Shree Salasar Investments Ltd Directors Report.

To the Members of Shree Salasar Investments Limited

Your Directors have pleasure in presenting their 39th Annual Report together with the Audited Accounts for the year ended March 31, 2019.

1. Financial Performance:

Particulars Standalone Consolidated
2018-19 2017-18 2018-19 2017-18
(Rs.) (Rs.) (Rs.) (Rs.)
Revenue from Operations (Net of Excise) and Other Income 67,61,836 91,97,421 67,61,836 91,97,421
Other Expenses 58,03,265 51,89,237 58,36,030 52,60,867
Finance Charges 2,26,149 33, 76,813 2,26,149 33,76,813
Depreciation 7,88,647 4,73,121 7,88,647 4,73,121
Profit/Loss Before Tax (56,225) 1,58,250 (88,990) 86,621
Provision for Tax (Including for earlier years) - 25,000 - 25,000
Net Profit/Loss After Tax (56,225) 1,33,250 (88,990) 61,621
Profit/Loss carried to Balance Sheet (56,225) 1,33,250 (88,990) 61,621

2. Turnover & Profits:

Standalone:

During the year under review, the sales and other income decreased from Rs. 67,61,836/- to Rs. 91,97,421/- as compared to previous year. The Net Loss after tax stood at Rs. 56,225/- as against profit of Rs. 1,33,250/- in the previous year.

Consolidated:

During the year under review, the sales and other income decreased from Rs. 67,61,836/- to Rs. 91,97,421/- as compared to previous year. The Net Loss after tax stood at Rs. 88,990/- as against Net profit of Rs. 61,621/- in the previous year.

3. Subsidiaries, Associates & Joint Ventures:

The Company has two Subsidiary Companies i.e. Vinca Realtors Private Limited and Marine Drive Realtors Private Limited. The Company does not have any associate Company & Joint venture.

Performance of Subsidiaries are as follows:

The total revenue of Vinca Realtors Private Limited stood at Rs. NIL/- (Previous year Rs. NIL/-). Net loss for the year stood at Rs. 26,306/- (Previous year Loss Rs. 30,230/-) The total revenue of Marine Drive Realtors Private Limited is NIL and Net loss for the year stood at Rs. 6,460/-.

The details of the same are given in Form AOC-1 as Annexure I forming part of Annual Report. The details of the Policy on determining Material Subsidiary of the Company is available on Companys website.

4. Dividend:

The Directors of your Company do not recommend any dividend for the financial year ended 31st March, 2019 in order to plough back the resources for the future growth.

5. Transfer to Reserves:

During the year under review, current year loss of Rs. 56,225/- was transferred to reserves.

6. Change(s) in the Nature of Business, if any:

There was no change in the nature of business of the Company during the year under review.

7. Material changes and commitments, if any, affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the financial statement relate and the date of this report:

There were no material changes and commitments affecting the financial position of the Company between the end of financial year of the Company and the date of this report.

8. Public Deposits:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act, 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing details of deposits which are not in compliance with the Chapter V of the Act is not applicable.

9. Managements Discussion and Analysis:

Managements Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 with the Stock Exchanges in India, is presented in a separate section forming an integral part of the Annual Report as

Annexure II.

10. Corporate Social Responsibility (CSR):

As on 31 March 2019, provision of Corporate Social Responsibility is not applicable to your Company.

11. Share Capital:

The Paid up Equity Share Capital as on March 31, 2019 was Rs. 3,20,00,000/-.

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

12. Extract of Annual Return:

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of the Annual Return of the Company in Form MGT-9 is annexed as Annexure III and forms an integral part of this report. The Annual Return as referred in Section 134(3)(a) of the Companies Act, 2013 for the financial year ended March 31, 2019 shall be placed on the website of the Company at www.shreesalasar.in

13. Board Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and SEBI Listing Regulations, performance evaluation of Board and that of its committees and individual Directors was carried out. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance. A separate exercise was carried out to evaluate the performance of individual Directors, who were evaluated on parameters such as level of engagement and contribution, independence of judgment, participation by all directors and developing consensus amongst the directors for all decisions.

