AJR Infra & Tolling Ltd Directors Report.

To,

The Shareholders of

AJR INFRA AND TOLLING LIMITED (formerly Gammon Infrastructure Projects Limited)

Your Directors have pleasure in submitting their 20th Annual Report together with the Audited Accounts of the Company, for the financial year ended March 31, 2021 ("Financial Year").

FINANCIAL HIGHLIGHTS

The financial highlights of the Company on stand-alone and consolidated basis for the Financial Year are as under:

(Rupees Lakhs)

Particulars

Standalone

Consolidated

Financial Year Financial Year Financial Year Financial Year
ended March ended March ended March ended March
31, 2021 31, 2020 31, 2021 31, 2020
Income 4,224.09 3,198.79 25,379.70 39,506.66
Earnings before Interest, Tax, 3,762.36 1,784.22 9,854.27 2,730.44
Depreciation and Amortization
Financial Costs 395.91 2,733.86 25,545.90 38,300.30
Depreciation and Amortization 5.67 65.97 8,892.67 12,562.51
Tax Expenses 2,736.08 130.90 3,125.84 1,265.32
Minority Interest & Share of Profit of Associates N. A. N.A. (4,337.92) (5,258.85)
Net Profit after Tax / (Loss) 624.70 (1,146.51) (27,667.96) 1,459.95

DIVIDEND & RESERVES

The Board expressed its inability to recommend any dividend for the Financial Year in view of the liquidity constraints. Hence, no amount has been transferred to any reserve.

COVID-19 PANDEMIC

The World Health Organization (WHO) declared a global pandemic of the Novel Coronavirus disease (COVID-19) on February 11, 2020. In continuation to the various steps to stop the spread of COVID-19, the Central Government of India and all State Governments declared complete lockdown. In enforcing social distancing to contain the spread of the disease, our offices have been operating with minimal or no staff for extended periods of time.

In keeping with its "Employee-safety first" approach, the Company quickly instituted measures to trace all employees and assured of their well-being. Our teams reacted with speed and efficiency, and quickly leveraged technology to shift the workforce to an entirely new ‘work-from-home ("WFH") model.

Policy changes related to WFH and IT infrastructure support were rolled out overnight to assist our employees shift to this new work paradigm. Continuous communication on the latest updates played a key role in enabling our employees to stay on top of the evolving situation. Several initiatives were rolled out to make teams and managers effective while working from different locations.

COMPANYS BUSINESS

Your Company, in consortium with Gammon Engineers And Contractors Private Limited ("GECPL"), is constructing a road project in the State of Odisha on Engineering, Procurement and Construction ("EPC") mode from National Highways Authority of India ("NHAI") under the EPC agreement dated 3rd January, 2019. Subsequent, to signing of Supplementary Agreement dated 29th January, 2020, the Appointed Date was declared as 11th February, 2020.

The Company has fully mobilized and commenced the construction works at project site. The Company has achieved 25% of financial progress as on 31st March 2021.

In addition to the above, the Company has 3 (three) projects in the Road Sector, 2 (two) in the Port Sector and 4 (four) in the Power Sector, which are at various stages of construction, under development and / or operation & maintenance through project specific Special Purpose Vehicles ("SPVs").

Out of the 3 (three) road projects and 4 (four) power projects, 2 (two) operational projects in road sector and 1 (one) project under development in power sector respectively, have been admitted under the provisions of the Insolvency and Bankruptcy Code, 2016 ("IBC") to Corporate Insolvency Resolution Process ("CIRP") by the National Company Law Tribunal ("NCLT") during the FY 2019-20 and the Company has lost control on these road and power projects.

One project in road sector was terminated in August, 2020. The Company has strongly objected the illegal termination solely due to the Concessionaires default and has initiated arbitration process in February, 2021. Other available options such as "amicable settlement" under policies issued by the Ministry of Road, Transport and Highways are also being explored.

THE FUTURE

Most players in the infrastructure industry including your Company continue to face a severe resource crunch over the last few years. There is a sizable gap between the Companys internal accruals and the requirement of funds for capital investment in the existing and new projects and revenue expenditure. The ability of the Company to raise external funds has also been affected due to adverse market conditions in the past and the adverse impact of COVID-19 pandemic on the economies and / or businesses worldwide including India moving forward. However, to ease the present situation, the Company is actively taking steps for realization of its receivables from the NHAI and other public sector authorities. Further, upon resolution of certain contractual obligations on few of the delayed projects, release of resources stalled thereof will bring back the Company into mainstream.

