Rishi Laser Ltd Management Discussions.

A. Global Economy

Global economy grew at 2.9 percent in 2019 as against growth forecast of 3.2 percent (Source- The world Economic Outlook, January 2020). Trade policy uncertainty, geopolitical tensions and stress in key emerging market economies continued to weigh on global economic activity - especially manufacturing and trade - in the second half of 2019. Adverse weather conditions like drought & bushfire in Australia, southern Africa and floods in eastern Africa checked the growth rate. Growth in the third quarter of 2019 across emerging market economies including India, Mexico & South Africa was weaker than expected due to country specific drop in demand. Weak demand for metals & energy adversely impacted its prices. Monetary policy and fiscal easing in some countries in the fourth quarter of 2019 helped bring much needed stabilization though at a sluggish pace.

Global growth rate is projected to increase to 3.3 percent in 2020 (Source-The world Economic Outlook, January 2020). The slower growth rate reflects negative surprises to economic activity in a few emerging market economies, notably Brazil, India, Mexico, Russia & Turkey. The effects of substantial monetary easing across advanced and emerging market economies in 2019 are expected to continue working their way through the global economy in 2020. The COVID-19 pandemic is inflicting high and rising human costs worldwide, and the necessary protection measures are severely impacting economic activity. As a result of the pandemic, the global economy is projected to contract sharply by -3 percent in 2020, much worse than during 200809 financial crisis. Across advanced economies, growth is projected to stabilize at 1.6 percent in 2020-21 while for emerging market and developing economy group, growth is expected to increase to 4.4 percent in 2020. There is extreme uncertainty around the global growth forecast. The immediate priority is to contain the fallout from the COVID-19 outbreak. Countries across need to work together to slow the spread of the virus and to develop a vaccine and therapies to counter the pandemic. Until such medical interventions become available, no country is safe from the pandemic as long as transmission occurs elsewhere. Downside risks, however, remain prominent, including rising geopolitical tensions, intensifying social unrest, further worsening of relations between the United States and its trading partners and deepening economic frictions between other countries. A materialization of these risks could lead to rapidly deteriorating sentiment causing global growth to fall below the projected baseline.

B. Indian Economy

The Indian economy grew at 4.2 percent in 201920 compared to 6.1 percent in 2018-19 at constant (2011-12) prices(source-Provisional Estimate of Annual National Income 2019-20 by National Statistics Office, Ministry of Statistics and Programme Implementation, Government of India). Quarterly GDP growth during 2019-20 was 5.2, 4.4, 4.1 & 3.1 percent for Q1, Q2, Q3 and Q4 respectively. Indian economy started showing signs of slowdown in the second half of 2019-20. Barring agriculture sector which grew at 4 percent growth in all other major sectors either moderated or declined. High frequency indicators suggest that the private consumption has been hit the hardest, even as gross capital formation has been in contraction since Q2, 2019-20. Private sector investments in industrial capex and infrastructure continued to be muted.

India reported its first case of COVID-19 on January 30, 2020 and its economic impact in India has since been largely disruptive. Even before the coronavirus cases started to surge in India, the countrys economy was struggling through a prolonged economic slowdown. The colossal damage to the migrant laborers will have enduring adverse impact on Indian industries. The nationwide lockdown as a measure to curb the spread of the coronavirus from March 25, 2020 crippled economic activities completely for almost couple of months. To overcome the slowdown various reforms were announced by Government in FY 2019-20 viz. reduction in corporate rate taxes, recapitalization of public sector banks, setting up of a Realty Fund for stalled housing projects etc.

The Government also announced National Infrastructure Pipeline (NIIP) of projects worth more than Rupees Hundred Lac Crores up to FY 2025 with a focus on energy, road, railways, urban infrastructure and irrigation projects.

