are motivated through various skill-development, engagement and volunteering programs. All the while, we create effective dialogs through our communication channels to ensure that the feedback reach the relevant teams, including the leadership.

17. Particulars of employees:

Information pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1), 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time has been given as “Annexure II” which forms a part of this Report.

Remuneration Paid to Managing Director during 2020-21 (In Rupees) :-

Name of the Director Salaries and Allowances Perquisites Companys Contribution to PF Commission & Performance linked incentives Sitting Fees Total
Mr. Sree Gopal Bajoria 4,50,000 NIL NIL NIL NIL 4,50,000
Mrs. Puja Bajoria NIL NIL NIL NIL NIL NIL

i. None of the Directors had the pecuniary relationship with thecompany. ii. The non-executive Directors of the company are not paid any remuneration during the year 2020-21. iii. The company enters into service contracts with all executive directors till the duration of their tenure. The services of the Executive Directors may be terminated by either party, giving the other party three months notice or the company paying three months salary in lieu thereof. There is no separate provision for payment of severance fees. iv. The company does not have any stock option/Employees Stock Option Scheme.

There are no employees who were in receipt of remuneration in excess of the ceiling prescribed in the Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

18. Corporate Governance:

Corporate governance is an ethically driven business process that is committed to values aimed at enhancing an organizations brand and reputation. This is ensured by taking ethical business decisions and conducting business with a firm commitment to values, while meeting stakeholders expectations. At Beekay Niryat Limited, it is imperative that our company affairs are managed in a fair and transparent manner. This is vital to gain and retain the trust of our stakeholders. The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The Company has also implemented several best corporate governance practices as prevalent globally.

Pursuant to the provisions of Regulation 15 (2) (a) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, compliance with the provisions of Regulation 17, 18, 19, 20, 21,22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C , D and E of Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) were not applicable on the company during the financial year 2020-21. Consequently, the Compliance Report on Corporate Governance as stipulated under Schedule V of the Listing Regulations do not form part of this Annual Report for the Financial Year 2020-21. The declaration of non-applicability of corporate governance from Managing Director is annexed herewith as

“Annexure- V”.

19. Auditors certificate on Corporate Governance:

Pursuant to the provisions of Regulation 15 (2) (a) of the Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements)Regulations,2015,compliancewiththeprovisionsofRegulation17, 17A, 18,19,20,21,22,23,24, 24A, 25,26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C , D and E of Schedule V of Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) were not applicable on the company during the financial year 2020-21. Consequently, the Auditors Certificate on Corporate Governance as stipulated under Schedule V of the Listing Regulations do not form part of this Annual Report for the Financial Year 2020-21.

20. Details with regards to meeting of Board of Directors of the Company:

The Board met 8 (Eight) times during the financial year 2020-21. The meetings were held on July 31, 2020; September 14, 2020; November 12, 2020; November 30, 2020; December 08, 2020; January 19, 2021; February 12, 2021; March 31, 2021. The intervening gap between any two meetings was within the time period and quorum at these meetings was in conformity with the provisions of the Companies Act, 2013 and Listing Regulations and the Secretarial Standard-1 on Board Meetings issued by the Institute of Company Secretaries of India.

20.1 Separate Meeting of Independent Directors:

Independent Director plays a pivotal role in governance process of the Board and Schedule IV of the Companies Act 2013 and rules made thereunder mandates that the Independent Directors of the Company should hold at least one meeting in a year without the attendance of Non-Independent Directors.

The Independent Directors met once during the financial year ended 31st March, 2021 i.e. on February 12, 2021 without the attendance of Non-Independent Directors in an informal and flexible manner to enable the Independent Directors to discuss matters pertaining to, inter alia, evaluation of performance of Non-Independent Directors, the Board as a whole and evaluation of performance of the Chairperson of the Company, taking into account the views of Executive Directors and Non-Executive Directors. The Independent Directors also reviewed the quality, quantity and timeliness of the flow of information between the Company Management and the Board and its Committees which is necessary to effectively and reasonably perform and discharge their duties.

