Supremex Shine Steels Ltd Directors Report.

TO

THE MEMBERS OF THE COMPANY,

Your Directors are pleased to present the 09th Annual Report on the business and operations of the Company together with the Audited Financial Statements for the year ended 31st March, 2020.

FINANCIAL HIGHLIGHTS:

S. No. Particulars Current Year ended 31st March, 2020 Previous Year ended 31st March, 2019
15,29,78,238 4,16,50,768
1. Total Revenue
2.Profit before Depreciation & Amortization 20,01,344 16,69,999
3. Expenses, Finance Cost and Tax
Less : Depreciation and Amortization Expenses - -
4 Finance Cost - -
5. Profit before Tax 20,01,344 16,69,999
6. Less: Provision for Tax 5,31,000 4,40,000
(18,338) -
7. (Excess)/Short Provision
14,88,682 12,29,999
8. Profit after Tax
9. Prior Period Adjustment - -
10. Profit for the year 14,88,682 1,229,999
11. Balance of Profit as per last Balance Sheet 20,00,409 770,410
12. Balance Available for Appropriation 34,89,090 20,00,409
13. Balance of Profit carried to Balance Sheet 34,89,090 20,00,409

REVIEW OF OPERATIONS:

During the year under review, the Companys Revenue from operations stood at Rs. 15,29,78,238/- as compared with Rs. 4,16,50,768/- in the previous year. The Operating Profit before tax stood at Rs. 20,01,344/- as against Rs. 16,69,999/- in the Previous Year. The Net Profit for the year stood at Rs. 14,88,682/- as against Rs. 12,29,999/- reported in the Previous Year.

The Company continued to operate in the business of trading in steels and acting as advisor and consultant on all matters and complications relating steel industry. There are no material changes or commitments affecting the financial position of the Company which have occurred between the end of the financial year and the date of this Report.

DIVIDEND AND RESERVES:

The Board has not recommended any dividend for Financial Year 2019-20 in view of the current market outlook; and in order to preserve cash. In view of the exceptional circumstances during the year 2019-20, and the good reserves position, no amount has been transferred to reserves.

SHARE CAPITAL OF THE COMPANY:

There was no change in share capital of the Company during the year 2019-20. The paid up equity share capital of the Company as on 31st March, 2020 is Rs. 3,15,40,000/- (Rupees Three Crores Fifteen Lakhs Forty Thousand only) divided into 3,15,40,000 Equity shares of the face value of Re. 1/- (Rupee One) each. The said shares are listed on BSE Limited.

MANAGEMENT DISCUSSIONS AND ANALYSIS:

The Management Discussion and Analysis Report on the operations of the Company, as required under Regulation 34 read with Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as Listing Regulations) and as approved by the Board of Directors, is provided in a separate section and forms an integral part of this Report.

EXTRACT OF ANNUAL RETURN:

As required by Section 92(3) of the Companies Act, 2013, read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the extract of the Annual Return in form MGT-9 is annexed herewith as Annexure –I to this report.

PUBLIC DEPOSITS:

During the year under review, the Company has not accepted any deposits within the meaning of Section 73 and 76 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

DIRECTORS RESPONSIBILITY STATEMENT:

To the best of knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement 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 31st March, 2020, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. that the directors had 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 financial year and of the profit of the company for that period;

c. that the directors 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. the Annual Accounts have been prepared on a going concern basis;

e. that the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

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

CORPORATE GOVERNANCE REPORT:

As per the provisions of Regulation 15(2) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the provisions related to Corporate Governance as specified in Regulations 17, 18, 19, 20, 21,22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and Para C, D and E of Schedule V shall not apply to a listed entity having paid up Share Capital not exceeding Rupees Ten Crores and Net worth not exceeding Rupees Twenty Five Crores, as on the last day of the previous financial year.

As on the last day of the previous financial year, the paid up Share Capital and Net worth of the Company was below the threshold limits stated above, thereby presently the Company is not required to comply with the above provisions of Corporate Governance.

Accordingly, the Report on Corporate Governance and Certificate regarding compliance of conditions of Corporate Governance are not made a part of the Annual Report.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING / OUTGO:

Details regarding Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are stated below:

Pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, details regarding Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo for the year under review are as follows:

A. Conservation of Energy

a. Steps taken or impact on conservation of energy – The Operations of the Company do not consume energy intensively. However, Company continues to implement prudent practices for saving electricity and other energy resources in day-to-day activities. b. Steps taken by the Company for utilizing alternate sources of energy – Though the activities undertaken by the Company are not energy intensive, the Company shall explore alternative sources of energy, as and when the necessity arises.

