Castex Technologies Ltd Directors Report.

Dear Members,

It gives me great pleasure to present the 37th Board s Report of Your Company, along with the Balance Sheet, Statement of Profit and Loss and Statement of Cash Flow for the financial year ended March 31, 2020.

This is to apprise the members of Castex Technologies Limited that Hon ble National Company Law Tribunal, Chandigarh Bench, vide its order dated 20th December 2017 ( Order ), admitted the application for initiation of Corporate Insolvency Resolution Process ( CIRP ) filed by State Bank of India in respect of Castex Technologies Limited ( Corporate Debtor ) in accordance with Section 7 of The Insolvency and Bankruptcy Code, 2016 ( the Code ). Pursuant to the order Mr. Dinkar T. Venkatasubramanian was appointed as the Interim Resolution Professional (IRP) with effect from 22nd December 2017 and thereafter was appointed as the Resolution Professional ( RP ) for the Corporate Debtor by the Committee of Creditors (CoC) in its meeting held on 12th January 2018. Further The Resolution plan submitted by Decan Value Investor L.P. ( DVI or Successful Resolution Applicant ) on 17th January 2020 along with addendums dated 07th February 2020, 18th February 2020 & 9th March 2020. The said resolution plan was put to vote through e-voting process commenced from 11th March 2020 till 16th March 2020 and approved by COC on 16th March 2020 is duly approved by the NCLT, Chandigarh Bench vide its order dated 15th December 2020.

The resolution plan submitted by the successful resolution applicant was approved by Hon ble NCLT vide its order dated 15th December 2020. In terms of the approved resolution plan, the management of the affairs of the Company has been vested with the Resolution Professional/Insolvency Professional until the date of transfer of control of the Company to the successful resolution applicant/ proposed investors. As on the date of finalization of the Annual Report for the financial year 2019-20, the Insolvency Professional is managing the Company.

This report is containing the details about the Business and operations of Castex Technologies Limited ( the Company or CTL ), along with the audited financial statements and consolidated performance of the Company and its subsidiaries for the financial year ended March 31st, 2020.

FINANCIAL RESULTS

The standalone and consolidated financial statements for the financial year ended March 31, 2020, forming part of this Annual Report, have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs

The Company s, financial performance, for the year ended 31st March, 2020 and period ended 31st March, 2019 is summarized below:-in lakhs except per equity share data

Particulars Standalone Consolidated
31st March, 31st March, 31st March, 31st March,
2020 2019 2020 2019
(Year Ended) (Year Ended) (Year Ended) (Year Ended)
Revenue 29,683 46,069 29,683 46,069
Less: Expenditures (Excluding Depreciation) 31,625 48,677 31,625 48,677
Gross Profit Before Depreciation (1,942) (2,608) (1,942) (2,608)
Less: Depreciation 49,277 49,716 49,277 49,716
Profit/(Loss) Before Tax & Exceptional Items (51,219) (52,324) (51,219) (52,324)
Share of Profit /(loss) of associates and Joint Ventures 4.42 0.33
Profit/(Loss) before exceptional items and taxes (51,219) (52,324) (51,215) (52,324)
Less: Exceptional Item 22,618 22,618
Profit /(Loss) Before tax (51,219) (74,942) (51,215) (74,941)
Less: Tax Expenses (Deferred Tax)
Profit / (Loss) for the year (51,219) (74,942) (51,215) (74,941)
Earnings Per Share for continuing operations
1. Basic (13.55) (19.82) (13.54) (19.82)
2. Diluted (13.55) (19.82) (13.54) (19.82)
Earnings Per Share for discontinuing operations
1. Basic - - (0.84) (1.56)
2. Diluted - - (0.84) (1.56)
Earnings Per Share for continuing and discontinued operations
1. Basic (13.55) (19.82) (14.39) (21.38)
2. Diluted (13.55) (19.82) (14.39) (21.38)

STATUS OF COMPANY AFFAIRS

The Company is being run as a going concern by the Insolvency professional as appointed under the Direction under the directions of Implementation and Monitoring Committee of the Corporate Debtor.

