Nila Spaces Ltd Directors Report.

Dear Members,

The Directors of your Company are pleased to present the Nineteenth Annual Report to the Members with the Audited Financial Statements for the Financial Year ended on 31 March 2019.

STATE OF AFFAIRS OF THE COMPANY:

The Company is public limited and listed at BSE Limited (Scrip code: 542231) and National Stock Exchange India Limited (Scrip code: NILASPACES) in the business of construction and development of projects for sale. During the year, an undertaking comprising of Real Estate Activities was transferred by Nila Infrastructures Limited pursuant to scheme of demerger. The Company made allotment of equity shares to the shareholders of Nila Infrastructures Limited pursuant to the scheme and the shares were listed at the stock exchanges with effect from 28 December 2018. There is no other change in the state of affairs of the company.

FINANCIAL HIGHLIGHTS:

The performance of the Company for the Financial Year 2018-19 is as under:

Particulars

Standalone for the year ended

Consolidated for the year ended

31 March 2019 31 March 2018 31 March 2019 31 March 2018
Revenue from Operations 964.42 1,977.80 947.89 1,977.80
Add: Other Income 739.87 902.06 739.87 902.06
Total Income 1,704.29 2,879.86 1,687.76 2,879.86
Less: Revenue Expenditure 849.13 1,939.61 849.13 1,939.61
Less: Depreciation and Amortization 15.18 - 15.18 -
Less: Finance cost 541.41 638.19 541.41 638.19
Profit Before Tax 298.57 302.06 282.04 302.06
Less: Current Tax 20.47 85.17 20.47 85.17
Net Profit After Tax 278.10 216.89 261.57 216.89
Share of Profit/(Loss] of associate - - 27.36 (76.83]
Net Profit 278.10 216.89 288.93 140.06
Add: Balance Brought Forward from previous Financial Year 205.87 (11.02) 79.03 (61.03)
Profit available for appropriation 483.97 205.87 367.96 79.03
Less: Re-measurement gains/(losses) on defined employee benefit plan (Net of tax) (2.65) (2.65)
Surplus carried to Balance Sheet 481.32 205.87 365.31 79.03
Add: Security Premium 5.80 5.80 5.80 5.80
Add: General Reserve 7.90 7.90 7.90 7.90
Add: Capital Reserve 7,607.66 7,607.65 7,547.55 7,547.55
Reserves 8,102.68 7,827.22 7,926.57 7,640.28
Share Capital 3,938.89 3,938.89 3,938.89 3,938.89
Earnings per share (EPS) before exceptional item
Basic 0.07 0.06 0.07 0.04
Diluted 0.07 0.06 0.07 0.04
EPS after exceptional item
Basic 0.07 0.06 0.07 0.04
Diluted 0.07 0.06 0.07 0.04

Notes:

(1) The above figures are extracted from the standalone and consolidated financial statements as per Indian Accounting Standard.

(2) Equity shares are at par value of Rs 1 per share.

(3) The Company has made allotment of 393889200 equity shares on 29 June 2018 pursuant to the scheme of arrangement of demerger sanctioned by the Honble NCLT - Ahmedabad bench. Earnings Per Share (EPS) has therefore been adjusted and calculated in accordance with Accounting Standard (AS) 20 - Earnings Per Share.

Review of Operations:

Your Companys primary area of operations includes construction and development of projects for sale. Presently, your company focuses on the State of Gujarat for business. Your company proposes to develop residential projects mainly of affordable nature on various land in the years to come.

Revenues - Standalone and Consolidated:

Companys Revenue from Operations on a standalone basis decreased to Rs 964.42 lakhs from Rs 1977.80 lakhs in the previous year, at a growth rate of (51.24%). Companys Revenue from Operations on a consolidated basis decreased to Rs 947.89 lakhs from Rs 1977.80 lakhs in the previous year, at a rate of (52.07%).