Your Company is focusing on strategic partnerships and / or change in management at holding company level with selective opportunities. The plan is to get "almost ready" projects commissioned at the earliest and operate the projects successfully. The commencement of works on the EPC contract on the Odisha project started providing the much-needed top line. Your Company is confident that these projects will contribute positively to the bottom line and improve the cash flow position going forward.

SHARE CAPITAL OF THE COMPANY

There has been no change in the share capital of the Company during the Financial Year. The paid up share capital of the Company stood at Rs. 188.36 Crores as at 31st March, 2021 comprising of 941,830,724 equity shares of Rs. 2/- each fully paid up.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Companys internal control systems with reference to Financial Statements commensurate with the nature and size of its business operations. Your Company has maintained a proper and adequate system of internal controls. This ensures that all Assets are safeguarded and protected against loss from unauthorized use or disposition and that the transactions are authorised, recorded and reported diligently. The Management continuously reviews the internal control systems and procedures for the efficient conduct of the Companys business.

INTERNAL AUDIT

M/s. Nitin H Rajda & Co., Chartered Accountants, Mumbai, is the Internal Auditor of the Company. The Internal Auditor monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliances with operating systems, accounting procedures and policies and reports the same on quarterly basis to the Audit Committee.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors, based on the representations received from the operating management, and after due enquiry, confirm 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. they 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 the Company at the end of the Financial Year and of the profits of the Company for the period;

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

d. they have prepared the annual accounts on a going concern basis;

e. they have laid down adequate internal financial controls to be followed by the Company and such internal financial controls operated effectively during the Financial Year; and

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

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Board of Directors

Mr. Vinod Sahai and Mr. Sunilbhai Chhabaria had been appointed as additional directors with effect from 31st July, 2020 in the category of Independent Directors and the shareholders of the Company approved their appointment for a period of five years at the 19th Annual General Meeting held on 30th September, 2020.

Mr. Chayan Bhattacharjee has been re-designated as Non-Executive Director of the Company with effect from 1st April, 2021.

Mr. Mineel Mali has been appointed as a Whole-Time Director for a period of one year with effect from 1st April, 2021 and the shareholders of the Company approved his appointment at the Extraordinary General Meeting held on 30th June, 2021.

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Jaysingh Ashar is liable to retire by rotation at the ensuing Annual General Meeting and has offered himself for re-appointment.

Independent Directors of the Company have furnished necessary declarations to the Company under Section 149(7) of the Companies Act, 2013, confirming that they meet with the criteria of Independence as prescribed for Independent Directors under Section 149(6) of the Companies Act, 2013 and Regulation 16(b) of the Securities and Exchange Board of India (Listing Obligations & Disclosures Requirements) Regulations, 2015, (hereinafter "SEBI Listing Regulations").

Key Managerial Personnel

Mr. Naresh Sasanwar resigned as a Chief Financial Officer of the Company with effect from 21st December, 2020. Mr. Vinay Sharma has been appointed as a Chief Financial Officer of the Company with effect from 12th February, 2021. Mr. Chayan Bhattacharjee has been re-designated as Non-Executive Director of the Company with effect from 1st April, 2021 and Mr. Mineel Mali has been appointed as a Whole-Time Director with effect from 1st April, 2021.

In terms of the provisions of Section 203 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Mr. Mineel Mali, Whole Time Director; Mr. Vinay Sharma, Chief Financial Officer and Mr. Kaushal Shah, Company Secretary and Compliance Officer are the Key Managerial Personnel of the Company.

Remuneration Policy and Board Evaluation

In compliance with the provisions of the Companies Act, 2013 and Regulation 19 of the SEBI Listing Regulations, the Board of Directors on the recommendation of the Nomination & Remuneration Committee, adopted a Policy on remuneration of Directors and Senior Management. The Remuneration Policy is stated in the Corporate Governance Report.

Performance evaluation of the Board was carried out during the Financial Year. The details about the same are given in the Corporate Governance Report.

Familiarisation programmes for the Independent Directors

The details about the familiarization programmes for the Independent Directors is given in the Corporate Governance Report.

BOARD MEETINGS

The Board met five times during the Financial Year, the details of which are given in the Corporate Governance Report. The intervening gap between the two consecutive meetings was within the period prescribed under the Companies Act, 2013, SEBI Listing Regulations and as per the extension granted by the Ministry of Corporate Affairs vide its circular dated 24th March, 2020.

EMPLOYEE STOCK OPTION SCHEME

During the Financial Year, the Board has not granted any options to employees under the ‘GIPL Employee Stock Options Scheme - 2013 (‘Scheme). Details of the shares issued under the Scheme, as also the disclosures in compliance with SEBI (Share Based Employee Benefits) Regulations, 2014 are set out in Annexure I to this Report.

