I G Petrochemicals Ltd Management Discussions.

Global Petrochemical Industry

The global petrochemicals market size was predicted at USD 441.0 billion in 2019 and is anticipated to witness a CAGR of 5%. The growth of the market for petrochemicals will be driven by rising demand for downstream products from end-use industries and capacity additions in the base chemical industry. The petrochemical industry is a vital component of numerous industrial processes as it provides raw materials for a wide array of products that findapplication in automotive, construction and manufacturing. Some of the products derived from petrochemicals are tyres, detergents, industrial oil, fertilizers, plastics and medical devices. The basic chemicals and plastic derived from the petrochemicals act as a building block for numerous non-durable and durable consumer goods.

US-China trade tensions added volatility in global petrochemical markets in 2019 and towards the later part of the year, the effects of the ongoing issue became visible across downstream petrochemical markets, such as that for plasticizer and polyester, which are seeing faltering prices and compressed margins. Whether it is the availability of shift-based operational staff, the imports of critical equipment and services, or the downstream sale and disposal of products, as a 24x7 process industry, the petrochemicals sector is reliant on continuous and global supply chains.

Lately the petrochemicals sector across the world is dealing with significant crisis and making matters even more challenging, the sector is now facing a crude oil price war. The sector is currently contending with plummeting oil prices across the globe, and in its slipstream, Saudi Arabia and its allies Organization of Petroleum Exporting Companies (OPEC) are currently engaged in a price war with Russia and its allies. Neither market is willing to ramp down its oil production as of now, which is sending global oil prices into a nosedive. More recently the price of crude oil suffered its biggest drop since the start of the gulf war in 1991.

Covid-19 has had major impact for the sector as several major economies across the globe have gone into lockdown. Demand for the products has suddenly dried up in a number of end user markets like automotive, oil and gas, consumer products, rubbers etc. These are the unanticipated results, while other changes in the global market will be driven by factors looking to adapt and capitalise under new conditions. For instance, an increasing share of the global petrochemicals supply chain is going to become localised, as companies look to move production closer to their consumers. Trade wars were already sparking such a trend in before Covid-19 and the current scenario will only exacerbate it.

Indian Economy, Indian petrochemical and speciality chemical industry

Gross domestic product (GDP) grew 5% in the first quarter of FY20. Indias growth in the fourth quarter of the fiscal year 2020 went down to 3.1% according to the Ministry of Statistics. The Chief Economic

Adviser to the Government of India attributed this drop to the coronavirus pandemic effect on the Indian economy. The World Bank and rating agencies had initially revised Indias growth for FY2021 with the lowest figures India has seen in three decades since Indias economic liberalization in the 1990s. Although,

Indian Economy is expected to contradict in FY21, mainly due to complete shut down for more than 60 days, however, it is projected to rebound to more than 8% in FY22, as per Standard & Poors (S&P) Global Ratings.

The Indian Chemical Industry is valued at USD 178 billion in FY19. Industry growth will be driven by rising demand in end-use segments for specialty chemicals and petro chemicals intermediaries. Indian Chemical industry is expected to grow at 9% p.a. and reach USD 304 billion by FY 2025. Chemical industry in India has broadly grown at ~11% CAGR over the last decade compared to nominal GDP growth of ~9%. To recover the lost ground, each sector will have to reinvent itself to survive in a post-Covid-19 world order. Countries, too, must reimagine their contribution to a world thats likely to be radically different from the one weve known thus far. The Pandemic has caused a shock for the Indiandisruptions from the Covid-19 economy. The four legs i.e. consumption, manufacturing, exports, capital flows, on which the Indian economy had been growing, have all been impacted adversely. Consumption, because of the demand shock caused by lockdown and social distancing, manufacturing sector has been hit by large scale supply chain disruptions, exports are halted as global consumers have paused and capital flows are impacted due to pandemic which causes risk aversion and emerging markets have felt the impact of capital outflows or slowdowns in capital inflows.

All this and general psychological fear about the Pandemic has impacted our economy. Comparisons of the current economic disruptions are being made with the 2008 financial crisis, which seems to be an overreaction. The 2008 crisis was restricted to liquidity for the banking sector. This current shock is deeper and broader and impacts almost the entire real economy. As the lockdown progressed and now eases, the Centres medium and long term goals have become clear and its policy actions reflective of those goals. Its objective is to take the soft-landed economy and reboot and restart it in as smooth a manner as possible and as quickly as possible without diluting the healthcare and pandemic surveillance and management. The

Rs. 20 lakh crore package was designed to restart the Economy and business, protect jobs and at the same time extend the support to those vulnerable and poor and informal sectors.