Profits - Standalone:

Your Companys EBITDA on a standalone basis amounted to Rs 855.16 lakhs (88.67% of revenue from operations), as against Rs 940.25 (47.54% of revenue from operations) in the previous year. Project and Operations costs were 61.87% of revenue from operations for the year ended 31 March 2019 as compared to 91.17% for the year ended 31 March 2018. The profit before tax was Rs 298.57 lakhs (17.52% of Total Income), as against Rs 302.06 (10.49% of Total Income) in the previous year. Net profit was Rs 278.10 lakhs (16.32% of Total Income), as against Rs 216.89 lakhs (7.53% of Total Income) in the previous year.

Profits - Consolidated:

Your Companys EBIDTA on a consolidated basis amounted to Rs 839.13 lakhs (88.48 % of revenue from operations), as against Rs 940.25 lakhs (47.54% of revenue from operations) in the previous year. Project and Operations costs were 62.75% of revenue from operations for the year ended 31 March 2019 as compared to 91.17% for the year ended 31 March 2018. The profit before tax was Rs 309.39 (18.33% of Total Income), as against Rs 225.23 lakhs (7.82% of Total Income) in the previous year. Net profit was Rs 288.92 lakhs (17.11 % of Total Income), as against Rs 140.06(4.86 % of Total Income) in the previous year.

Liquidity:

Your Company continues to maintain sufficient cash to meet its operations as well as strategic objectives. The Board of Directors believes that liquidity in the Balance Sheet has to balance between earning adequate returns and the need to cover financial and business risks. Liquidity enables your Company to make a rapid shift in direction, if there is a market demand. The Directors believe that the working capital is sufficient to meet the current requirements. As on 31 March 2019, on a standalone basis, the Company had liquid assets of Rs 4501.03 lakhs, as against Rs 4232.99 lakhs at the previous year-end. On a consolidated basis, your Company had liquid assets of Rs 4497.96 lakhs at the current year-end, as against Rs 4232.99 lakhs at the previous year-end.

SCHEME OF DEMERGER OF REAL ESTATE UNDERTAKING:

The Honble National Company Law Tribunal, Bench at Ahmedabad (NCLT) had, vide its order dated 09th May 2018 sanctioned the scheme of arrangement among Nila Infrastructures Limited and the Company and their respective shareholders and creditors under Section 230 to 232 and other applicable provisions of the Companies Act, 2013 (the scheme). The scheme provided for demerger of the Real Estate Undertaking of Nila Infrastructures Limited and transfer the same to the Company with effect from the Appointed Date i.e. 1 April 2017.

In terms of the scheme 15 June 2018 was determined as the record date to issue and allot 1 (One) equity share of Rs 1/- (Rupee One Only) each of the Company for every 1 (One) equity share of Rs 1/- (Rupee One Only) each held by such shareholder in Nila Infrastructures Ltd.

REPORT ON PERFORMANCE OF SUBSIDIARY COMPANIES PURSUANT TO RULE 8 (1) OF THE COMPANIES (ACCOUNTS) RULES, 2014:

Your Company is undertaking various projects through subsidiaries, associates and joint ventures. As per Section 129 (3) of the Companies Act, 2013, your Directors have pleasure in attaching the consolidated financial statements prepared in accordance with the applicable accounting standards with this report.

In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements are available at the Companys website at www.nilaspaces.com. The audited financial statements of each of the subsidiary, associate and joint venture are available for inspection at the Companys registered office at Ahmedabad, India and also at registered offices of the respective companies. Copies of the annual accounts of the subsidiary, associate and joint venture will also be made available to the investors of Nila Spaces Limited upon request.

In terms of proviso to Section 129(3) and Rule 8(1) of the Companies (Accounts) Rules, 2014, statement containing the salient features; of the subsidiaries, associates and joint ventures; in the prescribed Form AOC 1 is annexed to this report as "Annexure B".

COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES, ASSOCAITES OR JOINT VENTURES DURING THE YEAR:

Pursuant to the scheme of demerger as mentioned herein above; investment held in M/s Nila Projects LLP, M/s Nilsan Realty LLP, M/s Fangdi Land Developers LLP, and securities held in M/s Mega City Cinemall Pvt. Ltd. by Nila Infrastructures Ltd. have been transferred to and vested into the Company and consequently all these entities have become subsidiary, joint ventures, associates etc. of the Company. For details of investments in such subsidiary, joint ventures, associates etc. attached Form AOC 1 may please be referred.

TRANSFERTO RESERVES:

There is no transfer of profit to reserve during the year under review.

DIVIDEND:

As a matter of sound accounting practice and management philosophy; your Directors are of the opinion to make sound economic base for the Company and in order to conserve the resources; do not recommend any dividend for the year under review.

PUBLIC DEPOSITS:

During the year under review your Company has not accepted any deposits from the public within the meaning of Section 73 and 76 of the provisions of the Companies Act, 2013.

INSURANCE:

All the existing properties of the Company are adequately insured.

DIRECTORATE:

Pursuant to Section 161, 196, 197 and 203 of the Companies Act, 2013, Mr. Anand B Patel (DIN: 07272892), was appointed as the Whole Time Director of the Company on 19 June 2018. Ms. Rajal B Mehta (DIN: 08182658) appointed as an Independent Woman Director of the Company w.e.f. 19 July, 2018 for a period of 5 (Five) Years, subject to the approval of the shareholders. Ms. Rajal B Mehta, appointed as an Additional director, will hold office till the ensuing Annual General Meeting Pursuant to Section 152 of the Companies Act, 2013, Mr. Deep S Vadodaria, (DIN: 01284293) Director of the Company retires by rotation at the ensuing Annual General Meeting of the Company and being eligible offers himself for reappointment.

Pursuant to Section 203 of the Companies Act, 2013, on 06 August 2018, Ms. Sonal Jain, was appointed as Chief Financial Officer of the Company and on 01 October 2018 Ms. Gopi Dave, was appointed as Company Secretary of the Company.

On 11 December 2018, Ms. Sonal Jain has resigned as the Chief Financial Officer of the Company due to personal reasons and further relocation thereafter as provided in her resignation letter. Necessary resolutions for the re-appointment of the aforesaid Directors have been included in the Notice convening the ensuing Annual General Meeting and details of the proposal, rational, justification and performance evaluation report, in terms of applicable Secretarial Standard No General Meeting (SS-2), for the re-appointment of Directors are mentioned in the explanatory statement of the Notice.

Except as mentioned hereinabove, there is no other change in the Board of Directors and Key Managerial Personnel of the Company during the year.

All the Directors have confirmed that they are not disqualified from being appointed as Directors in terms of Section 164 of the Companies Act, 2013.

Declaration given by Independent Directors:

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and Regulation 25 read with 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the same has been noted by the Board.

Board Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and SEBI Circular date 10 May 2018; an annual performance evaluation of the members of the board of its own individually and working of various committees of the board was carried out. Further in a separate meeting of the Independent Directors held on 12 February 2019 without presence of other Directors and management, the Independent Directors had, based on various criteria, evaluated performance of the Chairman and also performance of the other members of the board. The manner in which the performance evaluation was carried out has been explained in the Corporate Governance Report annexed with this report.

Board and Committee Meetings:

During the year under review 10 (Ten) Board Meetings and 2 (Two) Audit Committee Meetings, 2 (Two) Stakeholder Relationship Committee and 2 (Two) Nomination and Remuneration Committee were held. The details of the meetings are given in the Corporate Governance Report as a part to the Boards Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134 (3) (c) of the Companies Act, 2013, with respect to Directors Responsibility Statement, it is hereby confirmed that:

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

b) The Directors have selected such accounting policies and applied them consistently and made judgment 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) The Directors 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 for preventing and detecting fraud and other irregularities.

d) The Directors have prepared the annual accounts on a going concern basis.

e) The Directors have laid down an adequate system of internal financial control to be followed by the Company and such internal financial controls are adequate and operating efficiently; and

f) The Directors have devised proper systems to ensure compliances with the provisions of all applicable laws and that such systems are adequate and operating effectively.