21. Other disclosures

As per declaration received from Independent Directors they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and have complied with Rule 6 of the companies (Appointment and Qualification of Directors) Rules, 2014, as amended as on date. As per evaluation done by the Nomination and Remuneration Committee and by the Board of all the Independent Directors by considering the parameters such as whether the Directors uphold ethical standards of integrity and probity, the ability of the directors to exercise objective and independent judgment in the best interest of Company, the level of confidentiality maintained, adherence to the applicable code of conduct for Independent Directors and their role in bringing independent judgment during Board deliberations on strategy, performance, risk management, expertise and experience etc. all the Independent Directors have maintained the integrity, expertise and have vast experience in the industry.

All the Independent Directors have registered themselves in the Independent Directors data bank but have not yet appeared in the self-assessment test and it is expected that they shall pass the test very soon in due course. They possess required qualification, skills, expertise and experience to be appointed as Independent Directors of the Company. Moreover, the independent directors have complied with the code of conduct as prescribed in Schedule IV to the Companies Act, 2013. During the reporting period, none of the Directors of the Company are disqualified in terms of sub-section (2) of Section 164 of the Companies Act, 2013.

The Company has devised the Terms and Conditions for appointment of Independent Directors available on the following web link http://www.bkn.bajoriagroup.in/Conduct.aspx Code of Conduct of Independent Directors available on the following web link http://www.bkn.bajoriagroup.in/Conduct.aspx

22. Familiarization Programme for Independent Directors

In compliance with the requirements of SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015, the Company has put in place a familiarization programme for Independent Directors as a guide for Independent Directors from time-to-time for better understanding of the Companys operations. The details of such familiarization programmes for Independent Directors are posted on the website of the Company http://www.bkn.bajoriagroup.in/Conduct.aspx

23. Committees of Board of Directors:

The Companys governance structure is based on the principles of freedom to the executive management within a given framework to ensure that the powers vested in the executive management are exercised with due care and responsibility so as to meet the expectation of all the stakeholders. In line with these principles and the Companies Act, 2013, the Board has formed two committees: 1. the Audit committee and 2. the Nomination and Remuneration committee As per the provision of Section 178 (5) and Regulation 15 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, formation of Stakeholders Relationship Committee is not mandatory for the Company and hence it is not formed.

The composition of the committees and compliances, as per the applicable provisions of the Act and Rules and SEBI (LODR) Regulations, 2015, are as follows:

Name of the Committee Name of the Company Member Position in the Committee
Mr. Pratap Kumar Mondal ([DIN: 06730854] Chairman
Audit Committee Mr. Sree Gopal Bajoria [DIN: 01102078]** Member
Mr. Umesh Joshi [DIN: 03385578]* Member
Mrs. Shashi Tibrewal [DIN: 06912179] Member

During the year, the committee met 4 times on 31.07.2020; 14.09.2020, 12.11.2020 and 12.02.2021. NOTE : * Mr.Umesh Joshi was appointed as Member of the Committee w.e.f. January 19, 2021. **Mr. Sree Gopal Bajoria ceased to be Director and Member of the Committee w.e.f. December 29, 2020.

Name of the Committee Name of the Company Member Position in the Committee
Mr. Umesh Joshi [DIN: 03385578] Chairman
Mr. Pratap Kumar Mondal [DIN: 06730854] Member
Nomination and
Remuneration Committee Mrs. Shashi Tibrewal[DIN: 06912179] Member

During the year, the committee met Four times on 31.07.2020; 30.11.2020; 08.12.2020 and 19.01.2021.

24. Performance Evaluation of the Board, its Committees and individualDirectors

In terms of requirements of Listing Regulations and provisions of the Companies Act, Nomination cum Remuneration Committee of the Board of Directors of the Company specified the manner for effective evaluation of performance of Board, its Committees and Individual Directors. Based on the same, annual evaluation of its own performance, performance of its Committees, Individual Directors including Independent Directors was carried out during the reporting period. The Company had adopted the evaluation parameters as suggested by ICSI and SEBI with suitable changes from Companys perspective.