The economy has gradually started coming out of lockdown but it may take a while to stimulate and restart demand in an economy purely on the basis of stimulus package.

The demand/consumption growth will depend on two things:

1. How people come out of their homes, restart their lives and the impact thereof on-demand organically and

2. If, at the right stage, when businesses are ready, capital is made available to the businesses to produce and service demand - demand might need a stimulus and a kick start in specific segments which are showing signs of potential demand.

Capitalizing on global supply chain diversification

Evolving trends of de-globalization and protectionism will find their peak in the Covid-19 aftermath. As countries reduce their dependence on China, they will look to diversify into other Asian markets and this presents an abundance of opportunities to India. Growth in revenue within the chemical industry depends largely on the overall growth of the economy and industrial production, and is often measured as a multiple of GDP growth.

In the chemicals sector, the crisis has resulted in several Indian companies getting order inflows from global chemical players to meet the short-term supply disruptions from China, which is a credit positive for these players, packaging, especially food packaging, sanitary and medical applications, are seeing an uplift mainly due to stockpiling, an increase in delivery services and the high healthcare-focused activities, while prices of various petrochemicals have declined for Indian manufacturers, the decline in prices of feed stocks has been higher, thereby improving the spreads.

Today, India has a chemical trade deficit of $15 billion.

Analysis of Indias chemical exports and imports, coupled with a review of opportunities emerging from global trends, suggests two investible themes: Building self-sufficiency in petrochemicals to plug the domestic supply shortfall of 52% (by volume) in petrochemical intermediates ? six value chains make up around 77% of this shortfall, creating an opportunity worth about $11 billion; and ramping up exports in select areas, such as specialty chemicals, to obtain a larger share of global value. McKinsey said - loss of China (25% share) as a reliable partner and continued shifts from EU/ Japan (17% / 7% share) mean share of India (3%) will rise meaningfully. Availability of talent in chemistry and engineering will act to Indias advantage.

Some of the key growth drivers which will boost the demand for chemical in Indian market are as follows:? Consumption Driven Demand: Per capita consumption of chemicals in India is 1/10th of the worlds average. This makes India an attractive destination for investment and growth.

? Rising Middle Class Population: By 2030, 23% of the global middle class will most likely be Indian supporting strong demand for Specialty chemicals in the automotive, personal products, water treatment and construction segment.? 100% FDI is permissible in Chemical Industry? Manufacturing of most of the chemical products is delicensed except few chemicals because of their hazardous nature.

? Government initiatives like Swachh Bharat Abhiyan is supporting chemical industry especially in companies dealing in surfactants and water treatment chemical manufacturing? Setting up of Petroleum, Chemical and petrochemical Investment regions and setting up of plastic parks? Another focus on area of smart cities, is likely to support construction chemical industry? Global Manufacturers disengage with China and shifting their factories or facilities to developing countries like India. Indian Chemical companies are expected to get bigger share of overall chemical market post Covid-19.

Domestic Market of Phthalic Anhydride (PAN) & Maleic Anhydride (MAN)

PAN is a versatile intermediate in organic chemistry and a downstream product of a basic petrochemical, Orthoxylene (Ox). It is used as an intermediate to produce paints, plasticizers, resigns, pigments, unsaturated polyster resins, alkyd resins and polyols and speciality chemicals. It finds application in both consumer durables to non-consumer durables. Its end users are paints, inks, coatings, boxes, containers and packaging films industries, amongst others.

The PAN market is anticipated to register a CAGR of more than 5%, owing to an increase in the utilization of plasticizers, which is used in the production of polyvinyl chloride (PVC) in the Asia-Pacific region. The increasing demand for glass fiber-reinforced plastics in various industries is also likely to stimulate the PAN market and increasing construction activities and government focus on infrastructure will also do well for augmenting the growth of the market. PAN has also been considered as a major reference resin, used for the manufacturing of alkyd resin-based paints and coatings.