B. Technology Absorption

a. The efforts made towards technology absorption – The Company continues to take prudential measures in respect of technology absorption, adaptation and take innovative steps to use the scarce resources effectively. b. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) – Not Applicable

C. The Particulars of Foreign Exchange and Outgo for the year under review are:

(Rs. in Lakhs)
Particulars Year ended 31st March, 2020 Year ended 31st March, 2019
Foreign exchange earning Nil Nil
Foreign exchange Outgo Nil Nil

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:

During the year under review, no employee was in receipt of remuneration exceeding the limits as prescribed under provisions of Section 197 of the Companies Act, 2013 and Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The necessary disclosure with respect to the remuneration of Directors and employees as required under Section 197(12) of the Companies Act, 2013 and Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been appended as Annexure –II to this Report.

CASH FLOW AND CONSOLIDATED FINANCIAL STATEMENTS:

As required by Regulation 34(2) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Cash Flow Statement is appended. As the Company does not have any Subsidiary Company or Associate Company or Joint Venture Company, it is not required to publish Consolidated Financial Statement.

DIRECTORS:

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16 (1)(b) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. As per the provisions of the Companies Act, 2013, Independent Directors have been appointed for a period of five years and shall not be liable to retire by rotation.

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with Companies (Management & Administration) Rules, 2014 and Articles of Association of the Company, Mrs. Leena Modi, Managing Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible, has offered herself for re-appointment and your Board recommends his reappointment.

As stipulated under the Regulation 36 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI), brief resume of the Directors proposed to be appointed/reappointed are given in the Notice convening 09th Annual General Meeting of the Company.

KEY MANAGERIAL PERSONNEL:

The Board of Directors of the Company has:

??Noted the resignation of Mr. Bharat Bhatt from the post of Chief Financial Officer with effect from 28th January, 2020.

??Appointed Mr. Hardik Patel as Chief Financial Officer of the Company with effect from 28th January, 2020 upon recommendation of Nomination and Remuneration Committee and Audit Committee.

MEETINGS OF THE BOARD:

The Board meets at regular intervals to discuss and decide on Company / business policy and strategy apart from other Board business. A tentative annual calendar of the Board and Committee Meetings is informed to the Directors in advance to facilitate them to plan their schedule and to ensure meaningful participation in the meetings.

The notice of meeting of Directors and Committees is given well in advance to all the Directors of the Company. The agenda of the Board / Committee meetings is circulated not less than 7 days prior to the date of the meeting. The agenda for the Board and Committee meetings includes detailed notes on the items to be discussed at the meeting to enable the Directors to take an informed decision.

During the year under review, 07 (Seven) Board Meetings were convened and held on 21st May, 2019 10th June 2019, 31st July 2019, 13th August, 2019, 13th November, 2019, 28th January 2020, 13th February, 2020 and in accordance with the provisions of the Companies Act, 2013 and rules made there under. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

Name of Director Category Meetings held during Year Meetings attended
Mrs. Leena Modi Managing Director 7 7
Mr. Vipul Modi Non-Executive Director 7 7
Mr. Siddharth Shah Independent Director 7 7
Mr. Venkateswara Rao Independent Director 7 7

SEPARATE MEETING OF INDEPENDENT DIRECTORS:

As stipulated by the Code of Independent Directors under Schedule IV of the Companies Act, 2013, a separate meeting of the Independent Directors of the Company was held on 13th February, 2020 to review, among other things, the performance of non-independent directors and the Board as whole, evaluation of the performance of the Chairman and the flow of communication between the Board and the management of the Company.

COMMITTEES OF THE BOARD:

The Companys Board has the following Committees:

??Audit Committee

??Nomination and Remuneration Committee ??Stakeholders Relationship Committee

(I) AUDIT COMMITTEE:

The Company through its Board of Directors has constituted Audit Committee as per the provisions of Section 177 of the Companies Act, 2013. During the financial year 2019-20, 05 (Five) meetings of Audit Committee were held on 21st May, 2019, 13th August, 2019, 13th November, 2019, 28th January 2020, 13th February, 2020

The table below highlights the composition and attendance of the Members of the Committee. The requisite quorum was present at all the Meetings.