In a separate meeting of independent directors, performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was evaluated, taking into account the view of the executive directors and non-executive directors.

14. Number of Meetings of the Board:

The Board of Directors met Six (6) times during the Financial Year 2018-19. The Committee met on 30th May, 2018, 13th August, 2018, 5th November, 2018, 16th January, 2019, 13th February, 2019 and 30th March,2019. The Necessary quorum was present for all Meetings.

The details of the number of meetings of the Board held during the Financial Year 2018-19 is as under:

Name of the Director Number of Board Meetings held Number of Board Meetings attended Whether attended last AGM Shareholding in the Company as on March 31, 2019 (No. of Shares)
Mr. Vipin Hirani 6 6 Yes -
Mr. Vimal Makwana 6 6 Yes -
Mr. Shailesh Hingarh 6 6 Yes 10,34,780
Ms. Madhuri Augustine Singh 6 6 Yes -

15. Director Responsibility Statement:

As per Section 134 (5) of the Companies Act, 2013; the Board of Directors, to the best of their knowledge and ability, confirm that:

i. In the preparation of the annual financial statements for the year ended March 31, 2019, the applicable accounting standards have been followed and that there are no material departures;

ii. They have selected such accounting policies 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 March 31, 2019 and of the Profit and Loss of the Company for the year ended March 31, 2019;

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

iv. They have prepared the Annual Accounts on a ‘going concern basis;

v. They have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

vi. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

16. Auditors:

A. Statutory Auditors & Audit Report:

Bhatter & Paliwal, Chartered Accountants, having Firm Registration Number 131411W, were appointed for a term of five years from the conclusion of the 37th Annual General Meeting of the Company till the conclusion of the 41st Annual General Meeting of the Company, subject to ratification by the Members at every Annual General Meeting at a remuneration decided by the Board of Directors of the Company.

Pursuant to Section 40 of Companies Amendment Act 2017, the requirement of ratification of the appointment of the Auditors by the Members at every AGM is not required and hence in the ensuing AGM, ratification of appointment of Statutory Auditors is not seeked.

Bhatter & Paliwal, Chartered Accountants, (Firm Registration No. 131411W) have confirmed that their appointments, if made would be in accordance with the provisions of the Section 141 Companies Act, 2013 and that they are not disqualified for reappointment.

Auditors Qualification:

There is no qualification, reservation or adverse remarks made in the Statutory Auditors Report.

B. Secretarial Auditor & Secretarial Audit Report:

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, your Company engaged the services of Mr. Mayank Arora, Company Secretary in Practice, Mumbai (Mem. No. A33328 and COP No.: 13609) to conduct the Secretarial Audit of the Company for the financial year ended March 31, 2019.

The report of the Secretarial Auditor is appended as Annexure IV.

Explanation or Comments on every qualification, reservation or adverse remark made by the Company Secretary in practice in the Secretarial Audit Report.

