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Permanent Magnets Ltd. Annual Report 2020

Sep 4, 2020

61290_rns_2020-09-04_aab8fe1c-a09a-4ce6-9bfe-3a6d57bc7116.pdf

Annual Report

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PERMANENT MAGNETS LIMITED

B-3, MIDC, Village Mira, Mira Road East, Thane - 401104, Maharashtra, India

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Phone : +91-22-68285454 Facsimile : +91-22-29452128 Email : [email protected] Website : www.pmlindia.com

Date : September 4, 2020

To,

Corporate Relationship Department The Bombay Stock Exchange Limited Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai - 400 001

Subject : Annual Report FY 2019-2020 and Notice of 59[th] Annual General Meeting

Scrip Code : 504132

Dear Sir,

Pursuant to Regulation 30 and 34(1)(a) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we submit herewith the Annual Report of the Company for the Financial Year 2019-2020 along with the Notice convening the 59[th] Annual General Meeting of the Company.

Notice of the 59[th] Annual General Meeting and Annual Report for the financial year 2019-20 can also be downloaded from website of the Company – www.pmlindia.com/Investors.

Request you to take the above on record.

Thanking you,

Yours Faithfully,

FOR PERMANENT MAGNETS LIMITED

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RACHANA RANE COMPANY SECRETARY

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RegdOffice: Harsh Avenue, 302, 3[rd] Floor, opp. Silvassa Police Station, SilvassaVapi Main Road, Silvassa- 396 230. Dadra and Nagar Haveli (U.T.) (All correspondence has to be made at our Mira Road address only) CIN-L27100DN1960PLC000371

59[TH] ANNUAL REPORT 2019-2020

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PERMANENT MAGNETS LIMITED

59[[TH]]

PERMANENT 59[[TH]] MAGNETS ANNUAL REPORT LIMITED 2019- 2020

BOARD OF DIRECTORS

Shri. Rajeev Mundra Independent Non Executive Director & Chairman Shri. Sharad Taparia Managing Director Shri. Kamal Binani Independent Non Executive Director Shri. Mukul Taparia Non Executive Director Smt. Sunaina Taparia Non Executive Director Shri. Girish Desai Non Executive Director (Appointed with effect from 01.06.2020)

COMPANY SECRETARY

Smt. Rachana Rane

AUDITORS

M/s. Ramanand & Associates Chartered Accountants 6/C, Gr Floor, Ostwal Park Bldg. No. 4, Near Jesal Park, Jain Temple, Bhayander (East), Thane – 401105

BANKERS

Central Bank of India State Bank of India

REGISTERED OFFICE

Harsh Avenue, 302, 3[rd] Fl., Opp Silvassa Police Station, Silvassa Vapi Main Road, Silvassa, DN-396230 CIN : L27100DN1960PLC000371 Website : www.pmlindia.com

CORPORATE OFFICE

B-3, MIDC Industrial Area, Village Mira, Mira Road (East), Thane - 401104.

FACTORIES

  • 1) B-3, MIDC Industrial Area, Village Mira, Mira Road (East), Thane - 401104.

  • 2) Plot No. 22, Mira Co-op. Industrial Estate, Mira Road (East), Thane - 401104.

  • 3) Plot Nos. A-8, A-9, A-13, MIDC Industrial Area, Village Mira, Mira Road (East), Thane - 401104

REGISTRAR AND SHARE TRANSFER AGENT

Adroit Corporate Services Private Limited

17/20, 1[st] Floor, Jafferbhoy Industrial Estate, Makhwana Road, Marol Naka, Andheri (East), Mumbai - 400059. Ph. 022 - 28594060 / 6060 E-mail : [email protected]

Contents Page No.
Notice of the Annual General Meeting 1
Directors’ Report 8
Corporate Governance Report 27
Management Discussion And Analysis 38
Auditor’s Report 42
Balance Sheet 50
Statement of Proft and Loss 51
Cash Flow Statement 52
Notes to the Financial Statements 62

PERMANENT MAGNETS LIMITED

NOTICE

NOTICE is hereby given that the 59[th] Annual General Meeting of the Members of Permanent Magnets Limited will be held on Tuesday, September 29, 2020 at 11.00 a.m through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) to transact the following business:

ORDINARY BUSINESS:

  1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2020 along with notes and schedules thereon as on that date and the reports of the Board of Directors and Auditors thereon.

  2. To appoint a director in place of Smt. Sunaina Taparia (DIN: 07139610), who retires by rotation and being eligible, offers herself for re-appointment.

SPECIAL BUSINESS:

3. Appointment of Shri. Girish Desai (DIN: 01056763), as a Director

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 152, 160, 161 and other applicable provisions if any, of the Companies Act, 2013 (‘the Act’) read with the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) and as per Article 101 of Articles of Association of the Company and Regulation 19(4) read with Part D of Schedule II of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws, Shri. Girish Desai (DIN: 01056763), who was appointed as an Additional Director by the Board on June 1, 2020 and as recommended by Nomination and Remuneration Committee and who holds office upto the date of this Annual General Meeting in terms of Section 161 of the Act and in respect of whom the Company has received a notice in writing from a Member under Section 160 of the Act, signifying its intention to propose Shri. Girish Desai as a candidate for the office of Director of the Company, be and is hereby appointed as a Director of the Company.

4. To approve requests received from Shri. Rameshchandra Taparia Group for reclassification from “Promoter and Promote Group” category to “Public” category

To consider, and if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Regulation 31A of SEBI (Listing Obligations and Disclosure Requirements Regulations, 2015, (including any statutory modification(s) or re-enactment thereof for the time being in force) and other applicable provisions, and subject to necessary approvals from the SEBI Board, Stock Exchanges and other appropriate statutory authorities as may be necessary, the consent of the members be and is hereby accorded to reclassify the following person(s) / entity(ies) (hereinafter individually and jointly referred to as the applicants) from “Promoter and Promoter Group” category to “Public” category -

Name of Shareholders No. of Equity Shares (Face Value Rs.
10/- each) held of the Company
Percentage of Shareholding/
Voting Rights
Shri. Rameshchandra Taparia 5,09,973 5.93
Smt. Poornimadevi Rameshchandra Taparia 2,68,163 3.12
Rameshchandra Taparia, HUF 80,487 0.94
TOTAL 9.99

RESOLVED FURTHER THAT Shri. Sharad Taparia, Managing Director and Smt. Rachana Rane, Company Secretary of the Company, be and are hereby severally authorised to intimate stock exchanges post members approval and to submit a reclassification application to the stock exchanges within the permitted time and to do all such acts and deeds as may be necessary to give effect to this resolution.

5. Re-appointment of Shri. Sharad Taparia (DIN: 00293739), as a Managing Director of the Company

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the decision of the Board of Directors (“Board”) of the Company upon recommendation of the Nomination & Remuneration Committee and pursuant to the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’), (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), read with Schedule V to the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended to date consent of the Company be and is hereby accorded for the re-appointment of Shri. Sharad Taparia (DIN: 00293739), as Managing Director of the Company, not liable to retire by rotation, for a period of 5 (five) years with effect from April 01, 2021 to March 31, 2026, upon the principal terms and conditions set out in the Explanatory Statement annexed to the Notice, including the remuneration to be paid in the event of inadequacy of profits in any Financial Year during the tenure of his re-appointment, with liberty to the Board of Directors of the Company to increase, alter and vary, without further reference to the Members, the terms and conditions of the said re-appointment including the remuneration, in such manner, as may be agreed to between the Board of Directors and Shri. Sharad Taparia.

RESOLVED FURTHER THAT the Board of Directors and Smt. Rachana Rane, Company Secretary be and are hereby authorized to take all such steps as may be necessary, proper and expedient to give effect to this Resolution.

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By Order of the Board of Directors For Permanent Magnets Limited

Place: Thane Dated: August 24, 2020

Sd/Rachana Rane Company Secretary

Corporate Office:

B-3, MIDC Industrial Area, Village Mira, Mira Road – 401104 , Dist. Thane.

NOTES:

  1. In view of the continuing Covid-19 pandemic, the Ministry of Corporate Affairs (“MCA”) has vide its circular dated May 5, 2020 read with circulars dated April 8, 2020 and April 13, 2020 (collectively referred to as “MCA Circulars”) permitted the holding of the Annual General Meeting(“AGM”) through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”), without the physical presence of the Members at a common venue. In compliance with the provisions of the Companies Act, 2013 (“Act”), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”) and MCA Circulars, the AGM of the Company is being held through VC / OAVM.

  2. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this AGM is being held pursuant to the MCA Circulars through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Attendance Slip and Proxy Form are not annexed to this Notice.

  3. The relative Explanatory Statement pursuant to Section 102 of the Act, setting out material facts concerning the business under Item Nos. 3 to 5 of the Notice, is annexed hereto. The relevant details, pursuant to Regulations 26(4) and 36(3) of the Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment/re-appointment at this AGM are also annexed.

  4. Register of Members and Share Transfer Register shall remain closed from Wednesday, September 23, 2020 to Tuesday, September 29, 2020 (both days inclusive) in terms of the provision of Section 91 the Companies Act, 2013.

  5. As per Regulation 40 of the Listing Regulations, as amended, securities of listed companies can be transferred only in dematerialized form with effect from April 1, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company or company’s Registrar and Transfer Agents - M/s. Adroit Corporate Services Private Limited for assistance in this regard.

  6. To support the “Green Initiative”, Members who have not registered their email addresses are requested to register the same with the Company’s Registrar and Share Transfer Agent/their Depository Participants, in respect of shares held in physical/ electronic mode, respectively.

  7. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address,telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc., to their Depository Participant in case the shares are held in electronic form and to M/s. Adroit Corporate Services Private Limited, in case the shares are held in physical form.

  8. In case of joint holders attending the AGM, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote.

  9. In compliance with the aforesaid MCA Circulars and SEBI Circular dated May 12, 2020, Notice of the AGM along with Annual Report 2019-20 is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company / Depository Participants. Members may note that the Notice and the Annual Report 2019-20 will also be available on the Company’s website at www.pmlindia.com, on the website of the Stock Exchanges i.e. BSE Limited at www.bseindia. com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e-Voting facility and e-voting system during the AGM) i.e. www.evotingindia.com.

  10. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.

  11. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars dated April 08, 2020, April 13, 2020 and May 05, 2020 the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.

  12. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM

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PERMANENT MAGNETS LIMITED

will be made available to atleast 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

THE INTRUCTIONS FOR SHAREHOLDRES FOR REMOTE E-VOTING ARE AS UNDER:

  • (i) The voting period begins on Friday 25, 2020 at 10.00 a.m. to Monday 28, 2020 at 5.00 p.m. During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of September 22, 2020 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

  • (ii) The members who have cast their vote by remote e-voting prior to the AGM may also attend/ participate in the AGM through VC/OAVM, but shall not be entitled to cast their vote again.

  • (iii) The shareholders should log on to the e-voting website www.evotingindia.com.

  • (iv) Click on Shareholders/Members.

  • (v) Now Enter your User ID

  • a. For CDSL: 16 digits beneficiary ID,

  • b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

  • c. Members holding shares in Physical Form should enter Folio Number registered with the Company.

    • Or Alternatively, if you are registered for CDSL’s EASI/EASIEST e-services, you can log-in at https://www.cdslindia.com from Login-Myeasi using your login credentials. Once you successfully log-in to CDSL’s EASI/EASIEST e-services, click on e-Voting option and proceed directly to cast your vote electronically.
  • (vi) Next enter the Image Verification as displayed and Click on Login.

  • (vii) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.

  • (viii) If you are a first time user follow the steps given below:

For Members holding shares in Demat Form and Physical Form
PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for both demat
shareholders as well as physical shareholders)
1.
Members who have not updated their PAN with the Company/Depository Participant are requested to
use the frst two letters of their name and the 8 digits of the sequence number in the PAN feld.
2.
In case the sequence number is less than 8 digits enter the applicable number of 0’s before the
number after the frst two characters of the name in CAPITAL letters. Eg. If your name is Ramesh
Kumar with sequence number 1 then enter RA00000001 in the PAN feld.
Dividend Bank
DetailsOR
Date of Birth
(DOB)
Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account
or in the company records in order to login.
1.
If both the details are not recorded with the depository or company please enter the member id / folio
number in the Dividend Bank details feld as mentioned in instruction(v).
  • (ix) After entering these details appropriately, click on “SUBMIT” tab.

  • (x) Members holding shares in physical form will then directly reach the Company selection screen. However, members holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

  • (xi) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

  • (xii) Click on the EVSN for the relevant on which you choose to vote.

  • (xiii) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

  • (xiv) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

  • (xv) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish

to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

(xvi) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

  • (xvii) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

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(xviii) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

  • (xix) Shareholders can also cast their vote using CDSL’s mobile app m-Voting available for android based mobiles. The m-Voting app can be downloaded from Google Play Store. Apple and Windows phone users can download the app from the App store and the Windows Phone Store respectively. Please follow the instructions as prompted by the mobile app while voting on your mobile.

  • (xx) Note for Non – Individual Shareholders and Custodians

  • Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to www. evotingindia.com and register themselves as Corporates.

  • A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.evoting@ cdslindia.com.

  • After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

  • The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.

  • A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the Scrutinizer to verify the same.

In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help section or write an email to [email protected].

The Company has appointed Shri. Arun Dash of M/s. Arun Dash & Associates, Company Secretaries (Membership No. FCS 9765) as the Scrutinizer to scrutinize the voting at the meeting and remote e-voting process, in a fair and transparent manner.

The Results declared along with the Scrutinizer’s Report(s) will be available on the website of the Company (www.pmlindia.com) and communication of the same will be sent to the BSE Limited within 48 hours from the conclusion of the AGM.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

  1. Member will be provided with a facility to attend the AGM through VC/OAVM through the CDSL e-Voting system. Members may access the same at https://www.evotingindia.com under shareholders’/members’ login by using the remote e-voting credentials. The link for VC/OAVM will be available in shareholder/members login where the EVSN of Company will be displayed.

  2. Members are encouraged to join the Meeting through Laptops/Ipads for better experience.

  3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

  4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

  5. For ease of conduct, members who would like to ask questions may send their questions in advance atleast (7) days before AGM mentioning their name, demat account number / folio number, email id, mobile number at [email protected] and register themselves as a speaker. Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the AGM.

  6. Since the AGM will be held through VC/OAVM, the Route Map is not annexed in this Notice.

THE INSTRUCTIONS FOR SHAREHOLDERS VOTING ON THE DAY OF THE AGM ON E-VOTING SYSTEM ARE AS UNDER: -

  1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for Remote e-voting.

  2. Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available in the AGM.

  3. If any Votes are cast by the members through the e-voting available during the AGM and if the same members have not participated in the meeting through VC/OAVM facility, then the votes cast by such members shall be considered invalid as the facility of e-voting during the meeting is available only to the members participating in the meeting.

  4. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.

By Order of the Board of Directors For Permanent Magnets Limited

Sd/Rachana Rane Company Secretary

B-3, MIDC Industrial Area, Village Mira, Mira Road – 401104 , Dist. Thane.

Place: Thane Dated: August 24 2020 Corporate Office:

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PERMANENT MAGNETS LIMITED

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND / OR REGULATION 36(3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Item No. 3

The Board of Directors of the Company on June 1, 2020, by Circular Resolution based on the recommendation of the Nomination & Remuneration Committee, appointed Shri. Girish Desai (DIN: 01056763) as an Additional Director (Non-Executive, NonIndependent) of the Company with effect from that date. In terms of the provisions of Section 161 of the Act, Shri. Girish Desai holds the office till the date of ensuing Annual General Meeting and is eligible for appointment. Notice under the provisions of Section 160 of the Act has been received from a member signifying its intention to propose the candidature of Shri. Girish Desai as Director of the Company.

A brief profile / expertise of Shri. Girish Desai is provided in the Annexure to the Notice.

The Board considers that the continued association of Shri. Girish Desai would be of immense benefit to the Company and it is desirable to avail his services. The Board is satisfied with the integrity, expertise and experience, of Shri. Girish Desai who is being appointed at this AGM. Hence, the Board recommends the Resolution set out at Item No. 3 of the accompanying Notice for approval by the Members.

Shri. Girish Desai is interested and concerned in the Resolution mentioned at Item No. 3 of the Notice. None of the other Directors or Key Managerial Personnel of the Company and their respective relatives is concerned or interested, financially or otherwise, in the resolution.

BRIEF PROFILE OF DIRECTOR WHO IS PROPOSED TO BE APPOINTED AS SET OUT IN THIS NOTICE:

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Name of Director Shri. Girish Desai
Date of Birth January 21, 1950
Date of Appointment June 1, 2020
Age 70 years
Qualifications M.Com., Grad-CWA, ACA, PGDSM, PGDSL.
Exposure in specific functional areas 47 years of Experience in Management, Finance, Taxation,
Corporate and Security Laws, HR and Industrial Relations.
Directorship held in other Companies (excluding foreign Abhinav Capital Services Limited.
Companies, Private Companies and Alternate Directorships)
Member of Committee of Directors of other Companies Chairman – Audit Committee
Chairman – Nomination & Remuneration Committee
Chairman – Stakeholder Relationship Committee
Shareholding in Company 2300 in the names Girish Ramanlal Desai jtly with Ansuya
Ramanlal Desai
750 in the names of Ansuya Ramanlal Desai jtly with Girish
Ramanlal Desai
Disclosure of Relationships between Directors He is not related to any Director of the Company.
----- End of picture text -----

Item 4

Regulation 31A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, provides a mechanism regarding reclassification from “Promoter and Promoter Group” category to “Public” category. In terms of the said Regulation on 25[th] June, 2020, the Company received requests for reclassification from the following shareholders regarding their respective shareholding into the Company –


into the Company –
Name of Shareholders No. of Equity Shares (Face Value Rs. 10/-
each) held of the Company
Percentage of Shareholding/
Voting Rights
Shri. Rameshchandra Taparia 5,09,973 5.93
Smt. Poornimadevi Rameshchandra Taparia 2,68,163 3.12
Rameshchandra Taparia,HUF 80,487 0.94
TOTAL 9.99

On the basis of the requests received by the Company and pursuant to the provisions of Regulation 31A(3)(b) of the SEBI Listing Regulations, 2015, the aforesaid shareholders seeking reclassification have confirmed that –

i) They, together do not hold more than ten per cent of the total Voting Rights in the Company;

ii) They do not exercise control over the affairs of the Company directly or indirectly;

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  • iii) They do not have any special rights with respect to the listed entity through formal or informal arrangements including through any shareholder agreements;

  • iv) They do not represent on the board of directors (including not having a nominee director) of the Company;

  • v) They do not act as a key managerial person in the Company;

  • vi) They are not ‘wilful defaulters’ as per the Reserve Bank of India Guidelines;

vii) They are not fugitive economic offenders.

Further, the aforesaid shareholders have confirmed that subsequent to reclassification, they would continue to comply with the requirements as mentioned in Regulation 31A(4) of the SEBI Listing Regulations, 2015.

The said requests for reclassification were considered and analyzed by the Board of Directors at its meeting held on 26[th] June, 2020, which require members’ approval by way of a Ordinary Resolution, and stock exchanges’ approval subsequently.

After receipt of the necessary approvals, Promoters’ shareholding in the Company would be 60.02%.

Accordingly, the Board recommends the resolution set out at Item No. 4 of the Notice, for the approval of the members by way of an Ordinary Resolution.

None of the Directors or Key Managerial Personnel of the Company, or their respective relatives are in any way concerned or interested, financially or otherwise in the resolution set out at Item No. 4 of the Notice.

Item 5

Shri. Sharad Taparia’s current tenure of office as a Managing Director of the Company expires on March 31, 2021.Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at the meeting held on August 24, 2020, has re-appointed Shri. Sharad Taparia as a Managing Director of the Company for a further period of five (5) years i.e., from April 01, 2021 to March 31, 2026 subject to approval by the members of the Company on the terms and conditions of appointment as indicated below.

Shri. Sharad Taparia is a qualified Engineer and MBA in finance with over two decades of rich experience in Magnet Manufacturing Industry.

The principal terms and conditions of re-appointment of Shri. Sharad Taparia including the terms of remuneration are given below:

Period Five(5) years with effect from April 01,2021 to March 31,2026
Salary Rs.7,00,000/- (Rupees Seven Lakhs only) per month with such annual increments which will
be effective from April 01 each fnancial year, as may be approved by the Board of Directors
of the Company based on the recommendation/approval of the Nomination and Remuneration
Committee.
Contribution to Provident Fund
and Superannuation Fund
As per the Rules framed under the Company’s relevant schemes and applicable statutory
provisions,if any,from time to time.
Gratuity Asper Rules of the Companyas applicable from time to time.
Other Perquisites, Benefts &
Allowance(s):
As per Rules of the Company as may be available to other senior executives of the Company
and/or as may be decided by the Board of Directors based on approval, if any, accorded by the
Nomination and Remuneration Committee.
Car/Communication Facilities Provision of Company’s cars with drivers for offcial and personal use. Provision of
free telephone(s) and/or other communication facilities or reimbursement of telephone/
communication expenses at residence and offce use.

Minimum Remuneration : Notwithstanding anything herein contained, where in any financial year during the period of his office as a Managing Director, the Company has no profits or its profits are inadequate, the Company may, subject to the requisite approvals if any, pay Shri. Sharad Taparia such remuneration as may from time be determined and allocated by the Nomination and Remuneration Committee/Board depending upon the effective capital of the Company as per Section II of Part II of Schedule V of the Companies Act, 2013 (“Act”) or any statutory modification or amendment thereof.

In compliance with the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the Act, read with Schedule V thereto, the terms of re-appointment and remuneration specified above are now being placed before the Members for their approval.

None of the other Directors or Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the Resolution set out at Item No. 5 of the accompanying Notice.

6

PERMANENT MAGNETS LIMITED

BRIEF PROFILE OF DIRECTOR WHO IS PROPOSED TO BE RE-APPOINTED AS SET OUT IN THIS NOTICE:

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----- Start of picture text -----

Name of Director Shri. Sharad Taparia
Date of Birth January 13, 1973
Date of Appointment April 1, 2021
Age 47 years
Qualifications Bachelor of Engineering and MBA in Finance.
Exposure in specific functional areas 23 years of Experience in Magnet Manufacturing industry
-
Directorship held in other Companies (excluding foreign
Companies, Private Companies and Alternate Directorships)
Member of Committee of Directors of other Companies -
Shareholding in Company 983160
Disclosure of Relationships between Directors Two Non-Executive Directors are related to him.
Smt. Sunaina Taparia (Wife of Shri. Sharad Taparia)
Shri. Mukul Taparia (Brother of Shri. Sharad Taparia)
----- End of picture text -----

By Order of the Board of Directors For Permanent Magnets Limited

Sd/Place: Thane Rachana Rane Dated: August 24, 2020 Company Secretary

Corporate Office:

B-3, MIDC Industrial Area, Village Mira, Mira Road – 401104 , Dist. Thane.

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DIRECTORS’ REPORT

To,

The Members,

PERMANENT MAGNETS LIMITED

Your Directors are pleased to present the 59[th] Annual Report together with the Audited Statement of Accounts for the year ended March 31, 2020.