REPORTING OF FRAUDS:

During the year under review there was no instance of any fraud reported by any auditor to the audit committee or the board.

ALTERATION OF MEMORANDUM AND ARTICLE OF ASSOCIATION:

There is no change in the clauses of Memorandum of Association and Articles of Association of the Company during the year under review.

Pursuant to the scheme of demerger, the equity shares of the company have been listed on the Stock exchanges and therefore upon various securities laws becoming applicable to the Company the Board of Directors have proposed to amend existing articles of association by adopting a new sets of articles at the ensuing annual general meeting.

SHARE CAPITAL:

The equity share capital of the Company before the allotment of shares pursuant to scheme of demerger was Rs 790000 comprising of 79000 equity shares of Rs 10/- each was entirely held by Nila Infrastructures Ltd along with its nominees. These share capital has been cancelled in terms of the scheme of demerger. During the year an allotment of 393889200 equity shares, pursuant to scheme of demerger, was made to the shareholders of Nila Infrastructures Ltd and consequently after the allotment and upon cancellation of existing capital held by Nila Infrastructures Ltd. in the Company, the issued, subscribed and paid up capital of the Company is Rs 39,38,89,200 comprising of 393889200 equity shares of Rs 1/- each.

The authorized share capital of the Company is 450000000 comprising of 450000000 equity shares of Rs 1/- each.

UNCLAIMED DIVIDEND AND UNCLAIMED SHARES:

There is no unclaimed or unpaid amount of dividend with the Company.

The corresponding equity shares of the Company issued and allotted pursuant to the scheme of demerger to the shareholders of Nila Infrastructures Ltd.; whose equity shares of Nila Infrastructures Ltd. have been, in accordance with Section 124 of the Companies Act, 2013 and rules made there under transferred to and lying with the I EPF authority; have also been credited to the designated I EPF account of the Government.

INDIAN ACCOUNTING STANDARDS:

Pursuant to the notification, issued by the Ministry of Corporate Affairs dated 16 February 2015 relating to the Companies (Indian Accounting Standard) Rules, 2015, your Company, its subsidiary companies, associate companies and joint venture Companies have adopted "IND AS" with effect from 1 April 2017 and the financial statements have been prepared in accordance therewith.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORT:

The Company has implemented the procedure and adopted practices in conformity with the code of Corporate Governance as enumerated in Schedule V of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015. The management discussion & analysis and corporate governance report are made part of this report. A certificate from the Practicing Company Secretary regarding compliance of the conditions of corporate governance is given in annexure, which is attached hereto and forms part of the Directors report.

STATUTORY AUDITORS AND AUDITORS REPORT:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 (Act) read with Companies (Audit and Auditors) Rules, 2014, the tenure of the existing statutory auditor M/s J S Shah & Co. is expiring upon conclusion of the ensuing annual general meeting. The Board of Directors have therefore upon recommendation of the audit committee proposed to appoint M/s Dhirubhai Shah & Co., Chartered Accountants, Ahmedabad (FRN 1 0251 1W/ W1 00298). Necessary resolution proposing appointment of M/s Dhirubhai Shah & Co is included in the Notice convening the ensuing annual general meeting.

The report of the statutory auditor is given in this annual report. There is no qualification, reservation or any adverse remark or disclaimer in the audit report of M/s J S Shah & Co.

COST AUDIT:

As per the requirement of the Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, cost audit is not applicable to your Company for the year under review.

SECRETARIAL AUDITORS REPORT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the Board of Directors have appointed M/s Umesh Ved & Associates, Practicing Company Secretary, Ahmedabad as the Secretarial Auditor of the Company to conduct Secretarial Audit for the year 2018-19. The report of the Secretarial Auditor is annexed herewith as "Annexure D". The report of the Secretarial Auditor is self explanatory and confirming compliance by the Company of all the provisions of applicable corporate laws.