AUDITORS QUALIFICATION DIRECTORS COMMENT
As per Section 203(1) of the Companies Act, 2013, the Company is required to appoint the following Key Managerial Personnel: (i) Managing Director, or Chief Executive Officer or manager and in their absence, a whole-time director; The Company is in the process of appointing Company Secretary cum Compliance officer.
(ii) Company secretary; and
(iii) Chief Financial Officer.
However, the Company has not appointed Company Secretary.
As per Rule 25A of Companies (Incorporation) Rules, 2014, every company incorporated on or before the 31st December, 2017 shall file the particulars of the company and its registered office, in e-Form ACTIVE (Active Company Tagging Identities and Verification) i.e. Form INC-22A. The Company has not filed Form INC-22A with ROC till date. After the Appointment of whole time Company Secretary, the Company will file Form INC-22A with the office of Registrar off Companies.
The Company has not updated its website as per Regulation 46 under SEBI Listing Regulations 2015 (LODR) nor it has disseminated any information as per Regulation 46 (2) under SEBI Listing Regulations 2015 (LODR) – Website Due to some technical errors, the website of the Company is not working properly.
The Company has not paid BSE Fees for FY 2018-19 and 2019-20. Due to Financial crunch, the Company failed to pay the fees to the BSE. The Company will pay the same soon.
The Company has filed Reconciliation of Share Capital Audit Report for the quarter ended March, 2019 on May 31, 2019 i.e. beyond the prescribed time limit of 30 days as specified in the Regulation. The Company will be more careful in future.
The Company has filed Certificate as per Regulation 40(9) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the period from 1st October, 2018 to 31st March, 2019 on May 31, 2019 i.e. beyond the prescribed time limit of 30 days as specified in the Regulation. The Company will be more careful in future.
The Company has filed statement as per Regulation 13(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for quarter ended 31st March, 2019 on May 06, 2019 which is beyond 21 days. The Company will be more careful in future.
The Company has filed shareholding pattern as per Regulation 31 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for quarter ended 31st March, 2019 on May 06, 2019 which is beyond 21 days. The Company will be more careful in future.
The Company has received notice from BSE through Email for Non- Compliance with requirement to appoint register and share transfer agent. The Company has appointed M/s. Purva Sharegistry (India) Pvt. Ltd as Registrar and Share Transfer Agent (RTA) which is also communicated to BSE.
The Company has received notice from BSE through Email for Non- Compliance with requirement to appoint a qualified company secretary as the compliance officer and pending compliance would freeze promoter holding. The Company is in the process of appointing Company Secretary cum Compliance Officer.
The Company is listed on Bombay Stock Exchange and Delhi Stock Exchange. However, as per SEBI Guidelines, only those Companies will be considered as listed Companies which are registered with SEBI. Since, Delhi Stock The guidelines issued by SEBI directed the exit of Delhi Stock Exchange Ltd. as a Stock Exchange and hence the Company has not made any disclosures to the Delhi Stock Exchange.
Exchange is not registered with SEBI, the Company has not made any quarterly compliance with the Delhi Stock Exchange.
The Company has not provided us the Notices in Newspaper for Quarterly Financial Results and Notice of Board Meeting where financial result shall be discussed, for FY 2018-19 as per Regulation 47 of SEBI (LODR). The Company is in a process of furnishing the same.
The Company has not provided us proof for dispatch of Annual Report for its 38th Annual General Meeting. The Company is in a process of furnishing the same.
EVSN of the Company was not available on my NSDL Log in of the scrutinizer and hence remote e-voting data was not available Application for generation of EVSN was made to NSDL. However, due to some technical problems in the system of NSDL, mapping of Companies against the details of the Scrutinizers was not made and hence remote e-voting facility was not shown in scrutinizer login.
The Company has not provided us the Notice in Newspaper for 38th Annual General Meeting, for FY 2018-19 as per Regulation 47 of SEBI (LODR) and the Companies Act, 2013. The Company is in a process of furnishing the same.

C. Internal Auditor:

Satya Prakash Natani & Co., Chartered Accountants, having Firm Registration Number 115438W, are Internal Auditors of the Company for the FY 2018-2019 pursuant to section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014.

17. Listing of Shares:

The Equity Shares of the Company are listed on BSE Limited. Further the Company has paid necessary listing fees to BSE as per the Listing Agreement. The Company had received listing approval letter dated June 8, 2017 for listing of 30,00,000 equity shares of Rs. 10/- each issued to Promoters and Non Promoters on a preferential basis pursuant to conversion of warrants. The Company has not paid Listing fee for the Financial Year 2018-19 and 2019-20.

18. Related Party Transactions:

The Company has formulated a policy on dealing with Related Party Transactions. The policy is disclosed on the website of the Company i.e. www.shreesalasar.in.

All related party transactions that were entered into during the year under review were in the ordinary course of business and on arms length basis. The Company has not entered into any contract/arrangement/transaction with related parties which could be considered material in nature. All Related Party Transactions are placed before the Audit Committee as also the Board for approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are of a foreseen and repetitive nature. Your Directors draw attention of the members to notes to the financial statements which set out related party disclosures.