The Board has carried out an annual evaluation of its own performance and that of its Committees as well as performance of the Directors individually including Independent Directors (excluding the director being evaluated) has been made. Performance evaluation of Directors was carried out by Board and Nomination and Remuneration Committee on parameters such as appropriateness of qualification, knowledge, skills and experience, time devoted to Board, deliberations and participation level in board functioning, extent of diversity in the knowledge and related industry expertise, attendance and participations in the meetings and workings thereof and Initiative to maintain high level of integrity and ethics and the same was apprised to the Board of Directors.

Independent Directors had carried out performance evaluation of Non-Independent Directors in their separate meeting, the Board as a whole and performance evaluation of Chairman was carried out, taking into account the views of Executive and Non-Executive Directors.

The performance of Committees were evaluated on parameters such as whether the Committees of the Board are appropriately constituted, have appropriate number of meetings held each year to accomplish all of its responsibilities, maintain the confidentiality of its discussions and decisions, conduct self-evaluation at least annually, make periodical reporting to the Board along with its suggestions and recommendations.

Independent Directors performance evaluation was carried out on parameters such as whether the Directors uphold ethical standards of integrity and probity, the ability of the directors to exercise objective and independent judgment in the best interest of Company, the level of confidentiality maintained, adherence to the applicable code of conduct for Independent Directors and their role in bringing independent judgment during Board deliberations on strategy, performance, risk management etc.

The Board/Directors expressed their satisfaction with the evaluation process.

25. Statutory Auditors:

M/s. R P Khandelwal & Associates, Practicing Chartered Accountants, Jaipur having Firm Registration No: 001795C were appointed as Statutory Auditors of your Company at the 45th Annual General Meeting to hold office for a term of 5 consecutive Financial Years in place of M/s. RANKS & Associates, Chartered Accountants till the conclusion of 49th Annual General Meeting to be held in the year 2025. Further, M/s. R P Khandelwal & Associates, Chartered Accountants have confirmed their consent and eligibility under the provisions of the Companies Act, 2013 to act as such.

The observations in the Auditors report have been dealt with by making relevant notes in the Accounts and following comments /clarifications are given below:-

S. Auditors opinion Management Reply
1. The Company has not prepared Consolidated Financial Statements as required under IND-AS 110 (Consolidated Financial Statements) and IND AS-28 (Investment in associates and joint ventures). The Company holds more than 20% holding in its one group companies. The shares are held for sale in near future and hence not accounted for as associated.
2. Non-Current Investments includes: i Shares held, quoted and in physical form having market worth Rs. 1.15 lacs are not held in the name of the Company. This is c ontravention to section 187 of the Companies Act, 2013. The Company is in the process of Converting theses shares in the name of the Company at its earliest and then proceeed to demat these shares.

Emphasis of Matter a. Maharashtra Industrial Development corporation (MIDC) has allotted land at Ahmednagar, Maharashtra vide agreement dated 16.10.2008 for development of Cooperative Housing project. In the absence of permission for construction of shed, electric connection & water connection the project could not be started. The Company has taken up the matter with MIDC. The expenses so far incurred is capitalized & shown as Leasehold Land. MIDC has not demanded for lease rental and therefore the same could not be quantified & provided for / orpaid.

Your company is expecting to get the approval soon from MIDC.

b. Case filed by the company before Sessions Judge of civil court against HDFC Bank Ltd. for Rs 52,000/- in relation with dishonor of a cheque by the bank for the said amount. The amount is to be recovered from HDFC Bank. Confirmation from the party as well as from HDFC Bank is awaited.

Your company is in rigorous follow up and expecting the decision of your favor.

c. For the purpose of computation of Fair Value as per IND AS 113, the fair value of unquoted shares has been computed using audited financials as at 31st March 2020 as the audited financials as at 31st March 2021 were not available.

