Shree Tirupati Balajee FIBC Ltd Directors Report.

To,

The Members Shree Tirupati Balajee FIBC Limited

The Directors take pleasure in presenting the 09th Annual Report together with the audited financial statements for the year ended March 31st,2018. The Management Discussion and Analysis Report also forms part of this report.

HIGHLIGHTS OF FINANCIAL PERFORMANCE:

• Total revenue for the year was Rs. 9,824.41 Lakhs as compared to Rs. 6,955.09 Lakhs increased by 41.25%.

• Revenue from operations for the year was Rs. 9,821.00 Lakhs as compared to Rs. 6,950.64 Lakhs in the previous year, increased by 41.30%.

• Profit before tax for the year was Rs. 638.50 Lakhs as compared to Rs. 363.89 Lakhs in the previous year, Increased by 75.47%.

• Profit Aftertax for the year was Rs. 504.48 Lakhs as compared to Rs. 309.21 Lakhs in previous year in the previous year, decreased by 63.15%.

SUMMARISED PROFIT AND LOSS ACCOUNT:

(Rs. in Lakhs)
Particulars Year ended
31.03.2018 31.03.2017
Total Revenue (Revenue from operations and other income) 9,824.42 6,955.09
Profit Before Tax (PBT) 638.50 363.89
Provision for Tax 134.03 54.68
Profit After Tax (PAT) 504.48 309.21
Balance brought forward from previous year 1,182.30 873.10
Less: Utilized during the year for issuing bonus shares 151.25 0.00
Less: Write o Registration fee & Stamp duty paid on increase in authorized share capital 0.00 0.00
Less: Prior Period Taxations 0.00 0.00
Surplus carried to the next years account 1,535.52 1,182.30
Earnings per share 5.74 4.16

STATE OF THE COMPANYS AFFAIRS & REVIEW OF OPERATIONS:

The Company is carrying business of manufacturer, producers, processors, importers, exporters, buyers and sellers of FIBC, Bulk Bags, Poly Tarpaulin,Woven Sacks/Bags, Box Bags, PP/HDPE Fabric, Liner and Flexible Packaging etc. from its Plants located at Pithampur, District Dhar, (M.P).

During the year under review, there has been no change in the nature of the business of the Company and the powers to be generated will be used for captive consumption.

ACHIEVEMENTS:

Receipt of BRC Certificate (Grade A) from Inter tek Certifications Limited for Companys situated at Pithampur:

Companys situated at Plot No. A.P.-14 (Apparel Park), SEZ Phase-II, Industrial Area Pithampur MP 454774 has achieved "Grade A" Certificate from Intertek Certification Limited, (a UKAS accredited body for Certification ) for Meeting the requirements as set out in the BRC Global Standard for Packaging and Packaging Materials Issue 5, July 2015, for separate clean room Facilities situated at Unit for manufacturing of packaging material to be used for food and non food applicaon. The BRC Certificate was issued on 28th November, 2017 and is valid upto 26th December, 2018.

CREDIT RATING:

CRISIL Limited vide their number STBFPL/177916//BLR/051700785 dated 12th May, 2017; have rearmed the following rangs to the bank loan facilities of Rs. 24.00 Crores availed by the Company:

Total Bank Loan Facilities Rated Rs. 24.00 Crore
Long Term Rang CRISIL BBB/Stable (Assigned, Suspension revoked)
Short-Term Rang CRISIL BBB/Stable

DIVIDEND:

The Company is in regular expansion mode and also upgrading its existing properties. Therefore in order to fund new projects/ up gradation, the Board has not recommended dividend and proposes to utilize the Profits for its ongoing projects (Previous year Nil).

DIRECTORS RESPONSIBILITY STATEMENT:

To the best of the knowledge and belief and according to the information and explanations obtained by them, your Directors confirms the following statements in terms of Section 134(3)(c) of the Companies Act, 2013:

a. That in the preparation of the annual accounts for the year ended 31stMarch, 2018, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

b. That such accounting policies as mentioned in Notes to the Financial Statements have been selected and applied consistently. Judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of a airs of the Company as at 31stMarch, 2018.

c. That 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.

d. That they have prepared the Annual Accounts on a going concern basis.

e. That they have laid down internal financial controls for the company and such internal financial controls were adequate and were operating effectively.

f. That they have devised proper systerms to ensure compliance with the provisions of all applicable laws and such system are adequate and operating effectively.