PERMANENT MAGNETS LIMITED
Your Directors are pleased to present the 59thAnnual Report together with the Audited Statement of Accounts for the year ended
March 31, 2020.
PERMANENT MAGNETS LIMITED
Your Directors are pleased to present the 59thAnnual Report together with the Audited Statement of Accounts for the year ended
March 31, 2020.
PERMANENT MAGNETS LIMITED
Your Directors are pleased to present the 59thAnnual Report together with the Audited Statement of Accounts for the year ended
March 31, 2020.
FINANCIAL RESULTS:
(` In Lakhs)
Particulars 31/03/2020 31/03/2019
Sales 10656.05 12084.10
Other Income 270.24 99.21
Total Income 10926.29 12183.31
PBIDT & Extra Ordinary Items 2325.05 2366.95
Interest 132.88 130.79
Depreciation
298.71 156.18
Proft before Extra Ordinary Items & tax 1893.46 2079.98
Extra Ordinary Items
- -
Proft before Tax 1893.46 2079.98
Current Tax 484.79 613.26
Deferred Tax (23.81) (14.25)
Short /Excess provision of earlier years
0.52 0.51
Proft/(Loss) for the year 1431.97 1480.46
Other Comprehensive Income (3.51) 4.98
Total Comprehensive Income for the period
(Comprising Proft (Loss) and Other Comprehensive Income for the period)
1428.46 1485.44

1. COMPANY’S PERFORMANCE:

Your Company’s total revenue during the year under review was Rs. 10926.29 Lakhs as compared to Rs. 12183.31 Lakhs in the previous year. The Profit before Tax for the year 2019-20 was Rs.1893.46 Lakhs as against Rs. 2079.98 Lakhs in the previous year. Profit after Tax in 2019-20 stood at Rs. 1428.46 Lakhs as against Rs. 1485.44 Lakhs in the previous year.

2. DIVIDEND :

In order to conserve the resources for future expansion and growth of the Company, the Board of Directors are not recommending any dividend for the Financial Year.

3. CHANGE IN THE NATURE OF THE BUSINESS:

There were no changes in the nature of business during the year under review as prescribed in Rule 8 of the Companies (Accounts) Rules, 2014.

4. TRANSFER TO RESERVE:

The Company has not transferred any amount to reserves in the current financial year.

5. DEPOSITS:

The company has not accepted any deposits from the public during the year pursuant to the provisions of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 or under Chapter V of the Companies Act, 2013 (the Act).

6. LISTING:

The shares of the Company are listed on “BSE Limited” at Mumbai. The Company has paid the applicable listing fees to the Stock Exchange till date.

7. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of Directors appointed Shri.Girish Desai (DIN: 01056763) as an Additional Director (Non-executive, NonIndependent) of the Company with effect from June 1, 2020. Pursuant to the provisions of Section 161 of the Act, Shri. Girish Desai holds office till the date of the ensuing Annual General Meeting and is eligible for appointment as Director of the Company. A Resolution in this behalf is set out at Item No. 3 of the Notice of Annual General Meeting, for Members approval.

Pursuant to the provisions of Section 152 of the Act, Smt. Sunaina Taparia (DIN: 07139610), retires by rotation at the ensuing Annual General Meeting and being eligible, has offered herself for re-appointment. The Board recommends her reappointment.

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PERMANENT MAGNETS LIMITED

Shri. Sharad Taparia’s current tenure of office as a Managing Director of the Company expires on March 31, 2021.Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at the meeting held on August 24, 2020, has re-appointed Shri. Sharad Taparia as a Managing Director of the Company for a further period of five (5) years i.e., from April 01, 2021 to March 31, 2026. A Resolution in this behalf is set out at Item No. 5 of the Notice of Annual General Meeting,for Members approval.

  • In terms of Section 203 of the Act, the following are the Key Managerial Personnel of the Company:

  • Shri. Sharad Taparia, Managing Director

  • Shri. Sukhmal Jain, CFO & Senior Vice President - Finance

  • Smt. Rachana Rane, Company Secretary

All the Independent Directors of the Company have given their declarations to the Company under Section 149(7) of the Act that they meet the criteria of independence as provided under Section 149(6) of the Act and Regulation 16(1)(b) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the Listing Regulations’). In the opinion of the Board, they fulfil the conditions of independence as specified in the Act and the Listing Regulations and are independent of the management.

8. DIRECTORS RESPONSIBILITY STATEMENT:

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm :

  • a) that in the preparation of the annual financial statements for the year ended March 31, 2020, 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 and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2020 and of the profit of the Company for the year ended on that date;

  • c) that proper and sufficient care has been taken 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 the annual financial statements have been prepared on a going concern basis;

  • e) that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively.

  • f) that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

9. CORPORATE GOVERNANCE:

Your Company is in compliance with all applicable provisions of Corporate Governance as stipulated under Chapter IV of the Listing Regulations. A detailed report on Corporate Governance as required under the Listing Regulations is provided in a separate section and forms part of the Annual Report. Certificate from the Practicing Company Secretary regarding compliance with the conditions stipulated in the Listing Regulations forms part of the Corporate Governance Report.

10. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

Since the Company has no subsidiaries, Joint Ventures or associate companies provisions of section 129(3) of the Companies Act, 2013 is not applicable. As the Company does not have any subsidiaries, associates or joint venture companies as per the Companies Act, 2013, no report on the performance of such Companies is provided.

11. AUDITORS:

STATUTORY AUDITORS

M/s. Ramanand & Associates, Chartered Accountants (Firm Registration No. 117776W), was appointed as Auditors of the Company, for a period of five (5) years at the 56[th] AGM held on September 28, 2017. They have confirmed that they are not disqualified from continuing as Auditors of the Company. The observations made in the Auditors Report are self-explanatory.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Act and the rules made there under, the Company had appointed M/s. Arun Dash & Associates, a firm of Company Secretaries to undertake the Secretarial Audit of the Company for the year ended March 31, 2020. The Secretarial Audit Report issued in this regard is annexed as “Annexure A” . The observations made in the Secretarial Audit Report are self-explanatory.

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INTERNAL AUDITORS

M/S. G S Nayak & Co., Chartered Accountants performs the duties of internal auditors of the company and their report is reviewed by the audit committee from time to time.

12. EXPLANATION ON AUDITOR’S COMMENT:

The Board have to state as under with reference to the Auditor’s certain remarks as contained in the annexure to the Auditor’s Report:

  • a) With reference to para VII(a) of the Annexure to the Auditor’s Report the TDS i.e Rs. 5.94 lakhs pertaining to late filing fees & interest which are as per Traces site of Income Tax (TDS) and With reference to para VII(c) the matter is being looked into and shall soon be appropriately dealt with.

  • b) With reference to para VIII of the Annexure to the Auditor’s Report, the Central Excise Loan interest has remained unpaid as the matter is pending for the cause of implementing agency claiming compound interest on an interest free excise loan under a scheme of incentives. Matter with relevant agencies and Government of India is being taken up and will be sorted out in due course of time. No material liability is expected in this regard.

13. MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and Analysis are annexed and forms an integral part of this report.

14. PARTICULARS OF EMPLOYEES:

There are no employees covered by provision contained in Rule 5(2) and Rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended.

The information required under Section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in “Annexure B” which is part of this report.

15. SIGNIFICANT AND MATERIAL ORDER PASSED BY THE REGULATORS OR COURTS:

  • Honorable Bombay High Court has given interim stay order against the winding up order passed (against the Company) dated 15/04/2015. This was a lawsuit filed by M/s. Savino Del Bene Freight Forwarders (India) Private Limited. Company has deposited Rs. 19,05,179/- including interest as per direction of Honourable Bombay High Court. The Appeal shall be added to the appropriate board for hearing. But the same is not yet listed on the Board of High Court.

16. RELATED PARTY TRANSACTIONS:

All Related Party Transactions that were entered during the financial year under review were on an arm’s length basis and in the ordinary course of business and is in compliance with the applicable provisions of the Act and the Listing Regulations.

During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material. Members may refer to Note 8 of Notes to Account of the standalone financial statement which sets out related party disclosures.

The information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies(Accounts) Rules, 2014 are given in “Annexure C” in Form AOC-2 which is part of this report.

17. CORPORATE SOCIAL RESPONSIBILITY:

The Company has a Policy on Corporate Social Responsibility and the same has been posted on the website of the Company at www.pmlindia.com. The Annual Report on CSR activities in terms of the requirements of Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed as “ Annexure D” , which forms part of this Report.

18. VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

The Company has adopted a Whistle Blower Policy to provide a formal mechanism to the Directors and employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the Company’s Code of Conduct or Ethics Policy. The said policy is posted on the Company’s website - www.pmlindia.com.

19. CONSERVATION OF ENERGY, TECHNOLOGY DEVELOPMENT AND ABSORPTION:

The Conservation of Energy, R & D activity in the Company is mainly carried out by the key line manufacturing and technical personnel in alliance with the key technical sales personnel and outsourced consultants. “Annexure E” attached hereto provides the information required to be disclosed on the efforts made on Conservation of Energy, Technology Development and Absorption as per Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.

10

PERMANENT MAGNETS LIMITED

20. FOREIGN EXCHANGE EARNING AND OUTGO:

Please refer to paragraph No. 14 of Notes to accounts for the foreign exchange outgo and earnings of the Company which is required to be disclosed under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.

21. PARTICULARS OF LOANS GIVEN, GUARANTEES AND INVESTMENTS MADE, GUARANTEES GIVEN AND SECURITIES PROVIDED:

The Company has complied with the provisions of section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees and security.

22. BOARD AND COMMITTEE MEETINGS:

The details of the composition of the Board and its Committees and the number of meetings held and attendance of Directors at such meetings are provided in the Corporate Governance Report, which forms part of the Annual Report.

23. ANTI SEXUAL HARASSMENT POLICY:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made thereunder.

24. EXTRACT OF ANNUAL RETURN:

Pursuant to Section 92(3) of the Act and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the extract of the Annual Return in the prescribed form i.e., Form MGT-9 is annexed herewith as “Annexure F” , which forms part of this Report.

25. ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures.

26. SHARE CAPITAL:

The Paid-up Capital of the Company is Rs. 8,59,84,530/- and Authorised Capital of the Company is Rs. 16,00,00,000/-.

27 . COVID – 19 and its Impact:

Due to outbreak of CoVID-19 globally and in India, your Company’s management has made initial assessment of likely adverse impact on business and financial risks on account of CoVID-19. The operations, though in a scaled down manner, have since commenced after obtaining permissions from the authorities concerned and all safety measures including social distancing are being followed. The situation created by Covid-19 continues to hold some uncertainties for the future; however, the Board and the Management will do it’s best to address the same, as the situation evolves, in the interests of all stakeholders of the Company.

28. PERFORMANCE EVALUATION :

Pursuant to the applicable provisions of the Act and the Listing Regulations, the Board has carried out an Annual Evaluation of its own performance, performance of the Directors and the working of its Committees based on the evaluation criteria defined by Nomination and Remuneration Committee (NRC). The performance assessment of Non-Independent Directors, Board as a whole were evaluated in a separate meeting of Independent Directors. The Directors expressed their satisfaction with the evaluation process.

29. APPRECIATION:

Your Directors take this opportunity to thank the employees, customers, vendors, Shareholders of the Company and the communities in which the Company operates for their unstinted co-operation and valuable support extended to the Company during the year.

Your Directors also thank the Government of India, Government of various States in India and concerned government departments/agencies for their co-operation.

Place: Thane FOR AND ON BEHALF OF THE BOARD, Date: June 26, 2020

Corporate Office: Sd/Sd/- B-3,MIDC Industrial Area, Village Mira, Mira Road - 401104 Sharad Taparia Mukul Taparia Dist. Thane. Managing Director Director

11

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ANNEXURE A - SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2020

[Pursuant to section 204(1) of the Companies Act, 2013 and rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,

The Members

Permanent Magnets Limited

Harsh Avenue, 302, 3[rd] Floor, Opp.Silvassa Police Station, SilvassaVapi Main Road, Silvassa, Dadra Nagar Haveli– 396230.

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Permanent Magnets Limited (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, We hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31, 2020 (‘Audit Period’) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2020 according to the provisions of:

  • (i) The Companies Act, 2013 (the Act) and the rules made there under;

  • (ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under;

  • (iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;

  • (iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

  • (v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):

  • (a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

  • (b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,2015;

  • (c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

  • (d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (Not applicable to the Company during the audit period) ;

  • (e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not applicable to the Company during the audit period);

  • (f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

  • (g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (Not applicable to the Company during the audit period); and

  • (h) The Securities and Exchange Board of India (Buy Back of Securities) Regulations, 1998 (Not applicable to the Company during the audit period).

  • (vi) Other laws specifically applicable to the Company:

  • The Factories Act, 1948

  • The Employee’s State Insurance Act, 1948

  • The Employee’s Provident Funds and Miscellaneous Provisions Act, 1952

  • The Maternity Benefit Act, 1961

  • The Child Labour (Prohibition & Regulation) Act, 1986

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PERMANENT MAGNETS LIMITED

  1. The Workmen’s Compensation Act, 1923

  2. The Environment Protection Act, 1986

We have also examined compliance with the applicable clauses of the following:

  • (i) Secretarial Standards (SS-1 and SS-2) issued by the Institute of Company Secretaries of India.

  • (ii) The Listing Agreements entered into by the Company with Bombay Stock Exchange Limited read with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above except to the extent as mentioned below:

1. Pursuant to Regulation 31(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, hundred percent of shareholding of promoter(s) and promoter group must be in dematerialized form; Shareholding of one of the promoter of the company is held in physical form.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

All decisions at Board Meetings and Committee Meetings are carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. However attention is drawn to note no. 2 of Notes to Accounts i.e Contingent Liabilities.

We further report that during the audit period there was no specific events/ actions having a major bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. referred to above except;

The Hon’ble Bombay High Court has passed a winding up order dated 15.04.2015 for winding up of the Company on petition filed by M/s. Savino Del Bene Freight Forwarders (India) Private Limited and the Hon’ble Court had issued direction for appointment of an official liquidator in the winding up order.On the appeal against this order made by the Company before the Hon’ble Bombay High Court, the Hon’ble Court has given interim stay order against the winding up order passed (against the Company) dated 15.04.2015. The Company has deposited Rs. 19,05,179/- with interest as per direction of the Hon’ble Court. Matter is pending before the Hon’ble Court and next hearing in this matter shall come up as per listing of the court.

For M/s Arun Dash & Associates Company Secretaries Sd/Arun Dash (Proprietor) C.P. No. 9309 Place: Mumbai UDIN: F009765B000385382 Date: June 26, 2020 M. No. FCS 9765

This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of the report.

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‘Annexure A’

To,

The Members

Permanent Magnets Limited

Harsh Avenue, 302, 3[rd] Floor, Opp. Silvassa Police Station, Silvassa Vapi Main Road, Silvassa, Dadra Nagar Haveli– 396230.

Our report of even date is to be read along with this letter.

  1. Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.

  2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

  3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.

  4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.

  5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.

  6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.

For M/s Arun Dash & Associates Company Secretaries

Sd/Arun Dash (Proprietor) C.P. No. 9309 Place: Mumbai UDIN: F009765B000385382 Date: June 26, 2020 M. No. FCS 9765

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PERMANENT MAGNETS LIMITED

ANNEXURE B

Ratio of director remuneration to employee median remuneration

The ratio of the remuneration of each director to the median employee’s remuneration and other details in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

Sr.
No.
Particulars Disclosure
1. The ratio of the remuneration of each director to the median
remuneration of the employees for the fnancialyear
Shri. Sharad Taparia – 20.11x
2. The percentage increase in remuneration of each Director, CFO,
CEO, CS in the fnancial year
Shri. Sharad Taparia (MD) – 0%
Shri. Sukhmal Jain (CFO) – 32%
Smt. Rachana Rane(CS)– 26%
3. The percentage increase in the median remuneration of employees in
the fnancialyear
The median remuneration of the employees in FY
19-20 was increased by18%
4. The number ofpermanent employees on the rolls of the Company 106 as on March 31,2020
5. Average percentile increase already made in the salaries of
employees other than managerial personnel in the last fnancial year
and its comparison with the percentile increase in the managerial
remuneration and justifcation thereof and point out if there are any
exceptional circumstances for increase in the managerial remuneration
The
average
percentile
increase
in
the
remuneration of employees compared to increase
in remuneration of Key Managerial Personnel is in
line with benchmark study and the performance of
the Companyover aperiod of time
6. Affrmation that the remuneration is as per the remuneration policy of
the Company
We confrm the same

15

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ANNEXURE C

Form No. AOC-2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for disclosure of particulars of contracts or arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto:

  1. Details of contracts or arrangements or transactions not at arm’s length basis: Permanent Magnets Limited (the Company) has not entered into any contract/arrangement/transaction with its related parties which is not in ordinary course of business or at arm’s length during FY 2019-2020. The Company has laid down policies and processes/procedures so as to ensure compliance to the subject section in the Companies Act, 2013 (Act) and the corresponding Rules. In addition, the process goes through internal and external checking, followed by quarterly reporting to the Audit Committee.

  2. (a) Name(s) of the related party and nature of relationship: Not Applicable

  3. (b) Nature of contracts/arrangements/transactions: Not Applicable

  4. (c) Duration of the contracts / arrangements/transactions: Not Applicable

  5. (d) Salient terms of the contracts or arrangements or transactions including the value, if any: Not Applicable

  6. (e) Justification for entering into such contracts or arrangements or transactions: Not Applicable

  7. (f) Date(s) of approval by the Board: Not Applicable

  8. (g) Amount paid as advances, if any: Not Applicable

  9. (h) Date on which the special resolution was passed in general meeting as required under first proviso to section 188: Not Applicable

  10. Details of material contracts or arrangement or transactions at arm’s length basis:

  11. (a) Name(s) of the related party and nature of relationship: Not Applicable

  12. (b) Nature of contracts / arrangements / transactions: Not Applicable

  13. (c) Duration of the contracts / arrangements / transactions: Not Applicable

  14. (d) Salient terms of the contracts or arrangements or transactions including the value, if any: Not Applicable

  15. (e) Date(s) of approval by the Board, if any: Not Applicable

  16. (f) Amount paid as advances, if any: None

FOR AND ON BEHALF OF THE BOARD,

Place: Thane Date: June 26, 2020

Sd/Sharad Taparia Managing Director

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PERMANENT MAGNETS LIMITED

ANNEXURE D

ANNUAL REPORT ON CSR ACTIVITIES OF THE COMPANY

1. A brief outline of the Company’s CSR Policy, including overview of the projects or programs proposed to be undertaken and a reference to the web link of the CSR Policy and projects or programs.

The focus areas of CSR Policy are as follows:

CSR initiatives of the Company aim towards inclusive development of communities through a range of social interventions, enhancing skills and building social infrastructure to improve their livelihood. Our CSR approach focuses on development of communities around the vicinity of our plants and other offices.

Your Company’s focus areas for the Financial Year 2019-20 under CSR are as under:

Promotion of education, self development and Rural Development.

The projects undertaken by the Company are within the broad framework of Schedule VII of the Companies Act, 2013. The CSR Policy can be viewed on the Company’s website at ‘www.pmlindia.com’

2. The Composition of CSR Committee:

  • Shri. Rajeev Mundra - Chairman (Independent Non-Executive Director)

Shri. Sharad Taparia - Managing Director

  • Shri. Mukul Taparia - Non-Executive Director

3. Average Net Profit of the Company for the last 3 financial years:

  • The average Net Profit for the last three years is Rs. 9,69,01,278/-

4. Prescribed CSR Expenditure (two percent of the amount as mentioned at item 3 above):

  • The Company is required to spend Rs. 19,38,026/- towards CSR during the financial year 2019-20.

5. Details of CSR spent during the financial year:

  • a) Total amount spent for the financial year: Rs. 19,38,026/-

  • b) Amount unspent, if any: Nil

  • c) Manner in which the amount spent during the financial year is detailed below:

Sr.
No.
Project/
Activities
Sector Locations
Districts
(State)
Amount
Outlay
(Budget)
Amount
Spent on
the
Projects
or
Programs
Cumulative
expenditure
upto
reporting
period
Amount Spent Amount Spent
Direct Through
Implementing
Agency
1. Mitra Vipassana
Academy
Promoting
Education
Padgha,
Thane -
Maharashtra
Rs.
15,01,026
Rs.
15,01,026
Rs.
15,01,026
- Rs.
15,01,026
2. Habitat for
Humanity India
Trust
Rural
Development
Projects
Maharashtra Rs.
12,000
Rs.
12,000
Rs.
12,000
- Rs.
12,000
3. IIT Bombay Promoting
Sustainable
Development
Goals
Mumbai -
Maharashtra
Rs.
3,00,000
Rs.
3,00,000
Rs.
3,00,000
- Rs.
3,00,000
4. Seeds of
Awareness
and Research
Foundation
Promoting
Education
Thane-
Maharashtra
Rs.
1,25,000
Rs.
1,25,000
Rs.
1,25,000
- Rs.
1,25,000

6. In case the Company has failed to spend the two percent of the average net profit of the last three financial years or any part thereof, the Company shall provide the reasons for not spending the amount in its Board’s Report: Not Applicable

7. The implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company.

Place: Thane Date: June 26, 2020

Sd/Sd/Sharad Taparia Rajeev Mundra Managing Director Chairman - CSR Committee

17

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ANNEXURE E

DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION

Research and development (R & D):

  1. Specific areas in which R & D carried out by the company.

  2. I. To recover metal from metallurgical residue

  3. II. Inhouse laboratory for validation of automotive parts

  4. III. Components for Electric Vehicle

  5. IV. Circuit Breaker Components and customized relay assemblies

  6. V. Current Transformer (CT) and cores

  7. VI. Shielding Magnetic field

  8. VII. Nano & Amorphous iron based ribbon parts

VIII. Micro injection plastic moulding for advance engineering components

  1. Benefits derived as a result of above R & D.

  2. I. New product line development for future increase in Business.

  3. II. New Market segments with new components like current transformer, shielding components, Flux Concentrator, gas meter components, customized alloy ingot, automotive precision parts, current measurement modules

  4. III. New magnetic measurement equipment for open loop components (all soft materials)

  5. Future plan of action.

  6. I. Alloy developments & modifications for cost reductions & New alloy development e.g. Fe-Ni,Fe-Si (soft magnetic alloys) as well as new market

  7. II. Assemblies related to electronic components & assemblies e.g. shunt assemblies with terminal & cable, customized relay assemblies

  8. III. New components related to Copper alloys, Iron nickel alloys, Iron silicon alloys , Iron Cobalt alloys, Bimetals

  9. IV. Aerospace components

  10. V. Development of assemblies using soft magnetic materials

  11. Expenditure on R & D (Rs. In Lakhs)

  12. I. Capital - Rs. 18.95

  13. II. Recurring - Rs. 82.47

  14. III. Total

  15. Rs. 101.42

Total R & D expenditure as a percentage of total turnover is 0.98%.

Technology, Absorption, adaptation and Innovation:

  • I. Efforts in brief made towards technology absorption, adaptation and innovation.

  • Testing, heat treatment, processes for soft materials developed e.g. iron silicon alloys, iron cobalt alloys, nano & amorphous iron based ribbon parts

  • II. Benefits derived as a result of the above efforts e.g. process improvement, cost reduction, product development.