Turning to the outlook, apart from the continuing resilience of agriculture and allied activities, most other sectors of the economy will be adversely impacted by the pandemic, depending upon its intensity, spread and duration. If COVID-19 is prolonged and supply chain disruptions get accentuated, the global slowdown could deepen, with adverse implications for India. The slump in international crude prices could, however, provide some relief in the form of terms of trade gains. Downside risks to growth arise from the spread of COVID-19 and prolonged lockdowns. Upside growth impulses can only emanate from monetary, fiscal and other policy measures and the early containment of COVID-19. The growth outlook is highly uncertain and amid this uncertainty The IMF expects Indias GDP to fall to 1.9 percent in FY 2020-21 from 4.2 percent in FY 2019-20.

C. Rishi Laser Limited-The year 2019-20 in brief

Your company posted a very subdued set of numbers both in terms of topline and bottom line for the financial year under review. Net sales for the year 2019-20 was Rs.91.16 crores compared to Rs.140.64 crores in the previous year recording a decline of 35%. In line with decline in Indias GDP, sales of the company started dwindling from Q3, FY 2019-20. Focus on railways business helped increase revenue from this sector in the current year. Successful execution of some of the critical projects during the year has boosted our confidence and will help open new business avenues for us going forward. The four major verticals namely- Construction Equipment, Automotive, Power (Distribution) and Rail Transport, catered to by your company continued to be the major revenue generator for FY 201920. These four sectors put together accounted for Rs.58.03 crores out of net revenue from operations of Rs.91.16 crores. In percentage terms above mentioned four sectors jointly accounted for 63.65 percent of net revenue from operations compared to 69.76 percent in the previous year.

Infrastructure is a key driver for any economy. The sector is highly responsible for propelling Indias overall development and enjoys intense focus from Government. The Governments recent announcement of National Infrastructure Pipeline (NIIP) of projects worth more than Hundred Lacs Crore up to FY 2025 will present immense business opportunities for your company for next five years. Road transport, Railways, Urban infrastructure continues to be the major driver of infrastructure sector. Initiatives like "Housing for All" and "Smart City Mission" will direct the growth of the sector.

i) Construction Equipment

The Indian construction equipment industry faced numerous headwinds as a result of the economic slowdown and other factors impacting construction activities and witnessed a significant volume degrowth of 22 percent in FY 2019-20. This vertical continues to be the highest revenue generator for the company and we continue to be one of the preferred suppliers for some of the industry giants in this industry. Tough financing environment and liquidity strain in the market made it difficult for majority of the dealers to secure funding, which impacted sales adversely during FY 2019-20.

Revenue from this sector for the year under review recorded a degrowth of 42.81 percent i.e., from Rs.60.22 crores in FY 2018-19 to Rs.34.44 crores in FY 2019-20. This sector continued as the lead contributor to overall revenue of the Company accounting for 37.78 percent of the standalone revenue compared to 42.82 percent in the previous year.

Dealers and Original Equipment manufacturers (OEM) are saddled with significant inventory, which will negatively impact the carrying costs of the Industry in H1 FY 2020-21. The situation has been further exacerbated by the COVID-1 9 outbreak and the nationwide lockdown. Unforeseen headwinds would be many in the coming months.

ii) Automotive

The commercial vehicle market in India posted a drop of 29 percent year-on-year (YoY) in Total Industry Volumes, which was led by 20 percent drop in Light Commercial

Vehicles (LCV) and 42 percent drop in Medium and Heavy Commercial Vehicles (M&HCV). Demand for M&HCV was poor throughout FY 2019-20 on account of axle load norms and ambiguity around GST rate cut for automotive sector. Severe competition to bring down BS IV inventory and tightening of funds by NBFCs added fuel to fire. Commercial vehicles exports dropped by 39 percent over last year primarily driven by 63 percent drop in M&HCV Trucks.