Name of Members Designation Meetings attended
Mr. Siddharth Shah Chairman 5
Mr. Venkateswara Rao Member 5
Mr. Vipul Modi Member 5

The Company Secretary shall act as the Secretary to the Committee.

All the recommendations made by the Audit Committee were accepted by the Board of Directors.

The terms of reference of the Audit Committee shall include but not limited to the following:

a) To recommend the appointment/re-appointment/ re-placement and terms of appointment of the Auditors of the Company.

b) To review and monitor Auditors independence and performance and effectiveness of audit process.

c) To review with the Management the Quarterly Financial Results before submission to the Board for approval.

d) Review the adequacy of internal control system. Finding of any internal investigations by the internal auditors in to matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board.

e) Approval or any subsequent modification of transactions of the Company with related parties.

f) Reviewing the Companys risk management policy.

g) To scrutinize inter-corporate loans and investments made by the Company.

h) To evaluate the Internal Financial Controls and Risk Management Systems.

i) To carry out valuation of undertakings and the assets of the Company, wherever it is necessary.

j) To review, with the management, performance of Statutory and Internal Auditors, adequacy of the Internal Control System.

k) To review the functioning of the Whistle Blower Mechanism.

l) To approve appointment of Chief Financial Officer after assessing the qualifications, experience and background etc. of the candidate.

m) To carry out any other function, as may be assigned to Audit Committee pursuant to any amendments to the Listing Regulations and the applicable provisions of the Act.

n) To oversee the Companys financial reporting process and disclosure of the financial information to ensure that the financial statements are correct, sufficient and creditable.

o) To review the following information/document:

??Management Discussion and Analysis of financial condition and results of operation; ??Statement of significant related party transactions (as defined by the Audit Committee), submitted by management; ??Management letter/letters of internal control weakness issued by the Statutory Auditors; ??Internal audit reports relating to internal control weakness; ??Quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1) of the Listing Regulations.

(II) NOMINATION AND REMUNERATION COMMITTEE:

The Company through its Board of Directors has constituted Nomination and Remuneration Committee (hereinafter referred as "NRC") as per the provisions of Section 178 of the Companies Act, 2013. During the financial year 2019-20, 03 (three) meeting of NRC was held on 21st May, 2019, 13th August, 2019, 28th January 2020.

The table below highlights the composition and attendance of the Members of the Committee. The requisite quorum was present at the Meeting.

Name of Members Designation Meetings attended
Mr. Siddharth Shah Chairman 3
Mr. Venkateswara Rao Member 3
Mr. Vipul Modi Member 3

The Company Secretary shall act as the Secretary to the Committee.

The broad terms of reference of the NRC, as approved by the Board, are in compliance with Section 178 of the Companies Act, 2013 which are as follows:

a) To lay down criteria for determining qualifications, positive attributes and independence of a Director and recommend to the Board of Directors a policy relating to the remuneration of the Directors, Key Managerial Personnel and other employees.

b) To formulate a criteria for evaluation of performance of Independent Directors and the Board of Directors

. c) To recommend remuneration to be paid to a Director for any service rendered by him to the Company which are of a professional nature and provide an opinion, whether such Director possess the requisite qualification for the practice of such profession.

d) To identify persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down, and recommend to the Board of Directors their appointment and removal.

e) To decide whether to extend or continue the term of appointment of the Independent Director, on the basis of the report of performance evaluation of Independent Directors.

f) To recommend to the Board the appointment and removal of the Directors, including Independent Directors.

g) Carrying out functions as delegated by the Board of Directors from time to time.

The Board of Directors has framed "Remuneration and Nomination 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 said Policy is annexed herewith as Annexure - III to this report.

(III) STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Company through its Board of Directors has constituted Stakeholders Relationship Committee as per the provisions of Section 178 of the Companies Act, 2013. During the financial year 2019-20, 04 (Four) meetings of Stakeholders Relationship Committee were held on 21st May, 2019, 13th August, 2019, 13th November, 2019, 13th February, 2020.

The table below highlights the composition and attendance of the Members of the Committee. The requisite quorum was present at all the Meetings.

Name of Members Designation Meetings attended
Mr. Venkateswara Rao Chairman 4
Mr. Siddharth Shah Member 4
Mrs. Leena Modi Member 4

The Company Secretary shall act as the Secretary to the Committee. Mr. Suraj Pandey, Company Secretary, is designated as the "Compliance Officer" who oversees the redressal of the stakeholders grievances.

