Neelam Linens and Garments India Ltd Directors Report

To,

The Members of,

M/s. NEELAM LINENS 8b GARMENTS (INDIA) PRIVATE LIMITED

Mumbai

Your Directors have pleasure in presenting their 10th Annual Report together with the Audited Accounts of the Company for the year ended March 31,2021.

Financial Summary:

PARTICULARS	March 31, 2021	March 31, 2020
Income from Operations
Revenue from Sale of Goods	78,19,71,383	153,46,57,902
Revenue from Sale of Services	NIL	NIL
Other Operating Revenue	1,36,31,673	2,38,06,786
Other Income	85,84,370	2,76,15,733
Total Income from Operations	80,41,87,426	158,60,80,421
Profit/(Loss) Before Depreciation & Taxes	1,51,75,863	1,33,29,815
Less: Depreciation	68,77,757	70,95,957
Profit/(Loss) before Taxation	82,98,106	62,33,858
Less: Tax Expenses
Tax Expenses for Current Year	27,30,690	18,70,160
MAT Credit Entitlement	NIL	NIL
Excess I. T. Provisions	(8,04,206)	NIL
Deferred Tax	NIL	NIL
Profit/(Loss) after Tax	63,71,622	43,63,698
Profit/(Loss) brought forward from previous year	6,86,51,887	6,42,88,189
Surplus available for Appropriations	7,50,23,509	6,86,51,887
Appropriations
Dividend on Preference Shares	NIL	NIL
Tax on above dividend	NIL	NIL
Proposed Dividend on Equity Shares	NIL	NIL
Tax on above dividend	NIL	NIL
Transfer to reserve funds	NIL	NIL
Fixed Assets Written Off	NIL	NIL
Balance Carried Forward to the Balance Sheet	7,50,23,509	6,86,51,887

OPERATIONAL REVIEW:

The Company is engaged in the business of Manufacturing of Cotton Made Ups.

During the year Gross revenues decreased to Rs. 80,41,87,426/- against Rs. 1,58,60,80,421/- in the previous financial year. Profit before Depreciation and Taxation in the current year increased to Rs. 1,51,75,863/- against Rs. 1,33,29,815/- in the previous financial year. After providing for Depreciation and Taxation, the net profit of the Company in the current year increased to Rs. 63,71,622/- against Rs. 43,63,698/- in the previous financial year. The Company expects a good business in forthcoming years.

TRANSFER TO RESERVES:

During the year the company has not proposed to transfer any amount to the General Reserve.

DIVIDEND:

The Directors of the Company are not recommending any dividend for preservation of profit for business expansion.

DEPOSIT:

The Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rule, 2014.

DIRECTORS:

During the year, there was no change in the Board of Directors of the Company.

DECLARATION BY INDEPENDENT DIRECTORS:

The Provisions of Section 149 of Companies Act, 2013 pertaining to the appointment of Independent Directors do not apply on the Company.

MEETINGS OF BOARD:

During the year, Seven Board Meetings were convened and held. Board Meetings were held on the following dates 16/06/2020, 30/09/2020, 30/10/2020, 30/11/2020, 30/12/2020, 30/01/2021 and 30/03/2021. One Annual General Meeting will be held on 31/12/2020. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

DIRECTORS RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act 2013, the Directors would like to state that:

i. In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

ii. The directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 or loss of the Company for that period.

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

iv. The Directors have prepared the annual accounts of the company on the going concern basis.

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

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS:

There were no loans, guarantees or investments made by the Company under Section 186. of the Companies Act, 2013 during the year under review and hence the said provisions are not applicable.

INTERNAL FINANCIAL CONTROL/THEIR ADEQUACY:

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operation was observed.

The directors has laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of financial statements.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable.

CONSERVATION OF ENERGY:

a) Company ensures that the operations of the company are conducted in the manner whereby optimum utilization and maximum possible saving of energy is achieved.

b) No Specific Investment has been made in reduction in energy consumption equipments.

c) As the impact of measure taken for conservation and optimum utilization of energy are not quantitative, its impact on cost cannot be stated accurately.

d) No steps have been taken by the company for utilizing alternate sources of energy.

TECHNOLOGY ABSORPTION:

Companys operations are conducted by using in-house know how and no outside technology is being used for operating activities. Therefore no outside technology absorption is there in the, company. The Company has not incurred expenditure on research and department activities during this financial year..,]

FOREIGN EXCHANGE EARNINGS AND OUT-GO:

During the period under review there was foreign exchange in flow of Rs. 38,93,69,035/- on account of export sales.

DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

There is no such company which have become or ceased to be its subsidiaries joint ventures or associate companies during the year.

VIGIL MECHANISM / WHISTLE BLOWER POLTCV-

The Provisions related to vigil mechanism / whistle blower policy are not applicable on the Company hence the Company at present has not designed any Vigil Mechanism / Whistle Blower Policy. ⁸

AUDITORS:

At the Annual General Meeting held on 30* day of November, 2021, M/s. Dmesh Mehta & Associates, (Firms Registration No. 125938W) Chartered Accountants, were appointed as Statutory Auditors of the Company to hold the office till conclusion of 7^th consecutive Annual general meeting. As per the provisions of Section 139 of the Companies Act, 2013 the appointment of M/s Dmesh Mehta & Associates, Chartered Accountants, as Statutory Auditors of the company is placed for Ratification by the shareholders at the ensuing Annual General Meeting.

AUDITORS REPORT-

The observations made in the Auditors Report read together with relevant notes thereon are self explanatory and hence, do not call for any further comments under Section 134 of the Companies Act, 2013.

SECRETARIAL AUDIT:

The Provision of Section 204 of the Companies Act, 2013 with regard to Secretarial Audit are not applicable to the Company.

RELATED PARTY TRANSACTIONS DISCLOSER

The disclosure required under sub section (1) of Section 188 is mentioned in horm AOC-2 which is annexed herewith as "Annexure A".

STATE OF COMPANYS AFFAIRES:

The Company is engaged in the business of Manufacturing of Cotton Made During the year Company has generated revenue from Sale of Goods.

BUSINESS RISK MANAGEMENT:

The management ^has implemented business risk management policy. At present the ^Comp^{any has not} identified any elements of risk which may threaten the existence ^{of the} company. The company has Risk Management policy to report genuine concern or grievances of directors and employees and to deal with instance of fraud and mismanagement, if any. -L,

EXTRACT OF ANNUAL RETURN:

The Details forming part of the extract of annual return in Form MGT-9 is annexed herewith as "Annexure B".

EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which these financial statements relate on the date of this report.

SIGNIFICANT 6b MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION AND REDRESSAL1 ACT, 2013:

The company has in place a policy for prevention of sexual harassment in accordance with the requirements of the Sexual Harassment of women at workplace (Prevention, Prohibition & Redress) Act, 2013. Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Company did not receive any complain during the year 2020-2021.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION

FUND; . . ,

Your Company did not have any funds lying unpaid or unclaimed for a period

of seven years. Therefore there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

ACKNOWLEDGEMENTS:

The Company and its Directors wish to extend their sincerest Thanks to all with whose help, cooperation and hard work the company was able to function effectively till date. The company has duly made all the required compliances of all the applicable act , rules, laws and regulations and carries best practice for the compliance in the same.