Olectra Greentech Ltd Directors Report.

To

The Members,

Your Directors are pleased to present the 20th Annual Report and the audited financial statements of your Company for the year ended on 31st March, 2020.

FINANCIAL PERFORMANCE:

The financial highlights of the Company for the year ended on 31st March, 2020 are summarized as below:

Rs. (In Lakhs

Particulars

Standalone

Conso idated

2019-20 2018-19 2019-20 2018-19
Gross Sales 39,553.01 29,030.46 20,052.04 17,010.87
Net Sales 39,553.01 29,030.46 20,052.04 17,010.87
Other Income 2,638.72 1,512.96 2,436.26 1,491.10
Total Income 42,191.73 30,543.42 22,488.30 18,501.97
Total Expenditure 38,643.57 30,408.82 19,548.16 18,528.28
Operating Profit (PBIDT) 3,548.16 134.60 2,940.14 (26.31)
Interest 1,379.41 1,492.91 1,394.00 1,499.93
Depreciation and Write Offs 883.46 622.05 1,752.19 677.91
Profit before exceptional Items and Tax 1,285.29 (1,980.36) (206.05) (2,204.15)
Exceptional Items 50.00 NIL 1,940.12 NIL
Profit before Tax 1,335.29 (1,980.36) 1,734.07 (2,204.15)
Provision for taxation
- Current 163.37 13.53 163.37 21.31
- Deferred 101.68 (636.38) 217.69 (644.05)
Extra-Ordinary Items NIL NIL NIL NIL
Net Profit after tax 1,070.24 (1,357.51) 1,352.95 (1,581.40)
Other Comprehensive Income
Re-measurement gains/(losses) on defined benefit plan (20.77) (27.96) (20.77) (27.96)
Income-tax effect 5.78 7.78 5.78 7.78
Other comprehensive income for the year, net of tax (14.99) (20.18) (14.99) (20.18)
Total comprehensive income for the Year 1,055.25 (1,377.69) 1,337.96 (1,601.58)
Surplus brought forward from previous year (1,112.73) 264.96 (1,336.76) 264.82
Less : Depreciation adjustment NIL NIL NIL NIL

 

Particulars

Standalone

Conso idated

2019-20 2018-19 2019-20 2018-19
Balance available for appropriation (57.48) (1,112.73) 1.20 (1,336.76)
• Proposed Dividend on Equity Shares NIL NIL NIL NIL
• Provision for Dividend Tax NIL NIL NIL NIL
• Transfer to General Reserves NIL NIL NIL NIL
• Others NIL NIL NIL NIL
Surplus carried forward to Balance Sheet (57.48) (1,112.73) 1.20 (1,336.76)
Equity Share Capital (8,20,80,737 Shares of Rs 4/- each) 3,283.23 3,175.23 3,283.23 3,175.23
E.P.S (After Prior Period Items) (Rupees) 1.30 (2.16) 1.65 (2.52)
Net Worth 73,199.26 70,521.99 73,257.95 70,297.97
Book Value in rupees (face value of Rs. 4/- each) 89.18 88.84 89.25 88.56

GENERAL REVIEW OF OPERATIONS

Sales

During the Financial Year 2019-2020, the Company has recorded sale of 155 Electric Buses against the sale of 83 Electric buses in the Financial Year 2018-19, at a growth of 86.75% and Company has been awarded with orders for 775 Electric Buses against order for 160 Electric Buses in the Financial Year 2018-19 at a growth of 384.37%.

Covid - 19:

In the last month of FY 2020, the COVID-19 pandemic developed rapidly into a global crisis, forcing governments to enforce lock-downs of all economic activity. For the Company, the focus immediately shifted to ensuring the health and well-being of all employees and has paused the operations of the company in the entire period of lockdown. Although there are uncertainties due to the pandemic, this has not had material impact on the operations of the Company during the Financial Year 2019-2020.