A corporate insolvency resolution process ( CIRP ) has been initiated against Castex Technologies Limited ( the Company ) vide an order of Chandigarh bench of the National Company Law Tribunal (NCLT) dated December 20, 2017 under the provisions of the insolvency and bankruptcy code 2016 (Code). Pursuant to the order, the power of the Board of directors stands suspended and are exercisable by Mr Dinkar T. Venkatasubramanian, who was appointed as interim resolution professional (IRP) by the NCLT vide order dated December 22, 2017 and was consequently confirmed as Resolution Professional (RP) by the Committee of Creditors (CoC) in its meeting held on January 12, 2018. Hon ble National Company Law Tribunal Chandigarh Bench vide their order No, CP (IB) No.116/Chd/Hry/2017dated 13th June 2018, approved the extension of CIRP period by 90 days (i.e. from 180 days to 270 days).

Further, the Committee of Creditors of CTL had approved the resolution plan submitted by Liberty House Group Pte Ltd (LHG) through e-voting process on August 30, 2018. The resolution plan, as approved by the Committee of Creditors of CTL, had also been subsequently submitted to Hon ble National Company Law Tribunal Chandigarh Bench for consideration and approval as per the provision of the Code.

The Resolution Plan submitted by the Liberty House Group Pte. Ltd. was initially approved but subsequently by impugned order dated 15th March, 2019, the Adjudicating Authority, Chandigarh Bench allowed an application filed by the State Bank of India on behalf of the financial creditors and subsequently another application for approval was permitted to be withdrawn with certain observations and imposition of cost.

The appeal was filed on 29th April, 2019 wherein notice was issued on respondents including Committee of Creditors and Resolution Professional and since then the matter remains pending. In the meantime, for the purpose of counting the period of resolution period 270 days, which was completed on 11th July 2019, an application was filed by the Resolution Professional for exclusion of the period of the pendency of the appeal till 11th July, 2019, which comes to 73 days from the date of filing of the appeal i.e. from 29th April, 2019. The Adjudication authority allowed extension of 73 days to counted w.e.f 17th July 2019 with liberty to the Resolution Professional and the Committee of Creditors to consider the resolution plans filed by the eligible resolution applicants.

The Committee of Creditors have vide another application dated 28.09.2019 sought exclusion /extension from the Hon ble NCLAT in view of Section 12(3) of the IBC Code. The honourable NCLAT vide order dated 11.12.2019 granted time for resolution till 31st January 2020. The resolution plan was submitted by Decan Value Investor L.P. ( DVI ) on 17th January 2020 along with addendums dated 07th February 2020. 18th February 2020 & 9th March 2020, The resolution plan was put to vote through e-voting process held between 11th March 2020 to 16th March 2020 and approved by COC on 16th March 2020. The Government of India ordered a lockdown on account of COVID 19. As a result, the Hon ble NCLT was not functional during that period and thus the application for approval of resolution plan under section 30(6) of IBC was filed by Resolution Professional of Castex in NCLT on 16th June 2020. The NCLT Chandigarh Bench vide its order dated 15th December 2020 has approved the said Resolution Plan as submitted by Successful Resolution Applicant.

In the meanwhile, the Company is presently under Implementation and Monitoring Committee vide NCLT Order dated 15th December 2020 and the Resolution Process is underway in line with the provisions of IBC

The State of affairs of the Company is detailed in the Management Discussion & Analysis Report forming part of this Annual Report.

FINANCIAL PERFORMANCE

This Year under review has been quite challenging due to the Outbreak of COVID-19.

During the period under review, based upon the Standalone Financial statements, the revenue from the operations of the Company is Rs. 29,640 Lakhs. The Net Loss stood at Rs. 51,219 Lakhs. The Reserve & Surplus position (Other Equity as per IND-AS) as on 31st March, 2020 at (Rs 136,897.20) Lakhs.

IMPACT OF COVID-19 ON FINANCIAL PERFORMANCE

The outbreak of COVID-19 pandemic has significantly impacted businesses around the world. The Government of India ordered a nationwide lockdown, initially for 21 days which was extended thereafter.