The delay in filing of couple of ROC forms was on account of operational and procedural matters. The forms were filed with additional fees and compliances were made. The former name of the company was inadvertently not painted or affixed with existing name after change of name. The same has been painted and affixed. With regard to Statement pursuant to Section 129(3) of the Companies Act, 2013 it may please be noted that the amount of investment of associate and joint venture was not mentioned in Form AOC 1 of FY2017-18 inadvertently. However the same has been mentioned in the Note No 4 of the Statement to Accounts.

The above observations are of the nature of lapses on account of operational and clerical over sights and have no impact on functioning and financials of the Company.

Pursuant to the SEBI circular dated 8 February 2019, the company has obtained an annual secretarial compliance report from M/s. Umesh Ved & Associates, Practicing Company Secretary.

AUDIT COMMITTEE:

The Audit Committee constituted in accordance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, reviewed the financial results and financial statements, audit process, internal control system, scope of internal audit and compliance of related regulations as prescribed. The Composition and terms of reference of the audit committee is more specifically given in the Corporate Governance Report as a part of the Boards Report.

VIGIL MECHANISAM (WHISTLE BLOWER POLICY):

The company has established Vigil Mechanism (Whistle Blower Policy) in accordance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the employees to report to the management instances of unethical behavior, actual or suspected fraud or violation of the Companys code of conduct. The detail of the Whistle Blower Mechanism is explained in the Corporate Governance Report and the policy adopted is available on the Companys website at www.nilaspaces.com under investor segment.

DISCLOSURE IN TERMS OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has in place an anti-sexual harassment policy and internal complaint committee in line with the requirement of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. There is no such instance reported during the year under review.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING:

In terms of Regulation 9 of SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended, the Company has adopted Revised Code of Conduct prohibiting, regulating and monitoring the dealings in the securities of the Company by Directors, Designated Employees and Connected Persons while in possession of unpublished price sensitive information in relation to the securities of the Company. The code of conduct is available at the Companys website at www.nilaspaces.com under investor segment.

The Company has also in terms of Regulation 9A of the SEBI (Prohibition of Insider Trading) Regulations, 2015; put in place institutional mechanism for prevention of insider trading.

STATUTORY DISCLOSURES REQUIRED UNDER RULE 8(3) OF THE COMPANIES (ACCOUNTS) RULES, 2014:

There is no foreign exchange earnings and outgo during the year under review. Conservation of energy has always been of immense importance to your Company and all the equipments consuming energy have been placed under continuous and strict monitoring. In view of the nature of the operations, no report on the other matters is required to be made under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014.

RISK MANAGEMENT:

Your company recognizes that risks are integral part of business activities and is committed to managing the risks in a proactive and efficient manner. Your Company has robust risk management process involving periodic assessment of various risks and mitigating remedies which are more specifically discussed in MDA report as a part of the Board Report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT MADE BY THE COMPANY DURING THE YEAR:

As regards investments by the Company, the details of the same are provided under Note No. 5 forming part of the financial statements of the Company for the financial year 2018-19. Details of loans given to other persons covered under Section 186 of the Companies Act, 2013 are given in the Note No. 6 relating to related parties to the financial statements.

RELATED PARTY TRANSACTIONS:

In terms of Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015 the Company has adopted policy on dealing with related party transactions. All related party transactions that were entered into by the Company during the financial year were in the ordinary course of business and were at arms length basis. There are no material significant related party transaction made by the Company with its Directors, Promoters, Key Managerial Personnel or their relative. All Related Party Transactions are placed before the audit committee / Board, as applicable, for their approval. Omnibus approval is taken for the transactions which are of repetitive in nature. The Related Party Transactions that were entered into by the Company were to facilitate smooth functioning of the ordinary course of business and are in the interest of the Company. Accordingly, the disclosure of related party transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 is not applicable.

The policy on related party transactions as approved by the Board is available on the website of the company www.nilaspaces.com under investor segment.