SHARE CAPITAL:

Authorized Capital:

During the year Authorized Share capital of the Company has increased from Rs. 1,00,00,000/- divided into 10,00,000 Equity Shares of Rs. 10 /- Each to Rs. 11,00,00,000/- divided into 1,10,00,000 Equity Shares of Rs. 10/- Each.

Paid-up Capital:

During the year the Company has issued and allotted 68,10,870 Bonus Equity Shares and 27,00,000 fully paid-up Equity Shares to successful applicants under its Initial Public officier as per Prospectus dated 27th September, 2017. The Company has not issued shares with different voting rights or granted stock options or sweat equity. The paid up Equity Share Capital of the Company as on 31st March, 2018 was Rs. 10,13,00,400/- divided into 1,01,30,040 equity shares of Rs. 10/- each.

PUBLIC ISSUE OF THE EQUITY SHARES AND LISTING ON NSE EMERGE PLATFORM:

During the year under review the Company has issued prospectus to the general public on 27th September, 2017 for making public issue of 27,00,000 Equity Shares of Rs. 10/- each at a premium of Rs. 30/- per share aggregang Rs. 10,80,00,000/- and the issue was successfully oversubscribed by 1.89 mes and has made allotment of 27,00,000 equity shares on 30th September, 2017 and the companys ensure post issue capital of Rs. 10,13,00,400/- divided into 1,01,30,040 Equity Shares of Face Value of Rs. 10/- each were listed at the NSE EMERGE Platform on 05th October, 2017.

Your Directors place their sincere thanks to all the investors and the SEBI, NSE, CSDL, NSDL, Merchant Bankers, Registrar to the Issue, Bankers to the Issue, Professionals and all the agencies involved for their guidance and support. The Companys equity shares are regularly being traded at the of the NSE EMERGE Platform.

UTILIZATION OF THE PUBLIC ISSUE PROCEEDS:

The Company has generated funds of Rs. 1,080.00 Lakhs for the purposes and objects of funding the working capital requirements of the Company and General corporate purposes needs as per the prospectus dated 27th September, 2017. The Company submits the following statements towards the utilization of the issue proceeds as under

:(Rs. in lakhs)
Purpose/objects for raising of funds through public issue Amount raised in public issue Utilized -ll 09th August, 2018
1 Funding the working capital requirements of the Company and General corporate purposes 1,000.00 1,000.00
2 Issue expenses 80.00 80.00
TOTAL 1,080.00 1,080.00

Your directors place on record their sincere thanks to all the investors for placing their confidence in the working and management of the Company.

CHANGE IN THE STATUS OF THE COMPANY:

The status of the Company has been changed from Shree Tirupa Balajee FIBC Private Limited to Shree Tirupa Balajee FIBC Limited by the special resolution passed at the Extra Ordinary General Meeting held on 25th May, 2017 and the Company has obtained a fresh Certificate of incorporation to effect the change in name from the Registrar of Companies, Madhya Pradesh on 09th June, 2017.

TRANSFER TO RESERVES:

During the year under review the company has transferred Rs. 15.00 Lakhs received as Capital Subsidy to Capital Reserve. (Previous year the

Company has Opening balance of Rs.15.00 Lakhs in Capital Reserve). Further no amount has been transferred to the general reserves.

During the year under review the Company has Utilized the amount of reserves to the extent of Rs. 529.83 Lakhs for the purpose of issuance of bonus shares. Further that the Company has received share premium amount of Rs. 810.00 Lakhs in the public issue of 27,00,000 equity shares of Rs. 10/- each at a premium of Rs. 30/- per share allotted on 30th September, 2017.

FINANCE:

Cash and cash equivalent as at 31stMarch, 2018 is Rs. 75.80 Lakhs (Previous year Rs. 39.22 Lakhs). Your Company continues to focus on management of its working capital. Receivables, inventories and other working capital parameters are kept under continuous monitoring.

