D S Kulkarni Developers Ltd Directors Report.

To,

The Members

D S Kulkarni Developers Limited

(Company under Corporate Insolvency Resolution Process) (Herein after referred as "the Company/Corporate Debtor")

The Honble NCLT vide its order dated September 26, 2019 allowed initiation of CIRP of the Company and Mr. Manoj Kumar Agarwal, IP Registration No. IBBI/IPA-001/IP-P00714/2017-2018/11222 was appointed as the Interim Resolution Professional ("IRP") for the Corporate Debtor. The appointment of Mr. Manoj Kumar Agarwal was confirmed/approved as the Resolution Professional ("RP") of the Corporate Debtor by the Committee of Creditors ("CoC"). As per Section 17 of the Code, from the date of appointment of the IRP the management of affairs and powers of the board of directors of the Company were suspended and stood vested with IRP/RP of the Corporate Debtor.

In exercise of the powers of the Board of Directors by the Resolution Professional of the Corporate Debtor as per Section 17(1)(b) of Insolvency and Bankruptcy Code, 2016, hereby present the Thirtieth Annual Report on business and operations of the Company along with the Audited Statement of Accounts for the financial year ended March 31, 2021.

1. Financial Results:

Performance of the Company, on standalone basis, for the financial year ended March 31, 2021 is as summarized below:

(Amount in "Lakhs")

Particulars Year Ended
31.03.2021 31.03.2020
Income from Operations - 5.64
Total Income - 5.64
Total Expenses 320.42 3,303.47
Profit / loss before Tax (320.42) (3,297.83)
Tax Expense - -
Net Profit / loss after tax (320.42) (3,297.83)

The revenue from operations for the year ended 31st March, 2021 is Nil as compared to Rs. 5.64/- (Rupees in Lakhs) for the previous year ending 31st March, 2020.

2. Indian Accounting Standards:

The Ministry of Corporate Affairs (MCA), vide its notification in the official Gazette dated February 16, 2015, notified the Indian Accounting Standards (Ind AS) according to which, certain class of companies, which inter - alia included all listed companies whose accounting period begins on or after April 1, 2016, are required to comply with Ind AS. Ind AS has replaced the existing Indian GAAP prescribed under Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014. For the Corporate Debtor, Ind AS is applicable form April 1, 2016, with a transition date of April 1, 2015 and IGAAP as the previous GAAP.

Accordingly, Standalone Financial Statements of the Company for the Financial Year 2020-21 have been prepared as per IND AS.

3. State of Companys Affairs:

Search and seizure operations were conducted by the Enforcement Directorate(ED). During this search and seizure and during the process of investigation, Economic Offence Wing of Police Dept. has taken in its custody physical and electronically maintained records of the Company.

Investigation is going on against the Company under various laws including the Maharashtra Protection of interest of Depositors Act (MPID), Economic Offences Wing (EOW) -Pune, Insolvency and Bankruptcy Code, 2016, Prevention of Money Laundering Act, 2002. The matter is sub-judice and the impact of the outcome, if any, is uncertain at present.

The Company has received 3 Resolution Plans which were put to vote before the Committee of Creditors ("CoC"). The Committee of Creditors ( CoC ) has approved the resolution plan submitted by Consortium of Ashdan Properties Pvt Ltd, Classic Promoters & Builders Pvt. Ltd and Atul Builders, with a requisite majority of the voting share as per the Insolvency and Bankruptcy Code , 2016 (IBC). The resolution professional is in the process of submitting the resolution plan as approved by the CoC to Adjudicating Authority for necessary approval under Section 31 of the IBC.

There were no business operations during the CIRP period.

4. Change in the nature of business:

There was no change in the nature of business of the Company during the year under review.

5. Corporate Governance:

The Company is committed to maintain high standards of Corporate Governance and adhere to the Corporate Governance requirements set out by SEBI. The Report on Corporate Governance as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms an Integral part this Annual Report. Requisite Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance is attached to this Annual Report as Annexure- 1..

A certificate from a practicing Company Secretary on compliance(s) with the corporate governance norms forms part of the Corporate Governance Report.