  • New product line development in progress for company with good potential for future.

Conservation of energy:

  • I. the steps taken and impact on conservation of energy-

  • Utilisation of electrical energy efficiently in the entire plant is done.

  • II. the steps taken by the company for utilising alternate sources of energy-

  • Alternative energy like Solar have been studied as an alternative energy.

  • Best benefit of Solar power is when it is installed on the roof. Company will evaluate further about solar power equipment.

  • III. the capital investment on energy conservation equipment- Not done.

18

PERMANENT MAGNETS LIMITED

ANNEXURE F

Form No. MGT-9 EXTRACT OF ANNUAL RETURN

as for the financial year ended on March 31, 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 L27100DN1960PLC000371
ii)Registration Date 26/11/1960
iii)Name of the Company PERMANENT MAGNETS LIMITED
iv) Category/Sub-Category of the
Company
PUBLIC COMPANY / LIMITED BY SHARES
v) Address of the Registered
offce and contact details
HARSH AVENUE, 302,3RD FLOOR., OPP SILVASSA POLICE STATION,
SILVASSA VAPI MAIN RD., SILVASSA - 396230, DNH
TEL NO. 022 : 68285454
EMAIL : [email protected]
vi)Whether listed company YES
vii) Name, Address and Contact
details of Registrar and Transfer
Agent, if any-
ADROIT CORPORATE SERVICES PRIVATE LIMITED
17-20, JAFFERBHOY IND. ESTATE,
1ST FLOOR, MAKHWANA ROAD,
MAROL NAKA, ANDHERI (E), MUMBAI - 400059.
TEL/DIRECT: +91 022 - 28594060 / 6060

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:-

Sr.
No.
Name and Description of main products / services NIC Code of the
Product/ service
% to total turnover of the
company
1. Parts and accessories of electricity and Gas meters, Cast
Alloy,Permanent Magnet and Magnetic assembly
32909 100

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr.
No.
Name and Address of the
Company
CIN/GLN Holding/ Subsidiary/
Associate
% of shares
held
Applicable Section
- - - - - -

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

i) Category-wise Share Holding

i)
Category-wise Share Holding
Category of Shareholders No. of Shares held at the beginning of
theyear
No. of Shares held at the end of the
Year
%
Change
during
the year
Demat Physical Total % of
Total
Shares
Demat Physical Total % of
Total
Shares
A. Promoters
(1) Indian
a)Individual 3222728 0 3222728 37.49 2865320 0 2865320 33.32 0.00
b)Central Govt. 0 0 0 0.00 0 0 0 0.00 0.00
c)State Govt(s) 0 0 0 0.00 0 0 0 0.00 0.00
d)Bodies Corp. 423377 0 423377 4.93 160000 0 160000 1.86 0.00
e)Banks /FI 0 31290 31290 0.36 0 31290 31290 0.36 0.00
f)Anyother
f-1)HUF Controlling 515457 0 515457 5.99 461217 0 461217 5.36 0.00
f-2)Directors 1468711 0 1468711 17.08 1989482 0 1989482 23.14 0.00
f-3)Directors Relatives 512849 0 512849 5.96 512849 0 512849 5.96 0.00
**Total Shareholding ofpromoter(A) ** 6143122 **31290 ** 6174412 **71.81 ** 5988868 **31290 ** 6020158 70.01 0.00

19

==> picture [54 x 33] intentionally omitted <==

Category of Shareholders No. of Shares held at the beginning of
theyear
No. of Shares held at the beginning of
theyear
No. of Shares held at the beginning of
theyear
No. of Shares held at the beginning of
theyear
No. of Shares held at the end of the
Year
No. of Shares held at the end of the
Year
No. of Shares held at the end of the
Year
No. of Shares held at the end of the
Year
%
Change
during
the year
Demat Physical Total % of
Total
Shares
Demat Physical Total % of
Total
Shares
B. Public Shareholding
(1) Institutions
a)Mutual Funds 0 0 0 0.00 0 0 0 0.00 0.00
b)Banks / FI 70 620 690 0.01 70 620 690 0.01 0.00
c)Central Govt. 0 0 0 0.00 0 0 0 0.00 0.00
d)State Govt(s) 0 0 0 0.00 0 0 0 0.00 0.00
e)Venture Capital Funds 0 0 0 0.00 0 0 0 0.00 0.00
f)Insurance Companies 0 0 0 0.00 0 0 0 0.00 0.00
g)FIIs 0 0 0 0.00 0 0 0 0.00 0.00
h)Foreign Venture Capital Funds 0 0 0 0.00 0 0 0 0.00 0.00
i)Others(Specify) 0 0 0 0.00 0 0 0 0.00 0.00
Sub-total(B) (1) 70 620 690 0.01 70 620 690 0.01 0.00
(2) Non – Institutions
a)Bodies Corp.
i)Indian 37984 6240 44224 0.51 45657 5240 50897 0.59 0.08
ii)Overseas 0 0 0 0.00 0 0 0 0.00 0.00
b)Individuals
i) Individual shareholders holding
nominal share capital upto Rs.2 lakh
952767 455717 1408484 16.38 1103468 441367 1544835 17.97 1.59
ii) Individual shareholders holding
nominal share capital in excess of
Rs.2 lakh

831801
0 831801 9.67 838163 0 838163 9.75 0.08
c)Others(Specify)
c-1)Non Resident Indians(Individuals) 29851 32160 62011 0.72 41451 32160 73611 0.86 0.14
c-2) Non Resident Indian Corporate
Bodies
0 66600 66600 0.77 0 66600 66600 0.77 0.00
c-3)Trusts 100 0 100 0.00 100 0 100 0.00 0.00
c-4)ClearingMember 8131 0 8131 0.09 1399 0 1399 0.02 0.07
c-5)Corporate Body– Broker 2000 0 2000 0.02 2000 0 2000 0.02 0.00
Sub-total(B)(2) 1862634 **560717 ** 2423351 **28.18 ** 2032238 **545367 ** 2577605 29.98 1.80
Total Public Shareholding(B)= (B)
(1)+(B)(2)
1862704 **561337 ** 2424041 **28.19 ** 2032308 **545987 ** 2578295 29.99 1.80
C. Shares held by Custodian for
GDRs & ADRs.
Promoter and Promoter Group 0 0 0 0 0 0 0 0 0.00
Public - 0 0 0 0 0 0 0 0 0.00
Sub-total(C) 0 0 0 0 0 0 0 0 0.00
Grand Total(A+B+C) 8005826 **592627 ** 8598453 **100 ** 8021176 **577277 ** 8598453 100 0.00

20

PERMANENT MAGNETS LIMITED

ii) Shareholding of Promoters

Sr.
No.
Shareholder’s Name Shareholder’s Name No.of Shares held at the beginning of
the year
No.of Shares held at the beginning of
the year
No.of Shares held at the beginning of
the year
No.of Shares held at the beginning of
the year
No.of Shares held at the beginning of
the year
No.of Shares held at the beginning of
the year
No.of Shares held at the end of the
Year
No.of Shares held at the end of the
Year
No.of Shares held at the end of the
Year
No.of Shares held at the end of the
Year
No.of Shares held at the end of the
Year
%
Change
during
the year
No. of
Shares
% of total
Shares of
the
company
%of Shares
Pledged /
encumbered to
total shares
No. of
Shares
% of total
Shares of
the
company
%of Shares
Pledged /
encumbered to
total shares
1 Rashi Taparia 1000 0.01 0.00 1000 0.01 0.00 0.00
2 Yamini Taparia 47130 0.55 0.00 47130 0.55 0.00 0.00
3 Jaiprakash Taparia, HUF 202770 2.36 0.00 202770 2.36 0.00 0.00
4 Sunilkumar Taparia 97890 1.14 0.00 57890 0.67 0.00 (0.47)
5 Sunaina S. Taparia 34800 0.40 0.00 34800 0.40 0.00 0.00
6 Ritu Taparia 1520 0.02 0.00 1520 0.02 0.00 0.00
7 Divya Taparia 3590 0.04 0.00 3590 0.04 0.00 0.00
8 Sharad Taparia 742857 8.64 0.00 982810 11.43 0.00 2.79
9 Rameshchandra Taparia, HUF 134727 1.57 0.00 80487 0.94 0.00 (0.63)
10 Poornimadevi Rameshchandra
Taparia
270654 3.15 0.00 268163 3.12 0.00 (0.03)
11 Rameshchandra Madanlal
Taparia
618890 7.20 0.00 509973 5.94 0.00 (1.26)
12 Mukul Taparia 691054 8.04 0.00 971872 11.30 0.00 3.26
13 Kamladevi Taparia 725695 8.44 0.00 712695 8.29 0.00 (0.15)
14 Anupkumar Taparia 185040 2.15 0.00 185040 2.15 0.00 0.00
15 Anupkumar Taparia, HUF 113360 1.32 0.00 113360 1.32 0.00 0.00
16 Sunitadevi Taparia 206530 2.40 0.00 20530 0.24 0.00 (2.16)
17 Anil Kumar Taparia 118430 1.38 0.00 118430 1.38 0.00 0.00
18 Anil Kumar Taparia, HUF 39750 0.46 0.00 39750 0.46 0.00 0.00
19 Megh Exim LLP 88077 1.02 0.00 0 0 0.00 (1.02)
20 Seemadevi Taparia 53500 0.62 0.00 46500 0.54 0.00 0.00
21 NYMPH Properties Private
Limited
160000 1.86 0.00 160000 1.86 0.00 0.00
22 Jaiprakash Taparia 465719 5.42 0.00 465719 5.42 0.00 0.00
23 Bank of Rajasthan Limited 31290 0.36 100.00 31290 0.36 100.00 0.00
24 Sunilkumar Taparia, HUF 5450 0.06 0.00 5450 0.06 0.00 0.00
25 Shyamsunder Taparia, HUF 19400 0.23 0.00 19400 0.23 0.00 0.00
26 Shriniwas Company Pvt. Ltd. 175300 2.04 0.00 0 0 0.00 (2.04)
27 Shyamsunder Taparia 848989 9.87 0.00 848989 9.87 0.00 0.00
28 Rishi Taparia 41000 0.48 0.00 41000 0.48 0.00 0.00
29 Manmohan Taparia 50000 0.58 0.00 50000 0.58 0.00 0.00
TOTAL 6174412 71.81 0.51 6020158 70.01 0.51 0.00
iii) Change in Promoters’ Shareholding ( please specify, if there is no change)
Sr
No.
Name of Promoter’s Shareholding at the beginning of the year ( April 01, 2019) Cumulative Shareholding
during the year
No. of
Shares
% of total
Shares of the
Company
Date Increase/
decrease in
Shareholding
Reason No. of
Share
% of total
shares of the
Company
1 Megh Exim LLP 88077 1.02 NIL (88077) Inter-se Transfer
dated 19.08.19


0
0.00
At the End of the year 0 0.00
2 Nymph Properties Private
Limited
160000 1.86 NIL NIL NA 0 0.00
At the End of the year 160000 1.86
3 Shriniwas Company Private
Limited
175300 2.04 NIL (175000) Inter-se Transfer
dated 19.08.19


0
0.00
At the End of the year 0 0.00
4 Anupkumar Taparia, HUF 113360 1.32 NIL NIL NA 0 0.00
At the End of the year 113360 1.32

21

==> picture [54 x 33] intentionally omitted <==

Sr
No.
Name of Promoter’s Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Cumulative Shareholding
during the year
Cumulative Shareholding
during the year
No. of
Shares
% of total
Shares of the
Company
Date Increase/
decrease in
Shareholding
Reason No. of
Share
% of total
shares of the
Company
5 Jaiprakash Taparia, HUF 202770 2.36 NIL NIL NA 0 0.00
At the End of the year 202770 2.36
6 Shyamsunder Taparia, HUF 19400 0.23 NIL NIL NA 0 0.00
At the End of the year 19400 0.23
7 Sunilkumar Taparia, HUF 5450 0.06 NIL NIL NA 0 0.00
At the End of the year 5450 0.06
8 Anil Kumar Taparia, HUF 39750 0.46 NIL NIL NA 0 0.00
At the End of the year 39750 0.46
9 Divya Taparia 3590 0.04 NIL NIL NA 0 0.00
At the End of the year 3590 0.04
10 Anil Kumar Taparia 118430 1.38 NIL NIL NA 0 0.00
At the End of the year 118430 1.38
11 Sunitadevi Taparia 206530 2.40 NIL (186000) Inter-se Transfer
dated 19.08.19

20530
0.24
At the End of the year 20530 0.24
12 Seemadevi Taparia 53500 0.62 NIL (7000) Inter-se Transfer
dated 19.08.19

46500
0.54
At the End of the year 46500 0.54
13 Anupkumar Taparia 185040 2.15 NIL NIL NA 0 0.00
At the End of the year 185040 2.15
14 Poornimadevi
Rameshchandra
Taparia
270654 3.15 NIL (2491) Sale of Shares
during FY 19-20

268163
3.12
At the End of the year 268163 3.12
15 Jaiprakash Taparia 465719 5.42 NIL NIL NA 0 0.00
At the End of the year 465719 5.42
16 Sunilkumar Taparia 97890 1.14 NIL (40000) Inter-se Transfer
dated 19.08.19

57890
0.67
At the End of the year 57890 0.67
17 Rameshchandra Madanlal
Taparia
618890 7.20 NIL (108917) Sale of Shares
during FY 19-20

509973
5.93
At the End of the year 509973 5.93
18 Sharad Taparia 742857 8.64 NIL
234953
Inter-se Transfer
dated 19.08.19

977810
11.37
5000 *Acquired from
Open Market
dated 25.03.20 to
27.03.20



982810
11.43
At the End of the year 982810 11.43
19 Rameshchandra Taparia,
HUF
134727 1.57 NIL (54240) Sale of Shares
during FY 19-20

80487
0.94
At the End of the year 80487 0.94
20 Sunaina Taparia 34800 0.40 NIL NIL NA 0 0.00
At the End of the year 34800 0.40
21 Kamladevi Taparia 725695 8.44 NIL (13000) Inter-se Transfer
dated 19.08.19

712695
8.29
At the End of the year 712695 8.29
22 Shyamsunder Taparia 848989 9.87 NIL NIL NA 0 0.00
At the End of the year 848989 9.87

22

PERMANENT MAGNETS LIMITED

Sr
No.
Name of Promoter’s Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Cumulative Shareholding
during the year
Cumulative Shareholding
during the year
No. of
Shares
% of total
Shares of the
Company
Date Increase/
decrease in
Shareholding
Reason No. of
Share
% of total
shares of the
Company
23 Mukul Taparia 691054 8.04 NIL 274424 Inter-se Transfer
dated 19.08.19
965478 11.23
6394 #Acquired from
Open Market
dated 19.03.20 to
20.03.20
971872 11.30
At the End of the year 971872 11.30
24 Yamini Taparia 47130 0.55 NIL NIL NA 0 0.00
At the End of the year 47130 0.55
25 Ritu Taparia 1520 0.02 NIL NIL NA 0 0.00
At the End of the year 1520 0.02
26 Manmohan Taparia 50000 0.58 NIL NIL NA 0 0.00
At the End of the year 50000 0.58
27 Rishi Taparia 41000 0.48 NIL NIL NA 0 0.00
At the End of the year 41000 0.48
28 Bank of Rajasthan Limited 31290 0.36 NIL NIL NA 0 0.00
At the End of the year 31290 0.36
29 Rashi Taparia 1000 0.01 NIL NIL NA 0 0.00
At the End of the year 1000 0.01
  • Shri. Sharad Taparia Acquired 5350 shares between 25.03.20 to 27.03.20,but as on 31.03.20 only 5000 shares reflected in Database.

Shri. Mukul Taparia Acquired 6704 shares between 19.03.20 to 20.03.20,but as on 31.03.20 only 6394 shares reflected in Database.

iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):

Sr.
No.
* Name of the Top 10 Shareholders Shareholding at the
beginning of the year
(April 01,2019)
Shareholding at the
beginning of the year
(April 01,2019)
Transaction during the year Transaction during the year Transaction during the year Shareholding end of the
year
(March 31,2020)
Shareholding end of the
year
(March 31,2020)
No. of
Shares
% of total
Shares of the
Company
Date Sale Purchase No. of
Shares
% of total
shares of the
company
1. Hitesh Ramji Javeri 275000 3.20 07-02-20
14-02-20
28588
6374
-
-
240038 2.79
2. Harsha Hitesh Javeri 150000 1.74 - - - 150000 1.74
3. Sangeetha S 96550 1.12 - - - 96550 1.12
4. Centro Magneti Permanenti S P A 66600 0.77 - - - 66600 0.77
5. Cesare Giuseppe Rossi 31740 0.37 - - - 31740 0.37
6. Bharat Taparia - - 23-08-19
30-08-19
06-09-19
-
-
-
42373
33460
4167
80000 0.93
7. Bela Taparia - - 30-08-19
06-09-19
-
-
64378
15622
80000 0.93

23

==> picture [54 x 33] intentionally omitted <==

Sr.
No.
* Name of the Top 10 Shareholders Shareholding at the
beginning of the year
(April 01,2019)
Shareholding at the
beginning of the year
(April 01,2019)
Transaction during the year Transaction during the year Transaction during the year Shareholding end of the
year
(March 31,2020)
Shareholding end of the
year
(March 31,2020)
No. of
Shares
% of total
Shares of the
Company
Date Sale Purchase No. of
Shares
% of total
shares of the
company
8. Satya Prakash Mittal (HUF) - - 31-05-19
07-06-19
28-06-19
05-07-19
26-07-19
02-08-19
09-08-19
16-08-19
23-08-19
06-09-19
25-10-19
01-11-19
15-11-19
20-12-19
03-01-20
10-01-20
24-01-20
07-02-20
14-02-20
27-03-20
-
-
-
-
-
-
-
-
-
-
-
-
389
-
-
-
-
224
-
-
20670
1570
2281
220
1391
4635
1604
299
1327
4075
100
2428
-
302
500
635
34
-
405
5000
46863 0.55
9. Ritu Garg - - 20-03-20 - 32870 32870 0.38
10. Sridhar A 36660 0.43 05-04-19
31-05-19
21-06-19
28-06-19
05-07-19
12-07-19
19-07-19
26-07-19
02-08-19
24-01-20
13-03-20
8821
-
1808
300
29
53
-
4106
360
-
258
-
634
-
-
-
-
95
-
-
5442
-
27096 0.32

v) Shareholding of Directors and Key Managerial Personnel:

Sr.
No.
Name of Directors
& Key Managerial
Personnel
Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Cumulative Shareholding
duringtheyear
Cumulative Shareholding
duringtheyear
No. of
Shares
% of total
Shares of the
Company
Date Increase/
decrease in
Shareholding
Reason No. of
shares
% of total
shares of the
company
1 Sharad Taparia 742857 8.64 NIL 239953 Interse transfer &
Acquisition
0 0.00
At the End of theyear 982810 11.43
2 Sunaina Taparia 34800 0.40 NIL NIL NA 0 0.00
At the End of theyear 34800 0.40
3 Mukul Taparia 691054 8.04 NIL 280818 Interse transfer &
Acquisition
0 0.00
At the End of theyear 971872 11.30
4 Rajeev Mundra 0 0.00 NIL NIL NA 0 0.00
At the End of theyear 0 0.00

24

PERMANENT MAGNETS LIMITED

Sr.
No.
Name of Directors
& Key Managerial
Personnel
Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Shareholding at the beginning of the year ( April 01, 2019) Cumulative Shareholding
duringtheyear
Cumulative Shareholding
duringtheyear
No. of
Shares
% of total
Shares of the
Company
Date Increase/
decrease in
Shareholding
Reason No. of
shares
% of total
shares of the
company
5 Kamal Binani 0 0.00 NIL NIL NA 0 0.00
At the End of theyear 0 0.00
6 Sukhmal Jain 10 0.0001 NIL NIL NA 0 0.00
10 0.0001
7 Rachana Rane 0 0.00 NIL NIL NA 0 0.00
At the End of theyear 0 0.00

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment

Secured Loans
excludingdeposits
Unsecured
Loans
Deposits Total
Indebtedness
Total
Indebtedness
Indebtedness at the beginning of the fnancial year
i) Principal Amount
ii) Interest due but not paid
iii)Interest Accrued But not due
6,66,20,466
-
1,76,44,230

-
-
-
-
-
-
6,66,20,466
-
1,76,44,230
Total(i+ii+iii) 8,42,64,696 - - 8,42,64,696
Change in Indebtedness during the fnancial year
• Addition
• Reduction
1,84,35,72,996
1,92,56,68,698
-
-
-
-
1,84,35,72,996
1,92,56,68,698
Net Change (8,20,95,702) - - (8,20,95,702)
Indebtedness at the end of the fnancial year
i) Principal Amount
ii) Interest due but not paid
iii)Interest accrued but not due
(1,54,16,072)
-
1,75,85,066
-
-
-
-
-
-
(1,54,16,072)
-
1,75,85,066
Total(i+ii+iii) 21,68,994 - - 21,68,994
REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
Sr. No. Particulars of Remuneration
Name of MD/WTD/ Manager
Total Amount
Sharad Taparia
1.
Gross salary
(a) Salary as per provisions contained in section 17(1) of the
Income-tax Act,1961
(b) Value of perquisites u/s17(2) Income-tax Act,1961
(c) Profts in lieu of salary under section 17(3) Income- tax Act,
1961
70,84,800
21,600
-
70,84,800
21,600
-
2.
Stock Option
-
-
3.
Sweat Equity
-
-
4.
Commission
- as % of proft
- others,specify…
-
-
5.
Others, please specify
-
-
Total(A)
71,06,400
71,06,400
Ceiling as per the Act
5% of Net Proft as per
Section 197 read with
Schedule V of the
Companies Act,2013
Sr. No. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount
Sharad Taparia
1. Gross salary
(a) Salary as per provisions contained in section 17(1) of the
Income-tax Act,1961
(b) Value of perquisites u/s17(2) Income-tax Act,1961
(c) Profts in lieu of salary under section 17(3) Income- tax Act,
1961
70,84,800
21,600
-
70,84,800
21,600
-
2. Stock Option - -
3. Sweat Equity - -
4. Commission
- as % of proft
- others,specify…
- -
5. Others, please specify - -
Total(A) 71,06,400 71,06,400
Ceiling as per the Act 5% of Net Proft as per
Section 197 read with
Schedule V of the
Companies Act,2013

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

25

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B. Remuneration to other directors:

Sr.
No.
Particulars of Remuneration Name of Directors Name of Directors Name of Directors Name of Directors Name of Directors Name of Directors Name of Directors Name of Directors Total
Amount
Rajeev
Mundra
Mukul
Taparia
Sharad
Taparia
Sunaina
Taparia
Kamal
Binani
1. Independent Directors
• Fee for attending Board and Committee meetings
• Commission
• Others, please specify
60,000
-
-
-
-
-
-
-
-
-
-
-
57,500
-
-
1,17,500
-
-
Total(1) 60,000 - - - 57,500 1,17,500
2. Other Non-Executive Directors
• Fee for attending Board and Committee meetings
• Commission
• Others, please specify
-
-
-
47,500
-
-
-
-
-
40,000
-
-
-
-
-
87,500
-
-
Total(2) - 47,500 - 40,000 - 87,500
Total(B)=(1+2) 60,000 47,500 - 40,000 57,500 2,05,000
3. Total Managerial Remuneration
4. Overall Ceiling as per the Act 1% of the Net Profts as per Section 197(1) (ii) of the
Companies Act,2013
Remuneration to Key Managerial Personnel other than MD/Manager/WTD
Sr.
no.
Particulars of Remuneration KeyManagerial Personnel
CEO Company
Secretary
CFO Total
1. Gross salary
(a) Salary as per provisions contained in section 17(1)
of the Income-tax Act, 1961
(b) Value of perquisites u/s17(2) Income-tax Act, 1961
(c) Profts in lieu of salary under section17(3) Income-
Tax Act, 1961
- 5,72,830 45,14,265 50,87,095
-
-
-
-
21,600
-
21,600
-
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission
- as a % of proft
- others,specify…
- - - -
5. Others, please specify - - - -
Total - 5,72,830 45,35,865 51,08,695

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of the
Companies Act
Brief
Description
Penalty/
Details of Punishment/
Compounding fees
imposed
Authority
[RD / NCLT made,
COURT]
Appeal
if any (give
Details
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty ~~NIL~~
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment
Compounding

26

PERMANENT MAGNETS LIMITED

CORPORATE GOVERNANCE REPORT

1. COMPANY’S PHILOSOPHY ON THE CODE OF GOVERNANCE

The Company believes in adopting and adhering to the best recognized corporate governance practices and believes that best corporate governance practices are necessary for creating shareholder value and enhancing the confidence of all stakeholders. Corporate Governance is about promoting corporate fairness, transparency and accountability in the best interest of various stakeholders in a Company. It is a system by which business corporations are directed and controlled. PML believes that good governance should entail trusteeship, empowerment and accountability of the management while remaining proactive to the Government policies.

