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Shalimar Paints Ltd. Annual Report 2021

Sep 6, 2021

62395_rns_2021-09-06_907205d5-dad3-4461-87d8-9170749d37d1.pdf

Annual Report

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PAINTS September 06, 2021

BSE Limited Corporate Relationship Department, 1* Floor, New Trading Ring, Rotunda Building, P.J. Towers, Dalal Street, Fort, Mumbai - 400 001 Email: [email protected]

National Stock Exchange of India Ltd Exchange Plaza, 5'" Floor, Plot No. C/1, G- Block Bandra Kurla Complex, Bandra (E), Mumbai — 400051 Email: [email protected]

(Scrip Code: BSE — 509874, NSE — SHALPAINTS)

Subject: Annual Report for the FY 2020-21 including Notice of 119" Annual General Meeting (AGM) Pursuant to Regulation 34 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir/Ma'am,

The 119" Annual General Meeting ("AGM") of Shalimar Paints Limited ("the Company") will be held on Wednesday, September 29", 2020 at 12:30 P.M (IST) through Video Conference ("VC") / Other Audio Visual Means ("OVAM") facility.

Pursuant to Regulation 34(1) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting herewith the Annual Report for the financial year 2020-21 including Notice of 119" AGM of the Company, which is being sent to the Members through electronic mode.

This is for your information and record.

Thanking You For Shalimar Paints Limited

_ Shalimar Paints Ltd. | Corporate Office : ist Floor, Plot No. 28, Sector 32, Gurugram 122001, Haryana & SHALIMAR Regd. Office: Stainless Centre, 4th Floor, Plot No. 50, Sector- 32, Gurugram-122001, Haryana [India] PAINTS | Bs +91 124 461 6600 Fr +91 124 461 6659 | E: [email protected] | www.shalimarpaints.com | CIN: L24222HR1902PLC065611

Chairman's Message __________ 02
Decorative Paints – 2008 103
Industrial Paints 2004
Board of Directors ______
Corporate Information _________ 06
Notice 2007
Director's Report - and the second of the second second and the second second second second second second second second second second second second second second second second second second second second second second sec
Report on Corporate Governance __ 38
Standalone Financial Statements - 162
Consolidated Financial Statements Consolidated Financial Statements 104
E-Communications Registration Form ————————————————————————————————————

5

SHALIMAR PAINTS LIMITED

CIN: L24222HR1902PLC065611

5HJLVWHUHG2IÀFH Stainless Centre, 4th Floor, Plot No. 50, Sector –32, Gurugram, Haryana - 122001 Phone: 0124-4616600; Fax: 0124-4616659; E-mail Id: [email protected] Website: www.shalimarpaints.com

1RWLFHRIWKHWK Annual General Meeting

NOTICE is hereby given that the 119th Annual General Meeting of the Members of SHALIMAR PAINTS LIMITED will be held on Wednesday, the 29th day of September, 2021 at 12:30 P.M., through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") to transact the following business:

ORDINARY BUSINESS:

1. 7RUHFHLYHFRQVLGHUDQGDGRSW

  • a) The audited standalone financial statements of the Company for the financial year ended on 31st March, 2021, the Reports of Board of Directors and Auditors thereon, and
  • b) The audited consolidated financial statements of the Company for the financial year ended on 31st March, 2021, the Reports of Auditors thereon.
  • 2. To appoint a Director in place of Mr. Ashok Kumar Gupta (DIN: 01722395), who retires by rotation and being eligible, offers himself for re-appointment.

SPECIAL BUSINESS:

3. AS AN ORDINARY RESOLUTION

APPOINTMENT OF MR. VIJAY KUMAR SHARMA (DIN: 01468701) AS NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY

"RESOLVED THAT pursuant to the provisions of Sections 149, 150, and 152 read with Schedule IV and all other applicable provisions, if any, of the Companies Act, 2013 and the Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modifications or re-enactment(s) thereof and any rules made thereunder, Mr. Vijay Kumar Sharma (DIN: 01468701) the Independent Non-Executive Director, who was appointed as an Additional Director (Independent) w.e.f. 05th October, 2020 by the Board of Directors through Resolution by Circulation upon recommendation by the Nomination and Remuneration Committee of the Company after satisfying the criteria laid by the Committee, and whose term expires at this Annual General Meeting, and in respect of whom the Company has received a notice in writing from a Member proposing his candidature for the office of an Independent Director be and is hereby appointed as an Independent Non-Executive Director of the Company, not liable to retire by rotation, to hold office for a period of three (3) consecutive years with effect from 05th October, 2020."

"RESOLVED FURTHER THAT the Board of Directors (hereinafter referred to as "the Board" including any committee/ sub-committee of the Board) of the Company be and are hereby authorized to take all necessary steps to give effect to the aforesaid resolution."