FINANCE:

Standalone:

The Company has registered a growth of 36.25% in net sales to Rs.39,553.01 lakhs in FY 201920 as compared to Rs.29,030.46 lakhs in FY 2018-19. This was due to higher sales volumes in Electric Bus(E-bus) business. The companys net profit was Rs.1,070.24 lakhs for FY 2019-20 as compared to net loss of Rs.(1,357.51) lakhs for FY 2018-19.

Consolidated:

The Consolidated Revenue from Operations during FY 2019-20 was Rs.20,052.04 lakhs as compared to Rs.17,010.87 lakhs in previous FY 2018-19 registering an increase of 17.88% over the previous year.

On a consolidated basis, the Net Profit was Rs.1,353.01 lakhs for FY 2019-20 as compared to net loss of Rs.1,581.41 lakhs for FY 2018-19. During the year the Company is performing its E-Bus operations for public transportation in 4 cities.

CONTRIBUTION TOWARDS ENVIRONMENT SAFEGUARD:

Your Directors are pleased to inform you that, through the Electric Vehicles Operations, the Company reduced more than 11,500 tonnes CO2 in tailpipe emission, during the year under review and this way Company has contributed a major part to safeguard environment by reducing air pollution.

TRANSFER TO GENERAL RESERVES

No amount has been transferred to Reserves during the year.

DIVIDEND

Considering the future growth of the Company in Electric Vehicle segment, no dividend is recommended for the financial year 2019-20.

CHANGE IN THE NATURE OF BUSINESS

During the financial year 2019-20, there is no change in the nature of the business of the Company.

ACCOUNTING TREATMENT

There is no change in accounting treatment in the year under review, as compared to previous Financial Year.

CHANGES DURING THE FINANCIAL YEAR

A) Changes in Capital Structure

The authorised share capital of the Company now stands at Rs.60,00,00,000/- (Rupees Sixty Crores Only) divided into 15,00,00,000 (Fifteen Crores Only) Equity Shares of Rs.4/- each.

The paid up equity share capital of the Company as on 31st March, 2020 is as follows:

Paid Up Equity Share Capital as on 31st March, 2019 (7,93,80,737 Equity share of face value of Rs. 4 /-) 31,75,22,948
Add: Allotted 27,00,000 Equity Shares during the year pursuant to the conversion of warrants (27,00,000 Equity Shares of face value of Rs.4/- each) 1,08,00,000
Paid up Share Capital as on 31 st March, 2020 (8,20,80,737 Equity Shares of face value of Rs. 4/- each) 32,83,22,948

On 09th April, 2020 the Company has allotted 27,00,000 equity shares to M/s. Goldstone Power Private Limited (belonging to the Promoter Group), pursuant to the conversion of remaining 27,00,000 warrants out of 54,00,000 warrants held by them, which were originally allotted to them on 09th October, 2017.

B) Board of Directors and/or Key

Managerial Personnel

i) In accordance with provisions of Section 152 of the Companies Act, 2013, Mr. Venkateswara Pradeep Karumuru (DIN: 02331853), Director retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for reappointment. The Board recommends the reappointment of Mr. Venkateswara Pradeep Karumuru (DIN: 02331853) for the consideration of the members of the Company.

ii) Mr. Chilappagari Laxmi Rajam (DIN: 00029156) was appointed as an Additional Director of the Company (by the Board of Directors in their Meeting held on 14th August, 2020) w.e.f. 18th August, 2020 to hold office till the conclusion of the 20th Annual General meeting of the Company in 2020.

Board of Directors recommends his candidature to regularise as Director (NonExecutive and Non-Independent category) of the Company.

Hence his appointment as Director is put before you for your approval.

iii) Mr. N K Rawal (DIN 01630545) Managing Director of the Company had resigned from the position of Managing Director as well as Director of the Company and the Board of Directors of the Company in their Meeting held on 14th August, 2020 accepted the said resignation w.e.f.18th August, 2020.

iv) Mr. B. Sharat Chandra, Chief Financial Officer of the Company has been appointed as Chief Executive Officer of the Company in the Board Meeting held on 1 4th August,2020 w.e.f.15*1 August,2020. has been appointed as Chief Executive officer of the Company w.e.f.15th August, 2020.