In line with the requirements of the Companies Act, 2013 and Listing Regulations, your Company has formulated a Policy on Related Party Transactions which is available on Companys website

19. Code of Conduct:

Pursuant to Regulation 17(5) of the SEBI Listing Regulations, 2015, the Board has adopted a revised Code of Conduct for all Directors and Senior Management of the Company and the same has been placed on the website.

All Directors and Senior Management personnel have affirmed compliance with the code of conduct for the financial year 2018-19.

20. Vigil Mechanism / Whistle Blower Policy

In line with the best Corporate Governance practices, Company has put in place a system through which the Directors and employees may report concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct & Ethics without fear of reprisal. The employees and directors may report to the Compliance officer and have direct access to the Chairman of the Audit Committee. The Whistle blower Policy is placed on the website of the Company.

The said Whistle Blower Policy has been disseminated on the Companys website.

21. Risk Management Policy:

The Company has developed and implemented a mechanism for risk management and has developed a Risk Management Policy. The Audit Committee and the Board periodically reviewed the risk assessment and minimization procedures. At present there is no identifiable risk which, in the opinion, of the Board may threaten the existence of the Company.

22. Directors and Key Managerial Personnel (KMP):

a. Declaration by Directors:

All the Directors of the Company have confirmed that they are not disqualified from being appointed as a Director in terms of Section 164 (2) of the Companies Act, 2013.

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149 (6) of the Companies Act, 2013 and as per Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

b. Familiarization programme:

The Company proactively keeps its Directors informed of the activities of the Company, its management and operations and provides an overall industry perspective as well as issues being faced by the industry.

c. Directors and Key Managerial Personnel:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr. Shailesh Ghisulal Hingarh (DIN: 00166916), Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment. Further the Company had appointed Mr. Shailesh Ghisulal Hingarh as Managing Director of the Company for a period of Three years from 11th August 2016. The Members had subsequently approved the said appointment and also revised the terms of his remuneration in there Extra Ordinary General Meeting held on 11th February, 2019. His current term of appointment as the Managing Director of the Company expired on 11th August 2019. Considering his knowledge of various aspects relating to the Companys affairs and long business experience, the Board of Directors is of the opinion that for smooth and efficient running of the business, the services of Mr. Mr. Shailesh Hingarh should be available to the Company for a further period of 3 (Three) years with effect from 12th August 2019.

Pursuant to the provisions of the Companies Act, 2013, Mr. Vipin Hansraj Hirani (DIN: 03434838), was appointed as an Independent Director of the Company for a term of five years up to September 28, 2019. Mr. Vipin Hansraj Hirani is eligible for re-appointment as an Independent Director for a second term of up to 5 (five) consecutive years. Pursuant to the applicable statutory provisions and based on the recommendation of the Nomination and Remuneration Committee, the Board recommends for the approval of the members through a Special Resolution at the 39th AGM of your Company, the reappointment of Mr. Vipin Hansraj Hirani as an Independent Director for a second term of 5 (five) consecutive years from September 28, 2019 to September 27, 2024.

Pursuant to the provisions of the Companies Act, 2013, Mr. Vimal Dinesh Makwana (DIN: 05222466), was appointed as an Independent Director of the Company for a term of five years up to September 28, 2019. Mr. Vimal Dinesh Makwana is eligible for reappointment as an Independent Director for a second term of up to 5 (five) consecutive years. Pursuant to the applicable statutory provisions and based on the recommendation of the Nomination and Remuneration Committee, the Board recommends for the approval of the members through a Special Resolution at the 39th AGM of your Company, the re-appointment of Mr. Vimal Dinesh Makwana as an Independent Director for a second term of 5 (five) consecutive years from September 28, 2019 to September 27, 2024.