The MAN market size is projected to reach USD 3.5 billion by 2024 from USD 2.8 billion, at a CAGR of 4.5%. The increasing demand for slip additives from emerging economies, such as India and South Korea, is expected to fuel the market across the globe. The global market structure is highly segregated with top five companies including Yabang Jiangsu, Polynt,

Huntsman, Qiaoyou Shanxi and Tianjin Bohai. These companies together accounted for over 30% of the total volume. Huntsman was the single largest manufacturer of MAN and accounted for over 9.5% of the global market share.

IGPL diversification and growth continue…

IGPL is one of the largest producers of PAN in domestic market and has more than 50% market share. Apart from PAN, the Company also manufactures MAN and Benzoic Acid (BA) as by-products. Post expansion, the Company will be one of the largest producer of PAN in the world The expansion will also translate into increased production capacity for MAN and BA Further, the Company also plans to introduce advance plasticizers in order to diversify existing product mix. The expansion will result in additional wash water which will be used to generate increased MAN. Higher MAN capacity will further support the Companys strong position in the industry. Overall it will lead to greater visibility across geographies. The capacity expansion, entry into downstream segment and other opportunities will open the new window to enter into other downstream speciality chemicals. The Company continues to diversify its product mix and will be producing ~ 92% of PA as a part of its overall capacity, compared to 100% PA in 2014. The Company is amongst the leading PAN manufacturers globally and is accredited with being one of the lowest cost producer of PAN, having strong clientele and higher capacity utilization, the plants being strategically located i.e. being near to the raw material supplier and port and catering to most of customers in the western region, has lower operating conversion cost due to state of the art technology which provides better yield and efficiency in usage of capacity is poised to see moderate growth over the next five years, potentially increasing from 5.87 mtpa to 6.02 mtpa in 2023.

Internal Control, System and Process including ERP implementation

While technology continues to play an integral part in the growth of your Company, last year Information

Technology (IT) team has spent significant introducing new and transformative technologies. We have implemented ERP system of Microsoft "Navision", which has helped us to synchronize our entire accounting, MIS, finance, marketing, commercial functions to work seamlessly. Our focus on IT and IT Infrastructure developments and investment have very successful. We have assigned the option of "work from home" for most of our employees in our corporate office during the covid time. Our plants and factory operations have come back to normalcy within a period of one month from the date of start of our operations due to robust IT infrastructure developed in last two years and seamless integration of IT system with entire business operations.

Human Resources Development

The Company believes that the well-being of its employees is of prime importance to the success of ourJourneyorganization.to The focus is not just on the goals of the organization but also on the aspirations of the employees to stay true to our Companys vision "To be largest producer of PAN with diversification downstream speciality chemicals". During the year under review, our emphasis was on strategic workforce planning, talent attraction and management, recruitment, learning and development, employee engagement and wellness and overall improvement of operational efficiencies. in the Company saw a huge emphasis on technical trainings, sales training and managerial trainings apart from other functional and health and safety trainings. The Company recognises that it is not only important to attract and retain the right talent; but also crucial to build capability thereby enabling leadership continuity and build succession management pool. To foster an appreciative culture, the year saw inclusion of additional rewards and recognition and also host lot of activities to encourage team building activities. The Company is rapidly adjusting to the new changing environment for their employees, customers and suppliers, while navigating the financial and operational challenges amid Covid-19.

Cautionary Statement

This report contains statements that are "forward looking statements" including, but without limitation, statements relating to the implementation of strategic initiatives and other statements relating to Companys future business developments and economic performance. While these forward-looking statements. The global PAN indicate our assessment and future expectations concerning the development of our business, several risks, uncertainties and other unknown factors could cause actual developments and results to differ materially from our expectations. These factors include, but are not limited to, general market, macroeconomic, governmental and regulatory trends, movements in currency exchange and interest rates, competitive pressures, technological developments,time in changes in the financial conditions of third parties dealing with us, legislative developments, and other key factors that could affect our business and financial performance. Company undertakes no obligation to publicly revise any forward-looking statements to reflect future/likely events or circumstances.