Brief profiles of Directors being appointed / reappointed at the forthcoming twentieth Annual General Meeting have been given in the Notice.

KEY MANAGERIAL PERSONNEL

The following are the Key Managerial Personnel as on 31st March, 2020:

• Mr. N.K. Rawal, Managing Director.

• Mr.Nerusu Naga Satyam, Executive

Director (DIN: 02600472)

• Mr.B.Sharat Chandra, Chief Financial Officer

• Mr.P.Hanuman Prasad, Company Secretary

ANNUAL EVALUATION OF PERFORMANCE OF BOARD, COMMITTEES AND INDIVIDUAL DIRECTORS

It is the general practice of the Company to conduct the Independent Directors Meeting at the end of the Financial Year so that they will review the whole scenario of the company. But due to the Covid impact, Independent Directors were not able to meet at the end of the year. Further, The Ministry of Corporate Affairs ("MCA") in the circular 11/2020 dated 24th March, 2020 clarified that, if the Independent Directors of a company have not been able to hold such a meeting, the same shall not be viewed as a violation for the financial year 2019-20.

Hence, Independent Directors has conveyed their views through telephone and separate meeting of Independent Directors was held on 27th June, 2020 for financial year 2019-20. They have reviewed the performance of the NonIndependent Directors and the Board as a whole, reviewed the performance of Chairperson of the Company and assess the quality, quantity and timeliness of flow of information between the company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

The Board of Directors in their meeting held on 27th June, 2020 also evaluated the annual performance of the Board as a whole, its committees and the directors individually (for the Financial Year 2019-20), in accordance with the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with specific focus on the performance and effective functioning of the Board and Individual Directors.

The manner in which the evaluation has been carried out has been explained in the corporate governance report.

meetings

During the year under review, Seven (7) Board Meetings, Five (5) Audit Committee & Four (4) Stakeholders Relationship Committee Meetings, Four (4) Nomination and Remuneration Committee Meetings were held.

The details of which are given in the Corporate Governance Report.

The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The details of training and familiarization programs for Independent Directors are reported in the corporate governance report and on the website of the Company at www.olectra.com.

BOARD DIVERSITY

The Policy on Board diversity of the Company

devised by the Nomination and Remuneration Committee and approved by the Board is available on the website of the Company at www.olectra.com

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement of Section 134(5) of The Companies Act, 2013, the Directors, to the best of their knowledge and belief, state that:

a) In the preparation of Annual Accounts for the Financial Year ended 31st March, 2020 the applicable accounting standards have been followed and that there are no material departures;

b) such accounting policies have been selected 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 ended 31st March, 2020 and of the profit of the Company for that period;

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

d) the Annual Accounts For the FY ended 31 st March, 2020 have been prepared on a going concern basis;

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

f) Proper systems have been devised by the Company to ensure compliance with the provisions of applicable laws and such systems were adequate and are operating effectively.

SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES - THEIR PERFORMANCE

During the beginning of the financial year, Company has three subsidiaries and a Joint

Venture namely TF Solar Private Limited, Evey Trans Private Limited, Oha Commute Private Limited and SSISPL-OGL-BYD Consortium respectively.

However, during the year under review;

1. Pursuant to resolution passed by the shareholders in their meeting held on 09th September, 2019 and post transfer of the entire equity shareholding (of Evey Trans Private Limited) to MEIL Holdings Limited, Evey Trans Private Limited and OHA Commute Private Limited ceased to be subsidiaries of the Company w.e.f. 13th January, 2020.

2. Company has subscribed 26% stake in Evey Trans (SMC) Private Limited on 27th January, 2020.

The Company has adopted a Policy for determining Material Subsidiaries in line with Regulation 16 of the SEBI (LODR) Regulations. The Policy, as approved by the Board, is uploaded on the Company s website www.olectra.com

The Financial Statements of all Subsidiaries, Associates and Joint Venture as at 31st March, 2020, have been consolidated with the Financial Statements of the Company. The Consolidated Financial Statements of the Company for the year ended 31stMarch, 2020, forms part of this Annual Report.