23. Nomination and Remuneration Policy:

The Board has adopted, on recommendation of the Nomination & Remuneration Committee, a policy for selection and appointment of Directors, Senior Management and their remuneration. A brief detail of the policy is posted on the website of the Company i.e. www.shreesalasar.in.

24. Internal Financial Controls:

The Board has laid down Internal Financial Control Policy to be followed by the Company. The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were reviewed and no reportable material weakness in the operation was observed.

25. Independent Directors Meeting:

In compliance with Schedule IV to the Companies Act, 2013 and regulation 25(3) of the SEBI Listing Regulations, 2015, the independent directors held their separate meeting on 13th February, 2019, without the attendance of non-independent directors and members of Management, inter alia, to discuss the following:

i) review the performance of non-independent directors and the Board as a whole;

ii) Review the performance of the Chairperson of the Company, taking into account the views of executive directors and non-executive directors;

iii) 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; and

iv) Review the responsibility of independent directors with regard to internal financial controls.

The Independent Directors present elected Mr. Vipin Hirani as a Chairman of the meeting.

All Independent Directors were present at the meeting, deliberated on the above and expressed their satisfaction on each of the matters.

26. Insider trading:

The Company had in place a ‘Code of Conduct for Prevention of Insider Trading and Corporate Disclosure Practices, in accordance with the SEBI (Prohibition of Insider Trading) Regulations, 2015.

Accordingly, the Board approved and adopted: a) Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information; and b) Code of Conduct to Regulate, Monitor and Report Trading by its employees and other connected persons. The code referred above is placed on the Companys website www.shreesalasar.in.

27. Particulars of Employees:

None of the employees of the Company is in receipt of remuneration prescribed under Section 197(12) of the Companies Act, 2013, read with the Companies (Particulars of Employees) Rules, 1975. Thus, furnishing of particulars under the Companies (Particulars of Employees) Rules 1975 does not arise.

28. Particulars of Loans, Guarantees or Investments:

The details of Loans and Advances made, Guarantees given or Securities provided have been given in notes to financial statements.

29. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and

Outgo:

Particulars with respect to conservation of Energy, Technology Absorption and Foreign Exchange Earning & Outgo pursuant to Section 134 read with rule 8 (3) of the Companies (Accounts) Rules, 2014, is set out hereunder:

Sr. No. Particulars Disclosures
1. Conservation of Energy and Power Consumption Your Company has continued to accord priority to Conservation of energy and is continuing its efforts to utilize energy more efficiently.
2 Technology Absorption and Research & Development Your Company has not absorbed or imported any technology and no research and development work is carried out.
3. Foreign Exchange Earnings Exports US $: Nil of Goods
Rs.: Nil
Outgo Nil Nil

30. Significant and Material Orders passed by the Regulators or Courts:

During the year under review, there were no significant and material orders passed by the regulators or courts or tribunals, which may impact the going concern status of the Company and its operations in future.

31. Corporate Governance:

As per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, compliance with the corporate governance provisions is not applicable to the Company as the paid up Share Capital of the Company is less than 10 crores and its Net Worth does not exceed 25 crores. Hence, the Report on Corporate Governance is not included in the Annual Report.

However, the Company has complied with all the mandatory requirements.

32. Audit Committee:

The Composition and quorum of the Audit Committee is in accordance with Section 177 of the Companies Act, 2013. All members of the Audit Committee possess financial/accounting expertise/exposure.

The Audit committee met Four (4) times during the Financial Year 2018-19. The Committee met on 30th May, 2018, 13th August, 2018, 5th November, 2018 and 13th February, 2019. The Necessary quorum was present for all Meetings. The Chairman of the Audit Committee was present at the last Annual General Meeting of the company. The table below provides composition and attendance of the Audit Committee.

SR NO. NAME CATEGORY MEETINGS ATTENDED
1 Mr. Vipin Hirani Independent Non-Executive Director 4 of 4
2 Mr. Vimal Makwana Independent Non-Executive Director 4 of 4
3 Ms. Madhuri Singh Non-Executive Director 4 of 4

33. Nomination & Remuneration Committee:

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. This policy also lays down criteria for selection and appointment of Board Members.