Revenue from this vertical of business for the year under review was at Rs.1.15 crores compared to Rs.13.15 crores in the previous year resulting in a massive fall of 91.25 percent. In percentage terms this sector accounted for 1.27 percent of overall revenue of the company in FY 2019-20 compared to 9.35 percent in the previous year. The sharp fall in revenue in this vertical was on account of exiting business from a major customer due to erratic schedule and poor profitability. Business outlook from this vertical going forward looks pretty dim.

iii) Power

Power is among the most critical component of infrastructure, crucial for the economic growth and welfare of nations. Electricity production in FY 2019-20 witnessed growth of around 0.26 percent over the previous fiscal year. Electrification in the country is increasing with the support of schemes like Deen Dayal Upadhyay Gram Jyoti Yojana (DDUGJY) and integrated Power Development Scheme (IPDS).India has been on path to achieve 1 00 percent household electrification as envisaged under the Saubhagya scheme. We cater to both power generation as well as Transmission & Distribution (T&D) segment of the power sector.

This vertical contributed Rs.5.66 crores in FY 2019-20 as against Rs.14.79 crores in the previous year resulting in degrowth of 61.73 percent. This vertical is one of the major contributors to overall revenue of the Company constituting 6.21 percent of net revenue in FY 2019-20 compared to 10.52 percent in FY 2018-19. Major reason for the drop in revenue in this vertical was import substitution by some renewable energy producers on account of better pricing.

Renewable energy is fast emerging as a major source of power in India. The Government of India has set a target to achieve 1 75 GW installed capacity of renewable energy by F.Y. 2022 out of which wind energy is estimated to contribute 60 GW, followed by 100 GW from solar power and 15 GW from biomass and hydropower. India has a surplus power generation capacity but lacks adequate distribution infrastructure. 100 percent FDI is allowed under automatic route in the power segment and renewable energy. The union Government of India is preparing a rent a roof policy for supporting its target of generating 40GW of power through solar rooftop projects by 2022. Growth in power sector looks bright in the backdrop of all these initiatives in power sector.

iv) Rail Transport

Railways continue to be one of the major focus areas of the government of India. The government is investing heavily in building rail infrastructure in the country. The railway network is also ideal for long distance travel and movement of bulk commodities, apart from being an energy efficient and economic mode of conveyance and transport. Train travel remains the preferred means of long distance travel for majority of Indians. Passenger traffic in the country grew at CAGR of 2.71 percent during FY 2007-2019. However, freight remains the major revenue earning segment for Railways, accounting for 65.1 percent of its total revenues in FY 2019-20 (till February 2020). This segment has been one of the major focus areas for your company as well, due to its immense business potential.

Revenue from this segment for F.Y. 2019-20 was Rs.16.77 crores compared to Rs.9.94 crores in the previous year. Though in absolute terms the revenue from this vertical during the year increased by 68.71 percent over the previous year, in percentage terms it increased by 11.32 from 7.07 percent in last year to 18.39 percent of total revenue in current year. Besides supplying to metros we have started supplies to Indian railways. This sector holds a lot of promise in terms of business growth in coming years. Huge business potential in this sector also has increased competition severely.

Indian Railways aspires to add 1.5 percent of the countrys GDP by building infrastructure to support 40 percent modal freight share of the economy. Two dedicated freight corridors (DFC), one on the western route (Jawaharlal Nehru Port to Dadri) and another on the eastern route (Ludhiana to Dankuni) have been fast tracked. Modernisation of railway stations under the Adarsh station scheme, investment in safety measures like electronic interlocking at all interlocked Broad Gauge Stations, vigilance control devices are some of the measures taken by government to modernize entire railways network. Metro rail projects are being envisaged across many cities over the next ten years. Government has increased the scope of PPP beyond providing maintenance and other such supporting roles. PPP is utilized in areas such as redevelopment of stations, building private freight terminals and private container train operations.

D. Outlook:

Multiple initiatives like National Infrastructure Pipeline (NIIP) of projects worth more than one hundred lac crores up to FY 2025 with a focus on energy, road, railways, urban infrastructure and irrigation projects hold lot of promise for next five years. Housing for All, Smart City Mission, Electrification for All, will direct the growth of the infrastructure sector in the country. Increasing impetus to develop infrastructure in the country is attracting major global players. Fallout of COVID- 19 pandemic on global economy including that of India is going to be severe in the next financial year. The pandemic and the nationwide lockdown that is triggered has dealt both demand and supply shocks to the economy, with wide ramifications on revenue and economic growth. Its spread and severity will decide how soon the economic activity will be back on rail. Getting the migrant workers back to factories is going to be a daunting task. Credit off take, slowdown in auto industry, employment generation along with liquidity crisis will present challenges to Indias growth story in FY 2021. First half of FY 2020-21 is likely to be washed-out in terms of overall demand and likely to stabilize in later half. It is likely to take quite some time for the consequent stress in the economy to be relieved and for growth to revive.