Theeconomic impact of the 2020 coronavirus pandemic in Indiahas been largely disruptive. India s growth in the fourth quarter of thefiscal year2020 went down to 3.1% according to theMinistry of Statistics. TheChief Economic Adviser to the Government of Indiasaid that this drop is mainly due to the coronavirus pandemic effect on the Indian economy. This has resulted in significant reduction in economic activities all over India.

DIVIDEND

In view of losses incurred during the period under review, the Board of Directors/ Resolution Professional does not recommend any dividend on the equity shares for the financial year ended March 31, 2020.

TRANSFER TO RESERVE

The company is under Implementation and Monitoring Committee and The Resolution Professional/ Board do not propose to transfer any amount to the general reserve.

FIXED DEPOSITS

During the period under review, your Company has not accepted any Deposits within the meaning of Section 73 of the Companies Act, 2013 from the Shareholders/Public.

SUBSIDIARY AND ASSOCIATES

Consolidated financial statements of the Company have been prepared, which forms part of this Annual Report. Further a statement containing the salient features of the financial statement of our subsidiaries, associates, joint ventures in the prescribed Form AOC-1 which is annexed to the consolidated financial statement and which forms part of this annual report.

The statement also provides the details of performance and financial positions of each of the subsidiaries.

In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of each of its subsidiaries, are available on our website, https://www.amtek.com/ail.php. These documents will also be available for inspection during business hours at our registered office in Haryana, India.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors of the Company possess highest personal and professional ethics, integrity, values and provide leadership, strategic guidance and objective judgment on the affairs of the Company.

The Board consists of Five Directors as on end date of financial year under review, comprising of Non- Executive Directors and Executive Directors. The Details of the Companies in which they hold the memberships/chairmanships of Board Committees, as stipulated under SEBI (LODR) Regulations, 2015 is provided in the Corporate Governance Section of this Annual Report.

During the Period under review, Ms. Anuradha Kapur has tender her resignation from the post of the Directorship of the Company w.e.f., 14th October, 2019.

During the Period under the review, Ms. Ruchika has resigned from the post of Company Secretary with effect from 28th April, 2019 and *Ms. Jyoti Sharma was appointed as Company secretary of the Company w.e.f. 29th April, 2019.

The Key Managerial Personnel (KMP) in the Company as per Section 2(51) and 203 of the Companies Act, 2013 are as follows as on 31st March 2020:

Mr. Sanjay Arora Whole Time Director Mr. Ajay Kumar Chief Financial Officer *Ms. Jyoti Sharma Company Secretary

*Ms Jyoti Sharma has resigned from the post of the Company Secretary w.e.f., 30th April,2020. and Ms Divya Rijwani has been appointed as Company Secretary of the Company w.e.f., 03rd September 2020.

In terms of the SEBI (Listing Obligation and Disclosure Requirements) (Third Amendments) Regulation, 2018, 31st May, 2018 read with the resolution Plan as approved by the NCLT order dated 15th December 2020 All the roles and responsibilities of Board of Directors/ Committees shall be fulfilled by Resolution Professional/ Insolvency Professional in accordance with sections 17 and 23 of Insolvency and Bankruptcy Code 2016 and powers of the Board of Directors/ Committee stand suspend.

SHARE CAPITAL

The Share Capital Structure of the Company is categorized into two classes i.e., Equity Share Capital and 0.1% Non-Cumulative Redeemable Preference Shares. The Authorised Share Capital of the Company is comprising of Equity Share Capital Rs. 97,00,00,000 (Rupees Ninety-Seven Crores Only) divided into 48,50,00,000 (Forty-Eight Crores Fifty Lakh) equity shares of face Value of Rs. 2/-each (Rupees Two each only) and 0.1% Non- Cumulative Redeemable Preference Shares Capital of Rupees 5,00,00,000 (Rupees Five Crores Only) divided into 5,00,000 (Five Lakh) 0.1% non-cumulative redeemable preference shares of Rs 100/- each.