Your directors place on record their appreciation to the Bankers of the Company i.e. Bank of India, Axis Bank and SIDBI for providing financial support.

DEPOSITS FROM PUBLIC:

Your Company has not accepted deposit from the public falling within the ambit of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 and there were no remaining unclaimed deposits as on 31st March, 2018. Further, the Company has not accepted any deposit or loans in contravention of the provisions of the Chapter V of the Companies Act, 2013 and the Rules made there under.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Company has not provided any loan, Guarantee and investment pursuant to Section 186 of the Companies Act, 2013 during the year.

CSR INITIATIVES:

The Company was not required to spend any amount towards Corporate Social Responsibility (CSR) Expenditure as none of the thresholds as specified in Section 135 of the Companies Act, 2013, was crossed in the previous financial years. However during the Financial year 2017-18, the company falls under the provisions of the Section 135 of the Companies Act, 2013 and the rules made their under on the basis of its Profitability.

The Board constuties the Corporate Social Responsibility Committee which comprises of Shri Binod Kumar Agarwal as the Chairman, Smt. Sunita Agrawal and Shri Ham Badshah, as its members to formulate and recommend to the Board a CSR policy which shall indicate the activities to be undertaken by the Company as specified in Schedule VII of the Companies Act, 2013 and also recommend the amount of expenditure to be incurred.

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

The Company has in place an An-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Readdressal) Act, 2013. An Internal Complaints Committee (ICC) has been set up to redress the Complaint received regarding sexual harassment. There was no case of sexual harassment reported during the year under review.

RISK MANAGEMENTPOLICY AND INTERNAL CONTROL ADEQUACY:

The Company has in place Risk Management Policy as per requirement of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 134(3)(n) of the Companies Act, 2013, which requires the Company to lay down procedure for risk assessment and risk minimization. The Board of Directors, Audit Committee and the Senior Management of the Company should periodically review the policy and monitor its implementation to ensure the optimization of business performance, to promote confidence amongst stake holders in the business processes, plan and meet strategic objecvties and evaluate, tackle and resolve various risks associated with the Company. The business of the Company is exposed to various risks, arising out of internal and external factors i.e. constantly maintaining high quality standards, fuctuations in the price of raw materials, risks from International competitors, functuations in currency rates, etc. Other than this, the Government Policy, local area authority, Taxation Policy may adversely affect the Profitability of the Company subject to various process and clearance etc as may be decided by the concerning State Government. Further, general market conditions relating to the demand, supply, price relating to the products of the company.

Implementation of the Scheme:

The functional managers at all locations will be responsible for identifying and assessing the risk s within their areas of responsibilies and actions agreed beforehand to resolve such risks. They will report for any new risk or changes in the existing risk to the President/Managing Director. The Board and the senior executives of the Company will oversee the implementation of the policy and review the same periodically; the Board will be updated on key risks faced by the Company and the managing actions taken to resolve them.

INTERNAL FINANCIAL CONTROL & ITS EFFECTIV:

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit function is defined. The Audit Committee of the Board of Directors actively reviews the adequacy and of the Internal Control System and suggests improvements to strengthen the same. To maintain its objecvity and independence, the Internal Auditor reports to the Chairman of the Audit Committee of the Board. Based on the report of internal audit function, Company undertakes correcv e acon in their respecv e areas and thereby strengthens the controls. Recommendaons along with correcv e actions thereon are presented to the Audit Committee of the Board and accordingly implementation has been carried out by the Company.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company has a vigil mechanism named Vigil Mechanism/Whistle Blower Policy to deal with instance of fraud and mismanagement, if any. The

SUBSIDIARY, ASSOCIATE AND JOINT VENTURE AND AUDITED FINANCIAL STATEMENTS OF THE COMPANY:

The Company does not have any subsidiary, associate or joint venture during the year 2017-18 as well as at the beginning or closing of the financial year therefore the financial statement is prepared on standalone basis and the requirement for disclosure in the Form AOC-1 is not applicable. However, your Company is an associate of Suhana Tradelinks Private Limited during Financial Year 2017-18, which is holding about 27.68% of the total paid up capital as on 31.03.2018

BOARD OF DIRECTORS, THEIR MEETINGS & KMPs:

Composion of Board of Directors as on 31.03.2018:

Shri Binod Kumar Agarwal Chairman & Managing Director
Shri Ranjan Kumar Mohapatra Joint Managing Director
Smt. Sunita Agrawal Non-Executive Director
Shri Sakul Grover Non-Executive Director
Shri Basant Patwa Independent Director
Shri Mahendra Kumar Bhagat Independent Director
Shri Ham Badshah Independent Director

Independent Directors

As per provisions of the Companies Act, 2013, Shri Basant Patwa (DIN: 01775553), Shri Mahendra Kumar Bhagat (DIN: 01400781) and Shri Ham Badshah (DIN: 05118272)were appointed as Independent Directors on the Board w.e.f 10th June, 2017 for a term of Five years. The appointments of the aforesaid Independent Directors were confirmed by the members at the Extra ordinary General Meeting held on 27th June, 2017. All the Independent Directors shall not be liable to rer e by rotaon.

The Independent Directors have given declaraon of Independence stang that they meet the criteria of independence as mentioned under Section 149(6) of the Companies Act, 2013. Further that the Board is of the opinion that all the independent directors ful ll the criteria as laid down under the Companies Act, 2013 during the year 2017-18 as well as the SEBI (LODR) Regulations, 2015.

Directors seeking re-appointment at the ensuing Annual General Meeting In accordance with the provisions of the Companies Act, 2013 and in terms of the Arcles of Associaon of the Company, Shri Sakul Grover (DIN:06863528), Non-Executives Director of the Company is liable to rer e by rotaon and being eligible o ers himself for re-appointment.

Changes in Directors and Key Managerial Personnel

The Company has Shri Binod Kumar Agarwal, Chairman & Managing Director and Shri Ranjan Kumar Mohapatra, Joint Managing Director on the Board and they have been categorized as Key Managerial personnel as per the Companies Act, 2013.

Shri Vipul Goyal, has been appointed as Company Secretary & Compliance O cer of the Company w.e.f. 10th June, 2017 and designated as the Key Managerial Personnel.

Shri Hamza Hussain, who has been working as General Manager-Accounts has been designated as Chief Financial O cer and Key Managerial Personnel of the Company w.e.f. 10th June, 2017.

Board Independence

Our de nion of ‘Independence of Directors or Regulation is derived from Regulation 16 of SEBI (LODR) Regulations, 2015 and Section 149(6) of the Companies Act, 2013. The Company is having total 7 directors in the Board out of them the following 3 directors are independent directors

1. Shri Basant Patwa Independent Director
2. Shri Mahendra Kumar Bhagat Independent Director
3. Shri Ham Badshah Independent Director

Number of Meetings of the Board

The Board meets at regular intervals to discuss and decide on Companys business policy and strategy apart from other Board business. The noce of Board Meeting is given well in advance to all the Directors. The Agenda of the Board/Committee metings is circulated to all the Directors as per the provisions of Companies Act, 2013 and rules made thereunder. The Agenda for the Board and Committee mettings includes detailed notes on the items to be discussed at the Meeting to enable the Directors to take an informed decision.

The Board meets 10(Ten) mes in the Financial Year 2017-18 viz., on 20th April, 2017; 01stMay, 2017; 05thJune, 2017; 10th June, 2017; 23rdJune,2017; 17thJuly, 2017; 06thSeptember, 2017; 30thSeptember, 2017; 08thNovember, 2017; and 20thFebruary, 2018. The maximum interval between any two Meetings did not exceed 120 days.

Separate Meetingof Independent Directors

As spula ted by the Code of Conduct for Independent Directors under the Companies Act, 2013, a separate Meeting of the Independent Directors of the Company was held on 20th February, 2018 to review the performance of Non-Independent Directors (including the Chairman) and the enr e Board. The Independent Directors also reviewed the quality, content and meliness of the ow of information between the Management and the Board and its Committees which is necessary to and reasonably perform and discharge their dues.