Stakeholders Relationship Committee is empowered to oversee the redressal of Stakeholders complaints pertaining to transfer of shares, non-receipt of annual reports, non-receipt of declared dividends, issue of duplicate certificates, transmission /demat / remat of shares and other miscellaneous grievances.

The detailed particulars of Stakeholders complaints handled by the Company and its Registrar & Share Transfer Agent during the FY 2019-20 are as under:

Nature of Complaints Opening at the beginning of year Received during the year Redressed Pending at the end of year
Non-receipt of Share Certificate Nil Nil -- Nil
Non-receipt of Dividend/ Interest/ Redemption Warrant Nil Nil -- Nil
Non-receipt of Annual Report Nil Nil -- Nil
Others Nil Nil -- Nil
Total Nil Nil -- Nil

ANNUAL PERFORMANCE EVALUATION BY THE BOARD:

Pursuant to the provisions of the Companies Act, 2013, a formal annual evaluation needs to be made by the Board of its own performance and that of its Committees and individual directors. Pursuant to the provisions of the Act and the Listing Regulations, the Non-Executive Non-Independent Directors and the Executive Directors of the Company were evaluated by the Independent Directors of the Company in a separate meeting of Independent Directors held during the year.

The Company has devised criteria for performance evaluation of Independent Directors, Board/Committees, and other individual Directors which includes criteria for performance evaluation of Non-Executive Directors and Executive Directors. Performance evaluation has been carried out as per the "Policy on Criteria for performance appraisal/ evaluation process of Independent Directors and Board".

The Board has carried out an evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee of the Company. The Board has devised questionnaire to evaluate the performances of each of Executive, Non-Executive and Independent Directors. Such questions are prepared considering the business of the Company and the expectations that the Board have from each of the Directors. The Board of Directors expressed their satisfaction with the evaluation process.

DIRECTORS TRAINING AND FAMILIARIZATION:

The Company undertakes and makes necessary provision of an appropriate induction programme for new Director(s) and ongoing training for existing Directors. The new Director(s) are introduced to the Company culture, through appropriate training programmes. Such kind of training programmes helps develop relationship of the directors with the Company and familiarize them with Company processes. The management provides such information and training either at the meeting of Board of Directors or at other places. The induction process is designed to: ??build an understanding of the Companys processes and ??fully equip Directors to perform their role on the Board effectively

Upon appointment, Directors receive a Letter of Appointment setting out in detail, the terms of appointment, duties, responsibilities and expectations from them.

DETAILS OF FRAUD REPORT BY AUDITOR:

As per auditors report, no fraud u/s 143 (12) reported by the auditor.

WEB-LINK OF ANNUAL RETURN

The company is having website i.e. supremexshinesteels.in and annual return of the company has been also published on such website.

AUDITORS:

(I) STATUTORY AUDITORS:

As per the provisions of the Act, the period of office of J. B. Dudhela & Co., Chartered Accountants, Mumbai (FRN: 102777W), Statutory Auditors of the Company, expires at the conclusion of the ensuing Annual General Meeting. It is proposed to appoint M/s. K. J. Shah &Associates, Chartered Accountants, Mumbai (FRN: 127308W), as Statutory Auditors of the Company, for a term of 5 (five) consecutive years. M/s. K. J. Shah & Associates, Chartered Accountants, have confirmed their eligibility and qualification required under the Act for holding the office, as Statutory Auditors of the Company.

The Company has received written consent and Eligibility certificate that they satisfy the criteria provided under Section 141 of the Companies Act, 2013 and if appointed, their appointment would be within the limits prescribed under Section 139 of the Companies Act, 2013.

Notes on financial statement referred to in the Auditors Report are self-explanatory and do not call for any further comments. The Auditors Report does not contain any qualification, reservation or adverse remark.

(II) INTERNAL AUDITORS:

Pursuant to Provision of Section 138 of Companies Act, 2013, read with Companies (Accounts) Rules, 2014, the Board of Directors on recommendation of Audit Committee has re-appointed M/s. I. P. Mehta and Co., Chartered Accountants, as an Internal Auditors of the Company. Internal Auditors submits their reports on quarterly basis to the Audit Committee.

Based on the report of internal audit function undertake corrective action in their respective areas and thereby strengthen the controls. Significant audit observations and corrective actions thereon are presented to the Audit Committee of the Board.