2. BOARD OF DIRECTORS

Board Composition

As on March 31, 2020, the Board comprised of 5 Directors. The Board of Directors of the Company comprises of a fair combination of Executive, Non-executive and Independent Directors with diverse professional background complying with the provisions of the Companies Act, 2013 and the Listing Regulations.

Board Meetings

The Board of Directors of the Company met four times during the year on May 29, 2019, August 9, 2019, November 13, 2019 and February 10, 2020. The gap between any two meetings is not more than 120 days.

Name of the
Director
Category No. of Board
Meetings
No. of Board
Meetings
Attendance
at
last AGM
Particulars of Directorship,
Committee membership
/ Chairmanship in other
companies
Particulars of Directorship,
Committee membership
/ Chairmanship in other
companies
Particulars of Directorship,
Committee membership
/ Chairmanship in other
companies
Names of the
listed entities
Held Attended As
Director
As
Chairman
As
Member
Shri. Sharad
Taparia
Managing Director,
Promoter
4 4 Yes 1 - - -
Shri. Rajeev
Mundra
Independent and
Non Executive
Director
4 4 Yes 4 - 3 Taparia Tools Ltd.
- Independent
Director
Shri. Kamal
Binani
Independent and
Non Executive
Director
4 4 Yes 3 - - -
Shri. Mukul
Taparia
Non Executive
Director,Promoter
4 4 Yes 3 - - -
Smt. Sunaina
Taparia
Non Executive
Director,Promoter
4 4 Yes - - - -

During the year, one meeting of the Independent Directors was held on February 10, 2020. The Independent Directors, interalia, reviewed the performance of non-independent directors and the Board as a whole.

Relationship Between Directors

Out of 5 Directors 3 Directors are related Directors viz : Shri. Sharad Taparia, Managing Director, Shri. Mukul Taparia, Non Executive Director and Smt. Sunaina Taparia, Non Executive Director. None of the other Directors are related with each other.

Equity shareholding of the Non-Executive directors in the company as on March 31, 2020

Sr. No. Name of the Non-Executive Director No. of Shares
1. Shri. Rajeev Mundra Nil
2. Shri. Kamal Binani Nil
3. Shri. Mukul Taparia 971872
4. Smt. Sunaina Taparia 34800

27

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Familiarization Programme for Independent Directors

The Executive Director of the Company provides a brief of the industry and business of the Company to the new Independent Directors and also has a discussion to familiarize the Independent Directors with the Company’s operations. At the time of regularization of the appointment of an Independent Directors, the appointment is formalized by issuing a letter to the director, which inter-alia explains the role, function, duties and responsibilities expected of him/her as a director of the Company. The company has formulated a policy on ‘Familiarisation programme for independent directors’ which is available on the company’s website, www.pmlindia.com.

List of core skills/expertise/competencies identified by the board of directors as required in the context of its business(es) and sector(s) for it to function effectively and those actually available with the board

The following is the list of core skills / expertise / competencies identified by the Board of Directors as required in the context of the Company’s business and that the said skills are available with the Board Members:

  • i) Knowledge on Company’s businesses, policies and culture (including the Mission, Vision and Values) major risks / threats and potential opportunities and knowledge of the industry in which the Company operates

  • ii) Behavioral skills - attributes and competencies to use their knowledge and skills to contribute effectively to the growth of the Company

  • iii) Business Strategy, Sales & Marketing, Corporate Governance, Administration, Decision Making,

  • iv) Financial and Management skills

  • v) Technical / Professional skills and specialized knowledge in relation to Company’s business

Confirmation that in the opinion of the board, the independent directors fulfill the conditions specified in these regulations and are independent of the management

Independent Directors are non-executive directors as defined under Regulation 16(1)(b) of the SEBI Listing Regulations read with Section 149(6) of the Act along with rules framed thereunder. In terms of Regulation 25(8) of SEBI Listing Regulations, they have confirmed that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties. Based on the declarations received from the Independent Directors, the Board of Directors has confirmed that they meet the criteria of independence as mentioned under Regulation 16(1)(b) of the SEBI Listing Regulations and that they are independent of the management.

Detailed reasons for the resignation of an independent director who resigns before the expiry of his tenure : Not Applicable

3. AUDIT COMMITTEE

The composition, procedure, Role / Function of the committee complies with the requirements of the Companies Act, 2013 as well as those of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The brief terms of reference of the Audit Committee includes the following:

  • Oversight of the Company’s financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible.

  • To review quarterly, half yearly and Annual Financial results before submission to the Board.

  • Recommendation for appointment, remuneration and terms of appointment of auditors of the Company.

  • To review the statement of significant related party transactions submitted by management.

  • To review the adequacy of internal control systems with the management, external & internal auditors.

  • Discussion with external auditors about the nature and scope of audit including their observation.

  • To review the functioning of the Whistle Blower mechanism.

Powers of Audit Committee:

The Audit Committee shall have powers, which should include the following:

  • To investigate any activity within its terms of reference;

  • To seek information from any employee;

  • To obtain outside legal or other professional advice; and

  • To secure attendance of outsiders with relevant expertise, if it considers necessary.

28

PERMANENT MAGNETS LIMITED

Audit Committee Composition:

Audit Committees’ composition meets with the requirements of Regulation 18 of the SEBI Listing Regulations and Section 177 of the Companies Act, 2013. The committee comprises of three members i.e. Two Non Executive Independent Directors and One Managing Director. During the year, Four meetings of the Audit Committee were held i.e. on May 29, 2019, August 9, 2019, November 13, 2019 and February 10, 2020.

Composition and Attendance of Members at the Meetings of the Audit Committee held during 2019-2020

Members Category Meetings held during the
tenure of the Directors
Meetings attended
Shri. Rajeev Mundra Chairman, Non-executive,
Independent Director
4 4
Shri. Sharad Taparia Member,Executive Director 4 4
Shri. Kamal Binani Member, Non-executive,
Independent Director
4 4

Shri. Sukhmal Jain, Chief Financial Officer are permanent invitees to the Audit Committee meetings. The Company Secretary acted as the Secretary to the Audit Committee.

All the recommendations of the Audit Committee have been accepted by the Board of Directors.

4. NOMINATION AND REMUNERATION COMMITTEE

As per the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI Listing Regulations, the Company has constituted Nomination and Remuneration Committee of the Board of Directors.

The term of reference of the Committee inter alia, includes:

  • To formulate a criteria for determining qualifications, positive attributes and independence of a Director.

  • Formulate criteria for evaluation of Independent Directors and the Board.

  • Identify persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down in this policy.

  • To carry out evaluation of every Director’s performance.

  • To recommend to the Board the appointment and removal of Directors and Senior Management.

  • To recommend to the Board policy relating to remuneration for Directors, Key Managerial Personnel and Senior Management.

  • Ensure that level and composition of remuneration is reasonable and sufficient, relationship of remuneration to performance is clear and meets appropriate performance benchmarks.

  • To devise a policy on Board diversity.

  • To carry out any other function as is mandated by the Board from time to time and / or enforced by any statutory notification, amendment or modification, as may be applicable.

Nomination And Remuneration Committee Composition:

The composition of the NRC and details of meetings attended by its members during the financial year ended March 31, 2020, are given below:

Composition and Attendance of Members at the Meetings of the Nomination And Remuneration Committee held during 2019-2020.

Members Category Meetings held during the
tenure of the Directors
Meetings attended
Shri. Kamal Binani Chairman, Non-executive,
Independent Director
1 1
Shri. Mukul Taparia Member,Non-executive Director 1 1
Shri. Rajeev Mundra Member, Non-executive,
Independent Director
1 1

During the year, One meeting of the Nomination And Remuneration Committee were held i.e. on May 29, 2019.

29

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Performance Evaluation criteria for Independent Directors

The performance evaluation criteria for Independent Directors are determined by the Nomination and Remuneration Committee. The criteria for performance evaluation includes the areas relevant to the functioning of Independent Directors such as participation, conduct and effectiveness. The performance evaluation of Independent Directors was done by the entire Board of Directors except for the Directors who are subject to evaluation.

Criteria for determining qualifications, positive attributes and independence of a Director:

A. Appointment criteria and qualifications:

  • The Nomination and Remuneration Committee (NRC) shall identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as Director, KMP or at Senior Management level and recommend to the Board his / her appointment.

  • A person should possess adequate qualification, expertise and experience for the position he / she is considered for appointment. The NRC has discretion to decide whether qualification, expertise and experience possessed by a person is sufficient / satisfactory for the concerned position.

  • The provisions of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 should be adhered to while considering the appointment of a Director or KMP or senior management personnel.

B. Independence of Director (ID):

  • Appointment of IDs shall be in accordance with the provisions of the Companies Act, 2013 (Act) as well as SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulation”).

  • NRC to check whether a person to be nominated or appointed as an ID meets the criterion of independence as prescribed under Sec. 149(6) of the Act and under Regulation 25 of the Listing Regulation.

  • While nominating any person to be appointed as an ID, the Committee should satisfy itself that the person gives a declaration as prescribed under the Act declaring that he/she meets the criterion of independence prescribed under the Act and Listing Regulation.

5. REMUNERATION OF DIRECTORS

In accordance with Section 178 of the Act, the Committee has framed a Nomination and Remuneration Policy which is available on the company’s website, www.pmlindia.com.

Details of remuneration/sitting fees paid during the financial year 2019-20:

Sr.
No.
Names Category Sitting Fees Salary Perquisites Stock
Options
Total
1. Shri. Sharad Taparia ManagingDirector - 70,84,800/- 21,600/- - 71,06,400/-
2. Shri. Rajeev Mundra Independent Director 60,000/- - - - 60,000/-
3. Shri. Kamal Binani Independent Director 57,500/- - - - 57,500/-
4. Shri. Mukul Taparia Non Executive Director 47,500/- - - - 47,500/-
5. Smt.Sunaina Taparia Non Executive Director 40,000/- - - - 40,000/-

The Company did not have any pecuniary relationship or transactions with Non-Executive Directors except payment of sitting fees, reimbursement of expenses incurred for travel etc. for attending Board/ Committee Meetings. Notice period, severance fees and performance-linked incentive are not stipulated in their terms of appointments.

6. STAKEHOLDERS’ RELATIONSHIP COMMITTEE

As per the provisions of Section 178 (5) of the Companies Act, 2013 and Regulation 20 of SEBI Listing Regulations, the company has constituted Stakeholders Relationship Committee of the Board of Directors.

Smt. Rachana Rane, Company Secretary is the Compliance Officer for complying with requirements of Companies Act, Securities laws and listing Regulations with Stock Exchanges.

During the year, the Committee had One Meeting on November 13, 2019

Sr.
No.
Name of the Member Status Category No. of Meetings
Held
No. of Meetings
Attended
1. Shri. Rajeev Mundra Chairman Non-Executive & Independent Director 1 1
2. Shri. Kamal Binani Member Non-Executive & Independent Director 1 1
3. Shri. Mukul Taparia Member Non-Executive Director 1 1

30

PERMANENT MAGNETS LIMITED

Details of complaints received and attended to during the financial year 2019-20 are given below:

No. of complaintspendingas on April 01,2019 0
No. of complaints received duringtheyear 0
No. of complaints resolved duringtheyear 0
No. of complaintspendingas on March 31,2020 0

7. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The Corporate Social Responsibility (CSR) Committee has been constituted by the Board in compliance with the requirements of Section 135 of the Act.

Terms of reference:

  • Formulate and recommend to the Board, a CSR Policy indicating the activity or activities to be undertaken by the Company as specified in Schedule VII to the Act.

  • Recommend to the Board CSR activities to be undertaken by the Company.

  • Monitor the CSR Policy of the Company from time to time and ensure its Compliance.

The Board has adopted the CSR Policy as formulated and recommended by the Committee. The CSR Policy is available on the website of the Company at www.pmlindia.com. The Annual Report on CSR activities for the financial year 2019-20 forms part of the Board’s Report.

The composition of the CSR Committee and the details of the meetings attended by its members during the financial year ended March 31, 2020 are as under:

Sr. No. Name Meetings held Meetings attended
1. Shri. Rajeev Mundra,Chairman 1 1
2. Shri. Sharad Taparia,Member 1 1
3. Shri. Mukul Taparia,Member 1 1
  • During the financial year 2019-20 Corporate Social Responsibility Committee meeting was held on February 10, 2020.

8. GENERAL BODY MEETINGS :

a) Details of previous three Annual General Meetings:

Financial
Year
Date of
Meeting
Date of
Meeting
Time Location
2018-19 28.09.2019 11.00
a.m
The Raj Regency Hotel, Khanvel Road, Opp. Silvassa Civil Court, Near Anand
Nagar,Tokarkhada,Silvassa – 396230,Union Territoryof Dadra and Nagar Haveli
2017-18 28.09.2018 11.00
a.m
The Raj Regency Hotel, Khanvel Road, Opp. Silvassa Civil Court, Near Anand
Nagar,Tokarkhada,Silvassa – 396230,Union Territoryof Dadra and Nagar Haveli
2016-17 28.09.2017 11.00
a.m
Harsh Avenue, 302, 3rd Floor, Opp Silvassa Police Station, Silvassa Vapi Main
Road,Silvassa – 396230,Union Territoryof Dadra and Nagar Haveli
Special resolutions passed in the previous three AGMs are as below:
2018-19 Re-appointment of Shri. Rajeev Mundra(DIN: 00139886)as an Independent Director
2017-18 Nil
2016-17 Nil

Whether any Special Resolution passed last year through postal ballot : No special resolution was passed through postal ballot in the last year.

Whether any Special Resolution proposed to be conducted through postal ballot – At present, there is no proposal to pass any special resolution through Postal Ballot.

9. MEANS OF COMMUNICATION:

The Un-audited quarterly/ half yearly results are announced within forty-five days of the close of the quarter. The audited annual results are announced within sixty days from the closure of the financial year as per the requirement of the Listing Regulations.

31

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The Company publishes its annual, half yearly and quarterly financial results in the following Newspapers:

(i) Daman Ganga Times (Gujarati) – Ahmedabad Edition

  • (ii) Financial Express (English) – Ahmedabad Edition

The results are also displayed on the company’s website: www.pmlindia.com. In terms of the Listing Regulations, the Company has a designated email ID for dealing with Investors’ complaints viz., [email protected].

10. GENERAL SHAREHOLDER INFORMATION:

i. AGM (Date, Time and Venue)
ii. Company’s Financial Year
First quarter ending June 30, 2020
Second quarter and half year ending September 30, 2020
Third quarter and nine months ending December 31, 2020 Year
ending on March 31, 2021
April 1 to March 31
Within 45 days from the end of quarter Within 45 days
from the end of quarter Within 45 days from the end of
quarter Within 60 days from the end of the year
iii. Dividend Payment Date No Dividend for Financial Year 2019-20 is proposed.
iv. Listing on Stock Exchanges Bombay Stock Exchange (BSE) Ltd. Phiroze
Jeejeebhoy Tower, Dalal Street, Mumbai-400 001
v. Listing Fees The Company has paid Listing Fees for the fnancial
year 2020 - 21 to the Stock Exchanges, where the
equity shares of the Company are listed.
vi. Stock Codes 504132
PERMAGN

Market price data

Monthly high and Low compared with BSE Sensex

Month BSE BSE BSE Sensex BSE Sensex
High Low High Low
Apr-19 177.90 153.00 39487.45 38460.25
May-19 206.95 136.65 40124.96 36956.10
Jun-19 212.50 156.00 40312.07 38870.96
Jul-19 175.00 104.60 40032.41 37128.26
Aug-19 134.45 100.20 37807.55 36102.35
Sep-19 124.50 87.50 39441.12 35987.80
Oct-19 112.45 83.05 40392.22 37415.83
Nov-19 117.00 84.00 41163.79 40014.23
Dec-19 103.40 74.50 41809.96 40135.37
Jan-20 125.00 90.00 42273.87 40476.55
Feb-20 113.00 91.00 41709.30 38219.97
Mar-20 102.00 50.10 39083.17 25638.90

Performance of the Company’s equity shares (closing share price) in comparison to BSE Sensex during the financial year 2019-20

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32

PERMANENT MAGNETS LIMITED

Registrar to an issue and share transfer agent :

Adroit Corporate Services Private Limited

17/20, 1st Floor, Jafferbhoy Industrial Estate, Makhwana Road, Marol Naka, Andheri (East), Mumbai - 400 059 Ph. 022 - 42270400

Share Transfer System : The transactions of the shares held in Demat and Physical form are handled by the Company’s Depository Registrar M/s. Adroit Corporate Services Private Limited. The transfers are processed, if technically found to be in order and complete in all respects. As per directives issued by SEBI, it is compulsory to trade in the Company’s equity shares in dematerialized form. Effective April 1, 2019, transfer of shares in physical form has ceased. Shareholders who had lodged their request for transfer prior to March 31, 2019 and, have received the same under objection can relodge the transfer request after rectification of the documents. Request for transmission of shares and dematerialization of shares will continue to be accepted.

Distribution of shares and shareholding as on March 31, 2020

shares slab Shareholders % age Total Shares Amount(Rs.) % age
UPTO – 500 5290 89.42 622193 6221930 7.23
501 – 1000 310 5.24 244385 2443850 2.84
1001 – 2000 142 2.40 205458 2054580 2.39
2001 – 3000 56 0.95 137281 1372810 1.60
3001 – 4000 22 0.37 77530 775300 0.90
4001 – 5000 16 0.27 73901 739010 0.86
5001 -10000 29 0.49 194489 1944890 2.26
10001 & Above 51 0.86 7043216 70432160 81.92
5916 100.00 8598453 85984530 100.00

Shareholding Pattern as on March 31, 2020

Sr. No. Category of Shareholders No. of Shares Percentage
A. Promoter and Promoter Group 6020158 70.01
B. Non-Promoter shareholding
1. Financial Institutions/Banks 690 0.01
2. Individual Holdingnominal share capital upto Rs.2L 1544835 17.97
3. Individual Holdingnominal share capital in excess of Rs.2L 838163 9.75
4. Bodies Corporate 50897 0.59
5. Clearingmember 1399 0.02
6. NRIs 73611 0.86
7. NRI CorpBodies 66600 0.77
8. Trusts 100 0.00
9. Corporate Body– Broker 2000 0.02
TOTAL 8598453 100.00

Physical / NSDL /CDSL / Summary Report as on March 31, 2020

CATEGORY SHAREHOLDERS SHARES PERCENTAGE
PHYSICAL 2741 577277 6.71
NSDL 1747 5376847 62.53
CDSL 1428 2644329 30.75

Dematerialization of Shares and Liquidity as on March 31, 2020

The Company’s shares are compulsorily traded in dematerialized form on BSE. Equity shares of the Company representing 93.11 percent of the Company’s equity share capital are dematerialized as on March 31, 2020. Under the Depository System, the International Securities Identification Number (ISIN) allotted to the Company’s shares is INE418E01018.

Outstanding GDRs/ADRs/Warrants or any Convertible Instruments, Conversion Date and likely impact on Equity:

The Company has not issued any GDRs/ADRs/Warrants or any convertible instruments in past and hence as on March 31, 2020, the Company does not have any outstanding GDRs/ ADRs/Warrants or any convertible instruments.

33

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Commodity price risk or foreign exchange risk and hedging activities:

During the year ended March 31, 2020, the Company had managed the foreign exchange risk to the extent considered necessary.

Credit Ratings:

Credit Ratings:
Total Bank Facilities
Long Term Rating ACUITE C -(Reaffrmed)
Short Term Rating ACUITE A4 -(Reaffrmed)

Plant Location:

  • Plot No. B-3, MIDC Industrial Area, Village Mira, Mira Road (East), Thane - 401104.

  • Plot No. 22, Mira Co-op. Industrial Estate, Mira Road (East), Thane - 401104.

  • Plot Nos. A-8, A-9, A-13, MIDC Industrial Area, Village Mira, Mira Road (East), Thane - 401104

Corporate office address for correspondence:

Permanent Magnets Limited

Plot No. B-3, MIDC Industrial Area, Village Mira, Mira Road (East), Thane - 401104 Contact : 022 - 68285454

Fax : 022 – 29452128

Website : www.pmlinda.com

E-mail Id : [email protected] / [email protected]

11. OTHER DISCLOSURE : Related Party Transactions

The details of the related party transactions during the year under review are shown in the Notes to Accounts which form part of this Report. The Board has approved a policy on Materiality of Related Party Transactions which also includes procedure to deal with Related Party Transactions and such a policy has been put up on the Company’s website www.pmlindia.com.

Non-compliance by the Company, penalties and strictures imposed on the Company by the Stock Exchange or SEBI or any statutory authority, on any matter related to capital markets, during the last three years:

There was no such instance in the last 3 years.

Establishment of Vigil Mechanism, Whistle blower policy:

The Company has adopted a Whistle Blower Policy to report concerns about unethical behaviour, actual or suspected fraud or violation of the company’s code of conduct. A copy of Whistle Blower Policy of the Company has been put up on Company’s website www.pmlindia.com.

Details of compliance with mandatory requirements and adoption of the non-mandatory requirements of this clause:

The Company confirms that it has complied with all mandatory requirements prescribed in the Listing Regulations for the FY 2019-20. Also, pursuant to the provisions of Regulation 34(3) of the Listing Regulations read with Part B of Schedule II to the Listing Regulations, the Managing Director and the Chief Financial Officer (CFO) have issued a certificate to the Board for the year ended March 31, 2020.