Your company has tried its best to make available the latest financial for the purpose of determination of Fair Value.

d. The company has given loans to the tune of Rs. 227.07 lacs and also received loans to the tune of Rs. 107.39 lacs loans to the directors/their relatives/companies in which directors of the company are also directors. The company gives loans to entities in its ordinary course of business activity. Interest has been charged to these entities at rates as per market standards. The confirmation from these entities has also been received.

Your company charges interest on loans given to anyone whether related or not. The Loans given are in no ways prejudicial to the interest of your company.

26. Secretarial Auditor:

Pursuant to the provisions of section 204 of the Companies Act, 2013 and the rules made thereunder, Mrs. Ankita Nevatia, Proprietor at M/s. Ankita Nevatia & Co., Practicing Company Secretaries having ICSI Membership No. FCS 8510 and C.O.P. No. 9709 was appointed as Secretarial Auditor to conduct secretarial audit of the Company for the financial year 2020-21. The Secretarial Audit Report for the financial year 2020-21 is attached herewith as “Annexure I” ” along with Annexure A to this report. The report does not contain any reservation, qualification or adverse remark. Information referred to in the Secretarial Auditor Report are self-explanatory and do not call for any further comments.

27. Internal Auditor:

M/s Ashish NK Agrawal & Associates, Chartered Accountants, Jaipur performed the duties of Internal Auditors of the Company for 2020-21 and their report is reviewed by the Audit Committee of the company on Quarterly intervals.

28. Internal Control System

The Company has adequate internal control system to safeguard the Companys assets from any loss or damage, to control cost, prevent revenue loss and required financial and accounting controls and to effectively implement the applicable accounting standards.

29. Risk Management Policy:

In compliance with the applicable provisions of Companies Act, 2013, the Board has framed and adopted the Risk Management Policy of the company in order to ensure that the Companys affairs shall be carried out in a sound and prudent manner by managing its business, operating and financial risk by adopting appropriate risk identification, assessment, and control and mitigation measures.

30. Vigil Mechanism/ Whistle Blower Policy:

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations. To maintain these standards, the Company encourages its directors and employees who have concerns about suspected misconduct to come forward and express these concerns without fear of punishment or unfair treatment. Your Company has established a vigil mechanism for grievances Redressal of the Directors and employees of the Company which will help in reporting genuine concerns or grievances of Directors and employees, actual or suspected fraud and it provides adequate safeguards against victimization. The Whistle Blower shall also have right to access to the Chairman of the Audit Committee directly in exceptional cases. The Whistle Blower Policy is available on our website http://www.bkn.bajoriagroup.in/ViewPolicies.aspx

During the year under review, the Company has not received any complaint under this policy.

31. Details of Subsidiaries, Associates & Joint Venture

The company does not have any Subsidiary, Associates or Joint Venture Companies.

32. Details of policy developed and implemented by the company in its Corporate Social Responsibility initiatives taken during the year:

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the company does not fall under the ambit as provided under Section 135 of the Companies Act, 2013 read-with Rules made thereunder.

33. Details of fraud reports by auditors under sub-section (12) of section 143 of Companies Act, 2013

As specified under Section 143 (12) of Companies Act, 2013 including any statutory amendments or modifications, if any, the auditor of the company has not reported any fraud in the course of the performance of his duties as auditor.

34. Extract of Annual Return:

In accordance with the provisions of Section 92(3) and Section 134(3)(a) of the Companies Act, 2013 read with Rules 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is uploaded on the website of the Company i.e. http://www.bkn.bajoriagroup.in/AnnualReport.aspx

35. Significant and Material Orders passed by the Regulators or Courts:

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status of the Company and Companys operations infuture.

36. Disclosure under the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has in place Prevention of Sexual Harassment at Workplace - Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary and trainees) are covered under this policy. Further, it is hereby stated that the company has complied with provisions relating to the constitution of Internal Complaints Committee which is responsible for redressal of complaints related to sexual harassment at the workplace. During the period under review, no complaint had been received under the Act. The policy is available onthe Companyswebsiteat the http://www.bkn.bajoriagroup.in/ViewPolicies.aspx No. of Complaints received: NIL

No. of Complaints resolved: NIL No. of Complaints pending: NIL

37. Maintenance of Cost Records:

Maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, is not applicable to the Company.