(III) SECRETARIAL AUDITORS:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board has appointed Mr. Sanjay Maurya, Proprietor of M/s. Maurya & Associates, Company Secretaries, to conduct Secretarial Audit for the financial year ended on 31st March, 2020.

Secretarial Audit Report issued by Mr. Sanjay Maurya, Proprietor of M/s. Maurya & Associates, Company Secretaries, in Form MR-3 is annexed herewith as Annexure IV and forms an integral part of this Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The company has in place Internal Financial Control system, commensurate with size & complexity of its operations to ensure proper recording of financial and operational information & compliance of various internal controls & other regulatory &statutory compliances. During the year under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls.

Internal Auditors comprising of professional Chartered Accountants monitor & evaluate the efficacy of Internal Financial Control system in the company, its compliance with operating system, accounting procedures & policies at all the locations of the company. Based on their report of Internal

Audit function, corrective actions in the respective area are undertaken & controls are strengthened. Significant audit observations &corrective action suggested are presented to the Audit Committee of the Board.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

As the Company is not having net worth of rupees five hundred Crores or more, or turnover of rupees one thousand Crores or more or a net profit of rupees five Crores or more during any financial year, therefore, the provisions of Section 135 of the Companies Act, 2013 with the regard to the formation of the CSR Committee and undertaking of Social Expenditure are not applicable to your Company.

SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT VENTURES:

As Company does not have any Subsidiaries or Joint Ventures or Associates Companies, it is not required to give disclosure in Form AOC-1 pursuant to first proviso to sub-section (3) of Section 129 read with Rule 5 of Companies (Accounts) Rules, 2014.

PARTICULAR OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:

The Company has formulated a policy on Related Party Transactions for purpose of identification and monitoring of such transactions. The said policy on Related Party Transactions is approved by the Board. During the year ended on 31st March, 2019, our company has entered into transactions with related parties as defined under Section 2(76) of the Companies Act, 2013, read with applicable rules made thereunder, which were in the ordinary course of business & on arms length basis & in accordance with the provisions of the Companies Act, 2013 and Rules issued there under.

During the year ended on 31st March, 2020, there were no transactions with related parties which qualify as material transactions. The details of the related party transactions as required under Accounting Standard-18 are set out in Note 19 to the Audited Financial Statements forming part of this Annual Report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY:

Your Company has not given any loans, directly or indirectly or guarantees or provided any security or made any investments during the year under review covered under section 186 of the Companies Act, 2013.

VIGIL MECHANISM / WHISTLE BLOWER POLICY:

In pursuance to Section 177 of the Companies Act, 2013, the Company has adopted a Vigil Mechanism / Whistle Blower Policy to deal with instance of fraud and mismanagement, if any.

The Company promotes ethical behaviour in all its business activities and has adopted a mechanism of reporting illegal or unethical behaviour. The Company has a whistle blower policy wherein the employees are free to report violations of laws, rules, regulations or unethical conduct to their immediate supervisor or such other person as may be notified by the management to the employees / workers. The mechanism also provides for adequate safeguards against victimization of directors and employees who avail of the mechanism and also provide for direct access to the Chairperson of the Audit Committee in the exceptional cases. The confidentiality of those reporting violation is maintained and they are not subjected to any discriminatory practice. However, no violation of laws or unethical conduct etc. was brought to the notice of the Management or Audit Committee during the year ended 31st March, 2020. We affirm that during the financial year 2019-20, no employee or director was denied access to the Audit Committee.

RISK MANAGEMENT POLICY:

Your Company has an elaborated risk Management procedure and adopted systematic approach to mitigate risk associated with accomplishment of objectives, operations, revenues and regulations. Your Company believes that this would ensure mitigating steps proactively and help to achieve stated objectives. The entitys objectives can be viewed in the context of four categories Strategic, Operations, Reporting and Compliance. The Risk Management process of the Company focuses on three elements, viz. (1) Risk Assessment; (2) Risk Management; (3) Risk Monitoring.

Audit Committee has been entrusted with the responsibility to assist the Board in (a) Overseeing and approving the Companys enterprise wide risk management framework; and (b) Overseeing that all the risk that the organisation faces. The key risks and mitigating actions are also placed before the Audit Committee of the Company. Significant audit observations and follow up actions thereon are reported to the Audit Committee. The Committee reviews adequacy and effectiveness of the Companys internal control environment and monitors the implementation of audit recommendations, including those relating to strengthening of the Companys risk management policies and systems.

GENERAL DISCLOSURE:

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise.