E . Opportunities & Threats Opportunities:

We are direct beneficiaries of infrastructure development in the country and Governments increased emphasis on infrastructure development through a number of flagship programs.Various reform initiatives and their rigorous implementation by the government is expected to remove the bottlenecks, presently impeding the economic growth in India and thereby improve business environment.

F. Risks & Concerns:

Input Costs

We are operating in a raw material intensive industry. The main inputs used by the company are various types and grades of steel which constitute a substantial percentage of its overall cost. Unexpected rise and volatility in the steel prices can adversely affect profit margin or have a negative impact on the demand.

Exchange rates

High Volatility in the exchange rates could have adverse impact on import of steel, machines and spares.

Government Regulations

Government policies relating to import of steel, capital goods, stringent emission norms or other similar policies could have adverse impact on Companys business.

G. Internal Control System & its Adequacy

The Company has adequate systems of internal control and procedures covering all financial and operating functions commensurate with the size and nature of operations. The Company believes that a strong internal control framework is one of the important pillars of Corporate Governance.

Continuous efforts are being made to see that the controls are designed to provide a reasonable assurance with regard to maintaining of accounting controls and protecting assets from unauthorized use or losses. The audit committee looks into all aspects of internal control and advices corrective actions as and when required.

H. Discussion on financial performance with respect to operational performance (on a standalone basis):

Revenue:

Your Companys net revenue decreased by 35% i.e., from Rs.140.64 crores in FY 2018-19 to Rs. 91.16 crores in FY 2019-20 due to poor business by all major verticals except Railways.

The Companys major revenues continued to come from four major verticals namely Construction equipment, Automotive, Rail Transportation and Power (Transmission & Distribution). The four major verticals mentioned above cumulatively accounted for 63.65 percent (Rs.58.02 crores) and 69.76 percent (Rs. 98.11 crores) of net revenues in FY 2019-20 and FY 2018- 19 respectively.

Construction equipment vertical with contribution of Rs.34.44 crores in FY 2019-20 (Rs.60.22 Crores in FY 2018-19) was the highest contributor to net revenue of the company.

Revenue from Automotive segment in FY 201920 was Rs.1.15 crores compared to Rs.13.15 crores in the previous year witnessing a sharp fall of 91.25 percent.

Power vertical contributed Rs.5.66 crores in FY 2019- 20 compared to Rs.14.79 crores in FY 201819. Revenue from this vertical have sharp fall 61.74 percent compare to last year.

Revenue from Rail Transportation vertical increased to Rs.16.77 crores for the year under review compared to Rs.9.94 crores in the previous year posting a growth of 68.71 percent.

Businesses from all other verticals besides four major verticals mentioned above were clubbed under "others" category contributing Rs.33.13 crores for the year under review as against Rs.42.53 crores in the previous year.

Out of the companys net revenue of Rs.91.16 crores in FY 2019-20, share of revenue from Job work was Rs.7.37 crores as against Rs.4.63 crores in the previous year. Job work receipts as a percentage of net sales increased by 479 bps to 8.08 percent from 3.29 percent in FY 18-19.

Expenditure:

Raw material consumption for the current year was Rs.49.07 crores compared to Rs.78.31 crores in the previous year. Raw material consumption as a percentage of with material sales for the year under review has increased marginally by 98 bps to 58.56 percent from 57.58 percent in the previous year.

Personnel Cost in absolute terms for FY 201920 at Rs.21.19 crores was lower compared to Rs.24.13 crores in the previous year. In percentage terms it was increased by 608 bps to 23.24 percent in FY 2019-20 from 17.16 percent in the previous year.