38. Material Changes and Commitments, affecting the financial position of the company between the end of financial year and the date of this report:

The COVID-19 virus has shattered the world economy. The industry in general will have to brace itself for the economic shocks of such nature. The Companies will have to prepare contingency plans such as work from home, enhanced safety measures, strategies for continuity of business and other affairs. The Company has taken necessary steps in terms of devising plans for mitigating such risk. There were no other material changes and commitments affecting the financial position of the Company between end of the Financial Year and the date of this report.

39. Prevention of Insider Trading:

The Company has also adopted a code of conduct for prevention of insider trading. All the Directors, senior management employees and other employees who have access to the unpublished price sensitive information of the Company are governed by this code.

During the year under Report, there has been due compliance with the said code of conduct for prevention of insider trading. The Board has already adopted a revised Code of Prevention of Insider Trading based on the SEBI (Prohibition of Insider Trading) Regulations, 2015. The same has been placed on the website of the Company http://www.bkn.bajoriagroup.in/ViewPolicies.aspx

40. Green Initiative for Paperless Communication

Ministry of Corporate Affairs ("MCA"), Government of India has announced "Green Initiative in Corporate Governance" by allowing Companies to send Notices / Documents / Annual Reports and other communication to its shareholders by electronic mode i.e. by e-mail.

In line with the initiatives taken by MCA, BEEKAY NIRYAT LIMITED proposes to send documents such as Notices of General Meeting(s), other Notices, Annual Report and all other communications to its Shareholders through electronic mode i.e. on the e-mail address provided by you.. To support this green initiative in full measure, members who have not registered their e-mail addresses so far, are requested to register their e-mail addresses, in respect of electronic holdings with the Depository through their concerned Depository Participant. Members who hold shares in physical form are requested to fill in the Registration form which can be obtained from Companys Registrar Beetal Financial & Computer Services Pvt. Ltd.

Please note that all such documents shall be made available on the Companys website and the same shall also be kept open for inspection at the Registered Office of the Company during the business hours.

41. The conservation of energy, technology absorption, foreign exchange earnings and outgo:

The particulars as prescribed under Sub Section 3 (m) of Section 134 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 are enclosed as Annexure VI to this BoardsReport.

42. Secretarial Standards

Your Directors states that they have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such system are adequate and operating effectively and the applicable Secretarial Standards have been duly complied by your Company.

43. Policy on Directors Appointment and Remuneration:

Your Company has a well-de ned policy for selection, appointment and remuneration of the Directors, Key Managerial Personnel and Senior Management. The main objective of the said policy is to ensure that the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate the Directors, Key Managerial Personnel and Senior Management employees. The web link of the policy is http://www.bkn.bajoriagroup.in/ViewPolicies.aspx

The Nomination and Remuneration Policy of Directors, Key Managerial Personnel and Senior Management employees includes the criteria for determining qualifications, positive attributes, independence of director and other matters as per section 178(3) of the Companies Act, 2013 is stated in the “Annexure III” which form part to this report.

44. ACKNOWLEDGEMENT:

The Board of Directors expresses their gratitude and its appreciation to the cooperation and support of the Companys Bankers, Government Departments & Other Agencies. The Board also records its deep appreciation of the creditable services rendered by the Companys employee at all levels.

By order of the Board of Directors
For BEEKAY NIRYAT LIMITED
Sd/- Sd/-
PUJA BAJORIA AVINASH BAJORIA
Chairperson cum Managing Director Director
(DIN: 07018123) (DIN: 01402573)
Address: 404, Nemi Sagar Colony, Queens Road, Address: 404, Nemi Sagar Colony, Queens Road,
Vaishali Nagar, Jaipur 302021(Raj.) J aipur 302021(Raj.)
Place: Jaipur
Date: 04.09.2021