Details of utilization of funds raised through preferential allotment or qualified institutions placement:

No funds have been raised through preferential allotment or qualified institutional placement.

A certificate from a Company Secretary in practice that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of companies by the Board/Ministry of Corporate Affairs or any such statutory authority.

The certificate from Shri. Arun Dash, Practicing Company Secretary forms part of this Report.

Where the Board had not accepted any recommendation of any Committee of the Board which is mandatorily required, in the relevant financial year, the same to be disclosed along with reasons thereof.

No such disclosure.

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PERMANENT MAGNETS LIMITED

Total fees for all services paid by the listed entity and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in the network firm/network entity of which the statutory auditor is a part :

Payment to Statutory Auditors FY 2019-20
Audit Fees 4,00,000/-
Tax Audit Fees -
Other Services -
Reimbursement of expenses -
Total 4,00,000/-

The Company has followed all relevant Accounting Standards notified by the Companies (Indian Accounting Standards) Rules, 2015 while preparing Financial Statements for 2019-20.

Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

a. Number of complaints fled duringthe fnancialyear NIL
b. Number of complaints disposed duringthe fnancialyear NIL
c. Number of complaintspendingas on end of the fnancialyear NIL

Details of non-compliance of any requirement of Corporate Governance Report or sub-paras (2) to (10) above, with reasons thereof:

There is no non-compliance with any requirement of Corporate Governance Report of sub-paras (2) to (10) of the Corporate Governance Report as given in Schedule V(C) of the Listing Regulation. The disclosures of the compliance with Corporate Governance requirements specified in Regulation 17 to 27 of the Listing Regulations, have been made in this Corporate Governance report. Details required under clauses (b) to (i) of sub-regulation (2) of Regulation 46 of the said Regulations are displayed on the website of the Company at www.pmlindia.com.

The non-mandatory requirements as stipulated in Part E of Schedule II of the Listing Regulations have been adopted to the extent and in the manner as stated under the appropriate headings in this Report.

12. CEO and CFO Certification:

The Managing Director and Chief Financial Officer have given a certificate to the Board as contemplated in Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

13. Code of Conduct:

The Code of Conduct for the Board of Directors and the Senior Management Personnel has been disclosed on the website of your Company, viz., www.pmlindia.com. The declaration by the Managing Director stating that all the Board Members and Senior Management Personnel have affirmed their compliance with the laid down Code of Conduct for the Financial Year ended March 31, 2020, is annexed to this Report on Corporate Governance.

Declaration under Regulation 26 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, regarding compliance with Code of Conduct

In accordance with Regulation 26 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, I hereby confirm that, all the Board Members and Senior Management personnel of the Company have affirmed compliance with the Codes of Conduct, as applicable to them, for the financial year ended March 31, 2020.

For and on behalf of the Board
Sd/-
Place: Thane Sharad Taparia
Date : June 26, 2020 Managing Director

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CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

The Members

Permanent Magnets Limited Harsh Avenue, 302, 3[rd] Floor,

Opp.Silvassa Police Station,

Silvassa Vapi Main Road, Silvassa, Dadra Nagar Haveli– 396230.

I/We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Permanent Magnets Limited having CIN - L27100DN1960PLC000371 and having registered office at Harsh Avenue, 302, 3[rd] Floor, Opp.Silvassa Police Station, SilvassaVapi Main Road, Silvassa, Dadra Nagar Haveli– 396230 (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. In our opinion and to the best of our information and according to the verifications (including Director Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers, we hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on March 31, 2020 have been debarred or disqualified from being appointed or continuing as Director of the Company by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

Sr. No. Name of Directors DIN Date of Appointment in the Company
1. Shri Sharad Jaiprakash Taparia 00293739 15/05/2008
2. Shri Rajeev Jugalkishor Mundra 00139886 16/04/2007
3. Shri Kamal Binani 00340348 26/12/2017
4. Shri Mukul Taparia 00318434 22/09/2014
5. Smt. Sunaina Taparia 07139610 01/04/2015

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Place: Mumbai Date: June 26, 2020

For Arun Dash & Associates Sd/Arun Dash Practicing Company Secretaries Membership No. F9765 C.P. No. 9309

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PERMANENT MAGNETS LIMITED

CEO/CFO CERTIFICATE UNDER REGULATION 17(8) OF SEBI (LODR) REGULATIONS, 2015

We the undersigned, in our respective capacities as Managing Director and Chief Financial Officer of PERMANENT MAGNETS LIMITED (“the Company”) to the best of our knowledge and belief certify that:

  • I. We have reviewed Financial Statements and the Cash Flow Statement for the year ended March 31, 2020 and that to the best of our knowledge and belief we state that:

  • a) These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading.

  • b) These statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

  • II. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company’s Code of Conduct.

  • III. We accept responsibility for establishing and maintaining Internal Controls for financial reporting and that we have evaluated the effectiveness of Internal Control systems of the Company pertaining to financial reporting and we have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such Internal Controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

  • IV. We have indicated to the Auditors and the Audit Committee;

  • a) Significant changes in the Internal Control over financial reporting during the year ended March 31, 2020;

  • b) Significant changes in accounting polices during the year ended March 31, 2020 and that the same have been disclosed in the notes to the Financial Statements; and

  • c) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company’s Internal Control System over financial reporting.

For and on behalf of the Board

For and on behalf of the Bo
Sd/- Sd/-
Place : Thane Sharad Taparia Sukhmal Jain
Date: June 26, 2020 Managing Director Chief Financial Offcer

PRACTISING COMPANY SECRETARY’S CERTIFICATE ON CORPORATE GOVERNANCE

To,

The Members of

Permanent Magnets Limited

We have examined the compliance of conditions of Corporate Governance by Permanent Magnets Limited (‘the Company’) as stipulated in Regulation 34(3) and Schedule V of the SEBI Listing Regulations.

The compliance of conditions of corporate governance is the responsibility of the management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of conditions of corporate governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of corporate governance as stipulated in the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 except the following:

Pursuant to Regulation 31(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, hundred percent of shareholding of promoter(s) and promoter group must be in dematerialized form; Shareholding of one of the promoter of the company is held in physical form.

No investor grievance(s) is/ are pending for a period exceeding one month against the Company.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or the effectiveness with which the management has conducted the affairs of the Company.

For Arun Dash & Associates

Sd/Arun Dash Practicing Company Secretaries Membership No. F9765 C.P. No. 9309 UDIN:F009765B000385371

Place: Mumbai Date: June 26, 2020

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MANAGEMENT DISCUSSION AND ANALYSIS

Overview:

The company mainly supplies products to the Electricity meter, Automotive, Gas meter industry. The recent Covid crisis has reduced the demand for automotive parts in India. The demand in the USA and European markets is still strong.

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Energy and Gas metering:

Global Smart Meter Market was valued at USD 22 Billion in the year 2019. Rise in awareness of maintaining energy efficiency and reduction of carbon emissions, extensive research and development in the smart grid technologies and growth of next generation meters, need for devices that enables real time meter reading and two way communication between the utilities and consumers and rapid industrialization in developing economies have been anticipated to infuse growth in the market for Smart Meter during the forecasting period of 2020-2025.

Most importantly, plans and policies formulated by governments to equip households and industrial units with smart meters are impelling the market growth of Smart Meter market at global level. However, outbreak of COVID-19 pandemic in late December 2019 caused the market to fall in 2020 and due to uncertainty of duration, a lower growth is expected till 2021.

Under the type segment, Smart Gas Meters are anticipated to witness the highest growth owing to rise due to formulation of new plans and implementation of policies planned for infrastructural development by the government and energy led industries. Development of large gas pipelines in countries like China and India are bolstering the demand for smart gas meters. Also, the use of intelligent meters helped immensely in monitoring the consumption that may result in lessen carbon emission and maintain energy efficiency. Moreover, the feature to automatically detect any outage and theft of energy also supports the market demand. The market is estimated to grow over the forecast period in wake of continuous investment in Smart Grid Technology at the global level.

On the basis of End User, residentials are anticipated to grow with high growth expansion chiefly due to the implementation of large rollout policies of smart meter installation.

Among the regions, APAC is followed by North America. Asia Pacific is expected to experience remarkable market share owing to formulation of infrastructural development plans by the government and energy led industries and rising participation of countries like India, South Korea, China in rolling out large scale policies of installing smart meters in residential units and commercial units are anticipated to reap good market growth over the forecast period. - Source Globenewswire

Indian Market and the need for Smart Meters:

Social distancing regulations and the nationwide lockdown have prohibited DISCOMs from physically collecting electricity bills as conventional metering systems require readings to be checked in person. This, along with its other problems, including aggregate technical and commercial (AT&C) losses, low tariffs and other internal inefficiencies, has left DISCOMs in a tough spot financially.

Smart meters could be the much-needed solution to most of these problems. They require minimal direct human interaction and have other widespread benefits that will be felt across the entire power value chain.

While the traditional electricity meters measure the power consumption of a home or business, smart meters can record energy usage in 15-minute intervals or at least hourly and transmit data to the utilities constantly. Most importantly, smart meters enable two-way communication with the utility and the home/business.

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PERMANENT MAGNETS LIMITED

While traditional meters require meter readings to be inspected physically for power generation, smart meters do not. The readings can be monitored by the consumer and the DISCOM remotely through the internet. - Source Mercom India

Electric Vehicles:

The global electric vehicle market has taken a huge leap forward in the past decade.

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In 2019, the number of light electric vehicles deliveries globally reached 2.1 Million units, 9 % higher than for 2018. This is a clear deviation from the growth rates of the previous 6 years.

The reasons for this shift are due to the decrease in sales in the second half of 2019 in the two largest markets, China and the USA.

But even with the stagnant growth in the two largest markets, global EV sales still grew, largely in part to Europe, which saw 44% growth. - Source: Virta

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- Source: Virta

Forecast:

By 2030, the global electric vehicle stock (excluding two/three-wheelers) is expected to reach nearly 140 million vehicles and will account for 7% of the global vehicle fleet. This represents a good opportunity for PML to develop more products and sell in the international market.

Manufacturing sites:

The Company is operating from 3 manufacturing sites operating in Mira Road, Mumbai, Maharashtra. All plants are following environmental and safety standards.

COMPANY’S STRENGTH AND GROWTH DRIVERS:

PML’s knowledge and experience of metals, metallurgy and assemblies is creating many opportunities for diversification. As the number of projects are increasing, so is the chance to enter new products with related technologies. PML is focusing on high value added products.

RISK AND CONCERN:

Macroeconomic Risk : Risk of slowing Indian and global economy triggered by COVID -19 pandemic.

Cyber security Risk : Increased global cyber security threats and failure of security systems resulting from human or technological errors.

Operating Risk: Unavoidable delays, Internal as well as external.

Technology Risk: The use of obsolete technology as well as threat to data security could affect the Company’s business.

The Company has established the process of identifying, analyzing and treating risks, which could prevent the Company from effectively achieving its objectives. It ensures that all the risks are timely defined and mitigated in accordance with the well structured risk management Process.

OUTLOOK:

The year 2020-21 would be a year of challenges for the Company. Uncertainties arising due to the economic impact of Covid-19 are expected to continue at least for the first nine months of the current financial year. The first quarter of the year is anticipated to be adversely impacted as the country remained in lockdown for the most part of it. The recovery of both, the domestic and global market, will guide the capacity utilisation with its direct bearing on the performance.

INTERNAL CONTROLS AND SYSTEMS:

The Company has a robust internal control system commensurate to the size and scale of its operations. Roles and responsibilities are clearly defined and assigned, along with a well-structured authorisation matrix. Apart from self monitoring of internal controls, Internal Auditors have also expressed their satisfaction about the adequacy of the internal control systems.

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PERMANENT MAGNETS LIMITED

The audit committee reviews adequacy and effectiveness of the company’s internal control environment and monitors the implementation of audit recommendations. The audit committee gives valuable suggestions from time to time for improvement of the company’s business processes, systems and internal controls. All efforts are been made to make the internal system more effective.

FINANCIAL PERFORMANCE:

INCOME: Revenue for the F.Y.2019-20 was Rs. 10926.29 Lakhs compared to Rs. 12183. 31 Lakhs for the previous year. EBITDA: EBITDA for F.Y 2019-20 was Rs. 2325.05 Lakhs compared to Rs. 2366.95 Lakhs for the previous year. PAT: Net Profit after Tax for the F.Y.2019-20 stood at Rs. 1428.46 Lakhs as against Rs. 1485.44 Lakhs for the previous year.

SIGNIFICANT CHANGES IN FINANCIAL RATIOS:

During the year, on a standalone basis, significant changes in the financial ratios of the Company, which are more than 25% as compared to the previous year are summarized below:

Financial Ratio FY 2019-20 FY 2018-19 Change (%) Reason for change
Current Ratio 3.13 1.94 61.34% Less utilisation of workingcapital limits
Return on Net Worth 29.91 44.67 33.04% Increase in net worth due to accumulated reserves

INDUSTRIAL RELATION AND HUMAN RESOURCE MANAGEMENT :

Your company’s HR philosophy is to build a high performing organization, where everyone is motivated to perform to the fullest capacity to contribute to developing and achieving individual excellence and departmental objectives and continuously improve performance to realise the full potential of our personnel. Your company continues to maintain a positive work environment and constructive relationship with its employees with a continuing focus on productivity and efficiency. Your company is focused on building a high performance culture with a growth mindset. Developing and strengthening capabilities of all employees has remained an ongoing priority.The retention ratio of employees in your company is very healthy.

CAUTIONARY STATEMENT:

This report contains statements, which may constitute ‘forward looking statements’ within the meaning of the applicable securities laws and regulations. Forward looking statements are based on certain assumptions and expectations of the future events. Actual results could differ materially from those expressed or implied. Important factors that could impact the Company’s performance include, among others, economic conditions affecting the demand / supply in the markets in which the Company operates, changes in the Government policies, regulations, tax laws, other statutes and incidental factors. The Company undertakes no obligations to update or revise forward-looking statements based on any subsequent developments, information or events.

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INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF PERMANENT MAGNETS LIMITED

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

SCOPE LIMITATION

It would be pertinent to mention the impact of COVID-19 situation in forming our audit opinion. In the light of travel restrictions and social distancing imposed due to pandemic there are numerous limitations and challenges that we faced while conducting the audit remotely. Inspection of original or source document is commonly used tool for the auditor to test controls. In the current scenario this was done based on scanned / screenshot documents that were provided. A reliance has been placed on the management for authenticity of the data provided which is extracted from software and made available at remote location. We have applied our professional skepticism in the best possible manner. In the view of current situation, we believe that audit evidences provided were sufficient and appropriate to provide a basis of our opinion.

Opinion

We have audited the accompanying standalone Ind AS financial statements of PERMANENT MAGNETS LIMITED (“the Company”), which comprise the balance sheet as at March 31, 2020, the statement of profit and loss, including Other Comprehensive Income, the Cash Flow Statement and the Statement of changes in equity for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Ind AS, of the financial position of the Company as at March 31, 2020, and its profit (financial performance including other comprehensive income ) , its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone Ind AS Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Ind AS financial statements for the financial year ended March 31, 2020. These matters were addressed in the context of our audit of the Ind AS financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the Ind AS financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the Ind AS financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying Ind AS financial statements.

fnancial statements.
Key audit matters How our audit addressed the key audit matter
Adoption of Ind AS 116 Leases
As described in Note 7 to the standalone fnancial
statements, the Company has adopted Ind AS
116 Leases (Ind AS 116) in the current year. The
application and transition to this accounting standard
is complex and is an area of focus in our audit since
the Company has a large number of leases with
different contractual terms.
Our audit procedure on adoption of IND AS 116 include:
• Assessed and tested new processes and controls in respect of the
lease accounting standard (IND AS 116)
• Assessed the Company’s evaluation on the identifcation of leases
based on the contractual agreements and our knowledge of the
business
• Involved in evaluate the reasonableness of the discount rates applied
in determiningthe lease liabilities;

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PERMANENT MAGNETS LIMITED

Key audit matters How our audit addressed the key audit matter
Ind AS 116 introduces a new lease accounting model,
wherein lessees are required to recognise a right-of-
use (ROU) asset and a lease liability arising from
a lease on the balance sheet. The lease liabilities
are initially measured by discounting future lease
payments during the lease term as per the contract/
arrangement. Adoption of the standard involves
signifcant judgements and estimates including,
determination of the discount rates and the lease
term.
Additionally,
the
standard
mandates
detailed
disclosures in respect of transition.
Refer Note 4(h) and Note 7 to the standalone
fnancial statements.
Upon transition as at 1 April 2019
Evaluated the method of transition and related adjustments
Tested completeness of the lease data by reconciling the Company’s
operating lease commitments to data used in computing ROU asset
and the lease liabilities
• On a statistical sample, we performed following procedure:
Assessed the key terms and conditions of each lease with the
underlying lease contract; and
Evaluated computation of lease liabilities and challenged the key
estimates such as discount rate and the lease term.
• Assessed and tested the presentation and disclosures relating to Ind
AS 116 including, disclosures relating to transition.
Conclusion:
Ourprocedures did not identifyanymaterial exceptions

Emphasis of Matters

We draw attention to the following matters in the Notes to the Financial Statements:

  • a. We draw attention to Note no. 3 of notes to accounts, which states that Hon’ble Bombay High Court has given interim stay order against the winding up order passed against the Company dated 15/04/2015.

  • Hon’ble High Court of Bombay had passed winding up order dated 15/04/2015 for Winding up of the company on petition filed by M/s. Savino Del Bene Freight Forwarders (I) Pvt. Ltd., and court had issued direction for appointment of official liquidator in winding up order.

On the appeal against this order made by the company before Hon’ble Bombay High Court, Hon’ble Bombay High Court has given interim stay order against the winding up order passed (against the Company) dated 15/04/2015. Company has deposited Rs. 19,05,179/- Lakhs with interest as per direction of Hon’ble Bombay High Court. Matter is pending before Bombay High Court and next hearing in this matter shall come up as per listing of the court.

The financial statements of the company have been prepared on Going Concern Basis on reasons mentioned in the note no. 3 of notes of accounts.

  • b. We draw attention to Note no. 4 of notes to accounts of the financial statement regarding non receipts of confirmation in respect of balances due under Trade receivables and Trade payables though company has issued letters to the debtors to that effect, adjustments, if any, required upon such confirmation is not ascertainable.

  • c. We draw your attention to Note no.18 of the Notes to Accounts of Ind AS Financial Statement, which states the impact of Coronavirus disease 2019 (COVID-19) on the operations of the Company.

Our opinion is not modified in respect of these matters.

Information Other than the Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises information included in the Annual Report but does not include the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.

Due to outbreak of COVID-19 globally and in India, the company’s management has made initial assessment of likely adverse impact on business and financial risks, and believes that the impact is likely to be short term in nature. The management does not see any medium to long term risks in the company’s ability to continue as a going concern and meeting its liabilities as and when they fall due.

The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on its operations. In developing the assumptions relating to the possible future uncertainties in the economic conditions because of this pandemic, the company, as at the date of approval of these financials statements has used internal sources of information and market base intelligence to arrive at its estimate

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Responsibility of Management and Those Charged With Governance for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134 (5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance (including other comprehensive income), cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards specified in the Companies (Indian Accounting Standards) Rules, 2015 (as amended) under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

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PERMANENT MAGNETS LIMITED

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

  1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of Section 143 (11) of the Act, we give in “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order.

  2. As required by Section 143(3) of the Act, were port that:

  3. a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

  4. b. In our opinion, proper books of account as required by law have been kept by Company so far as it appears from our examination of those books.

  5. c. The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income),the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

  6. d. In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards prescribed under section133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

  7. e. On the basis of written representations received from the directors as on 31[st] March, 2020, none of the directors are disqualified as on March 31, 2020 from being appointed as a director in terms of section 164(2) of the Act.

  8. f. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”.

  9. g. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014,in our opinion and to the best of our information and according to the explanations given to us:

    • i. The Company has disclosed the impact of pending litigations as at March 31, 2020 on its financial position in its standalone financial statements - Refer Note No. 2 of Notes to Accounts to the standalone financial statements.

    • ii. The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses.

    • iii. Company has not declared and paid any dividend, so there is no question of transferring amounts to the Investor Education and Protection Fund by the Company. Therefore, point is not applicable to the company.

For Ramanand & Associates Chartered Accountants ICAI Firm Reg. No. 117776W

Place: Mumbai Date: 26/06/2020

Sd/CA Karan Verma Partner M. No. 161335 UDIN: 20161335AAAABL8326

45

==> picture [54 x 33] intentionally omitted <==

Annexure “A” to the Independent Auditor’s Report

The referred to in Independent Auditors’ Report to the members of the Company on the standalone financial statements for the year ended March 31, 2020, we report that:

  • I. (a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

  • (b) Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner over a period of two years. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

  • (c) According to the information and explanations given to us no material discrepancies were noticed on physical verification and on the basis of our examination of the records of the Company, Company did not have any immovable property except 15% share of Borivali (Mumbai) property sold to Builder.

  • II. According to the information and explanations given to us, management has conducted physical verification of inventory at reasonable intervals during the year. In our opinion, the frequency of verification is reasonable. No material discrepancies were noticed on such physical verification.

  • III. According to information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms, limited liability partnerships or other parties covered in the register maintained under Section 189 of the Companies Act, 2013 during the year. Accordingly, clause 3 (iii) of the Order is not applicable to the Company.

  • IV. According to information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees and security.

  • V. According to information and explanations given to us, the company has not accepted any deposits from the public in accordance with the provisions of section 73 to 76 and rules framed thereunder during the year. Accordingly, clause 3 (v) of the Order is not applicable to the Company.

  • VI. According to the information and explanations given to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of section 148 of the Companies Act’2013.

  • VII. According to the information and explanations given to us, in respect of statutory dues:

  • a. According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is regular in depositing the undisputed statutory dues including provident fund, employees state insurance, income tax, Goods and Service Tax, duty of customs, professional tax and other material statutory dues, as applicable, with the appropriate authorities.

    • According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees state insurance, income tax, Goods and Service Tax, duty of customs, professional tax and other material statutory dues were in arrears as at March 31, 2020 for a period of more than six months from the date they became payable, except the following:
Nature of Dues Amount(INR in Lakhs) Due date
TDS 5.94 Asper Traces site of Income Tax(TDS)
  • b. According to the information and explanations given to us, there are no dues of provident fund, employees state insurance, income tax, Goods and Service Tax, duty of customs, professional tax and other material statutory dues which have not been deposited with the appropriate authorities on account of any dispute, except the following:
Nature of Dues Amount(INR in Lakhs) Period to which the amount relates Forum where dispute ispending
Excise Duty 63.18 F.Y. 2003-04 CESTAT – Mumbai

VIII. According to the records of the Company examined by us and the information and explanation given to us, we are of the opinion that the company has not defaulted in repayment of dues to Financial Institutions or Banks, except following payments.

Bank Nature Amount(INR in Lakhs) Due on Paid on
ICICI Interest on Central Excise
Loan
175.85* Between October 2002 to
November 2017
Not yet paid
  • *it is simple interest @ 12% provided by the company

46

PERMANENT MAGNETS LIMITED

  • IX. The Company has not raised any money by way of initial public offer, further public offer (including debt instruments). The company has applied funds from term loans raised during the year only for the purpose for which those term loans were raised.