Financial Expenses for the year under review amounted to Rs.2.99 crores in FY 2019-20 as against Rs.3.94 crores in FY 2018-19 translating to 3.28 percent and 2.80 percent of the total revenue respectively. This decrease in absolute value was on account of repayment of debts during the financial year under review.

Depreciation & Amortization Expenses at

Rs.4.02 crores for the year under review was marginally higher than Rs.3.73 crores in the previous year.

Earnings:

Earnings before Interest, Depreciation and Tax (excluding other income) was a loss of Rs.2.97 crores in FY 2019-20 compared to profit of Rs.6.77 crores in FY 2018-19. EBIDTA as a percentage of net revenue (excluding other income) decreased by 807 bps to-3.26 percent in FY 2019-20 as against 4.81 percent in the previous year. Decrease in EBIDTA was primarily due to decrease in sales.

Loss after Tax of the Company for the year under review was Rs.2.62 crores compared to profit after tax of Rs.3.43 crores in FY 2018-19. Lower operating profit the year under review was responsible for lower PAT compared to previous year.

Return on Capital Employed for the current year was negative at -1.42 percent compared to positive ROCE of 6.21 percent in the previous year. Decrease in ROCE was due to lower EBIDTA.

Liquidity & Leverage:

Net Cash flow from operating activities decreased by Rs.0.54 crores to Rs.4.35 crores in FY 201920 from Rs.4.89 crores in FY 2018-19 mainly due to decrease in Trade payable and other current liabilities.

Gross Working Capital at Rs.31.66 crores in FY 2019-20 was lower by Rs.14.24 crores compared to Rs.45.90 crores in 2018-19 primarily due to decrease in trade receivables. Net customer receivables at the end of FY 2019-20 stood at Rs. 17.77 crores, representing 71 days of gross sales compared to 76 days in the previous year.

Net working capital (including current maturities of long term debt) for FY 2019-20 at Rs. -10.57 crores compared to Rs. -7.82 crores in the previous year shrunk by Rs.2.75 crores. The shrinkage was majorly on account of higher trade payables.

Debt-equity ratio improved to 0.22 times in FY 2019-20 from 0.27 times in FY 2018-19. Debts reduced to Rs.7.60 crores as at March 31, 2020 from Rs.10.14 crores as at March 31, 2019.The ratio has improved during the year due to the repayment of debts.

Value Creation:

Total Equity of the company decreased by Rs.3.57 crores to Rs.33.81 crores as at March 31, 2020 from Rs.37.38 crores as at March 31, 2019 due to loss during the year.

Book Value per Share declined to Rs.36.78 as at March 31, 2020 from Rs.40.67 as at March 31, 2019 due to loss profit during the year.

I . Human Resources

People are catalyst to the success and growth of any organization. We understand it and have put continuous efforts for people development. We have put efforts in building good work culture through various initiatives such as Organization restructuring, Talent acquisition and retention, Management and employee development programs and operational excellence programs. We treat people with respect and provide equal opportunity for professional growth in the company. Many seniors working with us today had joined at fairly junior position or had started their career with company. The Company endeavors to keep its workplace Employee friendly and safe

J . Cautionary Statement

Statements in the management discussion and analysis describing the Companys objectives, projections, estimates, expectations may be "forward-looking statements" within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Companys operations include among others, economic conditions affecting demand/supply and price conditions in the domestic and overseas markets in which the Company operates, changes in the Government Regulations, tax laws and other statutes and incidental factors.

GENERAL SHAREHOLDER INFORMATION:

• GENERAL MEETINGS:

> Day, Time and Venue of Last Three Annual General Meetings:

25th AGM - Wednesday at 11.45 p.m. on 20.09.2017 at IMC, 2nd Floor, Killachand Conference Room, Churchgate, Mumbai 400020.
26th AGM - Friday at 3.30 p.m. on 28.09.2018 at IMC, 2nd Floor, Killachand Conference Room, Churchgate, Mumbai 400020.
27th AGM - Wednesday at 11.30 p.m. on 25.09.2019 at IMC, 2nd Floor, Killachand Conference Room, Churchgate, Mumbai 400020.