The Chairman of the Nomination and Remuneration Committee was present at the last Annual General Meeting of the company. The table below provides composition of the Nomination and Remuneration Committee.

SR NO. NAME CATEGORY
1 Mr. Vipin Hirani Independent Non-Executive Director
2 Mr. Vimal Makwana Independent Non-Executive Director
3 Ms. Madhuri Singh Non-Executive Director

34. Stakeholders Relationship Committee:

The Board has reconstituted Shareholders/Investors Grievance Committee as Stakeholders Relationship Committee in accordance with the provisions of the Companies Act, 2013.

The Stakeholders Relationship Committee met Four (4) times during the Financial Year 2018-19. The Committee met on 30th May, 2018, 13th August, 2018, 5th November, 2018 and 13th February, 2019. The necessary quorum was present for all Meetings. The Chairman of the Stakeholders Relationship Committee was present at the last Annual General Meeting of the company. The table below provides composition and attendance of the Stakeholders Relationship Committee.

SR NO. NAME CATEGORY MEETINGS ATTENDED
1 Mr. Vipin Hirani Independent Non-Executive Director 4 of 4
2 Mr. Vimal Makwana Independent Non-Executive Director 4 of 4
3 Ms. Madhuri Singh Non-Executive Director 4 of 4

35. Share Transfer System:

All share transfer, dematerialization and related work is managed by Purva Share Registry (India) Pvt. Ltd ,9/Shiv Shakti Ind. Estate, J.R. Boricha Marg, Opp. Kasturba Hospital, Lower Parel (E), Mumbai- 400011. Shareholders are requested to send all share transfer requests, demat/remat requests, correspondence relating to shares i.e. change of address, Power of Attorney, etc. to the registrar and transfer agents.

36. Share Capital Audit:

As stipulated by Securities and Exchange Board of India (SEBI), Practicing Company Secretaries carried out the Share Capital Audit to reconcile the total admitted capital with National Securities Depository Limited (NSDL), Central Depository Services (India) Limited (CDSL) and shares held physically as per the register of members and the total issued and listed capital.

37. Investors Correspondence:

Purva Share Registry (India) Pvt. Ltd. 9/Shiv Shakti Ind. Estate, J.R. Boricha Marg, Opp. Kasturba Hospital, Lower Parel (E), Mumbai-400011

Tel No: (022) 23016767

Fax No: (022) 23012517 Email-id: purvashr@mtnl.net.in

38. Disclosure under Sexual Harassment of Women at the Workplace (Prevention,

Prohibition and Redressal) Act, 2013:

The Company has in place a Prevention of Sexual harassment Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. During the year 2018-19, no complaints were received by the Company related to sexual harassment.

39. Disclosure for Maintenance of Cost Record as per Specified by the Cental

Government under section 148(1) of the Companies Act, 2013

The provision of section 148(1) of the Companies Act, 2013 is not applicable to our company.

40. Goods & Service Tax Registration

Goods & Service Tax ("GST"), which is a comprehensive indirect tax reform is introduced in India w.e.f. 1st July, 2017 and was applicable throughout India which replaced multiple cascading taxes levied by the Central and State Governments. Hence, your Company has also got registered under the same for Investments in Shares, Bonds and Properties. GST registration number of the Company and primary address are as under:

LOCATION OF PRIMARY PLACE OF BUSINESS GSTIN ALLOTTED
404, Niranjan, 99, Marine Drive, Mumbai 400002 27AACCS6142G1ZF

41. Acknowledgements:

Your Directors gratefully acknowledge the support given by the Customers, Dealers, Distributors, Suppliers, Bankers, various departments of the Central and State Governments, Local Authorities, employees and members of the Company.

On behalf of the Board of Directors
Sd/- Sd/-
Shailesh Hingarh Vipin Hirani
Place: Mumbai Managing Director Director
Date: 13th August, 2019 (DIN: 00166916) (DIN: 03434838)