6. Dividend:

During the year under review, since the Company is under CIR Process and due to current year losses, no dividend on the equity shares of the Company has been recommended.

7. Transfer to reserves:

The Company does not propose to transfer any amount to the General Reserves.

8. Transfer to Investor Education and Protection Fund:

Pursuant to the applicable provisions of the Act, read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, (including any statutory modification(s) and / or reenactment(s) thereof for the time being in force), Company is required to transfer dividend and the shares for which no dividend was claimed from consecutive seven years to the IEPF Authority established by the Central Government.

As the company is under CIRP and due to non-availability of proper records and documents, the unpaid dividend and underlying shares has not been transferred to IEPF.

9. Issues/Allotment

i) the Company has not issued/allotted Equity shares with differential rights as to dividend, voting or otherwise;

ii) the Company does not have any ESOP scheme for its employees / Directors;

iii) the Company has not bought back any of its securities;

iv) the Company has not issued any Sweat Equity Shares;

v) the Company has not issued any Bonus Shares.

vi) during the year under review, the Company has not issued/ allotted any kind of Equity Shares.

10. Public Deposits:

During the year under Report the Company did not accept any fresh deposits from the public and shareholders covered under Chapter V of the Companies Act, 2013.

• Deposits accepted during the year: Nil

• Outstanding deposits as on 31st March, 2021: 73,120.285 Lacs

• Deposits remained unpaid as at the end of the year: 16,570.627 Lacs (this is based on the no. of claims received by depositors)

• Deposits remained unclaimed as at the end of the year: Nil

• There has been default in payment of matured Fixed Deposits or Fixed Deposit interest during the year.

• There are no deposits which are not in compliance with the requirement of Chapter V of the Act.

• Fixed deposits which have matured have remained unpaid: 16,570.627 Lacs (this is based on the no. of claims received by depositors)

Further pursuant to public announcement issued by the Interim Resolution Professional("IRP")/Resolution Professional ("RP") calling upon the stakeholders for submission of proof of their claims, fixed deposit holders have filed a claim with the IRP/RP and the same has been admitted by the IRP/RP after due verification based on the available data.

Total number of depositors as at the end of the Financial year 2021 is 1323 (This is based on the no. of claims received from depositors) and above figures as per the data available with the Company.

11. Material Changes and Commitments, If any, affecting the financial position of the Company, occurred after the balance sheet date and as at the date of signing this report

Except for the consolidation of the CIRP of the 4 (four) subsidiaries i.e. DSK Developers Corporation, DSK Woods LLC, DSK Southern Projects Pvt Ltd & DSK Infra Pvt Ltd ("said Subsidiaries"), 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.

12. Particulars of Loans, Guarantees or Investments:

Details of loans, guarantees or investments covered under the provisions of Section 186 of the Act are given in notes to the standalone financial statements forming part of the Annual Report.

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

All the related party transaction under provisions of Section 188 of the Companies Act, 2013 has been entered into by the Company are at arms length price and in ordinary course of business.

There are no materially significant related party transactions entered into by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons, etc., which may have potential conflict with the interest of the Company at large or which warrants the approval of the shareholders. The details of the transactions with Related Party, if any are provided in the Companys financial statements in accordance with the Indian Accounting Standards (Ind AS).

Since, there are no material related party transactions, there is no requirement of providing details of related party transactions in Form AOC-2 as per the applicable provisions of the Companies Act, 2013 ("the Act").

14. Subsidiaries, Joint Ventures and Associate Companies:

As per the details available, the Company is having Four subsidiaries i.e. DSK Developers Corporation, DSK Woods LLC, DSK Southern Projects Pvt Ltd & DSK Infra Pvt Ltd ("said Subsidiaries"), of which Two domestic subsidiaries have complied with annual fillings with Registrar of Companies upto 31st March 2016. Further, the RP does not have access to the information(s)/detail(s)/record(s)/document(s) of the said Subsidiaries. Hence, the Company is unable to provide a report on the performance and the financial position of the subsidiaries associates and joint venture in Form AOC-1 as required under Section 129(3) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014.