Directors Report

To the Members,

On behalf of the Board of Directors of your Company, it gives me pleasure in presenting the Thirty First Annual Report together with the Audited Financial Statements for the year ended 31st March, 2020:

1. Financials

Rs. in lakhs
2019-20 2018-19
Total Revenue 1,06,497.97 1,31,128.07
Profit before interest, depreciation and tax 7,822.54 23,370.48
Finance Cost 1,595.43 1,143.53
Depreciation and 2,990.02 2,646.41
Amortization expenses
Profit before tax 3,237.08 18,630.54
Provision for tax 1,103.24 6,982.39
Profit for the year 2,104.39 11,648.16
Balance brought forward from previous year 50,529.68 42,366.51
Profit available for 2,104.39 50,529.68
Appropriations
Earnings per share 6.83 37.82

2. Dividend

The Board of Directors have recommended a dividend of Rs. 2/- per equity share having face value of Rs. 10/- each (20%) for the year ended 31st March, 2020 aggregating to Rs. 615.90 lakhs.

3. Operating & financial performance

The Companys financial performance, during the year, was mainly impacted due to shrinkage in margin between raw material and finished products, unplanned shut down of plants, dumping of Phthalic Anhydride (PAN) by selected countries in Indian market in the absence of any duty protection and Covid-19 in last quarter of financial year. While the Company registered a growth of 22% in its export sales, it registered a total income of Rs. 1,064.98 crores during the year under review as against Rs. 1,311.28 crores during the previous year. The rising volatility in the crude prices impacted the commodity prices which have resulted into compressed margins for the year ended 31st March, 2020. The EBITDA was Rs. 78.22 crores (Rs. 233.70 crores) and the profit after tax for the financial year 2019-20 was

Rs. 21.04 crores as against Rs. 116.48 crores during the previous year.

There were no material changes or commitments that have occurred between the end of the financial year and the date of this Report which affectsthe financial statements of the Company in respect of the reporting year.

4. Effect of Covid-19 pandemic

The novel corona virus (Covid-19) started with China in late December 2019 and eventually spread all across the world severely impacting the lives of millions of people and claiming mass casualty. India was no exception to the contagious disease and therefore, the Government had to impose a lockdown on 24th March, 2020 which was subsequently extended from time to time. During the later part of the lockdown, we were able to partially re-start our production after obtaining adequate approval from the State Government. The relaxations granted by the government from time to time ensured the supply of raw materials was not affected. However, the

Company was concerned about the health and well-being of all its employees and to contain the virus and had shut its plant and other offices in compliance with the Governments directives and employees were encouraged to work from home by providing them with necessary infrastructures. At plant, appropriate training for maintaining hygiene, use of sanitizers, use of masks, PPE and Face Shields, use of Arogya Setu App, temperature checks at entry and exit point, sanitization of the premises, social distancing in the premises, etc. were some of the measures implemented for the minimal employees who were operating.

The Company is rapidly adjusting to the new changing environment for its employees, customers and suppliers, while navigating the financial and operational challenges amid these testing times.

5. Expansion

The expansion of the plant is expected to be completed during the year 2020-21.

6. Contribution to the Exchequer

The Company has contributed Rs. 17,982.88 lakhs to the exchequer by way of income tax, customs duty, goods and service tax, etc.

7. Share Capital & Finance a) Share Capital

The Companys paid-up Equity Share Capital stands at Rs. 3,079.81 lakhs as at 31st March, 2020. The shareholdings of the Promoters and Persons Acting in Concert with Promoters are 68.74%.

b) Finance

The borrowings of the Company comprises of external commercial borrowings (ECB), term loan and working capital facilities. The ECB and term loan were primarily availed for the expansion of the plants. The working capital facilities have not been fully leveraged with major part of the facilities remaining unutilized. The debts (including interest) are being serviced regularly.

c) Credit Rating

The Credit Ratings of the Company are "IND A+" (long term) and "IND A1+" (short term) issued by India Ratings & Research. d) Deposits

During the year, the Company has not accepted or invited any deposits from the public.

e) Particulars of Loans, Guarantees or Investments

Details of Loans, Guarantees or Investments covered under the provisions of Section 186 of the Companies Act, 2013 ("the Act") are given in the notes to the Financial Statements.

8. Subsidiary Companies

During the year, IGPL (FZE) became a direct subsidiary of the Company which was later liquidated in the absence of any further business activity.

The financial statements of subsidiaries are placed on the website of the Company and available for inspection by the members of the Company. A copy of the audited accounts shall be made available to the member upon request.