Pursuant to Section 129(3) of the Companies Act, 2013, a Statement containing the salient features of the financial statements of Subsidiaries, Associate Companies and Joint Ventures in Form AOC-1 appears in Annexure-1 to this Annual Report.

Further pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of subsidiaries, are available on the website of the Company www.olectra.com.

DEPOSITS

During the financial year, your Company has neither accepted nor renewed any deposits from

the public within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has an Internal Audit and Internal Control System, commensurate with the size, scale and complexity of its operations. In order to maintain its objective and independence, the Internal Auditors reports to the Chairman of the Audit Committee.

The Internal Auditor monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report of internal auditors, process owners undertake corrective action in their respective areas and thereby strengthen the controls. Significant audit observations and recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to Section 135 of the Companies Act, 2013 as on 31st March, 2020, the Company is having Corporate Social Responsibility Committee consisting of Mr. M. Gopalakrishna (Chairman), Mr. B. Appa Rao and Mr. N.K. Rawal.

The Corporate Social Responsibility Committee periodically recommends the activities to be taken up under the CSR policy. The Corporate Social Responsibility Policy is posted under the Company s website at www.olectra.com.

As per the CSR policy, during the year 2019-20, the Company implemented CSR activities and the details of the same are given in Annexure-2

INSURANCE

All the Properties of the Company including its building, plant & machinery and stocks have been adequately insured;

• Your Company as good corporate practice has taken Directors & Officers Insurance policy for all the Directors of the Company including Independent Directors of the Company.

related party disclosures

Related party transactions entered during the financial year under review and are disclosed in Note 33 to the Financial Statements of the company for the financial year ended 31 stMarch, 2020. These transactions entered were at an arms length basis and in the ordinary course of business. There were no materially significant related party transactions with the Companys Promoters, Directors, Management or their relatives, which could have had a potential conflict with the interests of the Company.

Particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2, is appended as Annexure-3 to the Boards Report.

The policy on Related Party Transactions as approved by the Board was uploaded on the Companys website at www.olectra.com.

Disclosures of transactions of the listed entity with any person or entity belonging to the promoter/promotor group which holds 10% or more shareholding in the listed entity are disclosed in Note 33 to the Financial Statements of the company for the financial year ended 31st March, 2020.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of The Companies Act, 2013 are given in Note 7 & 33 to Financial Statements.

AUDITORS AND AUDITORS REPORTS

Statutory Auditor:

The members at the 17th Annual General Meeting of the Company held on 28th September, 2017 had appointed M/s. PCN & Associates, Chartered Accountants, {Firm Registration

No.016016S}, were appointed as Statutory Auditors of the Company to hold office till the conclusion of the 22nd Annual General Meeting to be held in the year 2022.

The ratification of appointment of statutory auditor is not required as per the first proviso of Section 139 (1) by the Companies (Amendment) Act, 2017 effective from 07th May, 2018, accordingly the ratification of appointment of statutory auditor is not proposed.

Statutory Auditors Report:

The Report of the Auditors for the year ended 31st March, 2020 forming part of this Annual Report and does not contain any qualification, reservation, observation, adverse remark or disclaimer.

Cost Auditor:

In terms of the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Board of Directors, based on the recommendation of the Audit Committee, has been re-appointed M/s. EVS & Associates, Cost Accountants, as Cost Auditor of the Company, for conducting the Cost Audit for the financial year ended 31 stMarch, 2021, at a remuneration of Rs. 1,60,000 plus applicable taxes and reimbursement of out of pocket expenses. The remuneration requires ratification by shareholders. Accordingly, an appropriate resolution has been incorporated in the Notice convening the 20th Annual general Meeting, for seeking members approval.