Disclosures of transactions with related parties in terms of Schedule V read with Regulation 34(3) and 53(f) of SEBI (LODR) Regulations 2015 as amended is given in Note No 26 of the Notes to the Financial Statements.

INTERNAL FINANCIAL CONTROL:

The Board of Directors has in terms of the requirements of Section 134(5)(e) of the Companies Act, 2013 laid down the internal financial controls. The Company has in place a well defined organizational structure and adequate internal controls for efficient operations which is cognizant of applicable laws and regulations, particularly those related to protection of properties, resources and assets, and the accurate reporting of financial transactions in the financial statements. The company continuously upgrades these systems. The internal control system is supplemented by extensive internal audits, conducted by independent firm of chartered accountants.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The provision of the Corporate Social Responsibility as laid down under Section 135 of the Companies Act, 2013 were not attracted by the company. Therefore, no corporate social activities were required to be undertaken.

NOMINATION AND REMUNERATION COMMITTEE AND POLICY ON APPOINTMENT & REMUNERATION OF DIRECTORS:

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has constituted Nomination and Remuneration Committee and adopted policy on appointment and remuneration of Directors and Key Managerial Personnel. The composition, terms of reference of the Committee are given in the Corporate Governance Report as a part to the Boards Report.

The Company has adopted revised Policy on Nomination & Remuneration Committee containing criteria for determining qualification, positive attributes, independence of directors, directors appointment and remuneration. The gist of the policy is given in the Corporate Governance Report annexed to the Board Report. The said policy is also available at the website of the company at www.nilaspaces.com under the investor segment.

MATERIAL CHANGES:

No material change has taken place after 31 March 2019 and till the date of this report except Mr. Rajesh Shah was appointed as Chief Financial Officer of the company w.e.f. 25 May 2019.

EMPLOYEES:

During the year under review, no employee of the Company was in receipt of remuneration in excess of the limits prescribed under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

DISCLOSURES IN TERMS OF RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014:

The information as required under Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in the "Annexure C" to this report.

COMPLIANCE WITH REVISED SECRETARIAL STANDARDS:

The Company has complied with all applicable mandatory Secretarial Standards issued by the Institute of Company Secretaries of India.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURT OR TRIBUNALS:

As mentioned herein above in this report except the order of the NCLT sanctioning the scheme; there is no other significant and material order passed by any regulator or court or tribunal during the year under review.

ADOPTION OF IND-AS 115 AND ITS IMPACT

W.e.f. 1 April 2018, the company has adopted IND-AS 115 for revenue recognition. The impact of adoption of the standards on the financials of the company is insignificant.

EXTRACTOFTHEANNUAL RETURN:

The details forming part of the extract of the Annual Return in Form MGT-9, as required under Section 92 of the Act, is annexed as Annexure ‘A which forms an integral part of this Report and is also available on the Companys website viz. www.nilaspaces.com.

APPRECIATIONS AND ACKNOWLEDGMENTS:

Your Directors place on record their deep appreciation to employees at all levels for their hard work, dedication and commitment. The enthusiasm and unstinting efforts of the employees have enabled the Company to become a meaningful player in the infrastructure industry. Your Directors would also like to place on record its appreciation for the support and cooperation your Company has been receiving from its Stakeholders, Corporations, Government Authorities, Joint Venture partners and others associated with the Company. The Directors also take this opportunity to thank all Investors, Clients, Vendors, Banks, Financial Institutions, Government and Regulatory Authorities and Stock Exchanges, for their continued support. Your Directors also wish to record their appreciation for the continued co-operation and support received from the Consultants and Advisors. Your Company looks upon them as partners in its progress and has shared with them the rewards of growth. It will be the Companys endeavour to build and nurture strong links with the business based on mutuality of benefits, respect for and cooperation with each other, consistent with consumer interests.

For and on behalf of the Board of Directors
Jasvinder S Rana
Date: 25 May 2019 Chairman
Place: Ahmedabad DIN:01749361