The consolidated financial statements of the

Company are prepared in accordance with the applicable Ind AS together with the report of the Auditors thereon forms part of this Annual Report.

A statement containing salient features of the financial statements of the subsidiaries in Form

AOC-1 is attached with this Annual Report.

9. Corporate Social Responsibility (CSR) initiatives

The CSR Committee is mandated to identify and oversee the projects and expenditures in accordance with the CSR Policy of the Company. The Report on CSR activities containing prescribed details are annexed to the Directors Report as "Annexure-A". However, the Company was able to spend only Rs. 32.82 lakhs towards CSR activities. The Company has initiated some projects which are under implementation.

10. Annual Return

The Annual Return of the Company in Form MGT-7 for the year 2019-20 is available on the website of the Company and can be accessed at www.igpetro.com.

11. Vigil Mechanism Policy

The Vigil Mechanism Policy of the Company deals with the instances of actual or suspected unethical behavior, fraud, etc. which is being reviewed by the Audit Committee. The details of the Vigil Mechanism has been elaborated in the Corporate Governance Report and posted on the Companys website www.igpetro.com.

12. Transfer of shares to IEPF Authority

There will be no shares due for transfer to the IEPF Authority during the year 2020-21. Members whose shares have been transferred to the IEPF can claim their shares and dividend from the

IEPF Authority by filing an online web based

Form IEPF-5 available at www.mca.gov.in. It may be noted that with the introduction of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 on 14th August, 2019, all applications for the claiming of shares along with the supporting documents are required to be submitted in an online mode only. Members may contact the Company for further guidance.

13. Directors & Key Managerial Personnel

Shri Nikunj Dhanuka retires by rotation and being eligible offered himself for re-appointment.

The Board recommends his re-appointment at the ensuing Annual General Meeting.

During the year under review, the Members of the Company at an extra-ordinary general meeting held on 17th March, 2020 re-appointed Shri J K Saboo as Executive Director for a period of one year with effect from 1st April, 2020 and

Dr. Vaijayanti Pandit as an Independent Director for the second term of five consecutive years with effect from 30th March, 2020.

Shri P H Ravikumar resigned as Director on 30th July, 2019 citing personal reasons. The Directors acknowledges his professional acumen/ insight and the invaluable contribution and guidance to the Board and his ability to lend his opinion/views on decision making process and expressed their sincere gratitude.

All Independent Directors of the Company have furnished declarations under Section 149(7) of the Act confirming that they meet the criteria of independence laid down in Section 149(6) of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Pursuant to Rule 6 of Companies (Appointment and Qualification of Directors) Rules, 2014 as amended, all Independent Directors of the Company viz. Shri Rajesh Muni, Dr. A K A Rathi and Dr. Vaijayanti Pandit have registered themselves in the Independent Directors databank maintained with the Indian Institute of Corporate Affairs (IICA).

In the opinion of the Board of Directors of the Company, all Independent Directors possess high integrity, expertise and experience including the proficiency and responsibilities.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on 31st March, 2020 are: Shri Nikunj Dhanuka, Managing Director & CEO, Shri Pramod Bhandari, Chief Financial Officer and Shri Sudhir

R Singh, Company Secretary.

13.1. Meetings

During the year, four meetings of the Board of Directors and Audit Committee were held as more particularly disclosed in the attached Report on Corporate Governance.

13.2. Board Evaluation

The Board of Directors have carried out its annual performance evaluation as well as of the Directors individually and their respective Committees as more particularly specified in the Corporate

Governance Report.

13.3. Remuneration Policy

The details of the Remuneration Policy forms part of the Corporate Governance Report.

The information relating to remuneration as required pursuant to Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel)

Rules, 2014 ("the Rules") for the financial year

2019-20 are given below: a. Ratio of the remuneration of each Director to the median remuneration of the employees of the Company.

Shri Nikunj Dhanuka, Managing Director & CEO – 44:1 Shri J K Saboo, Executive Director – 7:1 b. The percentage increase in the remuneration of Managing Director, Chief Financial Officer and Company Secretary Shri Nikunj Dhanuka, Managing Director & CEO – (53%) @ Shri Pramod Bhandari, Chief Financial

Officer 5%

Shri Sudhir R Singh, Company Secretary – 10%

@ decline in commission due to lower profit. c. The percentage increase in the median remuneration of employees - 6.83% d. Number of permanent employees on the rolls of the Company - 421 to discharge their respective duties e. Average percentage increase made in the salaries of employees other than the managerial personnel in the last financial year was 8.30% whereas the increase in the managerial remuneration was 7.50%.