The Cost Accounts and Records of the company are duly prepared and maintained as required under Section 148(1) of the Companies Act, 2013.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Act and the rules made there under, the Company had appointed M/s. VCSR & Associates, Practicing Company Secretaries to undertake the Secretarial Audit of the Company for the year ended 31stMarch, 2020. The Secretarial Audit Report issued in this regard is annexed as Annexure-4 to this Report.

SECRETARIAL STANDARDS

The Company complies with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

internal Auditors:

The Company has re-appointed, M/s. VDNR & ASSOCIATES, Chartered Accountants, Hyderabad, as Internal Auditors of the company for conducting the internal audit (for both Insulator and E-BUS Segments) for the period 01st April, 2020 to 31st March, 2021 on recommendation by the audit committee.

COPY OF ANNUAL Return

As per the requirements of Section 92(3) of the Act and Rules framed thereunder, the extract of the annual return for FY 2019-20 is given in Annexure-5 in the prescribed Form No. MGT- 9, which is a part of this report. The same is available on www.olectra.com.

LISTING ON STOCK EXCHANGES

The Companys shares are listed on BSE Limited and National Stock Exchange of (India) Limited.

We are pleased to share that your Company is one of the top 1000 Listed entities and holds the position of 729, as per the Market Capitalization as on 31st March, 2020. (Source: https://www. nseindia.com/regulations/listing-compliance/ nse-top-1000-companies)

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS

As per the requirements of Regulation 34(3) and Schedule V of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015, the Corporate Governance and Management Discussion & Analysis Reports forms form part this report as Annexure-6 and Annexure-7

PARTICULARS OF EMPLOYEES

In terms of the first proviso to Section 136 of the Act, the Reports and Accounts are being sent to the Shareholders excluding the information required under Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial

Personnel) Rules, 2014. Any shareholder interested in obtaining the same may write to the Company Secretary at the Registered Office of the Company. The said information is available for inspection by the Members at the Registered Office of the Company on any working day of the Company up to the date of the 20th Annual General Meeting.

The statement containing information as required under the provisions of Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure-8 and forms part of this Report

MATERIAL CHANGESANDCOMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF REPORT

• The Company had issued & allotted 91,00,000 warrants to MEIL Holding Limited (MHL) on 10th October 2018 and an amount equivalent to 25% of the consideration has been received at the time of allotment of warrants and balance 75% of such consideration was to be paid before the allotment of the equity shares upon exercise of option against warrants within a period of 18 months from the date of issue of warrants. As MHL has not exercised the said option and not paid the 75% balance consideration within the period of 1 8 months from the date of issue of warrants, the amount already paid by MHL (25%) has been forfeited on 10th April 2020.

• Company has acquired 26% stake in the Evey Trans (SIL) Private Limited on 13th June, 2020.

OTHER MATERIAL CHANGES:

• For administrative convenience, Company has shifted its registered office from Centre Point Building, 4th Floor, Plot # 359 to 363/401, US Consulate Lane, Begumpet, Secunderabad, Telangana-500016 to S-22, 3rd Floor, Technocrat Industrial

Estate, Balanagar Hyderabad, Telangana - 500037 w.e.f. 01.07.2020

• Mr. N. K. Rawal, Managing Director of the Company resigned from the office of Managing Director and Director and the Board of Directors of the Company in their Meeting held on 14th August, 2020 accepted the said resignation w.e.f. 18th August, 2020

• Mr. Chilappagari Laxmi Rajam is appointed as an Additional Director of the Company in the category of Non-Executive and NonIndependent in the Board meeting held on 14th August,2020 w.e.f. 18th August, 2020.

• Mr.Sharat Chandra, Chief Financial Officer of the Company has been appointed as Chief Executive Officer of the Company in the Board Meeting held on 14th August,2020 w.e.f.15th August,2020.

Other than stated above, there are no material changes and commitments affecting the financial position of the Company from the financial year ended 31st March, 2020 to the date of signing of the Directors Report.