> Forthcoming General Meeting:

28th Annual General Meeting: Through Vedio Conferencing (VC)/Other Audio Visual Means (OAVM).
Day : Friday
Date: 27.11.2020
Time: 11.00 a.m.

> Book Closure date for 28th Annual General Meeting:

21.11.2020 to 27.11.2020 (Both days inclusive).

> Special Resolutions:

During the three previous Annual General meetings following Special Resolutions were passed:

Particulars Date of Meeting Whether Special Resolution passed Details of the Special Resolution
25th AGM 20th September 2017 Yes Re-appointment and payment of remuneration to Mr. Harshad Patel (DIN 00164228) as Managing Director of the Company for a period of three years w.e.f. 01st April 2017.
26th AGM 28th September 2018 No -
27th AGM 25th September 2019 Yes Re-appointment of Mr. Dinesh Chandra Mehta (DIN:00509447) as an Independent Director of the Company for second term.

> Extra-Ordinary General Meeting:

During the year no Extra-Ordinary General Meeting was held.

> Postal Ballot:

During the financial year ended March 31, 2020, 1 (one) Special Resolution was passed for approval of transfer by way of sale of Leasehold Land and Building of the Company situated at Plot No. 733-735, Manjusar GIDC, Village Manjusar, Taluka Savli, District Vadodara, Gujarat -391745, through Postal Ballot (including e-Voting) conducted in accordance with Sections 108 and 110 of the Act and Rules framed thereunder, revised Secretarial Standard 2 and the Listing Regulations.

The above Special Business as set out in the Postal Ballot Notice dated November 14, 2019 was deemed to be passed on December 26, 2019 (being the last date for e-Voting and receipt of Postal Ballot Forms) with requisite majority, the results of which were declared on December 27, 2019. Mr. Sudhanwa S. Kalamkar, Proprietor, M/s. Sudhanwa S. Kalamkar & Associates, Practicing Company Secretaries, was appointed for the purpose of scrutinizing the process of Postal Ballot (including e-Voting) in a fair and transparent manner.

Details of voting are as follows:

Resolutions Percentage of number of valid votes cast in assent Percentage of number of valid votes cast in dissent Total Percentage of number of valid votes cast
Resolution No.1: Special Resolution: Transfer by way of sale of Leasehold Land and Building of the Company situated at Plot No. 733-735, Manjusar GIDC, Village Manjusar, Taluka Savli, District Vadodara, Gujarat -391745. 99.9829 0.0171 100.00

Mr. Harshad Patel, Managing Director and Compliance Officer of the Company, were authorised by the Board and were responsible for conducting the entire process of Postal Ballot and e-Voting under the provisions of the Act read together with the Rules made thereunder and the Listing Regulations. The Company had availed the services of Central Depository Services (India) Limited (CDSL) to provide e-Voting facility to all its Members. The voting rights of the Members were reckoned on the cut-off date, i.e., November 15, 2019. The Postal Ballot Notice was also placed on the website of the Company, i.e., www.rishilaser.com. The Members were requested to return the physical Postal Ballot Form duly completed and signed, in the self-addressed postage prepaid business reply envelope to the Scrutinizer not later than the close of business hours, i.e., 5:00 P.M. on Thursday, December 26, 2019.

The e-Voting period commenced on Wednesday, November 27, 2019 (9:00 A.M.) (IST) and ended on Thursday, December 26, 2019, (5:00 P.M.) (IST). Members who were entitled to vote could opt for only one mode of voting, i.e., either through Physical Postal Ballot Form or through e-Voting. Post the closure of voting at 5:00 P.M. on Thursday, December 26, 2019, the Scrutinizer prepared a consolidated Scrutinizers Report and submitted the same to Mr. Harshad Patel, Managing Director of the Company, who was authorized by the Board to countersign the Results of voting by Postal Ballot (including e-Voting) and announce the same on his behalf.