Annual evaluation by the Board

The evaluation framework for assessing the performance of Directors comprises of the following key areas: i. A endance of Board Meetings and Committ eeMeetingsii. Quality of contribution to Board deliberaons iii. Strategic perspectives or inputs regarding future growth of Company and its performance iv. Providing perspectives and feedback going beyond information provided by the management v. Commitment to shareholder and other stakeholder interests

The evaluation involves self-evaluation by the Board Member and subsequently assessment by the Board of Directors. A member of the Board will not participate in the discussion of his/her evaluation.

COMMITTEES OF THE BOARD

The Company has following Four Committees as follows:

(a) Audit Committee: The Company has constuted Audit Committee as per Section 177 of the Companies Act 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015; vide resolution passed at the Meeting of the Board of Directors held on June 23rd, 2017. The terms of reference of Audit Committee are broadly in accordance with the provisions of SEBI (LODR) Regulations 2015 and Companies Act, 2013. The Audit Committee comprises of the following Members as on 31stMarch, 2018.

Name of Director Nature of Directorship Designation in the Committee
Shri Ham Badshah Non-Executive & Independent Director Chairman
Shri Basant Patwa Non-Executive & Independent Director Member
Shri Mahendra Kumar Bhagat Non-Executive & Independent Director Member
Smt. Sunita Agrawal Non-Executive Director Member

(b) Nomination and Remuneration Committee:

The Company has constuted a Nomination and Remuneration Committee in accordance Section 178 of the Companies Act, 2013. The constution of the Nomination and Remuneration Committee was approved by a Meeting of the Board of Directors held on June 23rd, 2017. The Nomination and Remuneration Committee comprises of the following Members as on 31stMarch, 2018.

Name of Director Nature of Directorship Designation in the Committee
Shri Ham Badshah Non-Executive & Independent Director Chairman
Shri Basant Patwa Non-Executive & Independent Director Member
Shri Mahendra Kumar Bhagat Non-Executive & Independent Director Member
Smt. Sunita Agrawal Non-Executive Director Member

The Policy of the Company on Directors appointment and Remuneration including criteria for determining quali caons, posiv e es, independence of a Director and other ma ers provided under Section 178(3), is annexed with the Report as "Annexure B"

(c) Stakeholders Relationship Committee

The Company has constuted a shareholder/investors grievance Committee ("Stakeholders Relationship Committee") to redress complaints of the shareholders. The Stakeholders Relationship Committee was constuted vide resolution passed at the Meeting of the Board of Directors held on June 23rd, 2017. The Stakeholders Relationship Committee comprises the following Members as on 31stMarch, 2018:

Name of Director Nature of Directorship Designation in the Committee
Shri Ham Badshah Non-Executive & Independent Director Chairman
Shri Basant Patwa Non-Executive & Independent Director Member
Shri Mahendra Kumar Bhagat Non-Executive & Independent Director Member
Smt. Sunita Agrawal Non-Executive Director Member

(d) Corporate Social Responsibility (CSR) Committee:

Company has constuted a CSR Committee in accordance with the provisions of Section 135 of Companies Act, 2013.The constution of the "Corporate Social Responsibility" (CSR) Committee was approved by a Meeting of the Board as per requirements. The CSR Committee comprises the following Members:

Name of Director Nature of Directorship Designation in the Committee
Shri Binod Kumar Agarwal Managing Director Chairman
Shri Ham Badshah Non-Executive & Independent Director Member
Smt. Sunita Agrawal Non-Executive Director Member

RELATED PARTY TRANSACTIONS:

All Related Party Transactions that were entered into during the Financial Year 2017-18 were on Arms Length Basis and were in the Ordinary Course of business. There are no materially significant Related Party Transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potenal con ict with the interest of the Company at large.

All Related Party Transactions were approved by the Audit Committee, and the Board. The Company has developed Related Party Transactions Policy which was approved by the Board for purpose of identification and monitoring of such transactions.

Form AOC-2 for annexed with the Board Report as "Annexure C"

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.

AUDITORS, THEIR REPORT & COMMENTS BY THE MANAGEMENT:

Statutory Auditors

M/s ABN& Co., Chartered Accountants, Statutory Auditors were appointed for a term of 5 years commencing from the conclusion of 06thAnnual General Meeting of the Company to the conclusion of 11th Annual General Meeting and they have confirmed their eligibility under Section 141(3)(g) of the Companies Act, 2013 and the rules framed there under. As required under Regulation 33(d) of the SEBI (LODR) Regulation, 2015, the auditors have also confirmed that they hold a valid Certificate issued by the Peer Review Board of the Instution of Chartered Accountants of India.