CODE OF CONDUCT

The Company believes in "Zero Tolerance" against bribery, corruption and unethical dealings / behaviours of any form and the Board has laid down the directives to counter such acts. The Code laid down by the Board is known as "Code of Ethics & Business Conduct" which forms an Appendix to the Code. The Code has been posted on the Companys website at www.olectra.com

Further all the Independent Directors and senior management confirmed the compliance of code of conduct and a declaration has been issued by the Managing Director of the Company stating that the directors and senior management of the company are in compliance with the code of conduct forms part of the Corporate Governance Report.

PREVENTION OF INSIDER TRADING:

In accordance with the Securities and Exchange

Board of India (Prohibition of Insider Trading) Regulations, 2015, company has the following polices and hosted on the website of the Company:

i) Code of Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading By Insiders;

• For fair disclosure of events and occurrences that could impact price discovery in the market for its securities.

ii) Code of Practices & Procedures for Fair Disclosure of Unpublished Price Sensitive Information;

• To regulate, monitor and report trading by its designated persons and immediate relatives of designated persons

The Board is responsible for implementation of the Code. All the Directors and the designated employees of the Company have confirmed the compliance with the Code.

REMUNERATION POLICY

The Board of Directors, on recommendation of the Nomination & Remuneration Committee (NRC), framed a Nomination and Remuneration Policy for directors appointment and remuneration.

The salient features of the said policy includes the criteria for determining qualifications, positive attributes and independence of a director in addition to recommending the remuneration for the directors, key managerial personnel and other employees.

The said Policy is available on the companys website at www.olectra.com

RISK MANAGEMENT POLICY

In pursuant to the provisions of the Section 134 (3)(n) of The Companies Act 2013, the Company has formulated risk management policy to mitigate and manage the risk including identification therein of elements of risk, if any, which in the opinion of the Board may threaten the existence of the company.

The policy on Risk Management is available on the website of the Company www.olectra.com.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Board of Directors, on recommendation of the Audit Committee, established a vigil mechanism for Directors and Employees and accordingly adopted the "Whistle Blower Policy" pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015, to facilitate Directors and Employees to report genuine concerns or grievances about unethical behaviour, actual or suspected fraud or violation of the Companys code of conduct or ethics policy and to provide adequate safeguards against victimization of persons who use such mechanism and to provide for direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases.

The said policy can be accessed on website of the Company at the link www.olectra.com.

SEXUAL HARASSMENT POLICY

The Company has adopted policy on Prevention of Sexual Harassment of Women at Workplace in accordance with The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the financial year ended 31st March, 2020, the Company has not received any Complaints pertaining to Sexual Harassment. The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Further the Company has already registered the details of Internal Complaint Committee with Women Development and Child Welfare Department, Government of Telangana, India at the portal "http://tshebox.tgwdcw.in" launched by them in this regard.

OTHER POLICIES UNDER SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

The Company has also formulated and adopted the following policies as required under Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015:

• Archival Policy

• Determination of Materiality of Events

• Preservation of Documents Policy

All policies are available on our website at www. olectra.com.

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

Information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required under Sec 134 (3) (m) of The Companies Act, 2013 read with Rule 8 of The Companies (Account) Rules, 2014 are mentioned in Annexure-9 to this Report.

STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER SUB-SECTION (6) OF SECTION 149

All Independent Directors have furnished to the Company the requisite declarations that they meet the relevant independence criteria as laid

down in Section 149(6) of The Companies Act, 2013, as well as the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

SIGNIFICANT AND MATERIAL ORDERS

passed by the regulators or courts

There were no material orders passed by the Regulators or Courts or Tribunal impacting the Companys going concern status and/or its future operations.

ACKNOWLEDGEMENTS

The Board of Directors thank the Companys customers, suppliers, dealers, banks, financial institutions, Government and Regulatory authorities and consultants for their continued support. The Directors express their sincere gratitude to the shareholders and also wish to place on record their appreciation for the committed services rendered by all the employees of the Company.

For and on behalf of the Board

Sd/- Sd/-
N. K. Rawal N. Naga Satyam
Managing Director Executive Director
DIN: 01630545 DIN: 02600472
Place: Hyderabad
Date: 14th August, 2020