It is hereby affirmed that the remuneration paid during the year is as per the Remuneration Policy of the Company. The information under Rule 5(2) of the Rules will be provided to the Members upon request in terms of the first proviso to Section 136 of the Act.

14. Directors Responsibility Statement

To the best of our knowledge and belief and according to the information and explanation obtained by us, in terms of Section 134(3)(c) of the Companies Act, 2013, we state:

a. that in the preparation of the annual financial statements for the year ended 31st March, 2020, all the applicable accounting standards have been followed and no material departures have been made from the same;

b. that appropriate accounting policies have been selected and applied consistently and have 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 ended 31st March, 2020 and of the profit of the Company for that year;

c. that proper and sufficient taken 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/ detecting fraud and other irregularities;

d. that the annual financial statements have been prepared on a going concern basis; e. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively;

f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

15. Related Party transactions

The transactions with related parties were on arms length basis and in the ordinary course of business and necessary approvals were obtained, wherever required.

There were no material related party transactions. The necessary disclosures regarding the transactions are given in the notes to accounts.

16. Internal Control

The internal control mechanism of the Company enables it to identify, assess and mitigate the risk related to its business. Risks are being evaluated on various parameters and these parameters are being reviewed at regular intervals.

17. Auditors

17.1. Statutory Auditors

The Members of the Company at an AGM held on 17th August, 2015 had appointed M/s ASA & Associates LLP as Joint Statutory Auditors of the Company to hold office for a period of five years from the conclusion of that AGM till the conclusion of the 31st AGM. The term of M/s ASA & Associates LLP shall end at the ensuing AGM and they have not sought re-appointment.

M/s Uday & Co., Chartered Accountants, (Firm Registration No. 004440S) were appointed as Statutory Auditors at an AGM held on 20th September, 2017 to hold office for a period of five years from the conclusion of that AGM till the conclusion of the 33rd AGM. In view of the Companies (Amendment) Act, 2017, the matter care has been relating to ratification

Auditor has been removed and accordingly, the same is not being placed before the Members.

17.2. Cost Auditor

M/s Krishna S & Associates, Cost Accountants (Firm Registration No. 100939) have been appointed as the Cost Auditor to conduct an audit of the cost records of the Company for the year 2020-21.

A resolution seeking Members ratification the remuneration payable to M/s Krishna S & Associates is included in the Notice convening the AGM.

17.3. Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Makarand M Joshi & Associates, Practicing Company Secretaries (Membership No. 5533) to conduct the Secretarial Audit and their Report on the Secretarial Audit for the year 2019-20 annexed herewith as "Annexure-B".

18. Energy Reservation, Technology Absorption and Foreign Exchange earnings and Outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith as "Annexure-C".

19. Corporate Governance

The Company has complied with the requirements of Corporate Governance and a report on the same along with the Auditors Certificate compliance is attached with and forms part of this report.

A report on Management Discussion and Analysis forms an integral part of this report.

20. Business Responsibility Report

Pursuant to the Regulation 34 of the Listing Regulations, Business Responsibility (BR) Report for the year ended 31st March, 2020 is provided separately and annexed to the Directors Report as "Annexure-D".

21. Prevention of sexual harassment

The Company is an equal opportunity provider and has zero tolerance in any form or manner towards the sexual harassment of women at work place. In accordance with the Sexual Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013, the Company has formulated a policy on prevention, prohibition and redressal of sexual harassment of women at work place. The Internal Complaints Committee meets as and when required. No complaints pertaining to sexual harassment of women employees were received during the year.

22. ISO 9001:2015 and ISO 14001:2015 certification

Your Company continued to be certified under ISO

9001:2015 for quality management systems and ISO 14001:2015 for environment management systems by Bureau Veritas.

23. Acknowledgements

Your Directors convey their sincere appreciation to the business partners for their unstinted support and contribution and thank the customers, members, dealers, employees, bankers and all stakeholders for their co-operation and confidence reposed in t he Company.

For and on behalf of the Board of Directors

Mumbai, 24th June, 2020

M M Dhanuka

Chairman