The Paid-Up Share Capital of the Company is comprising of Equity Share Capital of Rs. 75.62 Crores divided into 378122838 equity shares of face value of Rs 2/- each and 0.1% non-cumulative redeemable preference shares capital of Rupees 5,00,00,000 (Rupees Five Crores Only) divided into 5,00,000 (Five Lakh) 0.1% non-cumulative redeemable preference shares of Rs 100/- each as on 31st March, 2020.

During the period under review, there is a no change in an Authorized and Paid Up Share Capital of the Company.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY, OCCURED AFTER THE BALANCE SHEET DATE AND AS AT THE DATE OF SIGNING THIS REPORT

There are no material changes and commitments affecting the financial position of the Company occurred after the Balance Sheet Date and as at the date of signing of this report During the period under review, the resolution plan pursuant to Section 30 of the Code, was submitted by Decan Value Investors L.P. ( DVI ) on 17th January 2020 along with addendums dated 07th February 2020. 18th February 2020 & 9th March 2020, the resolution plan was put to vote through e-voting process held between 11th March 2020 to 16th March 2020 and approved by COC on 16th March 2020. Further the application for approval of resolution plan under section 30(6) of IBC was filed by Resolution Professional of Castex in NCLT on 16th June 2020. The above mentioned resolution plan submitted by DVI is duly approved by the NCLT order dated 15th December 2020.

NUMBER OF BOARD MEETING

No meeting of Board of Directors or Committee was held after the Commencement of Corporate Insolvency Resolution Process (CIRP) under Insolvency and Banckruptcy Code, 2016 ( Code ) w.e.f 20th December 2017.

However, the power of Board of Directors of the Company stood suspended and being exercised by the Resolution Professional as amended by SEBI (Listing Obligation and Disclosure Requirements) (Third Amendments) Regulation, 2018 dated 31st May, 2018 but for the updation of financial result, Resolution Professional held the meeting with the directors for the adoption of Financial Result during the period under the review.

NUMBER OF MEETING OF COMMITTEE OF CREDITORS (COC)

During the period under review, seventeen (17) Number of meeting of Committee of Creditors (CoC) were held. the details of which are provided below:

S.No Date of Meeting No of Members entitled as on date of meeting Numbers ofmembers attended
1 15-04-2019 25 23
2 03-05-2019 25 19
3 04-06-2019 25 23
4 02-07-2019 25 22
5 19-08-2019 25 21
6 25-09-2019 25 20
7 23-10-2019 25 21
8 30-10-2019 25 23
9 09-12-2019 25 16
10 12-12-2019 25 17
11 02-01-2020 25 20
12 06-01-2020 25 20
13 16-01-2020 25 25
14 20-01-2020 25 22
15 05-02-2020 25 24
16 07-02-2020 25 20
17 27-02-2020 25 18

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The policy of the Company on directors appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a director and other matters, as required under sub-section (3) of Section 178 of the Companies Act, 2013, is available on our website (https://www.amtek.com/ail.php) and also in the Corporate Governance Report. There has been no change in the policy since the last fiscal year.

DECLARATION BY INDEPENDENT DIRECTORS

The Company is in CIR Process under the provisions of the Code and accordingly power of the board has been dispensed due to the appointment of Mr Dinkar T. Venkatasubramanian, Resolution Professional pursuant to NCLT vide order dated December 20, 2017 w.e.f., 22nd December, 2017. Therefore, the Company has not received any declaration from each independent director under section 149(7) of Companies Act 2013 after initiation of CIRP Process.

BOARD EVALUATION

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, mandates the Board shall monitor and review the Board evaluation framework. The framework includes the evaluation of directors on various parameters such as:

The Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board of its own performance and that of its committees and individual directors. Schedule IV of the Companies Act, 2013 states that the performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated.

In terms of the SEBI (Listing Obligation and Disclosure Requirements) (Third Amendments) Regulation, 2018, 31st May, 2018 read with the resolution Plan as approved by the NCLT order dated 15th December 2020 All the roles and responsibilities of Board of Directors/ Committees shall be fulfilled by Resolution Professional/ Insolvency Professional in accordance with sections 17 and 23 of Insolvency and Bankruptcy Code 2016 and powers of the Board of Directors/ Committee stand suspend.

FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS

Before the commencement of CIRP, all independent directors inducted into the Board attended an orientation program. The details of training and familiarization program are provided in the Corporate Governance Report and is also available on our website (https://www.amtek.com/ail.php).

Further, at the time of the appointment of an independent director, the Company issues a formal letter of appointment outlining his / her role, function, duties and responsibilities. The format of the letter of appointment is available on our website (https://www.amtek.com/ail.php)

COMMITTEES OF THE BOARD

The Committees of the Board focus on certain specific areas and make informed decisions in line with the delegated authority.

The Board had laid down the Code of Conduct for Non-Executive Directors and Senior Management Personnel of the Company and the same were posted on the Company s website (https://www.amtek.com/ail.php). Since the Board/ Committee of the Company stand suspended after commencement of CIRP against the Company, all the roles and liabilities of the Company are being fulfilled by the Resolution Professional of the Company w.e.f., 22nd December, 2017. The Whole-Time Director has confirmed the compliance with code of conduct and certified the same. The certification is enclosed with this report.

*RESOLUTION PROFESSIONAL / DIRECTORS RESPONSIBILTY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Directors/ Resolution Professional hereby confirm that:

i. in the preparation of Annual Accounts, the applicable Accounting Standards have been followed and there has been no material departure.

ii. they have selected accounting policies were applied consistently and the directors 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 at 31st March, 2020 and of the profit/loss for the year ended on that date.

iii. they have made 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. they have prepared the annual accounts on a going concern basis.

v. they have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively.

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

* In terms of the SEBI (Listing Obligation and Disclosure Requirements) (Third Amendments) Regulation, 2018, 31st May, 2018 read with the resolution Plan as approved by the NCLT order dated 15th December 2020 All the roles and responsibilities of Board of Directors/ Committees shall be fulfilled by Resolution Professional/ Insolvency Professional in accordance with sections 17 and 23 of Insolvency and Bankruptcy Code 2016 and powers of the Board of Directors/ Committee stand suspend.

AUDITORS

M/s Raj Gupta & Co (FRN: 000203N). has resigned from the Statutory Auditor of the Company due to its preoccupation with effect from 14th August 2020.

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and rules framed there under, the Resolution Profession of the Company after the approval of Committee of Creditors (CoC) has appointed M/s. Vinay Jain & Associates, Chartered Accountants (having Firm Registration No: 004085N) as Statutory Auditors of the Company w.e.f 15th September, 2020 to fulfill the Casual Vacancy Caused due to the Resignation of M/s Raj Gupta & Co., Chartered Accountants (FRN: 000203N), and to conduct the audit for the Financial Year 2020-2021, subject to the approval of members in the ensuing 37th Annual General Meeting.

Pursuant to the amendments made to section 139 of the Companies Act, 2013 by the Companies (Amendment) Act, 2017 effective from 7th May 2018 the requirement of seeking ratification of the Members for the appointment of the statutory Auditors has been withdrawn from the statue. In view of above, ratification of the members at Annual General Meeting is not being sought.

AUDITORS REPORT

The auditors report contains the qualifications/observation which is self-explanatory in nature and forms part of this Annual Report. Further, the statement of Impact of Auditor Qualification for the Financial Year ended 31st March 2020 on Standalone and Consolidated Basis pursuant to SEBI regulations forms part of this Annual Report.

COST AUDITORS

Pursuant to the provision of Section 148 of the Companies Act, 2013, The Resolution Professional of the Company has appointed M/s Shashi Ranjan & Associates (FRN: 101139) practicing Cost Accountant as Cost Auditor w.e.f., 25th

September, 2020 for conducting the audit of the cost records of the Company for the F.Y. 2020-2021 subject to its ratification of the remuneration to be paid to Cost Auditor, by the shareholders at the ensuing Annual General Meeting.