As per the details available, the Company does not have any ‘Associate Company and/or Joint ventures within the meaning of Section 2(6) of the Act.

15. Listing of Securities:

The Shares of the Company are listed on the Bombay Stock Exchange Limited (BSE) and National Stock Exchange of India Limited (NSE). No listing fees have been paid for the financial year.

The Shares of the Company were placed in Z category by BSE Limited and National Stock Exchange of India Limited.

16. Directors Responsibility Statements:

The Honble National Company Law Tribunal (NCLT) had admitted the petition for initiating the Corporate Insolvency Resolution (CIR) Process under the provisions of the Insolvency Bankruptcy Code 2016 (IBC). Further, pursuant to the aforesaid NCLT order (Communicated on 21st November 2017) and pursuant to Section 17 of the IBC the powers of the Board of Directors stood suspended and such powers were vested with the IRP/RP Mr. Manoj Kumar Agarwal.

In light of the aforesaid and pursuant to the requirements under sub section (3)(c) and (5) of Section 134 of the Companies Act 2013 with respect to Directors Responsibility Statement it is hereby confirmed by the Resolution Professional that:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) 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 the profit and loss of the company for that period;

c) proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) the annual accounts on a going concern basis; and

e) Internal financial controls to be followed by the Company have been laid down and ensured that such internal financial controls are adequate and operating effectively; and

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

17. Declaration of Independent Directors:

The Company is under CIRP and accordingly power of the Board has been suspended. Further, the Company has not received declaration(s) from any independent director as required to be obtained under section 149(7) of Companies Act 2013.

18. Board Evaluation:

The provisions of section 134(3)(p) of the Act read with rule 8(4) of the Companies (Accounts) Rules, 2014 for having formal self-annual evaluation by the Board of Directors is applicable to the Company. However, the Company is under Corporate Insolvency Resolution Process (CIRP) and the entire Board is suspended, hence no formal evaluation of the Board has taken place.

19. Committees of Board:

After the commencement of Corporate Insolvency Resolution Process (CIRP) the powers of the Board of Directors including Committees of the Company stands suspended.

Further, as per Regulation 15(2B) of SEBI LODR, the roles and responsibilities of the Committees specified in regulations 18, 19, 20 and 21 of SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2018 after the Commencement of Corporate Insolvency Resolution Process (CIRP) shall be fulfilled by Resolution Professional and powers of the Board of Directors stands suspended. Thus, no meetings of the Committees were held after the Commencement of CIRP.

20. Details pertaining to remuneration as required under section 197(12) of the Companies Act, 2013.

At present, there are no employees on the payroll of the Company and further the company is under Corporate Insolvency Resolution Process (CIRP) of the Insolvency and Bankruptcy Code 2016 (IBC).

In view of the above, the particulars of ratio of remuneration of each director to median remuneration of the employees of the Company for the financial year under report, percentage increase in remuneration to each Director and Key Managerial Personnel ("KMP"), etc. more particularly described under Section 197(12) of the Companies Act, 2013 and Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are not applicable.

21. Vigil Mechanism:

The Company has adopted a Vigil Mechanism in form of whistle blower policy. At present there are no employees on the payroll of the Company and also Companys business operations are also closed.

22. Risk management:

Pursuant to the requirement of Regulation 21 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015 ("SEBI LODR") the Company has not constituted a Risk Management Committee. The Company has adequate Risk Management policy.

23. Directors & Key Managerial Personnel (KMP):

During the year there were no changes in the composition of Board of Directors of the company.

As per Section 17 of the Code, from the date of appointment of the IRP/RP the management of affairs and powers of the board of directors of the Company were suspended and stood vested with IRP/RP of the Corporate Debtor. Further, on initiation of Corporate Insolvency Resolution Process under the provisions Section 7 of the Insolvency and Bankruptcy Code, 2016 read with the rules and regulations framed thereunder ("the Code"), the powers of Board of Directors of the Company are suspended and same are being exercised by the Resolution Professional, and thereafter any change in Management of the Company is restricted by the Code.