2. Issue of shares (sweat equity shares) to employees of the Company under ESOS.

3. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company operations in future.

Your Directors further states that during the year under review, there were no cases filed pursuant to the Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

ACKNOWLEDGEMENT:

The Board of Directors wishes to express its gratitude and record its sincere appreciation for the commitment and dedicated efforts put in by all the employees. Your Directors take this opportunity to express their grateful appreciation for the encouragement, cooperation and support received by the Company from the local authorities, bankers, clients, suppliers and business associates. The directors are thankful to the esteemed shareholders for their continued support and the confidence reposed in the Company and its management.

For and on behalf of the Board of Directors For Supremex Shine Steels Limited (Formerly known as ICVL Steels Limited)

Sd/- Sd/-
Vipul Modi Leena Modi
Director Managing Director
DIN: 00796116 DIN: 00796382

Place: Mumbai Date: 12th August, 2020

EXTRACT OF ANNUAL RETURN As on the financial year ended 31st March, 2020

[Pursuant to section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

i) CIN L28122MH2011PLC214373
ii) Registration Date 04/03/2011
iii) Name of the Company Supremex Shine Steels Limited

(Formerly known as ICVL Steels Limited)

iv) Category / Sub-Category of the Company Company limited by shares/ Indian Non- Government company
v) Address of the Registered office and contact details 1104, A Wing, Naman Midtown 11th Floor Senapati Bapat Marg, Prabhadevi Mumbai MH 400013
Phone: (022) 2439 1933
vi) Whether listed company Yes
vii) Name, Address and Contact details of Registrar and Transfer Agent, if any Purva Sharegistry (India) Private Limited 9, Shiv Shakti Industrial Estate, J. R. BorichaMarg, Lower Parel (E), Andheri (E), Mumbai-400011
Email id- purvashr@mtnl.net.in
Tel.- 022 23018261

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:

All the business activities contributing 10% or more of the total turnover of the company shall be stated:-

S. No. Name and Description of Main Product/Services NIC Code of the Product % to total turnover of the company
1. Wholesale of metals 4662 100%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES: Nil

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity):

(i) Category-wise Share Holding

No. of shares held at the beginning of the year

No. of shares held at the end of the year

Category of shareholders Demat Physical Total % of Total shares Demat Physi cal Total % of Total shares % Change during the year
A. Promoter
(1) Indian
(a) Individual
11,301,991 - 11,301,991 35.83 12,876,991 - 12,876,991 40.83 5
/HUF
(b) Central Govt. - - - - - - - - -
(c) State Govts. - - - - - - - - -
(d) Bodies Corp. 322,010 - 322,010 01.02 322,010 - 322,010 01.02 -
(e) Banks / FI - - - - - - - -
(f) Any Others
(Specify) - - - - - - - - -
Sub-total (A)(1) (2) Foreign 11,624,001 - 11,624,001 36.85 13,199,001 - 13,199,001 41.85 5
(a) NRIs - Individuals - - - - - - - - -
(b) Other - Individuals - - - - - - - - -
(c) Bodies Corp. - - - - - - - - -
(d) Banks / FI - - - - - - - - -
(e) Any Others (Specify) - - - - - - - - -
Sub-total (A)(2) - - - - - - - - -
Total
shareholding of promoters (A)= (A)(1) + (A)(2) 11,624,001 - 11,624,001 36.85 13,199,001 - 13,199,001 41.85 5
B. Public shareholding (1) Institutions
(a) Mutual
- - - - - - - - -
Funds
(b) Banks / FI - - - - - - - - -
(c) Central Govt. - - - - - - - - -
(d) State Govts. - - - - - - - - -
(e) Venture Capital Funds - - - - - - - - -
(f) Insurance Companies - - - - - - - - -
(g) FIIs - - - - - - - - -
(h) Foreign Venture Capital - - - - - - - - -
Investors
(i) Qualified
Foreign - - - - - - - - -
Investor
(j) Any Others (Specify) - - - - - - - - -
Sub Total (B)(1) (2)Non- - - - - - - - - -
Institutions - - - - - - - - -
(a) Bodies
- - - - - - - - -
Corporate
i) Indian 8,885,510 530 8,886,040 21.18 14,859,555 530 14,860,085 47.11 25.93
ii) Overseas - - - - - - - - -
(b) Individual - - - - - - - - -
(i) Individual shareholders holding nominal share capital up to Rs. 1 lakh 103,817 64,520 168,337 0.53 181,281 64,520 245,801 0.78 0.25
(ii) Individual shareholders holding nominal share capital in excess of Rs. 1 lakh 9,936,591 - 9,936,591 31.51 2,324,621 - 2,324,621 7.37 (24.14)
c) Qualified Foreign Investor - - - - - - - - -
(d) Any Others (Specify) - - - - - - - - -
(i) Trusts - - - - - - - - -
(ii) HUF 915,612 - 915,612 2.90 910,170 - 910,170 2.89 (0.01)
(iii) Clearing Members 9,419 - 9,419 0.03 322 - 322 0.00 (0.03)
Sub Total (B)(2) 19,850,949 65,050 19,915,999 63.15 18,275,949 65,050 18,275,949 58.15 (5)
Total Public Shareholding (B)=(B)(1) + (B)(2) 19,850,949 65,050 19,915,999 63.15 18,275,949 65,050 18,275,949 58.15 (5)
C. Shares
Held By
Custodians - - - - - - - - -
For GDRs & ADRs
Grand Total 31,474,950 65,050 31,540,000 100 31,474,950 65,050 31,540,000 100 -
(A) + (B) + (C)