  • X. According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.

  • XI. According to the information and explanations give to us and based on our examination of the records, the Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.

  • XII. In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.

  • XIII. According to the information and explanations given to us and based on our examinations of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act, where applicable. The details of such related party transactions have been disclosed in the financial statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

  • XIV. According to the information and explanations give to us and based on our examination of the records, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, paragraph 3(xiv) of the Order is not applicable to the Company.

  • XV. According to the information and explanations given to us and based on our examination of the records, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.

  • XVI. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, paragraph 3(xvi) of the Order is not applicable to the Company.

For Ramanand & Associates Chartered Accountants ICAI Firm Reg. No. 117776W

Place: Mumbai Date: 26/06/2020

Sd/CA Karan Verma Partner M. No. 161335 UDIN: 20161335AAAABL8326

47

==> picture [54 x 33] intentionally omitted <==

Annexure “B” to the Independent Auditor’s Report

[Referred to in Para 12(f) ‘Report on Other Legal and Regulatory Requirements’ in our Independent Auditor’s Report of even date to the members of Permanent Magnets Limited on the Ind AS financial statement for the year ended March 31, 2020]

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of PERMANENT MAGNETS LIMITED. (“The Company”) as of March 31, 2020 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial reporting ( the “Guidance Note”) and the Standards on Auditing, issued by the ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirement and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of the internal controls based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls over financial reporting’s.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

48

PERMANENT MAGNETS LIMITED

Inherent Limitation of Internal Financial Controls over Financial Reporting

Because of the inherent limitation of Internal financial controls over financial reporting, including the possibility of collision or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial controls over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedure may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal controls over financial reporting were effective as at March 31,2020, based on the internal control over financial reporting criteria established by the Company considering the essentials components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by “ the Institute of Chartered Accountants of India”.

For Ramanand & Associates Chartered Accountants ICAI Firm Reg. No. 117776W

Place: Mumbai Date: 26/06/2020

Sd/CA Karan Verma Partner M. No. 161335 UDIN: 20161335AAAABL8326

49

==> picture [54 x 33] intentionally omitted <==

BALANCE SHEET AS AT 31[ST] MARCH, 2020

(Amount in INR)

(Amount in INR)
Particulars Note No As at 31.03.2020 As at 31.03.2019
ASSET
(1) Non Current Assets
(a) Property, Plant and Equipment
(b) Other Intangible assets
(c) Right-of-use Assets
(d) Financial Assets
(i) Loans
(e) Deferred Tax Assets (Net)
(f) Other Non-Current Assets
(2) Current Assets
(a) Inventories
(b) Financial Assets
(i) Trade Receivables
(ii) Cash and Cash Equivalents
(iii) Bank Balances
(iv) Loans
(c) Other Current Assets
Total Assets
EQUITY AND LIABILITIES
(1) Equity
(a) Equity Share Capital
(b) Other Equity
Liabilities
(2) Non Current Liabilities
(a) Financial Liabilities
(i) Borrowings
(ii) Other Financial Liabilities
(b) Provisions
(3) Current Liabilities
(a) Financial Liabilities
(i) Borrowings
(ii) Trade Payables
(iii) Other Financial Liabilities
(b) Other Current Liabilities
(c) Provisions
(d) Current Tax Liabilities
Total Equity and Liabilities
2
2
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
5,03,02,802
10,40,281
4,16,21,838
66,27,527
1,50,13,057
57,02,566
12,03,08,071
19,24,77,027
27,29,69,013
1,98,23,054
6,15,74,590
56,78,305
5,82,64,024
61,07,86,013
73,10,94,083
8,59,84,530
39,27,47,480
47,87,32,010
1,85,24,205
3,04,01,873
83,94,027
5,73,20,105
10,73,516
14,98,30,891
3,17,84,708
84,81,551
1,77,705
36,93,596
19,50,41,968
73,10,94,083
5,08,88,933
6,72,288
-
62,15,730
1,05,99,730
54,59,911
7,38,36,591
17,54,74,705
31,83,29,863
80,58,165
1,95,30,440
64,91,797
6,73,58,775
59,52,43,745
66,90,80,337
8,59,84,530
24,65,20,075
33,25,04,605
2,24,13,695
-
70,69,998
2,94,83,693
5,83,54,577
19,62,27,700
1,58,78,674
44,68,827
5,18,314
3,16,43,947
30,70,92,039
66,90,80,337

Significant Accounting Policies 1 The Notes are an integral part of these financial statements

As per our report of even date. For Ramanand & Associates Chartered Accountants ICAI Firm Reg. No. 117776W

CA Karan Verma Partner M. No. 161335 UDIN:20161335AAAABL8326

Mumbai, June 26, 2020

For & on behalf of the Board

Sharad Taparia Mukul Taparia Managing Director Director DIN:00293739 DIN: 00318434

Sukhmal Jain Rachana Rane Chief Financial officer Company Secretary

50

PERMANENT MAGNETS LIMITED

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31[ST] MARCH, 2020

(Amount in INR)
Particulars Note No 31.03.2020 31.03.2019
I
II
III
IV
V
VI
VII
VIII
IX
X
XI
XII
XIII
XIV
XV
XVI
XVII
**XVIII **
Revenue From Operations
Other Income
Total Income (I+II)
EXPENSES
Cost of materials consumed
Purchases of Stock-in-Trade
Changes in inventories of fnished goods, Stock-in -Trade and work-in-progress
Employee benefts expense
Finance costs
Depreciation and amortization expense
Other expenses
Total expenses (IV)
Proft/(loss) before exceptional items and tax (I- IV)
Exceptional Items
Proft/(loss) before tax (V-VI)
Tax expense:
(1) Current tax
(2) Deferred tax
(3) Short /Excess provision of earlier years
Proft (Loss) for the period from continuing operations (VII-VIII)
Proft/(loss) from discontinued operations
Tax expense of discontinued operations
Proft/(loss) from Discontinued operations (after tax) (X-XI)
Proft/(loss) for the period (IX+XII)
Other Comprehensive Income
A
(i) Items that will not be reclassifed to proft or loss
(ii) Income tax relating to items that will not be reclassifed to proft or loss
B (i) Items that will be reclassifed to proft or loss
(ii) Income tax relating to items that will be reclassifed to proft or loss
Total Comprehensive Income for the period (XIII+XIV) (Comprising Proft
(Loss) and Other Comprehensive Income for the period)
Earnings per equity share (for continuing operation):
(1) Basic
(2) Diluted
Earnings per equity share (for discontinued operation):
(1) Basic
(2) Diluted
Earnings per equity share (for discontinued & continuing operations)
(1) Basic
(2)Diluted
23
24
25
26
27
28
29
30
31
32
32
32
1,06,56,05,418
2,70,23,772
1,09,26,29,190
51,66,77,331
-
(1,04,84,782)
7,62,81,716
1,32,87,594
2,98,71,332
27,76,49,652
90,32,82,843
~~18,93,46,348~~
-
18,93,46,348
4,84,78,823
(23,81,278)
51,696
-
14,31,97,107
-
-
14,31,97,107
~~(3,51,047)~~
-
-
-
14,28,46,060
16.61
16.61
-
-
16.61
16.61
1,20,84,10,020
99,20,692
1,21,83,30,713
64,61,05,130
-
(81,89,386)
7,12,44,023
1,30,79,800
1,56,17,958
27,24,75,269
1,01,03,32,794
~~20,79,97,918~~
-
20,79,97,918
6,13,25,507
(14,24,544)
50,886
-
14,80,46,069
-
-
14,80,46,069
~~4,98,274~~
-
-
-
14,85,44,343
17.22
17.22
-
-
17.22
17.22

The Notes are an integral part of these financial statements

As per our report of even date. For Ramanand & Associates Chartered Accountants ICAI Firm Reg. No. 117776W

CA Karan Verma

Partner M. No. 161335 UDIN:20161335AAAABL8326

Mumbai, June 26, 2020

For & on behalf of the Board

Sharad Taparia Mukul Taparia Managing Director Director DIN:00293739 DIN: 00318434 Sukhmal Jain Rachana Rane Chief Financial officer Company Secretary

Sukhmal Jain Chief Financial officer

51

==> picture [54 x 33] intentionally omitted <==

CASH FLOW STATEMENT FOR THE YEAR ENDED 31[ST] MARCH, 2020

(Amount in INR) (Amount in INR)
Particulars 31.03.2020 31.03.2019
CASH FLOW FROM OPERATING ACTIVITIES
Proft before tax and extraordinary items
Adjustment for :
Depreciation & Amortization
Depreciation for PPE
Depreciation for Leased assets
Impairement
Loss/(Proft) on Sale of Assets
Finance Charges
Financial Charges under lease agreement
Misc balance w/off
(Proft)/loss on lease modifcation & Others
Short /Excess provision of earlier years
Unrealised Foreign Exchange Gain
Operating Proft before working Capital Changes
Adjustment for:
Inventories
Trade Receivables
Other Assets
Trade Payables
Other Liabilities
Direct Taxes Paid
Net cash fow from Operating Activities
CASH FLOW FROM INVESTMENT ACTIVITIES
Sale of/ (Additions to) Fixed Assets
Sale of/ (Additions to) investments (net)
Net cash used in investing activities
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from Long Term Borrowings (Net)
Proceeds from Short Term Borrowings (Net)
Finance Charges paid (Net)
Repayment of Lease liabilities
Net cash from Financing Activities
NET INCREASE IN CASH AND CASH EQUIVALENTS
Opening Cash and Cash Equivalents
Closing Cash and Cash Equivalents
18,89,95,301
-
1,54,99,031
1,43,72,300
2,55,482
(1,37,626)
69,71,042
63,16,552
1,60,350
13,49,295
(51,696)
(1,03,38,046)
22,33,91,986
(1,70,02,322)
5,53,58,836
(8,87,84,495)
(4,62,17,099)
3,67,03,935
16,34,50,842
4,84,78,823
11,49,72,019
(1,53,98,750)
-
(1,53,98,750)
(38,89,490)
(5,72,81,061)
(1,32,87,594)
(1,33,50,235)
(8,78,08,380)
1,17,64,889
80,58,165
1,98,23,054
20,84,96,192
-
1,56,17,958
-
-
(4,13,049)
1,51,06,848
-
5,62,453
-
-
(30,82,974)
23,62,87,428
(4,15,88,845)
(2,89,49,961)
1,10,91,680
(4,27,23,737)
2,64,43,622
16,05,60,186
6,13,76,393
9,91,83,793
(1,98,94,153)
-
(1,98,94,153)
(27,40,773)
(5,39,06,894)
(1,51,06,848)
-
(7,17,54,516)
75,35,125
5,23,040
80,58,165

Notes : 1. The above statement has been prepared in indirect method as described in Ind AS -7 issued by ICAI.

  1. Cash and Cash Equivalent
2. Cash and Cash Equivalent
Cash and Cash Equivalent 31.03.2020 31.03.2019
Cash in hand
Balance with Banks
4,42,424
1,93,80,630
4,41,896
76,16,269
Total 1,98,23,054 80,58,165

As per our report of even date. For Ramanand & Associates Chartered Accountants ICAI Firm Reg. No. 117776W

CA Karan Verma Partner

M. No. 161335 UDIN:20161335AAAABL8326

Mumbai, June 26, 2020

For & on behalf of the Board

Sharad Taparia Managing Director DIN:00293739

Mukul Taparia Director DIN: 00318434

Sukhmal Jain Chief Financial officer

Rachana Rane Company Secretary

52

PERMANENT MAGNETS LIMITED

STATEMENT SHOWING CHANGES IN EQUITY FOR THE PERIOD ENDED 31[ST] MARCH, 2020

A. Equity Share Capital

A. Equity Share Capital
Balance at the beginning of the reporting period Changes in equity share capital
during theyear
Balance at the end of the
reporting period
8,59,84,530 - 8,59,84,530

B. Other Equity

B. Other Equity
Reserves and Surplus Exchange
difference on
translating
Financial
Statements
of a foreign
operations
Total
General
Reserve
Securities
Premium
Reserve
Retained
Earnings
Balance at the beginningof the reporting period - 2,80,19,668 21,85,00,407 - 24,65,20,075
Changes in accounting policyorpriorperiod errors - - - - -
Restated balance at the beginning of the
reporting period
**- ** **2,80,19,668 ** 21,85,00,407 **- ** 24,65,20,075
Total Comprehensive Income for theyear - - 14,28,46,060 - 14,28,46,060
Transfer to retained earnings - - 33,81,345 - 33,81,345
Remeasurements of the defned beneftplans - - - - -
Anyother change - - - - -
Balance at the end of the reporting period **- ** **2,80,19,668 ** 36,47,27,812 **- ** 39,27,47,480

STATEMENT SHOWING CHANGES IN EQUITY AS AT 31[ST] MARCH , 2019

STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019 STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019 STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019 STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019 STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019 STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019 STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019 STATEMENT SHOWING CHANGES IN EQUITY AS AT 31ST MARCH , 2019
A. Equity Share Capital
(Amount in INR)
Balance at the beginning of the reporting period Changes in equity share capital
during theyear
Balance at the end of the
reporting period
8,59,84,530 - 8,59,84,530
B. Other Equity
Reserves and Surplus Exchange
difference on
translating
Financial
Statements
of a foreign
operations
Total
General
Reserve
Securities
Premium
Reserve
Retained
Earnings
Balance at the beginningof the reporting period - 2,80,19,668 6,99,56,064 - 9,79,75,732
Changes in accounting policyorpriorperiod errors - - - - -
Restated balance at the beginning of the
reporting period
**- ** 2,80,19,668 6,99,56,064 - 9,79,75,732
Total Comprehensive Income for theyear - - 14,80,46,069 - 14,80,46,069
Transfer to retained earnings - - - -
Remeasurements of the defned beneftplans - - 4,98,274 - 4,98,274
Anyother change - - - - -
Balance at the end of the reporting period **- ** **2,80,19,668 ** 21,85,00,407 **- ** 24,65,20,075

53

==> picture [54 x 33] intentionally omitted <==

2
Fixed Assets
N E T B L O C K As at
31.03.2019
INR 15,253
45,54,422
4,15,97,854
88,803
6,018
26,09,722
6,36,724
13,80,136
5,08,88,932 6,72,288 6,72,288 5,15,61,221 4,68,71,977
As at
31.03.2020
INR 15,253
41,10,800
4,22,23,621
76,363
3,739
18,03,889
4,58,951
16,10,187
**5,03,02,802 ** 10,40,281 10,40,281 **5,13,43,082 ** **5,15,61,221 **
D E P R E C I A T I O N Upto
31.03.2020
INR -
20,82,956
4,58,26,057
62,578
519
44,18,335
5,84,357
31,49,349
**5,61,24,152 ** 7,81,539 7,81,539 **5,69,05,691 ** **4,16,10,104 **
Deductions
/ Adjust-
ments
INR -
-
2,03,444
-
-
-
-
-
**2,03,444 ** - - **2,03,444 ** **6,92,304 **
During the
year
INR -
4,43,622
1,27,31,348
5,415
-
8,05,223
84,495
10,98,421
1,51,68,524 3,30,507 3,30,507 1,54,99,031 1,56,17,958
01.04.2019 INR -
16,39,334
3,32,98,153
57,163
519
36,13,112
4,99,862
20,50,928
4,11,59,072 4,51,032 4,51,032 4,16,10,104 2,66,84,449 Building 5,59,94,138 5,59,94,138 1,43,72,300 1,43,72,300 4,16,21,838
G R O S S B L O C K 31.03.2020 INR 15,253
61,93,756
8,80,49,678
1,38,941
4,258
62,22,224
10,43,308
47,59,536
**10,64,26,953 ** 18,21,820 18,21,820 **10,82,48,773 ** **9,31,71,323 **
Particulars Cost
Recognition on Intial application of Ind AS 116 as at April 01,2019
Reclassifed on account of adoption of Ind AS 116
Addition during the year
As at March 31,2020 Accumulated Depreciation
Depreciation for the year
As at March 31,2020 Net Block As at March 31,2020
Deductions
Adjustments
Impairement
INR -
-
4,01,634
7,025
2,279
610
93,278
56,474
**5,61,300 ** - - **5,61,300 ** 13,75,624
Additions INR -
-
1,35,55,304
-
-
-
-
13,84,946
1,49,40,250 6,98,500 6,98,500 1,56,38,750 2,09,90,522
01.04.2019 INR 15,253
61,93,756
7,48,96,007
1,45,966
6,537
62,22,834
11,36,586
34,31,064
**9,20,48,003 ** 11,23,320 11,23,320 **9,31,71,323 ** **7,35,56,426 **
Particulars Tangible Assets
Freehold Land
Building
Plant & Machinery*
Electric Installation
Laboratory Equipments
Automobiles &
Vehicles
Furniture & Fixtures
Offce Equipments
TOTAL A Intangible Assets
Computer Software
TOTAL B TOTAL (A+B) Previous Year
Sr No. A
1
2
3
4
5
6
7
8
B
1
C

54

PERMANENT MAGNETS LIMITED

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS

(Amount in INR)

Note 3: Loans

Note 3: Loans (Amount in INR)
Particulars As at 31.03.2020 As at 31.03.2019
SecurityDeposits 66,27,527 62,15,730
Total 66,27,527 62,15,730
Secured, considered good
Unsecured, considered good
Doubtful
-
66,27,527
-
-
62,15,730
-
Note 4: Deferred Tax Asset
Deferred Tax Asset
- On account of Depreciation difference
- On account of Disallowance of expenses
Add/Less:
- On account of Depreciation diff.
- On account of Depreciation diff. (ROU)
- On account of Depreciation diff. (ROU diff in Retained earning)
43,17,307
62,82,423
28,92,763
62,82,423
1,05,99,730 91,75,186
4,42,563
(28,23,841)
(20,32,050)
14,24,544
-
-
(44,13,328) 14,24,544
Total 1,50,13,057 1,05,99,730
Note 5: Other Non-Current Assets
Balance with statutory/ Government Authorities
Security Deposits with Govt Dept
Capital Advances
-
30,13,824
26,88,742
2,39,694
30,13,824
22,06,393
Total 57,02,566 54,59,911
Secured, considered good
Unsecured, considered good
Doubtful
-
57,02,566
-
-
54,59,911
-
Note 6: Inventories
Raw materials
Work-in-progress
Stores and spares
Finishedgoods
12,86,69,284
4,59,50,129
22,31,970
1,56,25,644
12,23,35,925
4,04,48,889
20,47,789
1,06,42,102
Total 19,24,77,027 17,54,74,705
Note 7: Trade Receivables
Secured, considered good
Unsecured, considered good
Doubtful
Less: Provision for Doubtful Debts
-
27,29,69,013
-
-
-
31,83,29,863
-
-
Total 27,29,69,013 31,83,29,863
Note 8: Cash and Cash Equivalents
Balances with Banks*
Cash on hand
1,93,80,630
4,42,424
76,16,269
4,41,896
Total 1,98,23,054 80,58,165
  • Balance with Banks includes debit balance in Cash credit and Export packing credit account Rs.1,82,92,744.63/-

55

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS

(Amount in INR)

Note 9: Bank Balances

Note 9: Bank Balances (Amount in INR)
Particulars As at 31.03.2020 As at 31.03.2019
Term Deposits 6,15,74,590 1,95,30,440
Total 6,15,74,590 1,95,30,440
* Bank deposits of INR 206.68 Lacs (P.Y. INR 195.30 Lacs) held as margin money against bank guarantee/LC
Note 10: Loans
Security Deposit
Inter- Corporate Deposits
Advances recoverable in cash or kind
Loans & Advances to Employees
-
-
56,59,305
19,000
-
-
64,21,047
70,750
Total 56,78,305 64,91,797
Secured, considered good
Unsecured, considered good
Doubtful
56,78,305 64,91,797
Note 11: Other Current Assets
Advance to Suppliers
Balance with statutory/ Government Authorities
Prepaid Expenses
Other Assets
66,04,318
4,85,39,634
30,90,072
30,000
25,60,339
6,23,60,066
24,00,370
38,001
Total 5,82,64,024 6,73,58,775
Note 12: Equity Share Capital
AUTHORIZED CAPITAL
1,00,00,000 (P.Y. 1,00,00,000) Equity Shares of INR 10/- each
60,00,000 (P.Y. 60,00,000) Redeemable Cumulative/ Non-Cumulative Preference
Shares of INR 10/- each
ISSUED, SUBSCRIBED & PAID UP CAPITAL:
85,98,453(P.Y. 85,98,453)EquityShares of INR 10/- each,FullyPaid-Up
10,00,00,000
6,00,00,000
10,00,00,000
6,00,00,000
16,00,00,000 16,00,00,000
8,59,84,530 8,59,84,530
Total 8,59,84,530 8,59,84,530

12.1 Reconciliation of shares outstanding at the beginning and at the end of the reporting period Equity Shares

Total
12.1 Reconciliation of shares outstanding at the beginning and at the end of the
Equity Shares
8,59,84,530
8,59,84,530
reporting period
8,59,84,530
8,59,84,530
reporting period
Particulars March 31, 2020
No of Shares Amount In INR
Number of Shares at the beginning
Add:- Number of Shares Issued
Number of EquityShares at the end
85,98,453
-
8,59,84,530
-
85,98,453 8,59,84,530

12.2 Terms/Rights attached to Equity Shares

The Company has only one class of equity shares having a par value of Amount INR 10/- each per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividend in Indian Rupees. If the dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

56

PERMANENT MAGNETS LIMITED

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS

(Amount in INR)

12.3 Details of shareholders holding more than 5% shares in the company

12.3 Details of shareholders holding more than 5% shares in the company
Particulars March 31, 2020
No of Shares held % of Holding
Equity shares of INR 10 each fully paid
Mukul Taparia
Sharad Kumar Taparia
Kamladevi Taparia
Shyamsunder Taparia
Jai Prakash Taparia
Rameshchandra Madanlal Taparia
9,71,872
9,82,810
7,12,695
8,48,989
4,65,719
5,09,973
11.30%
11.43%
8.29%
9.87%
5.42%
5.93%

As per the records of the company, including its register of shareholders/members and other declaration received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares. Note 13: Other Equity

Note 13: Other Equity
Particulars As at 31.03.2020 As at 31.03.2019
Securities Premium Reserve
Opening Balance
Add/Less:
Closing Balance
General Reserve
Opening Balance
Add/Less: Transferred to Surplus in Statement of Proft & Loss
Closing Balance
Retained Earnings
Opening Surplus in the Statement of Proft and Loss
Add: Proft / (Loss) of the year
Less: Adjustment on a/c of Lease
Add: DTA on above adjustment
Add: MAT credit utilised of earlier years
Add: General Reserves transferred
Less: Tax impact on remeasurement of employee benefts
ClosingBalance
2,80,19,668 2,80,19,668
2,80,19,668 2,80,19,668
-
-
-
-
-
-
21,85,00,407
14,28,46,060
(80,73,942)
20,32,050
94,23,237
-
-
6,99,56,064
14,85,44,343
-
-
-
-
-
36,47,27,812 21,85,00,407
Total Equity 39,27,47,480 24,65,20,075
Note 14: Borrowings
Term Loan
Rupee Loan from Bank (Long Term)
Rupee Loan from Financial Institutions
Central Excise loan
Inter-corporate Deposits
4,52,366
4,86,772
1,75,85,066
-
40,86,219
7,42,410
1,75,85,066
-
Total 1,85,24,205 2,24,13,695
The above amount includes
Secured Borrowings
Unsecured Borrowings
Secured byPersonal Guarantee byDirector relative's(see note below)
1,85,24,205
9,39,139
2,24,13,695
48,28,629

15.1 Rupee Loans from banks are repayable in 3 years to 5 year from the date of loan and interest ranging from 9% to 15%. Above loans are secured by first charges on specific assets financed by the lender and first pari passu charges on all the present and future fixed assets & Corporate Guarantee by Synagogue Impex Ltd. (In case of Term loan taken from Central Bank of India) 15.2 Details of defaults as at year end in repayment of Term Loans are as follows :

57

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS

(Amount in INR)

(Amount in INR)
Name of Bank Amount including Interest(In INR)
Central Excise Loan - ICICI Bank * 1,75,85,066
  • During FY 2017-18 Company repaid entire principal amount of Central Excise loan of ICICI Bank but Interest is not paid so defalut persist to the extent of interest amount as on date.