SECRETARIAL AUDIT REPORT

Pursuant to the provision of Section 203 of the Companies Act, 2013 the Resolution Professional of the Company has appointed M/s Mukul Dusad & Associates., Company Secretaries, to conduct Secretarial Audit for the financial year 2019-20. The Secretarial Audit Report for the financial year ended March 31, 2020 in the Form MR-3 is annexed herewith marked as Annexure I to this Annual Report.

COMPLIANCE WITH SECRETARIAL STANDARD

The Company complies with all applicable Secretarial Standard issued by the Institute of Company Secretaries of India (ICSI).

RECONCILIATION OF SHARE CAPITAL AUDIT REPORT

As per the directive of Securities and Exchange Board of India, M/s S. Khurana & Associates, Company Secretaries (COP: 13212), New Delhi, undertook the Reconciliation of Share Capital Audit on a quarterly basis. The purpose of the audit is to reconcile the total number of shares held in National Securities Depository Limited (NSDL), Central Depository Services (India) Limited (CDSL) and in physical form with the respect to admitted, issued and paid up capital of the Company.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Board/ Resolution Professional (RP) has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosure.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT 2013

During the period under review, the Company has not made any investment and has not granted loans, guarantee and or provided any security in accordance with section 186 of the Companies Act 2013. Further, disclosure on the particulars related to loans, guarantees or investments under section 186 of the Companies Act, 2013 forms part of notes to the financial statements enclosed to this Annual Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

None of the transactions with related parties falls under the scope of section 188(1) of the Act. Information on transactions with related parties pursuant to section 134(3)(h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in the Form AOC-2 is annexed a Annexure-II which forms part of this report.

ANNUAL RETURN EXTRACT

As provided under Section 92(3) of the Act, the extract of annual return is given as Annexure-III in the prescribed Form MGT-9, which forms part of this report.

CORPORATE SOCIAL RESPONSIBILITY

The brief outline of the corporate social responsibility (CSR) policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in the Annexure-IV which forms part of this report, as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. For other details regarding The CSR Committee, please refer to the corporate governance report, which forms part of this report. The policy is available on the website of the Company https://www.amtek.com/ail.php.

RISK MANAGEMENT

The Company has formed a risk management committee to frame, implement and monitor the risk management plan for the Company. The committee is responsible for reviewing the risk management plan and ensuring its effectiveness. The audit committee has additional oversight in the area of financial risks and controls. Major risks indentured by the businesses and functions are systematically addressed through mitigating actions on a continuing basis.

The development and implementation of risk management policy has been covered in the management discussion and analysis, which forms part of this report.

However, In terms of the SEBI (Listing Obligation and Disclosure Requirements) (Third Amendments) Regulation, 2018 dated 31st May, 2018 read with the NCLT order dated 15th December 2020, the Role & Responsibility of Risk Management Committee shall be fulfilled by Resolution Professional/Insolvency Professional in accordance with sections 17 and 23 of Insolvency and Bankruptcy Code 2016 and powers of the Board of Directors/Committee stand suspend.

PARTICULARS OF EMPLOYEES AND REMUNERATION

The ratio of remuneration of each director to the median of employees remuneration as per Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are Annexure V forms part of this report.

The statement containing particulars of top employees as required under section 197(12) of the Act read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is forms part of this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO

The Energy conservation continues to be an area of focus for Company. Initiatives to integrate energy efficiency into overall operations are undertaken through design considerations and operational practices. The key initiatives towards conservation of energy were:

i. improved monitoring of energy consumption through smart metering and integration with building management systems;

ii. setting internal targets for energy performance improvement and institution of rigorous operational controls toward achieving these targets;

iii. creating awareness amongst associates on energy conservation through campaigns and events;

iv. focusing on enhancing the component of renewable power in our power sourcing strategy (through on-site solar power generation and third-party purchase as feasible);

v. Increased focus on procurement of energy efficient equipment.

The relevant data regarding the above is given in Annexure-VI hereto and forms part of this report.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

A detailed review of operations, performance and future outlook of the Company is given as an annexure, under the head

Management Discussion and Analysis Report (MDA) and forms a part of this report.