A certificate from the Statutory Auditors of the Company as required under Regulation 13 of SEBI (Share Based Employee Benefits) Regulations, 2014 shall be placed for inspection by the members on request by email.

DEPOSITS

During the Financial Year, the Company has not accepted any deposits within the meaning of Section 73 and 76 of the Act, read with Companies (Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES

The details of loans, guarantee or investment under Section 186 of the Companies Act, 2013 are given under Notes to Accounts of financial statements.

CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All related party transactions entered by the Company during the financial year were in the ordinary course of business and on arms length basis. Details of material related party transactions are given in the prescribed Form AOC - 2 which is appended to this report as Annexure II.

The policy on Related Party Transactions as approved by the Board is uploaded on the Companys website and can be accessed at the Web link http://www.gammoninfra.com/sec_info_pdf/PolicyonRelatedPartyTransactions16032016.pdf

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

In view of the nature of business activities currently being carried out by the Company, your Directors have nothing to report with respect to Conservation of Energy and Technology Absorption as required under Section 134(3)(m) read with Rule 8 of the Companies (Accounts) Rules, 2014.

Foreign exchange outgo (actual outflows): Nil The foreign exchange earned (actual inflows): Nil

SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES

Patna Highway Projects Limited, a wholly-owned material subsidiary of the Company has been admitted for Corporate Insolvency Resolution Process by National Company Law Tribunal, New Delhi Principal Bench under section 9 of Insolvency and Bankruptcy Code 2016.

Rajahmundry Godavari Bridge Limited, a subsidiary of the Company, has been admitted for Corporate Insolvency Resolution Process by National Company Law Tribunal, Mumbai Bench under section 7 of Insolvency and Bankruptcy Code 2016. During the Financial Year 2020-21, Sikkim Hydro Power Ventures Limited, a subsidiary of the Company, has been admitted for Corporate Insolvency Resolution Process by National Company Law Tribunal, New Delhi Bench under section 7 of Insolvency and Bankruptcy Code, 2016.

BOARD COMMITTEES

<p >The Board has presently the following committees to assist in its work:

(i) Audit Committee to, inter-alia, oversee and review the financial reporting system and disclosures made in its financial results;

(ii) Stakeholders Relationship Committee to, inter-alia, redress investor complaints;

(iii) Nomination & Remuneration Committee to, inter-alia, approve appointments and remuneration of executive directors and lay down nomination and remuneration policies of the Company;

(iv) Compensation Committee to administer ‘employee stock option schemes; (v) Business Review Committee to review business, projects and opportunities that arise from time to time;

(vi) Corporate Social Responsibility Committee to formulate and implement a ‘corporate social responsibility policy for the Company;

(vii) The Board has voluntarily constituted Risk Management Committee to monitor and review the risk management plan of the Company; and

(viii) The Board has voluntarily constituted Divestment Committee w.e.f. 8th July, 2021 to determine the fair value of the equity shares of Vizag Seaport Private Limited ("VSPL"), approach potential investors and to consider the proposal for sale of equity shares of VSPL.

The constitution of various committees, its powers and duties have been elaborated in detail in the ‘Corporate Governance Report.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

Your Company does not have any amount / shares due to be transferred to Investor Education and Protection Fund.

VIGIL MECHANISM / WHISTLE BLOWER

In terms of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for Directors and employees to report genuine concerns has been established by the Board along with whistle blower policy. The whistle blower policy have been uploaded on the website of the Company and the same can be accessed at the web link http://www.gammoninfra.com/ sec_info_pdf/Whistle_Blower_Policy.pdf

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Since, there is no average net profit for the Company for the previous three financial years, no specific funds are required to be set aside and spent towards the Corporate Social Responsibility of the Company during the Financial Year. The Company is yet to formulate the CSR Policy.

EXTRACT OF ANNUAL RETURN

In accordance with the Companies Act, 2013, an extract of Annual Return in Form MGT 9 is appended to this Report as Annexure III.

REPORT ON CORPORATE GOVERNANCE

In terms of Regulation 34 of the SEBI Listing Regulations, a Report on Corporate Governance along with Compliance Certificate issued by Mr. Veeraraghavan. N, Practicing Company Secretary (Certificate of Practice Number 4334) is attached and forms integral part of this Report (herein referred to "Corporate Governance Report").

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Attention of the members is invited to a separate section titled ‘Management Discussion and Analysis Report which is covered in this Annual Report.

SECRETARIAL STANDARDS

The Company complies with all applicable Secretarial Standards.

REPORTING OF FRAUDS BY AUDITORS

During the Financial Year, neither the statutory auditors nor the secretarial auditor has reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Boards report.