The Results of voting by Postal Ballot (including e-Voting) were declared on Friday, December 27, 2019 at the Registered Office of the Company. The Company does not propose to conduct any Special Resolution through Postal Ballot under Section 110 of the Act and Rules framed thereunder on or before the forthcoming AGM.

• DISCLOSURES:

The Company is in compliance with all mandatory requirements under SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 as far as it is applicable to the Company. Certain provisions which are exempted for the Company are complied to the extent they are applicable under different statute or law and certain provisions are voluntarily adopted as a good Corporate Governance practice.

During the year under review, besides the transactions mentioned elsewhere in the Annual Report, (Related party transactions) there are no transactions of material nature with the Promoters, the Directors or the Management, their Subsidiaries or Relatives etc that had any potential conflict with the interest of the Company at large.

There were no cases of non-compliance by the Company, penalties, strictures imposed on the Company by Stock Exchange or SEBI or by any statutory authority, on any matter relating to Capital Market.

The Company follows Accounting Standards issued by the Institute of Chartered Accountants of India and in the preparation of financial statements, the company has not adopted a treatment different from that prescribed in any Accounting Standard.

During the year the Company has not raised any money by issue of shares/GDRs/ADRs/Warrants.

The statement of uses/application of funds by major category were disclosed at the relative Audit Committee Meetings. There was no uses/application of funds for the purpose other than for which the same was prescribed.

There are no outstanding ADRs/GDRs

MEANS OF COMMUNICATION:

The Company has been publishing the Unaudited Quarterly Results and Audited Annual Results in Business Standard and Navakaal.

The Company has been displaying the Quarterly and Half Yearly Results on the website of the Company viz. www.rishilaser.com.

The Company has not made any presentations to institutional investors or to the analysts.

• FINANCIAL CALENDAR:

> Financial Year:

The financial year of the Company is from April 1 to March 31, each year.

> Publication of Unaudited/Audited Results:

Quarter/Year Ending Reporting date Type of Result
June, 30th 2019 Within 45 days from the end of quarter Unaudited
September, 30th 2019 Within 45 days from the end of quarter Unaudited
December, 31st 2019 Within 45 days from the end of quarter Unaudited
March, 31st 2020 Within 60 days from the end of quarter Audited

*Published on 30th July, 2020 on account of extended time limit for compliance by reason of Covid 19 pandemic as permitted by SEBI vide circular Dated March 19, 2020, March 23, 2020 and June 24, 2020.

> Book Closure Dates:

21.11.2020 to 27.11.2020 (both days inclusive).

• STOCK MARKET DETAILS:

> Listing on Stock Exchange:

The shares of the Company are listed on the Mumbai Stock Exchange.

Stock Code:
Physical Segment 526861
CDSL/NSDL ISIN NO INE988D01012

STOCK MARKET DATA FOR THE YEAR 2019-20

Equity Share price of Rishi Laser Limited

BSE SENSEX

Month High Low High Low
April 19 24.00 19.80 39487.45 38460.25
May 19 23.60 18.15 40124.96 36956.10
June 19 24.60 18.50 40312.07 38870.96
July 19 24.35 17.10 40032.41 37128.26
August 19 21.95 14.30 37807.55 36102.35
September 19 21.90 14.10 39441.12 35987.80
October 19 16.45 10.85 40392.22 37415.83
November 19 14.99 11.01 41163.79 40014.23
December 19 12.91 8.66 41809.96 40135.37
January 20 14.90 10.56 42273.87 40476.55
February 20 14.50 11.00 41709.30 38219.97
March 20 12.96 5.14 39083.17 25638.90

COMMUNICATION DETAILS :

> Compliance Officer of the Company:

Name: Ms. Supriya Joshi, Company Secretary and Compliance Officer of the Company has resigned from the close of working hours on November 30, 2019 and Mr. Ganesh Agrawal, Chief Financial Officer of the Company has been entrusted with the responsibility as Compliance Officer of the Company w.e.f. December 2, 2019 as interim measure.