Note 15: Other Financial Liabilities

Note 15: Other Financial Liabilities
Particulars As at 31.03.2020 As at 31.03.2019
Lease Liability* 3,04,01,873 -
Total 3,04,01,873 -
* Building have been taken on lease by the Company. The terms of lease rent are for the period ranging from 3 years to 5 years
depending on the lease agreement with the lessor. Such leases are renewable by mutual consent .There is no contingent rent, no
sub -leases and no restrictions imposed by the lease agreements.
Note 16: Provisions
Provision for Gratuity
Provision for Leave Encashment
45,35,135
38,58,892
32,41,064
38,28,934
Total 83,94,027 70,69,998
Note 17: Borrowings
Foreign Currency Loan from Banks*
Rupee Loan from Banks
-
10,73,516
1,59,46,688
4,24,07,889
Total 10,73,516 5,83,54,577
The above amount includes
Secured Borrowings
Unsecured Borrowings
Secured byPersonal Guarantee byPromoters/ Directors
10,73,516
10,73,516
5,83,54,577
5,83,54,577
18.1 Foreign as well as Rupee currency Loans are secured by Hypothecation of Stocks, Receiables and Other Current Assets,
present and future on pari pasu basis . These working capital facilities are further secured by frst pari pasu charge on residential
fat standing in the name of M/s Synagauge Impex Ltd and second pari passu charge on entire fxed assets of the company
(excluding Borivali property). The portion of working capital limits from Central Bank of India is exclussively secured by 2500
square feet constrctable area of Borivali property out of 15% share of the company. Further these facilities are secured by personal
guarantees of Director’s relatives and a Corporate Guarantee by Synagogue Impex Ltd.
Note 18: Trade Payables
Micro Small & Medium Enterprises
Others Trade Payables
1,76,02,351
13,22,28,540
3,00,13,069
16,62,14,631
Total 14,98,30,891 19,62,27,700
Note 19: Other Financial Liabilities
Current maturities of long term debts
Interest accrued but not due
Lease Liabilities*
Other Liabilities
8,64,017
-
1,71,82,014
1,37,38,678
34,96,424
-
-
1,23,82,251
Total 3,17,84,708 1,58,78,674
  • Building have been taken on lease by the Company. The terms of lease rent are for the period ranging from 3 years to 5 years depending on the lease agreement with the lessor. Such leases are renewable by mutual consent .There is no contingent rent, no sub -leases and no restrictions imposed by the lease agreements.

18.1 Foreign as well as Rupee currency Loans are secured by Hypothecation of Stocks, Receiables and Other Current Assets, present and future on pari pasu basis . These working capital facilities are further secured by first pari pasu charge on residential flat standing in the name of M/s Synagauge Impex Ltd and second pari passu charge on entire fixed assets of the company (excluding Borivali property). The portion of working capital limits from Central Bank of India is exclussively secured by 2500 square feet constrctable area of Borivali property out of 15% share of the company. Further these facilities are secured by personal guarantees of Director’s relatives and a Corporate Guarantee by Synagogue Impex Ltd.

  • Building have been taken on lease by the Company. The terms of lease rent are for the period ranging from 3 years to 5 years depending on the lease agreement with the lessor. Such leases are renewable by mutual consent .There is no contingent rent, no sub -leases and no restrictions imposed by the lease agreements.

Note 20: Other Current Liabilities

Withholding & Other taxes payable
Advances received from Customers
14,98,796
69,82,755
7,23,914
37,44,913
Total 84,81,551 44,68,827

58

PERMANENT MAGNETS LIMITED

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS

(Amount in INR)

Note 21: Provisions

Particulars As at 31.03.2020 As at 31.03.2019
Provision for Gratuity
Provision for Leave Encashment
73,522
1,04,183
5,18,314
-
Total 1,77,705 5,18,314
Note 22: Current Tax Liability (Net)
Provision for Income Tax 36,93,596 3,16,43,947
Total 36,93,596 3,16,43,947
Note 23: Revenue from Operations
Sale of Products
Cast Magnets & Magnetic Assembly
Parts & Accessories of Electricity Meter
Sale of services
Job work Sale
Total A
Other Operational Income
Export Benefts
Other income
Sale of Residue
19,28,39,457
80,59,09,283
7,71,548
17,79,02,896
91,49,00,187
2,66,82,359
99,95,20,288 1,11,94,85,442
2,61,22,312
1,22,092
3,98,40,726
3,07,16,362
5,64,223
5,76,43,994
Total B 6,60,85,130 8,89,24,579
Revenue from Operations(Gross) 1,06,56,05,418 1,20,84,10,020
Note 24: Other Income
Other Miscellaneous Income
Proft /(Loss) on Sale of Assets
Interest Income
Interest on Security Deposit
Exchange differeces(net)
18,42,962
1,37,626
19,27,336
6,45,755
2,24,70,093
5,12,303
4,13,049
17,60,543
-
72,34,797
Total 2,70,23,772 99,20,692
Note 25: Cost of Material Consumed
Inventory at the beginning of the year
Add: Purchases (net)
Less: Scrap sale cost ( exceptional item)
Less : Inventoryat the end of theyear
12,23,35,925
52,30,10,690
-
8,91,49,017
67,92,92,038
-
64,53,46,615 76,84,41,055
12,86,69,284 12,23,35,925
Cost of raw material & components Consumed 51,66,77,331 64,61,05,130
Note 26: Change in Inventories of WIP & Finished Goods
Inventory at the end of the year
Work-in-progress
Finished goods
Less:
Inventory at the beginning of the year
Work-in-progress
Finished goods
4,59,50,129
1,56,25,644
4,04,48,889
1,06,42,102
6,15,75,773 5,10,90,991
4,04,48,889
1,06,42,102
3,14,59,016
1,14,42,589
5,10,90,991 4,29,01,605
Total (1,04,84,782) (81,89,386)

59

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NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS

(Amount in INR)

Note 27: Employee Benefit Expenses

Note 27: Employee Beneft Expenses (Amount in INR)
Particulars As at 31.03.2020 As at 31.03.2019
Contribution to PF & Other Fund
Gratuity Expenses
Salaries, Wages & Bonus
Staff Welfare Expenses
VRS Compensation
28,56,635
6,74,193
6,96,72,063
30,30,825
48,000
17,17,735
10,87,402
6,58,17,209
25,52,569
69,108
Total 7,62,81,716 7,12,44,023
Note 28: Financial Cost
Interest
Other Borrowing cost*
Exchange difference on borrowings (net)
Interest on Lease Liabilities
LC & Bill DiscountingCharges
21,12,922
23,89,669
(3,07,290)
76,16,765
14,75,528
71,08,397
28,18,094
(1,90,196)
-
33,43,505
Total 1,32,87,594 1,30,79,800
includes Bank charges & BG Commission
Note 29: Depreciation & Amortised Cost*
Depreciation
Amortisation
Depreciation on Right of use assets
1,51,68,524
3,30,507
1,43,72,300
1,54,04,436
2,13,522
-
Total 2,98,71,331 1,56,17,958
Note 30: Other Expenses
Particulars As at 31.03.2020 As at 31.03.2019
Manufacturing Expenses
Consumption of Stores, Spares & Consumbles
Freight Inward
Sub-Contract Charges & Labour Charges
Repairs & Maintenance - Machinery
Power & Fuel Charges
A
Selling & Distribution Expenses
Advertising & Sales Promotion Expenses
Commission to Selling Agents
Freight Outward & Transportation
Hiring charges
B
2,45,38,996
39,46,467
9,99,34,438
43,22,158
2,31,05,003
3,24,15,910
44,01,652
8,71,62,794
39,42,994
2,34,76,418
15,58,47,062 15,13,99,768
13,03,213
2,85,93,794
3,64,84,489
1,36,500
21,02,918
2,46,63,356
3,24,07,256
-
6,65,17,996 5,91,73,531

60

PERMANENT MAGNETS LIMITED

NOTES FORMING PART OF STANDALONE FINANCIAL STATEMENTS

(Amount in INR)
Particulars As at 31.03.2020 As at 31.03.2019
Administrative & Other Expenses
Advertisement
Auditors Remuneration
Bank Charges
Bad Debts
Brokerage
Computer & Software Expenses
Directors' Sitting Fees
Travelling & Conveyance
Insurance
Printing & Stationery Expenses
Legal & Professional Charges
Miscl Exp
Rates & Taxes
Rent Exp
Security Service Charges
Communication Cost
Vehicle Running exp
Repairs - Building
Repairs - Others
Interest - Others
Offce Expense
Misc-Balance W/off
Loss on sale of License
Impairment of Assets
Listing and membership fee
Corporate Social Responsibility
C
1,26,760
4,00,000
4,94,668
30,167
7,50,000
10,81,605
2,05,000
61,92,413
16,16,352
7,92,429
1,81,76,011
20,26,216
55,27,415
11,14,600
31,16,191
20,38,840
19,62,792
49,38,602
3,60,426
-
10,47,457
1,60,350
6,00,291
2,55,482
3,32,500
19,38,026
1,00,400
4,00,000
20,27,048
22,689
-
9,34,054
1,85,000
48,92,490
14,24,107
10,06,063
1,78,73,323
18,62,894
32,63,645
1,40,63,092
31,14,462
18,13,071
19,13,225
33,58,244
15,44,713
3,77,840
3,10,458
5,62,453
-
-
2,46,574
6,06,126
5,52,84,593 6,19,01,970
Total A+B+C 27,76,49,652 27,24,75,269
Note 31: Items that will not be reclassifed to proft or loss
Remeasurements of the defned beneft plans
Others
(3,51,047)
-
4,98,274
-
Total (3,51,047) 4,98,274
Note 32: Earning per Share
For Continued Operations
Proft/(Loss) attributable to Equity shareholders
Weighted Average Number of Shares for Basic and Diluted EPS
Basic EPS (Amount in Rs.)
Diluted EPS(Amount in Rs.)
14,28,46,060
85,98,453
16.61
16.61
14,80,46,069
85,98,453
17.22
17.22

61

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SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS

Corporate Information

Permanent Magnet Limited is one of the flagship Companies of Taparia Group, Mumbai and one of the leading manufacturers of Alnico Cast Magnets and Yoke Assemblies, Parts and accessories of electricity meters in the world. PML has started with supplies of Gas meters parts and accessories. The assembly includes Die cast parts, Plastic parts, Brass parts, Bi-metal parts, Stainless steel parts and special copper alloy parts. The combination is of these parts fitted together is further aligned under special conditions to be directly used in gas meters. PML is adding similar range of product and forward integration of parts to assemblies in current business based on customer demand. Company has good customer base in India as well as in Europe, USA, South America and South East Asia. Permanent Magnets Limited (the ‘Company’) is listed on the Bombay Stock Exchange (BSE).The Significant Accounting Policies are as follows:

: Significant Accounting Policies

A. Basis of Preparation

  • a. Compliance with Ind AS

  • The financial statement comply in all material aspects with Indian Accounting Standards (Ind AS) notified under section 133 of the Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules , 2015] and other relevant provision of the Act.

  • b. Historical cost convention

  • The financial statements have been prepared on a historical cost basis, except for the following:

  • Certain financial assets and liabilities that are measured at fair value;

  • Defined benefit plans-plan assets measured at fair value;

B. Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Company has identified Managing Director as chief operating decision maker. Refer note 6 of Notes to Accounts for segment information presented.

C. Foreign currency translation

  • i) Functional and presentation currency

  • Items included in the financial statements are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The financial statements are presented in Indian rupee (INR), which is the Company’s functional and presentation currency.

  • ii) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in profit or loss.

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.

D. Revenue Recognition

Effective April 1, 2018, the company adopted Ind AS 115 “Revenue from Contracts with Customers” using the cumulative catch-up transition method, applied to contracts that were not completed as of April 1, 2018. The core principal of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In accordance with the cumulative catch-up transition method, the comparatives have not been retrospectively adjusted. The effect on adoption of Ind AS 115 was insignificant.

Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services

Other income is comprised primarily of interest income, dividend income, gain/loss on investments, exchange gain/loss on translation of other assets and liabilities. Interest income is recognized using the effective interest method. Claims for export incentives/ duty drawbacks, duty refunds and insurance are accounted when the right to receive payment is established.

62

PERMANENT MAGNETS LIMITED

E. Income tax Current

Income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in the countries where the Company operates and generates taxable income.

Current income tax relating to items recognised outside profit or loss is recognised in outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax liabilities are recognised for all taxable temporary differences.

Deferred tax assets including Minimum Alternate Tax (MAT) are generally recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the reporting date. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

F. Leases

As a lessee

Initial measurement

Lease Liability: At the commencement date, a Company measure the lease liability at the present value of the lease payments that are not paid at that date. The lease payments shall be discounted using incremental borrowing rate.

Right-of-use assets: initially recognised at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives.

Subsequent measurement

Lease Liability: Company measure the lease liability by (a) increasing the carrying amount to reflect interest on the lease liability; (b) reducing the carrying amount to reflect the lease payments made; and (c) remeasuring the carrying amount to reflect any reassessment or lease modifications.

Right-of-use assets: subsequently measured at cost less accumulated depreciation and impairment losses. Right-of-use assets are depreciated from the commencement date on a WDV basis over the shorter of the lease term and useful life of the under lying asset.

Impairment:

Right of use assets are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the valuein-use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the Cash Generating Unit (CGU) to which the asset belongs.

Short term Lease:

Short term lease is that, at the commencement date, has a lease term of 12 months or less. A lease that contains a purchase option is not a short-term lease. If the company elected to apply short term lease, the lessee shall recognise the lease payments associated with those leases as an expense on either a straight-line basis over the lease term or another systematic basis. The lessee shall apply another systematic basis if that basis is more representative of the pattern of the lessee’s benefit.

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As a lessor:

Leases for which the company is a lessor is classified as a finance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases are classified as operating leases.

Lease income is recognised in the statement of profit and loss on straight line basis over the lease term.

Transition to Ind AS 116

Ministry of Corporate Affairs (“MCA”) through Companies (Indian Accounting Standards) Amendment Rules, 2019 and Companies (Indian Accounting Standards) Second Amendment Rules, has notified Ind AS 116 Leases which replaces the existing lease standard, Ind AS 17 leases, and other interpretations. Ind AS 116 sets out the principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. It introduces a single, on-balance sheet lease accounting model for lessees.

The Company has adopted Ind AS 116, effective annual reporting period beginning April 1, 2019 and applied the standard prospectively to its leases.

G. Impairment of assets

Property, plant and equipment and intangible assets are tested for impairment annually whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

H. Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

I. Trade receivables

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using effective interest method, less provision for impairment.

J. Inventories

Raw materials and stores, work-in-progress, traded and finished goods are stated at the lower of cost and net realizable value.

Cost of raw materials and traded goods comprise of cost of purchase.

Cost of work-in-progress and manufactured finished goods comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the later being allocated on the basis of normal operating capacity. Cost of inventories also includes all other cost incurred in bringing the inventories to their present location and condition. Costs are assigned to individual items of inventory on weighted average basis. Costs of purchased inventory are determined after deducting rebates and discounts.

Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

K. Financial Instruments:

(i) Financial assets:

Initial recognition and measurement

Financial assets are classified, at initial recognition, as financial assets measured at fair value or as financial assets measured at amortised cost. All financial assets not recorded at fair value though profit or loss are recognized initially at fair value plus transaction costs that are attributable to the acquisition of the financial asset.

Subsequent measurement

For Purposes of subsequent measurement, financial assets are classified in two broad categories:

  • Financial assets at fair value

  • Financial assets at amortised cost

Where assets are measured at fair value, gains and losses are either recognized in the statement of profit and loss (i.e. fair value through profit or loss), or recognized in other comprehensive income (i.e. fair value though other comprehensive income).

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PERMANENT MAGNETS LIMITED

A financial asset that meets the following two conditions is measured at amortised cost (net of any write down for impairment) unless the asset is designated at fair value through profit or loss under the fair value option.

  • Business model test: The objective of the company’s business model is to hold the financial asset to collect the contractual cash flows (rather than to sell the instrument prior to its contractual maturity to realise its fair value changes).

  • Cash flow characteristics test: The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A financial asset that meets the following two conditions is measured at fair value through other comprehensive income unless the asset is designated at fair value through profit or loss under the fair value option.

  • Business model test: The financial asset is held within a business model whose objective is achieved by both collecting contractual cash flow and selling financial assets.

  • Cash flow characteristics test: The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Even if an instrument meets the two requirements to be measured at amortised cost or fair value through other comprehensive income, a financial asset is measured at fair value through profit or loss as doing so eliminates or significantly reduces a measurement or recognition inconsistency (sometimes referred to as an ‘accounting mismatch’) that would otherwise arise from measuring assets or liabilities or recognizing the gains and losses on them on different bases.

All other financial asset is measured at fair value through profit or loss.

All equity investments are measured at fair value in the balance sheet, with value changes recognized in the statement of profit and loss, except for those equity investments for which the entity has elected to present value changes in ‘other comprehensive income’

If an equity investment is not held for trading, an irrevocable election is made at initial recognition to measure it at fair value through other comprehensive income with only dividend income recognized in the statement of profit and loss.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognized (i.e. removed from the company’s statement of financial position) when:

  • The rights to receive cash flows from the asset have expired, or

  • The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement and either;

  • (a) The company has transferred substantially all the risks and rewards of the asset, or

  • (b) The company has either transferred substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the company has transferred its rights to received cash flow from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the company continues to recognize the transferred asset to the extent of the company’s continuing involvement. In that case, the company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Company could be required to repay.

Impairment

The Company applies the expected credit loss model for recognising impairment loss on financial assets measured at amortised cost, debt instruments at FVTOCI, lease receivables, trade receivables, other contractual rights to receive cash or other financial asset, and financial guarantees not designated as at FVTPL.

Effective interest method

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period,

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to the net carrying amount on initial recognition. Income is recognised on an effective interest basis for debt instruments other than those financial assets classified as at FVTPL. Interest income is recognized in profit or loss and is included in the ‘Other income’ line item.

(ii) Financial liabilities and equity instruments:

Classification as debt or equity

Debt and equity instruments issued by a company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity Instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.

Financial Liabilities

Initial recognition and measurement

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company’s financial liabilities include trade and other payables and loans and borrowings including bank overdrafts.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. Gains or losses on liabilities held for trading are recognised in the statement of profit and loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied.

Loans and borrowings

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or cost that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.

The Company enters into deferred payment arrangements (acceptances) whereby lenders such as banks and other financial institutions make payments to supplier’s banks for purchase of raw materials/services. The banks and financial institutions are subsequently repaid by the Company at a later date. These are normally settled up to 3 months. These arrangements for raw materials are recognized as Deferred Payment Liabilities under Borrowings.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit and loss.

Reclassification of Financial Instruments

The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent.

The Company’s senior management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model.

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PERMANENT MAGNETS LIMITED

Original Classifcation Revised Classifcation Accounting Treatment

Amortised Cost

FVTPL
Fair value is measured at reclassifcation date. Difference between
previous amortized cost and fair value is recognised in Statement
of Proft and Loss.
FVTPL Amortised Cost Fair value at reclassifcation date becomes its new gross carrying
amount. EIR is calculated based on the newgross carryingamount.
Amortised Cost FVTOCI Fair value is measured at reclassifcation date. Difference between
previous amortised cost and fair value is recognised in OCI. No
change in EIR due to reclassifcation.
FVTOCI Amortised Cost Fair value at reclassifcation date becomes its new amortised
cost carrying amount. However, cumulative gain or loss in OCI is
adjusted against fair value. Consequently, the asset is measured
as if it had always been measured at amortised cost.
FVTPL FVTOCI Fair value at reclassifcation date becomes its new carrying amount.
No other adjustment is required.
FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or
loss previously recognized in OCI is reclassifed to Statement of
Proft and Loss at the reclassifcation date.

L. Offsetting financial instruments

Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

M. Property, plant and equipment

Property, plant and equipment are stated at acquisition cost net of accumulated depreciation and accumulated impairment losses, if any. Subsequent costs are included in the asset’s carrying amount or recognised as asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the Statement of Profit and Loss during the period in which they are incurred.

Gains or Losses arising on retirement or disposal of property, plant and equipment are recognised in the Statement of Profit and Loss.

Capital work-in-progress/intangible assets under development are carried at cost, comprising direct cost, related incidental expenses and attributable borrowing cost.

The residual values are not more than 5% of the original cost of the asset. The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Spares in the nature of capital spares/insurance spares are added to the cost of the assets. The total cost of such spares is depreciated over a period not exceeding the useful life of the asset to which they relate.

Depreciation/Amortisation methods, estimated useful lives and residual value

Depreciation on tangible fixed assets has been provided on WDV method as per the useful life prescribed in Schedule II to the Companies Act, 2013. For any addition during the year, depreciation is charged for whole year whereas for disposals of any assets during the year, depreciation is provided on pro-rata for the year of use.

The Management estimates the useful lives for the other fixed assets as follows:

The Management estimates the useful lives for the other fxed assets as follows:
Name of Assets Life asper management
Plant & Machinery From 2years to 15years
Furniture & Fixtures - Cabin & Aluminium Section 15 Years
Laptop,Scanner & Monitors 5 Years

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N. Intangible assets

a) Recognition

Intangible assets are recognised only when future economic benefits arising out of the assets flow to the enterprise and are amortised over their useful life.

b) Amortization methods and periods

The Company amortizes intangible assets on a straight line method over their estimated useful life not exceeding 5 years. Software is amortised over a period of five years.

O. Trade and other payables

These amounts represent liabilities for goods and services provided to the company prior to the end of financial year which are unpaid. The amounts are unsecured are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognized initially at their fair value and subsequently measured at amortized cost using the effective interest method.

P. Borrowings

Borrowings are initially recognized at fair value, net of transaction cost incurred. Borrowings are subsequently measured at amortized cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognized in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all the facility will be drawn down, the fee is capitalized as a prepayment for liquidity services and amortized over the period of the facility to which it relates.

Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

Where the terms of a financial liability are renegotiated and the entity issues equity instruments to a creditor to extinguish all or part of the liability (debt for equity swap), a gain or loss is recognized in profit or loss, which is measured as the difference between the carrying amount of the financial liability and the fair value of the equity instrument issued.

Q. Borrowing costs

General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing cost eligible for capitalization.

Other borrowings costs are expensed in the period in which they are incurred.

R. Provisions

Provisions for legal claims and returns are recognised when the company has a present legal or constructive obligation as a result of past event, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provisions due to the passage of time is recognized as interest expense.

S. Employee benefits

i. Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognized in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.

ii. Other long-term employee benefit obligations

The liabilities for earned leave are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are therefore measured at the present value of expected future payments

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PERMANENT MAGNETS LIMITED

to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period that have terms approximating to the terms of the related obligations. Re-measurements as a result of the experience adjustments and changes in actuarial assumptions are recognized in profit or loss.

The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

iii. Post-employment obligations

The Company operates the following post-employment schemes:

  • (a) Defined benefit plans such as gratuity; and

  • (b) Defined contribution plans such as provident fund and superannuation fund.

Gratuity obligations

The liability or assets recognized in the balance sheet in respect of gratuity plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually with the assistance of independent actuaries.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognized in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognized immediately in profit or loss.

Defined contribution plans

The company pays provident fund contributions to publicly administered funds as per local regulations and superannuation fund to LIC. The Company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due.

iv. Bonus plans

The Company recognizes a liability and an expense for bonuses. The Company recognizes a provision where contractually obliged or where there is a past practice that has created a constructive obligation.

v. Contributed equity

Equity shares are classified as equity.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

T. Earning per share

  • i. Basic earnings per share

Basic earnings per share are calculated by dividing:

  • The profit attributable to owners of the company

  • By the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements in equity shares issued during the year and excluding treasury shares.

  • II. Diluted earnings per share

  • Diluted earnings per share adjust the figures used in the determination of basic earnings per share to take into account:

  • The after income tax effect of interest and other financing costs associated with dilutive potential equity shares and

  • The weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

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I. NOTES TO ACCOUNTS:

1.
2.
In the opinion of Directors, the Current Assets, Loans & Advances and Investments have a value on realization in the
ordinary course of business, which is at least equal to the amount at which they are stated in the Balance Sheet.
Contingent Liabilities:
(INR in Lakhs)
In the opinion of Directors, the Current Assets, Loans & Advances and Investments have a value on realization in the
ordinary course of business, which is at least equal to the amount at which they are stated in the Balance Sheet.
Contingent Liabilities:
(INR in Lakhs)
In the opinion of Directors, the Current Assets, Loans & Advances and Investments have a value on realization in the
ordinary course of business, which is at least equal to the amount at which they are stated in the Balance Sheet.
Contingent Liabilities:
(INR in Lakhs)
Particulars 31.03.20 31.03.19
a)
Unutilized Letters of Credit with Bankers
121.80 73.57
b)
Bank Guarantee
20.81 3.03
c)
Labour cases in the court for reinstatement and/or higher compensation, which in the
opinion of the management demand no provision of liability than what is recorded in
accounts.
7.45 7.45
d)
Excise Department has rejected the appeal fled by the company and has raised demand
as regards inter-unit transfers. The Company has fled appeal against the said order in
CESTAT and has made payment of INR 5 Lakh for stay order. Stay order against recovery
of the dues has been granted. In the opinion of Company’s Consultant, since there is no
suppression of facts by the Company, penalty imposed will be quashed. In case, if the
case is decided against the Company, there will be no actual outfow to the Company
due to availability of Cenvat credit. Further, in similar cases, the Commissioner of Central
Excise has ruled in favour of the company and has set aside the show cause notices.
Duty Demanded
Penalty
31.59
31.59
31.59
31.59
e)
Interest on Central Excise loan (Operated through ICICI).
In 1995-96, company has taken interest free loan under the Excise relief scheme as
approved by the Government of India and said loan was disbursed by designated fnancial
institutions.
ICICI, the Operating Agency raised certain demands towards the installments repaid
with delay. The Company has provided simple interest on repayment of these
delayed installments, which may be reversible if the Central Government doesn’t
demand during settlement. Additional interest if claimed by the government, will be
payable. However the management does not expect any liability on that account.
Company had approached ministry of fnance, government of India for instruction of
settlement of account as one time settlement and as per information, same is under
consideration. Disbursing agency ICICI, has also forwarded Settlement proposal to the
ministry on July 30, 2013 vide letter bearing reference no SSG/NA/2013-14/324 for
seeking the directions.
In view of the above situation, management does not feel any extra liability towards
interest on the interest free excise loan. Management of PML is providing simple interest
on outstanding dues of above loan even though this was interest free. Loan Principal
Amount repaid on duringFY 17-18
2200.64* 1413.97*
f)
During the year, credit balances had been written back under the head “Misc. Balances
Written back”. According to the company those amounts are not payable since all have
become time barred.
0.54 3.78

*management has tried to resolve the issues of Central Excise Loan with higher authorities of Ministry of Finance, Government of India and made various representations, but did not get proper response as above scheme has been over and no proper documents are available with ministry of finance, Government of India. Management of PML is providing simple interest on outstanding dues of above loan even though this was interest free. The Company has been repaid balance Principal Amount of the loan during FY 17-18.

  1. Hon’ble Bombay High Court has passed winding up order on the petition of M/s Savino Del Beno “Petitioner” (Freight forwarder agent & CHA of company).

Facts of the case - During the year 2010, Petitioner has raised bills for their services but failed to submit Original EP copy to the company which is essential documents to claim Excise rebate, and accordingly company withheld their payment. Subsequently, petitioner has filed winding up petition against the Company of dues of INR 12,95,305/-. Hon’ble Mumbai High Court has passed an order allowing the petition and issued direction for appointment of official liquidator in winding up order.

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PERMANENT MAGNETS LIMITED

On the appeal against this order made by the company before Hon’ble Bombay High Court, Hon’ble Bombay High Court has given interim stay order against the winding up order passed (against the Company) dated 15/04/2015. Company has deposited INR 19,05,179/- with interest as per direction of Hon’ble Bombay High Court. Matter is pending before Bombay High Court. Next hearing in this matter shall come up as per listing of the court.

Amount deposited of INR 19,05,179/-with court is shown in Balance sheet under Current Assets.

Company has recognized INR 12,95,305/- as expenses in this financial year and same has been shown under Other Liabilities.

  1. Balance under the head ‘Trade Receivables’, ‘Trade Payables’, ‘Loan and Advances Receivable and Payable’ are shown as per books of accounts subject to confirmation by concerned parties and adjustment if any, on reconciliation thereof. Confirmation letters have been issued to parties for confirmation of balances with the request to confirm or send / comments by the stipulated date failing which the balances as appearing in the letter would be taken as confirmed. Confirmation letters have been received in very few cases; however no adverse communication has been received from the parties.

  2. During the year INR 224.70 Lakh (P. Y. INR 72.34 Lakh credit) has been credited to the Statement of Profit and Loss in respect of the Foreign Exchange Differences.

6. Segment reporting

The Chief Operational Decision Maker identifies and monitors the operating results of its business segments separately for purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. The Operating segments have been identified on the basis of the nature of products/services.

7. Leases: - Effective date and transition

Effective April 01, 2019, the Company has adopted Ind As 116 Leases. Company apply retrospectively with the cumulative effect of initially applying the Standard recognised at the date of initial application. Company measure lease liability at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate at the date of initial application, and measure that right-of-use asset an amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognised in the balance sheet immediately before the date of initial application. Company is following SLM method for depreciation on Right of use assets over lease terms.

A) The following is the movement in lease liabilities

(Amount in Lakh)

A) The following is the movement in lease liabilities (Amount in Lakh)
B)
C)
Balance as on April 01,2019 274.46
Additions 334.88
Finance cost accrued duringtheperiod 76.17
Payment of lease liabilities 209.67
Balance as on March 31,2020 475.84
Maturity Analysis of Lease Liabilities
March 31, 2020
Maturityanalysis-Contractual undiscounted cashfows
Less than oneyear 144.68
Oneyear to fveyear 89.82
More than fveyears -
Total Undiscounted lease liabilities 234.49
Lease liabilities included in the statement of Financialposition
Non Current 304.02
Current 171.82
Total 475.84
Amount Recognised in the Statement of proft and loss
March 31, 2020
Interest on Lease Liabilities 76.17
Depreciation on Lease Asset 143.72
Rent Expenses -short term leases and leases of low value assets 11.15

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8. Related Party Disclosure:

As per the Ind AS 24 details of related parties & transactions with them are given below:

**Sr. No. ** Name of Related Party Relationship
1
2
3
Jyotsna Plantation Ltd.
Varij Plantation Pvt Ltd.
Pregna International Limited
Associates & Enterprises over which Key Managerial
Personnel are able to exercise signifcant infuence
4
5
6
Shri. Sharad Taparia
Shri. Sukhamal Jain
Smt. Rachana Rane
Key Managerial Personnel
7
8
Shri. Rajeev Mundra
Shri. Kamal Binani
Independent Director
9
10
Smt. Sunaina Taparia (Wife of Shri. Sharad Taparia)
Shri. Mukul Taparia
Director and Relatives of Key Managerial Person.

Transactions with and outstanding balances of related parties are furnished below:

(INR in Lakhs)

(INR in Lakhs)
Particulars Directors / Key Management
Personnel and their relatives

Companies / frms Controlled
by the Directors’
Outstanding
Balance
Directors’ /KMP
Remuneration & Fees
124.04
116.19
Nil
Nil
Nil
Nil
ICD taken/Given Nil
Nil
Nil
Nil
Nil
Nil
Advance Given Nil
Nil
Nil
Nil
Nil
Nil

Note: Reimbursement of expenses incurred by the related parties for and on behalf of the company and vice-versa has not been included above. Provision for Gratuity being on actuarial valuation, is not included as separate figure for related party is not available.

Note: Previous year’s figures are given in italic

9. Disclosure as required by Ind AS-19, Employee Benefits

  • I. Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The company contribution “on the basis of actuarially ascertained by the Independent Actuaries” is charged to profit and loss account. The amount debited to profit and loss account is INR 10.25 Lakhs

Other long-term employee benefits:

  • II. Leave encashment

The Company provides for the expected cost of accumulating paid leave which can be carried forward and used in future periods by the employees. The obligation for accumulating paid leaves has been recognised at the end of the reporting period.

In respect of Gratuity & Leave Encashment, provision is made based on the actuarial valuation by an independent actuary. The following information as required under Ind AS-19 is based on the report of the Actuary:

Particulars 2019-20 2019-20 2018-19 2018-19
Leave
encashment
(unfunded)
Gratuity
(Funded)
Leave
encashment
(unfunded)
Gratuity
(Funded)
A)Acturial assumption
i)Discountingrate 6.88% 6.88% 7.87% 7.87%
ii)Future salaryincrease 5.00% 5.00% 5.00% 5.00%
iii)Expected rate of return onplan assets - - - -
iv)Retirement age(in Years) 60 60 60 60
v) Moratility rates upto Retirement age IALM 2012-
14 Uit
IALM 2012-
14 Uit
IALM 2006-
08 Uit
IALM 2006-
08 Uit

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PERMANENT MAGNETS LIMITED

Particulars 2019-20 2019-20 2018-19 2018-19
Leave
encashment
(unfunded)
Gratuity
(Funded)
Leave
encashment
(unfunded)
Gratuity
(Funded)
B) Expenses recognised in the statement of proft and
loss
i)Current service cost 10.21 3.82 11.28 8.30
ii)Net interest cost 2.96 2.92 2.48 2.57
iii)Expected return onplan assets - - - -
iv)Net actuarial(gain)/ loss recognized in theperiod (8.75) 3.51 (5.87) (4.98)
v)Expenses recognized in the statement of Proft & Loss 4.43 6.74 7.89 10.87
C)Recognised in other comprehensive income
i)Actuarial(gain)/ loss arisingon assets - - - -
ii)Actuarial(gain)/ loss on PBO arisingfrom: - - - -
Change in demographic assumptions (0.01) (0.02) - (0.03)
Change in fnancial assumptions 1.60 3.39 0.15 0.29
Change in experience assumptions (10.34) 0.14 (6.02) (5.24)
iii) Net (gain)/ loss recognised in other comprehensive
income
(8.75) 3.51 (5.87) (4.98)
D)Change inpresent value of obligation
i)Present value of obligation as atyear beginning 38.29 37.59 33.37 34.49
ii)Interest cost 2.96 2.92 2.48 2.57
iii)Current service cost 10.21 3.82 11.28 8.30
iv)Past service cost incl. Curtailmentgains and loss - - - -
v)Beneftspaid (3.09) (1.76) (2.97) (2.79)
Actuarial(gain)/ loss on PBO arisingfrom:
Change in demographic assumptions (0.01) (0.02) - (0.03)
Change in fnancial assumptions 1.60 3.39 0.15 0.29
Change in experience assumptions (10.34) 0.14 (6.02) (5.24)
vi)Present value of obligation as atyear end 39.63 46.09 38.29 37.59
E)Change in fair value ofplan assets
i)Fair value ofplan assets atyear beginning - - - -
ii)Actual return onplan assets - - - -
iii)Contributions - - - -
iv)Fund management charges(FMC) - - - -
v)Beneftspaid - - - -
vi)Actuarialgain /(loss)onplan assets - - - -
vii)Fair value ofplan assets atyear end - - - -
F)Liability/(Assets)recognised in Balance Sheet 39.63 46.09 38.29 37.59
i) Within the next 12 months
(next annual reporting period)
1.04 0.74 9.03 1.03
ii)Between 1 and 5years 10.46 24.06 13.99 18.01
iii)Beyond 5years - 2.46 8.91 2.20 4.32
iv)Total Expected Payments 13.97 33.70 25.22 23.36

10. Component Accounting for Fixed Assets

In opinion of the management, based on internal verification of the assets of the company, there is no major part, in case of any asset, which is significant to total cost of the asset and whose useful life is different from the useful life of the asset. Hence, there is no change in accounting of fixed assets and depreciation thereon as required under Ind AS 16: Property, Plant and Equipment.

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11. Segment Reporting :

The company is operating in single segment i.e. manufacturing of Cast Magnets& part and accessories of electricity meters .There have been no other reportable segments identified by Chief Operating Decision Maker and hence no segment reporting is presented under IND AS 108.

12. Impairment of Assets:

During the year under consideration, company has impaired fixed assets Rs.2.55 lakh.

13. Disclosure as per Listing Regulations: (INR in Lakhs)

**Sr. No. ** Name of the Parties Maximum balance outstanding
during theyear ended
Maximum balance outstanding
during theyear ended
Outstanding Balance as
on
Outstanding Balance as
on
31.03.20 31.03.19 31.03.20 31.03.19
1 Loans to SubsidiaryCo. NIL NIL NIL NIL
2 Unsecured Loans given where there
are no Repayment Schedule
NIL NIL NIL NIL
  1. a) Purchases of Finished Goods: NIL (P.Y. NIL)

b) Expenditure and Earning in Foreign Currencies:

  • A. CIF Value of Imports:
Particulars Amount(INR In Lakhs) Amount(INR In Lakhs)
2019-20 2018-19
Raw Materials & component 2617.47 3549.12
  • B. Value of Imported and Indigenous Raw Materials and Spare Parts consumed during the year and its percentage to total consumption:
C.
D.
Particulars 2019-20 2019-20 2018-19 2018-19 2018-19 2018-19
Amount
(INR In Lakhs)
% Amount
(INR In Lakhs)
%
Raw Materials
Imported 2463.35 47.68 3355.26 51.93
Indigenous 2703.42 52.32 3105.79 48.07
Total 5166.77 100.00 6461.05 100.00
Expenditure in foreign currencies incurred during the year:
Particulars Amount(INR In Lakhs)
2019-20 2018-19
1.
TravellingExpenses
31.94 17.44
2.
Others
2.11 7.24
3.
Financial Charges
1.67 31.32
Earnings in foreign currencies during the year:
Particulars Amount(INR In Lakhs)
2019-20 2018-19
1.
FOB Value of Exports
6467.13 6994.78

15. Micro, Small and Medium Enterprises Development Act, 2006:

As per requirement of Section 22 of Micro, Small & Medium Enterprises Development Act, 2006 following information is disclosed to the extent identifiable:

Amount (INR in Lakhs)

Sl No Particulars 2019-20 2018-19
a) (i)The Principal amount remainingunpaid to anysupplier at the end of accounting year 176.02 300.13
(ii)The interest due on above - -
Total of(i)&(ii)above 176.02 300.13
b) Amount of interestpaid bythe buyer in terms of Section 18 of the Act - -
c) The amounts ofpayment made to the supplier beyond the due date - -
d) The amount of interest due and payable for the period of delay in making payment
(which have been paid but beyond the due date during the year) but without adding the
interest specifed under the Act.
- -

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PERMANENT MAGNETS LIMITED

The information has been given in respect of such vendors to the extent they could be identified as micro and small enterprises on the basis of information available with the company.

16. Financial instruments and risk management

Fair values

  1. The carrying amounts of trade payables, other financial liabilities (current), borrowings (current), trade receivables, cash and cash equivalents, other bank balances and loans are considered to be the same as fair value due to their short term nature.

  2. Borrowings (non-current) consists of loans from banks and government authorities, other financial liabilities (noncurrent) consists of interest accrued but not due on deposits other financial assets consists of employee advances where the fair value is considered based on the discounted cash flow.

The fair value of financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments, other than those with carrying amounts that are reasonable approximation of fair values:

(i) Categories of financial instruments

Particulars As at As at As at As at
31.03.2020 31.03.2019
Carrying
Amount
*Fair Value Carrying
Amount
*Fair Value
Financial Assets
Measure at amortised cost:
Non-Current
Financial Assets
(i)Loans 66.28 66.28 62.16 62.16
Current
Financial Assets
(i)Trade Receivables 2,729.69 2,729.69 3,183.30 3,183.30
(ii)Cash and Cash Equivalents 198.23 198.23 80.58 80.58
(iii)Bank Balances 615.75 615.75 195.30 195.30
(iv)Loans 56.78 56.78 64.92 64.92
Measured at fair value through
proft and loss
Non - current
(i)Investments - - - -
Total 3,666.73 3,666.73 3,586.26 3,586.26
Financial Liabilities
Measured at amortised cost
Non Current
Borrowings 185.24 185.24 224.14 224.14
Provisions 85.72 85.72 75.88 75.88
Other Non - Current Liabilities - - - -
Current
Financial Liabilities
Borrowings 10.73 10.73 583.55 583.55
Trade Payables 1,498.31 1,498.31 1,962.28 1,962.28
Other Financial Liabilities 146.03 146.03 158.79 158.79
Total 1,926.03 1,926.03 3,004.64 3,004.64

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*Fair value of instruments is classified in various fair value hierarchies based on the following three levels: Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques, which maximise the use of observable market data and rely as little as possible on entity specific estimates. If significant inputs required to fair value an instruments are observable, the instrument is included in Level 2.

Level 3: If one or more of the significant inputs are not based on observable market data, the instruments is included in level 3

Management uses its best judgement in estimating the fair value of its financial instruments. However, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily indicative of the amounts that the Company could have realized or paid in sale transactions as of respective dates. As such, the fair value of financial instruments subsequent to the reporting dates may be different from the amounts reported at each reporting date. In respect of investments as at the transaction date, the Company has assessed the fair value to be the carrying value of the investments as these companies are in their initial years of operations obtaining necessary regulatory approvals to commence their business.

17. Financial risk management

The Company is exposed to market risk (fluctuation in foreign currency exchange rates, price and interest rate), liquidity risk and credit risk, which may adversely impact the fair value of its financial instruments. The Company assesses the unpredictability of the financial environment and seeks to mitigate potential adverse effects on the financial performance of the Company.

(A) Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of currency risk, interest rate risk and price risk. Financial instruments affected by market risk include loans and borrowings, trade receivables and trade payables involving foreign currency exposure. The sensitivity analyses in the following sections relate to the position as at March 31, 2020 and March 31, 2019.

The analysis excludes the impact of movements in market variables on the carrying values of financial assets and liabilities.

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2020 and March 31, 2019.

(i) Foreign currency exchange rate risk

  • Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the trade/other payables, trade/other receivables assets/liabilities. The risks primarily relate to fluctuations in US Dollar & EURO against the functional currencies of the Company. To mitigate the Group’s exposure to foreign currency risk, cash flows are monitored and natural hedge is used. (Amounts to be paid and received in a specific currency are expected to largely offset one another). The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks.

(ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of change in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s debt obligations with floating interest rates. As the Company has certain debt obligations with floating interest rates, exposure to the risk of changes in market interest rates are dependent of changes in market interest rates. Management monitors the movement in interest rate and, wherever possible, reacts to material movements in such rates by restructuring its financing arrangement.

As the Company has no significant interest bearing assets, the income and operating cash flows are substantially independent of changes in market interest rates.

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PERMANENT MAGNETS LIMITED

(B) Credit Risk

Credit risk is the risk arising from credit exposure to customers, cash and cash equivalents held with banks and current and non-current held-to maturity financial assets.

With respect to credit exposure from customers, the Company has a procedure in place aiming to minimise collection losses. Credit Control team assesses the credit quality of the customers, their financial position, past experience in payments and other relevant factors. Cash and other collaterals are obtained from customers when considered necessary under the circumstances.

The carrying amount of trade receivables, loans, advances, deposits, cash and bank balances, bank deposits and interest receivable on deposits represents company’s maximum exposure to the credit risk. No other financial asset carry a significant exposure with respect to the credit risk. Bank deposits and cash balances are placed with reputable banks and deposits are with reputable government, public bodies and others.

The credit quality of financial assets is satisfactory, taking into account the allowance for credit losses.

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including default risk associate with the industry and country in which customers operate. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment.

An impairment analysis is performed at each reporting date on an individual basis for major receivables. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Company also holds deposits as security from certain customers to mitigate credit risk.

18. Impact on COVID-19:

India and other global markets have experienced significant disruption due to the Covid-19 pandemic. Considering the area of operation of the company, currently management believes that it will not have a significant impact on the company and its going concern in the long run. However, the Company does estimate some impact on its performance in the short to medium term. In order to mitigate the said risk, company is focusing on controlling costs, pushing new geographies and re-aligning its product portfolio to suit the requirements in the current scenario. Company is closely monitoring Covid-19 related developments, its operations, liquidity and capital resources to mitigate the overall impact of this unprecedented situation.

  1. The previous year’s figures have been regrouped, rearranged and reclassified wherever necessary to conform to the current year presentation.

For Ramanand & Associates

FOR AND ON BEHALF OF THE BOARD

Chartered Accountants ICAI Firm Registration No. 117776W

Sd/-

CA Karan Verma Partner M. No. 161335 UDIN:20161335AAAABL8326

Sd/Sd/- Sharad Taparia Mukul Taparia Managing Director Director

Place: Mumbai Mumbai, June 26, 2020

Sd/Sd/- Sukhmal Jain Rachana Rane Chief Financial Officer Company Secretary

77

Corporate Office : PERMANENT MAGNETS LIMITED B-3, MIDC Industrial Area, Village Mira, Mira Road - 401104, Dist. Thane.