AUDITORS

M/s. Nayan Parikh & Co., Chartered Accountants (FRN: 107023W), the Statutory Auditors of the Company, holds office until the conclusion of the 21st Annual General Meeting ("AGM").

AUDITORS REPORT

The Auditors have qualified their opinion in their Independent Auditors Report as follows:

Basis of Qualified Opinion

(a) Attention is invited to Note 27 (a) of the Standalone Financials Statement, relating to the Project in the SPV; Indira Container Terminal Pvt Ltd. There exists material uncertainty relating to the future of the Project where the exposure of the Company in the SPV / project is Rs. 13,409.09 lacs (funded and non-funded). The draft settlement agreement between the SPV, Ministry of Shipping (MoS), Mumbai Port Trust (MbPT) has been rejected by MbPT. The Company and the SPV are in discussion with MbPT and MoS to reconsider the Project. The credit facility is marked as NPA by the Lenders. The SPV and MbPT have initiated arbitration proceedings which are in progress. The MBPT has requested for conciliation proceedings which are also under active discussions. Pending conclusion of matters of material uncertainty related to the Project and decision of the OTS by the lenders not being concluded, we are unable to comment whether any provision is required towards possible impairment towards the said exposure.

(b) Attention is invited to Note no 27 (b) of the Standalone Financial Statement, relating to the road project at Madhya Pradesh. The SPV has received notice for issue of intention to terminate the Project vide letter dated July 17, 2020 followed by a Termination Notice dated August 13, 2020 from MPRDC. Pursuant to the Termination Notice issued by MPRDC, SPV has contested the Termination Notice vide their letter dated 1st October 2020 and has approached MPRDC and MoRTH to find an amicable resolution and The SPV has also invoked the arbitration process, which are in progress. Pending the outcome of amicable resolution and hearing of Arbitration proceedings, we are unable to comment whether any provision is required towards possible impairment towards the exposure of the project and there exists material uncertainty to continue as a going concern. Total funded and non-funded exposure of the Company in the SPV / Project is Rs. 77,061.71 lacs.

(c) Attention is invited to Note 27 (e) of the Standalone Financial Statement, relating to the Hydropower project in Sikkim. The exposure of the Company in the SPV is Rs. 9,419.18 lacs. As detailed in the note there are various factors affecting the progress of the Project and Power Purchase Agreement (PPA) is yet to be signed. Further, the CIRP Proceedings have been initiated vide NCLT order dated July 30, 2020. The SPV has filed an appeal against the said NCLT order with the National Company Law Appellate Tribunal (NCLAT) and the appeal hearing is in the process. The Project is presently in a state of limbo. Pending the signing of PPA and achieving financial closure and the outcome of NCLAT hearing, we are unable to comment whether any provision is required towards possible impairment towards the said exposure.

(d) Attention is invited to Note 30 (a) of the Standalone Financial Statement in respect of PHPL where the CIRP proceedings have been initiated. On account of the valuation exercise by the RP not being carried out to determine the amount to be paid to creditors and the surplus to the equity holder, no impairment has been made in respect of the Companys exposure. The Company has also not separately assessed the impairment due to reasons mentioned in the note. In the absence of the conclusion of the CIRP proceedings to assess the surplus to equity shareholders and the Company also not being able to assess the same, the outcome of the intervention application against the resolution plan, we are unable to ascertain the quantum of possible impairment towards the exposure of Rs. 1,40,316.64 lacs.

(e) Attention is invited to Note 30 (b) of the Standalone Financial Statement in respect of RGBL where the CIRP proceedings have been initiated. On account of the valuation exercise by the IRP not being carried out to determine the amount to be paid to creditors and the surplus to the equity holder, no impairment has been made in respect of the Companys exposure. The Company has also not separately assessed the impairment due to reasons mentioned in the note. In the absence of the conclusion of the CIRP proceedings to assess the surplus to equity shareholders and the Company also not being able to assess the same, we are unable to ascertain the quantum of possible impairment towards the exposure of Rs. 1,18,001.92 lacs.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our Qualified Opinion.

Material Uncertainty relating to Going Concern.

We invite attention to Note 28 of the Standalone Financial Statement relating to material uncertainty relating to going concern. The Companys current liabilities exceeded current assets significantly and are at Rs. 1,48,760.46 lacs. There is a continuing mismatch including defaults in payment of its financial obligations to its subsidiary Company. The liquidity crunch is affecting the Companys operation with increasing severity. We also invite attention to note 27 of the Standalone Financial Statement wherein status of various SPV projects which are stressed due to delay in completion, cost overrun, liquidity crunch and have legal issues, arbitration proceedings or negotiations. The future of these projects as also the successful progress and completion depends on favourable decisions on outstanding litigations being received by the Management. The resolutions planned by the Management are pending since a long time and are not concluding in favour of the Company. These conditions indicate the existence of Material Uncertainty which may impact the Companys ability to continue as a going concern. Our report is not qualified on this matter.