Address: Rishi Laser Ltd., 612, Veena Killedar Industrial Estate,10-14, Pais Street, Byculla (W), Mumbai 400011. Tel No.: 022-23075677/23074585 Email: investors@rishilaser.com

> Registrar and Transfer Agents (for Physical as well as for Electronic Transfers):

Name: Adroit Corporate Services Private Limited,

Address: 17/20, Jaferbhoy Industrial Estate, 1st Floor, Makwana Road, Marol Naka, Mumbai 400059 Phone No.: 022-42270400/ 42270422/42270423 : Fax No. 022-28503748

Email id: sandeeps@adroitcorporate.com; prafuls@adroitcorporate.com; sandeeph@adroitcorporate.com

SHARE TRANSFER SYSTEM:

The Companys equity shares are compulsorily traded on in dematerialised form as per the SEBI guidelines.

During the financial year, physical shares transfers are registered and returned within a period of 15 days from the date of receipt if the documents are correct and valid in all respects.

From 1st April, 2019, the transfer of shares in physical mode is not permitted and shares can only be transferred after dematerialization of the same, although, the shareholders can continue to hold the shares in physical form.

Pursuant to Regulation 40(9) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 certificate on half yearly basis have been issued by a company secretary in practice for due compliance of share transfer formalities by the Company for the half year ended September 30, 2019 and March 31, 2020.

Certificates have also been received from a company secretary in practice for timely dematerialization of the shares of the Company and for conducting a secretarial audit on a quarterly basis for reconciliation of the share capital of the Company.

As on March 31, 2020; 8964545 Equity Shares representing 97.42% of the total paid-up capital of the Company are held in dematerialised form.

• SHAREHOLDING PATTERN AS AT MARCH 31,2020:

Category No. of Shares Held % to paid up capital
Promoters 1455803 15.84
Bodies Corporate (Indian) 467100 5.08
Bodies Corporate (Overseas) 670000 7.29
Non Resident Indians (Individual) 264899 2.88
Public (Other than listed above) 6334798 68.91
Total 9192600 100.00

• DISTRIBUTION OF SHAREHOLDING AS AT MARCH 31,2020:

No. of Shares No. of Shareholders % of Total No. of Shares % of Total
0-500 2637 72.34 455850 4.96
501-1000 417 11.44 350562 3.81
1001-2000 187 5.13 292004 3.18
2001-3000 102 2.80 271003 2.95
3001-4000 54 1.48 194864 2.12
4001-5000 37 1.02 176077 1.92
5001-10000 99 2.72 751195 8.17
10001 and above 112 3.08 6701045 72.09
3645 100.00 9192600 100.00

• PLANT LOCATIONS:

Unit Address
Pune Unit - I Gat No.1236/1+2+3, Alandi Markal Road, Village - Markal, Taluka - Khed, Dist - Pune - 412105
Pune Unit - II Gat No. 229, Alandi Markal Road, Village - Markal, Taluka - Khed, Dist-Pune - 412105
Vadodara - Savli Plot No. 578 to 587, GIDC, Savli, Vadodara - 391770
Pithampur Plot No. 661-663, Sector-3, Pithampur, Dist - Dhar (Madhya Pradesh)
Kundli 428, EPIP Industrial Estate, Kundli, Dist - Sonepat (Haryana)
Bangalore-Bommsandra Unit Site No. 145 - 146, 4th Phase, Bommsandra Industrial Area, Tal - Anekal, Bangalore - 560099
Chennai No. 68, Plot No.1 to 8, Varadharajapuram, Chennai-Bangalore Highway, Nazerethpet, Poonamalle, Chennai - 600123

DECLARATION OF THE MANAGING DIRECTOR

This is to certify that the Company has laid down Code of Conduct for all Board members and Senior Management of the Company and the same is uploaded on the website of the Company

Further certified that the Members of the Board of Directors and Senior Management personnel have affirmed having complied with the Code applicable to them during the year ended March 31, 2020.

By Order of the Board
Place: Mumbai Harshad Patel
Date: 28th July, 2020 Managing Director