Your Board is pleased to inform that there is no such observation made by the Auditors in their report which needs any explanation by the Board.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Ritesh Gupta & Co., Company Secretaries, Indore, to undertake the Secretarial Audit of the Company for the financial year 2017-2018.

The Secretarial Audit Report is self-explanatory and therefore do not call for any explanatory note and the same is annexed herewith as "Annexure D".

Internal Auditor

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s M.S. Dahiya & Co., Indore, to undertake the Internal Audit of the Company for the financial year 2017-2018.

Cost Audit

The Provisions of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies (Audit & Auditors) Rules, 2014 relating to the cost audit are not applicable to the Company during the financial year.

DISCLOSURE FOR FRAUDS AGAINST THE COMPANY:

In terms of the provisions of Section 134(3)(ca) of the Companies Act, 2013, there were no frauds committed against the Company and persons who are reportable under Section 141(12) by the Auditors to the Central Government. Also, there were no non-reportable frauds during the year 2017-18.

CORPORATE GOVERNANCE:

The Company being listed on the NSE Emerge is exempted from provisions of corporate governance as per Regulation 15 of SEBI (LODR) Regulations, 2015. Hence no Corporate Governance Report is required to be disclosed with Annual Report. It is permanent that the Company follows majority of the provisions of the corporate governance voluntarily.

CODE OF CONDUCT:

Regulation 17(5) of the SEBI (LODR) Regulations, 2015 requires listed companies to lay down a Code of Conduct for its directors and senior management, incorporating dues of directors as laid down in the Companies Act, 2013. The Company has adopted a Code of Conduct for all Directors and Senior Management of the Company which is applicable with effect from the date of Listing of the Company i.e. 05th October, 2017 and same has been hosted on the website of the company.

CONSOLIDATED FINANCIAL STATEMENTS:

Since the company is not having any subsidiary, associates or joint venture, therefore, the requirement for Consolidated Financial Statements in accordance with relevant Accounting Standards (AS) is not applicable to the Company.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo spulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure E".

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THIS REPORT:

Except that as stated in the relevant places, the material changes, development, from the 31st March, 2018 ll the date of this Boards Report, there are no material changes which may affect the financial position of the Company.

EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in form MGT-9 is annexed herewith as "Annexure F"

RATIO OF THE REMUNERATION OF EACH DIRECTOR TO THE MEDIAN EMPLOYEES REMUNERATION AND PARTICULARS OF EMPLOYEES:

Details pursuant to provision of Section 197(12) of Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and the details are given in the "Annexure G".

During the year, none of the employees received Remuneration in excess of the limit prescribed under Section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendment thereof.

INDUSTRIAL RELATIONS:

During the year under review your Company enjoyed cordial Relationship with workers and employees at all levels.

PREVENTION OF INSIDER TRADING:

The Provisions of SEBI (Prohibition of Insider Trading) Regulation, 2015; were not applicable on the Company during Financial Year 2016-17. However the Company has adopted Code of Conduct under SEBI (Prohibition of Insider Trading) Regulation, 2015 which is applicable with effect from date of Listing of the Company i.e. 05th October, 2017 and same has been hosted on the website of the company.

SECRETARIAL STANDARDS OF ICSI:

The Secretarial Standards as specified by the Instution of Company Secretaries of India for Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) came into effect from 1st July 2015. The Company is in compliance with the same.

ACKNOWLEDGEMENTS:

Your Directors thank the various Central and State Government Departments, Organizations and Agencies for the continued help and co-operation extended by them. The Directors also gratefully acknowledge support of the NSE Ltd. Lead Manager, Share Transfer Agent and other intermediaries of the Public Issue of the Company and also to all stakeholders of the Company viz. customers, members, dealers, vendors, bankers and other business partners for the excellent support received from them during the year. The Directors place on record their sincere appreciation to all employees of the Company for their commitment and continued contribution to the Company.