DISCLOSURE REQUIREMENTS

Details of the Familiarization Programme of the independent directors are available on the website of the Company (www.amtek.com/ail.php)

Policy on dealing with the related party transaction is available on the website of the Company (www.amtek.com/ail.php)

The Company has formulated and published a Whistle Blower Policy to provide Vigil Mechanism for employees including directors of the Company to report genuine concerns. The provisions of this policy are in line with the provisions of the Section 177(9) of the Act and the Listing Agreements with stock exchanges and as per SEBI (LODR) Regulations, 2015 (URL: www.amtek.com/investors).

SIGNIFICANTAND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

? The National Company Law Tribunal, Chandigarh Bench (NCLT, Chandigarh) vide order dated 20th December, 2017 ( Insolvency Commencement Date ) was appointed Mr. Dinkar T. Venkatasubramanian as the Interim Resolution Professional ( IRP ) to manage the affairs of the Company by the National Company Law Tribunal ( NCLT ), Chandigarh Bench by Order Dated December 22nd, 2017. Subsequently, Mr. Dinkar T. Venkatasubramanian was confirmed as the Resolution Professional ( RP ) by the committee of creditors ( CoC ) in its Meeting held on 12th January, 2018. On appointment of the IRP/RP, the powers of the Board of Directors of the Company were suspended.

? A Show Cause Notice under Section 148 of the Companies Act, 2013 was received to the Company and its Directors of the Company from Ministry of Corporate Affairs, Cost Audit Branch for non-filing of Cost Audit Report for the Financial Year 31st March, 2016. Our Company has filed e-Form CRA-4 with the MCA.

? An Adjudication Order under Section 15HB of the SEBI Act, 1992 and Section 23H of SCR Act, 1956 was received to the Company from Securities and Exchange Board of India (SEBI) for alleged violation under clause 35(1)(a) and (b) of the Listing Agreement. In regard of this allegation, SEBI has imposed a penalty against the Company of amounting Rs. 5 Lakhs.

? The Government of India, Ministry of Corporate Affairs, Serious Fraud Investigation Officer, in excise of its power under section 212 of the Companies Act, 2013 has ordered an investigation into the affairs of the Company.

? The Resolution Plan as Submitted by the Decan Value Investors L.P. ( DVI ) is duly approved by the NCLT vide order dated 15th December 2020.

TRANSFER OF EQUITY SHARES AND UNPAID/UNCLAIMED DIVIDEND TO INVESTOR EDUCATION PROTECTION FUND

The Company has transferred to the credit of the Investor Education and Protection Fund (IEPF) set up by the Government of India, equity shares and Unpaid/Unclaimed Dividend in respect of which dividend had remained unpaid/ unclaimed for a period of seven consecutive years. Accordingly, The Company has also transferred the Equity Shares and Unpaid/ unclaimed dividend for seven years of more has also been transferred to the IEPF pursuant to the requirements under the Companies Act, 2013.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company promotes a healthy and congenial working environment irrespective of gender, caste, creed or social class of the employees and values every individual and committed to protect the dignity and respect of every individual. The Company has always endeavored for providing a better and safe environment free of sexual harassment at all its work places. During the year under review, no cases of sexual harassment against women employees at any of its work place were filed under Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

ACKNOWLEDGEMENTS

The Directors/Resolution Professional wish to place on record their appreciation for the sincere services rendered by employees of the Company at all levels. Your Directors /Resolution Professional also wish to place on record their appreciation for the valuable co-operation and support received from the Government of India, various state governments, the Banks/ financial institutions and other stakeholders such as, shareholders, customers and suppliers, among others. The Directors /Resolution Professional also commend the continuing commitment and dedication of the employees at all levels, which has been critical for the Company s success. The Directors/ Resolution Professional look forward to their continued support in future.

For CASTEX TECHNOLOGIESLIMITED
(A Company under Corporate Insolvency Resolution Process)
Sanjay Arora Yogesh Kapur
DIN No. 07757118 DIN No. 00014385
(Whole Time Director) (Non-Executive - Independent Director)