(ii) Shareholding of Promoters

Shareholding at the beginning of the year

Shareholding at the end of the year

S. No. Shareholders Name No. of shares % of total shares of the Company % of shares Pledged /encumbe red to total shares No. of shares % of total shares of the Company % of shares Pledged /encumber ed to total shares % change in sharehold ing during the year
1Vipul Jayantilal Modi 3,016,191 9.56 - 3,016,191 9.56 -
2 Leena Vipul Modi 6,367,070 20.19 - 6,367,070 20.19 - -
3 Chandrakanta Jayantilal Modi 309,330 0.98 - 309,330 0.98 - -
4 Miloni Vipul Modi 1,000 0.003 - 1,000 0.003 - -
5 Jimeet Vipul Modi 107,670 0.34 - 107,670 0.34 -
6 Vipul Jayantilal Modi HUF 1,500,730 4.76 - 3,075,730 9.75 - 4.99
7 Jimeet Developers Private Limited 107,670 0.34 - 107,670 0.34 - -
Rock Builders And
8 Developers Private Limited 107,670 0.34 - 107,670 0.34 - -
9 Jinal Fin-Vest Private Limited 106,670 0.34 - 106,670 0.34 - -
Total 11,624,001 36.85 - 13,199,001 41.85 - 4.99

(iii) Changes in Promoters Shareholding

Shareholding at the beginning of the year

Cumulative shareholding during the year

S. No. Promoters Name No. of shares % of total shares of the Company No. of shares % of total shares of the Company
1 Vipul Jayantilal Modi
A At the beginning of the year 3,016,191 9.56
B Changes during the year

No change

C At the end of the year 3,016,191 9.56
2 Leena Vipul Modi
A At the beginning of the year 6,367,070 20.19
B Changes during the year

No change during the year

C At the end of the year 6,367,070 20.19
3 Chandrakanta Jayantilal Modi
A At the beginning of the year 309,330 0.98
B Changes during the year

No change during the year

C At the end of the year 309,330 0.98
4 Miloni Vipul Modi
A At the beginning of the year 1,000 0.003
B Changes during the year

No change during the year

C At the end of the year 1,000 0.003
5 Jimeet Vipul Modi
A At the beginning of the year 107,670 0.34
B Changes during the year

No change during the year

C At the end of the year 107,670 0.34
6 Vipul Jayantilal Modi HUF
A At the beginning of the year 1,500,730 4.76
B Changes during the year
Date Reason
03/12/2019 Purchase
1,575,000 4.99
C At the end of the year 3,075,730 9.75
7 Jimeet Developers Private
Limited
A At the beginning of the year 107,670 0.34
B Changes during the year No change during the year
C At the end of the year 107,670 0.34
8 Rock Builders And Developers
Private Limited
A At the beginning of the year 107,670 0.34
B Changes during the year No change during the year
C At the end of the year 107,670 0.34
9 Jinal Fin-Vest Private Limited
A At the beginning of the year 106,670 0.34
B Changes during the year No change during the year
C At the end of the year 106,670 0.34

(iv)Shareholding Pattern of Top Ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs):