Emphasis of Matter - Without qualifying our opinion, we draw attention to the following matters;

(a) We invite attention to Note 27 (c) of the Standalone Financial Statements, regarding unilateral termination and closure of Concession in a bridge project, which is subject to pending litigations / arbitrations at various forums, which may impact the carrying values of investments and loans and advances given to the subsidiary. The Companys exposure towards the said project (funded and non-funded) is Rs.2,392.30 lacs. Pending conclusion on these legal matters, no adjustments have been made in the financial statements.

(b) We invite attention to Note 27 (d) of the Standalone Financial Statements, in relation to intention to exit one of the hydro power projects at Himachal Pradesh and seeking a claim of an amount against the amount spent on the Project. The Companys subsidiary has cited reasons for non-continuance on account of reasons beyond its control. The subsidiary is negotiating with its client for an amicable settlement on beneficial terms and has also invoked arbitration. The SPV has received a letter from GoHP dated September 4, 2018 intimating that their office has begun the process for finalisation of the panel of Arbitrators and the nomination in this regard shall be intimated to the SPV shortly. The Companys exposure towards the said project includes investment and loans & advances of Rs.7,115.84 lacs. Pending conclusion between the parties, no adjustments have been made in the financial statements.

(c) We invite attention to Note 29 of the Standalone Ind AS Financial Statements, wherein during the previous year, Western Coalfields Limited (WCF) had encashed Bank Guarantee amounting Rs.1,514.01 lacs given in favour of Aparna Infraenergy India Private Limited (one of the SPVs sold to BIF India Holding Pte ltd on February 29, 2016). Subsequent to encashment Company has filed an application for converting earlier injunction application to suit for recovery of damages. The management is hopeful of getting favourable decision on the matter and recovery of damages based on legal advice on the matter. Pending the outcome, the Company has shown guarantee encashment amount as receivable from Western Coal Fields.

It is clarified that the above matters covered in the Auditors Report together with relevant notes in the Notes to Accounts are self-explanatory.

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI Listing Regulations, Mr. Veeraraghavan N., Practicing Company Secretary (Certificate of Practice Number: 4334) was appointed to undertake the Secretarial Audit of the Company.

In terms of Regulation 24A of SEBI Listing Regulations and provisions of Section 204 of the Companies Act, 2013 the Secretarial Audit Report in Form no. MR-3 has been annexed to this Board Report as Annexure IV.

Observations made by the Secretarial Auditor in their Report are self-explanatory.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed to this Report. In terms of the provisions of Section 197(12) of the Act read with sub-rules (2) and (3) of Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names and other particulars of employees drawing remuneration in excess of the limits set out in the said Rules are provided in the Report. However, having regard to the provisions of the second proviso to Section 136(1) of the Act, the details are excluded in the report sent to members. The required information is available for inspection at the registered office and the same shall be furnished on request.

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

The Board has re-constituted Internal Complaints Committee under Section 4 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 with effect from December 30, 2020. During the Financial Year, no complaint was filed before the said Committee. Internal Complaints Committee comprises of Ms. Charu Naik, Assistant Manager - Legal, Rajahmundry Godavari Bridge Limited as Chairperson, Ms. Vidhya Mangavde, Advocate, Mr. Shiv Kumar Vats, Deputy General Manager - Legal, Indira Container Terminal Private Limited and Ms. Simi George, Secretary, Rajahmundry Godavari Bridge Limited as the members of the Committee.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE REPORT

There were no material changes and commitments after the closure of the year till the date of this report, which affect the financial position of the Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/ COURTS / TRIBUNALS

No significant or material orders were passed by the Regulators or Courts or Tribunals which impacts the going concern status and Companys operations in future.

ACKNOWLEDGEMENTS

The Board wishes to place on record their appreciation for the support received by the Company from its shareholders and employees. The Directors also wish to acknowledge the co-operation and assistance received by the Company from its business partners, bankers, financial institutions and various Governments, Semi Government and Local Authorities.

For and on behalf of the Board of,
AJR INFRA AND TOLLING LIMITED
(formerly Gammon Infrastructure Projects Limited)
Homai Daruwalla Jaysingh Ashar
Director Director
DIN: 00365880 DIN:07015068
Place: Mumbai
Date: 14th August, 2021