Further, as per Regulation 15(2A) of SEBI LODR, the provisions of regulation 17 shall not be applicable during the insolvency resolution process period in respect of a listed entity which is undergoing corporate insolvency resolution process under the Insolvency Code and that the role and responsibilities of the board of directors as specified under regulation 17 shall be fulfilled by the interim resolution professional or resolution professional in accordance with sections 17 and 23 of the Insolvency Code.

24. Details in respect of adequacy of internal financial control with reference to the financial statements

Details in respect of adequacy of internal financial controls with reference to the Financial Statements are stated in Management Discussion and Analysis, which forms part of this Report.

25. Number of Board Meetings and Committee meetings:

In terms of Section 17 of the Code, on commencement of the Corporate Insolvency Resolution Process (CIRP), the powers of the Board of Directors stands suspended and the same are being exercised by the Resolution Professional. The management of the affairs of the Company has been vested with Resolution Professional, therefore no meeting of Board of Directors or Committee was held after the Commencement of Corporate Insolvency Resolution Process (CIRP).

26. Auditors:

a) Statutory Auditor:

The Company at its 26th Annual General Meeting, ratified all the resolutions passed for the appointment of M/s R.C. Jain & Associates LLP, Chartered Accountants, as the Statutory Auditor of the Company by the Committee of Creditors ("CoC") constituted under the Insolvency and Bankruptcy Code, 2016 read with other applicable rules and regulation made thereunder. Resolution Professional appointed M/s R.C. Jain & Associates LLP, Chartered Accountants, as the Statutory Auditor of the Company to hold office for the period of Five years i.e. from the Financial Year 2017-18 to 2021-22 respectively pursuant to the provision of Section 139 of the Companies Act, 2013.

The Auditors Report and notes to the financial statements referred in the Auditors Report are self-explanatory and therefore do not call for any further comments under Section 134 of the Companies Act, 2013. The Auditors Report is enclosed with the financial statements in this Annual Report.

b) Cost Auditor:

The provisions of section 148 of the Act read with rule 3 of the Companies (Cost Records and Audit) Rules, 2014 are not applicable to the Company.

c) Secretarial Auditor & Secretarial Compliance Report:

The provisions of section 204 of the Act read with rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are applicable to the Company. Accordingly, the Company has appointed M/s Mihen Halani and Associates as the Secretarial Auditor.

The observations referred by the Secretarial Auditors are self-explanatory in nature and therefore do not call for any comments under Section 134 of the Companies Act, 2013

Pursuant to circular No. CIR/ CFD/ CMD1/ 27/ 2019 dated February 08, 2019, issued by the Securities and Exchange Board of India (SEBI) the Company has obtained Annual Secretarial Compliance Report from a Practicing Company Secretary (PCS) on compliance of all applicable SEBI Regulations and circulars/ guidelines issued there under and the copy of the same has been submitted with the Stock Exchanges within the prescribed due date.

27. Annual Return:

Pursuant to Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return for F.Y. 2020-21 is available on Companys website at https://www.dskcirp.com/

28. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

The Company has no information to furnish with respect to conservation of energy, technology absorption, Foreign Exchange Earnings and Outgo, as are needed to be furnished under section 134(3)(m) of the Act read with rule 8 of the Companies (Accounts) Rules, 2014.

29. Significant / Material orders passed by the regulatory etc.:

Except as disclosed in this report and commencement of CIRP under the Code, no material orders were passed by Regulators/ Courts / Tribunals during the period impacting the going concern status and Companys operations in future.

30. Disclosure under the Sexual Harrassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place Policy on Prevention of sexual harassment in line with the requirements of ‘The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. The Policy provides for protection against sexual harassment of women at workplace and for prevention and redressal of such complaints. During the year, no complaints were reported.

31. Corporate Social Responsibility:

The provisions of section 135 of the Act read with the Companies (Corporate Social Responsibility) Rules, 2014 are not applicable to the Company.

32. Secretarial Standards:

The Company complies with Secretarial Standard issued by Institute of Company Secretaries of India wherever applicable.

33. Acknowledgement:

Your RP wish to place on record their appreciation of the contribution made by the employees of the Company. The RP wish to convey their appreciation to the Banks dealers and other business associates and the shareholders for their continuous trust and support.