Shareholding at the beginning of the year

Cumulative shareholding during the year

Sr. No. For each of the top 10 shareholders No. of shares % of total shares of the Company No. of shares % of total shares of the Company
1. Shitanshu Bipin Vora
A At the beginning of the year 4,500,909 14.27 - -
B Changes during the year
Date Reason
15/11/2019 Sale 2,424,659 7.69
03/12/2019 Sale 1,575,000 4.99
C At the end of the year 501,250 1.59
2 N K Wealth Solution LLP
A At the beginning of the year 4,418,209 14.01
B Changes during the year

No change during the year

C At the end of the year 4,418,209 14.01
3 NK Chem Plast Private Limited
A At the beginning of the year 2,895,111 9.18
B Changes during the year

No change during the year

C At the end of the year 2,895,111 9.18
4 Olumpus Trading & Advisory LLP
A At the beginning of the year 1,572,190 4.98 - -
B Changes during the year
Date Reason
16/04/2019 Purchase 1,514,819 4.80
30/04/2019 Purchase 1,906,542 6.04
15/11/2019 Purchase 2,374,659 7.53
C At the end of the year - - 7500000 23.78
5 Sejal Girish Mistry
A At the beginning of the year 759,541 2.41 - -
B Changes during the year No change during the year
C At the end of the year - - 759,541 2.41
6 Heena Turakhia
A At the beginning of the year 228,270 0.72
B Changes during the year No change during the year
C At the end of the year 228,270 0.72
7 Nikunj Mansukhlal Turakhia
A At the beginning of the year 228,270 0.72 -
B Changes during the year No change during the year
C At the end of the year - - 228,270 0.72
Nikunj Mansukhlal
8
Turakhia(HUF)
A At the beginning of the year 228,270 0.72 - -
B Changes during the year No change during the year
C At the end of the year - - 228,270 0.72
9 Hardik Mehta
A At the beginning of the year 186,680 0.59 - -
B Changes during the year No change during the year
C At the end of the year - - 186,680 0.59
10 Anshul Girish Mistry
A At the beginning of the year 651,000 2.06 - -
B Changes during the year
Sale 496,000 1.57
C At the end of the year - - 155,000 0.49

(V) Shareholding of Directors and Key Managerial Personnel:

Shareholding at the beginning of the year

Cumulative shareholding during the year

S. No. For each of the Directors and KMPs No. of shares % of total shares of the Company No. of shares % of total shares of the Company
1 Mr. Vipul Modi
A At the beginning of the year 3,016,191 9.56 - -
B Changes during the year

No change during the year

C At the end of the year - - 3,016,191 9.56
2 Mrs. Leena Modi
A At the beginning of the year 6,367,070 20.19 - -
B Changes during the year No change during the year
C At the end of the year - - 6,367,070 20.19
3 Mr. Siddharth Shah
A At the beginning of the year - - - -
B Changes during the year No change during the year
C At the end of the year - - - -
4 Mr. Venkateswara Rao
A At the beginning of the year - - - -
B Changes during the year No change during the year
C At the end of the year - - - -

V. INDEBTEDNESS: NIL

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

A. Remuneration to Managing Director, Whole- time Directors and/ or Manager : NIL
B. Remuneration to other Directors : NIL
C. Remuneration to Key Managerial Personnel Other Than MD / Manager / WTD :
SN. Particulars of Remuneration Name of Key Managerial Personnel Total Amount
Name Designation - CEO Mr. Bharat Bhatt1 Mr. Hardik Patel2 CFO Ms. Suraj Pandey CS (Rs.)
1 Gross salary -
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 - Rs. 1,50,000/- p.a (Mr. Bharat Bhatt1) Rs.1,22,100/- p.a Rs.3,62,100/- p.a
Rs.90,000/- p.a
(Mr. Hardik Patel2)
(b) Value of perquisites u/s - - - -
17(2) Income-tax Act, 1961
(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961 - - - -
2 Stock Option - - - -
Sweat Equity - - - -
3 Commission - - -
4 - as % of profit - - -
5 Others, please specify - - -
Total - Rs.2,40,000/- p.a Rs.1,22,100/- p.a. Rs. 3,62,100/-
p.a

1. Upto 28th January 2020 2. W.e.f. 28th January 2020

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES: NONE

For and on behalf of the Board of Directors For Supremex Shine Steels Limited (Formerly known as ICVL Steels Limited)

Sd/- Sd/-
Vipul Modi Leena Modi
Director Managing Director
DIN: 00796116 DIN: 00796382

Place: Mumbai Date: 12th August, 2020