4. AS AN ORDINARY RESOLUTION

APPOINTMENT OF DR. RAJEEV UBEROI (DIN: 01731829) AS NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY

"RESOLVED THAT pursuant to the provisions of Sections 149, 150, and 152 read with Schedule IV and all other applicable provisions, if any, of the Companies Act, 2013 and the Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modifications or re-enactment(s) thereof and any rules made thereunder, Dr. Rajeev Uberoi (DIN: 01731829) the Independent Non-Executive Director, who was appointed as an Additional Director (Independent) w.e.f. 11th May, 2021 by the Board of Directors upon recommendation by the Nomination and Remuneration Committee of the Company after satisfying the criteria laid by the Committee, and whose term expires at this Annual General Meeting, and in respect of whom the Company has received a notice in writing from a Member proposing his candidature for the office of an Independent Director be and is hereby appointed as an Independent Non-Executive Director of the

Company, not liable to retire by rotation, to hold office for a period of three (3) consecutive years with effect from 11th May, 2021."

"RESOLVED FURTHER THAT the Board of Directors (hereinafter referred to as "the Board" including any committee/ sub-committee of the Board) of the Company be and are hereby authorized to take all necessary steps to give effect to the aforesaid resolution."

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*DXWDP &RPSDQ\6HFUHWDU\ M. No. : ACS 30581

8

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Note

    1. In view of the continuing Covid-19 pandemic, the Ministry of Corporate Affairs ("MCA") has vide its circular dated 5th May, 2020 read with circulars dated 8th April, 2020 and 13th April, 2020 and 13th January, 2021 (collectively referred to as "MCA Circulars") permitted the holding of the Annual General Meeting ("AGM") through VC / OAVM Facility, without the physical presence of the Members at a common venue. In compliance with the provisions of the Companies Act, 2013 ("the Act"), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), MCA Circulars and circular dated 12th May, 2020 and 15th January, 2021 issued by the Securities and Exchange Board of India ("SEBI Circular"), the 119th AGM of the Company is being held through VC / OAVM Facility. The detailed procedure for participating in the meeting through VC/OAVM Facility is mentioned hereunder in this notice. The deemed venue for the 119th AGM shall be the Registered Office of the Company. In terms of the MCA Circulars and SEBI Circular, the Notice of the 119th AGM will be available on the website of the Company at www.shalimarpaints.com, on the website of BSE Limited at www. bseindia.com and National Stock Exchange of India Limited at www.nseindia.com also on the website of BEETAL Financial & Computer Services Pvt Ltd., at http://www.beetalfinancial.com/
    1. 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 and SEBI Circular through VC / OAVM Facility, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the 119th AGM of the Company and therefore the Proxy Form and Attendance Slip are not annexed to this Notice.
    1. Attendance of the Members of the Company, participating in the 119th AGM through VC / OAVM Facility will be counted for the purpose of reckoning the quorum under section 103 of the Act.
    1. Pursuant to the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended), Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India ("ICSI") and Regulation 44 of SEBI Listing Regulations read with MCA Circulars and SEBI Circular, the Company is providing remote e-Voting facility to its Members in respect of the business to be transacted at the 119th AGM and facility for those Members participating in the 119th AGM to cast vote through e-Voting system during the 119th AGM. Beetal Financial Computer Services Private Limited ("Registrar") will be providing facility for voting through remote e-Voting, for participation in the 119th AGM through VC/OAVM Facility and e-Voting during the 119th AGM.
    1. At the 115th AGM, A K Dubey & Co. (Firm Regn. No. 329518E) were appointed as Statutory Auditors of the Company for a term of five years until the conclusion of 120th AGM of the Company. The ratification of their appointment, pursuant to Section 139 of the Companies Act, 2013, is not required, in terms of Notification No. S.O. 1833(E) dated May 7, 2018, issued by the Ministry of Corporate Affairs and accordingly, the item has not been included in the Ordinary Business of this AGM Notice.
    1. The relevant details as required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings ("SS-2") of the persons seeking re-appointment / appointment as Directors under Item No. 2, 3 & 4 of the Notice, are also attached. The Company has received relevant disclosures / consents from the Directors seeking re-appointment / appointment.
    1. An Explanatory Statement pursuant to Section 102 of the Act relating to special business to be transacted at the meeting is annexed hereto.
    1. Pursuant to Section 91 of the Act and Regulation 42 of the SEBI Listing Regulations, the Register of Members and the

Share Transfer books of the Company will remain closed from Thursday, September 23, 2021 to Wednesday, September 29, 2021 (both days inclusive) for the purpose of 119th AGM of the Company.

    1. The Securities and Exchange Board of India ('SEBI') has mandated submission of Permanent Account Number ('PAN') by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares in physical form are requested to submit their PAN details to the Registrar.
    1. SEBI has also mandated that requests for effecting transfer of securities (except transmission or transposition of securities) shall not be processed after March 31, 2019, unless the securities are held in dematerialized form. Hence, the Members holding shares in physical form are requested to convert their holdings to dematerialized form at the earliest.
    1. Pursuant to the MCA Circulars and SEBI Circular, in view of the prevailing situation, owing to the difficulties involved in dispatching of physical copies of the Notice of the 119th AGM and the Annual Report for the year 2020-21 including therein the Audited Financial Statements for financial year ended 31st March, 2021, are being sent only by email to the Members. Members who have not registered their email addresses with the Company or with their respective Depository Participant/s, and who wish to receive the Notice of the 119th AGM and the Annual Report for the year 2020-21 and all other communication sent by the Company, from time to time, can now register the same by submitting a duly filled-in request form mentioning their folio number, complete address, email address to be registered along with scanned self-attested copy of the PAN Card and any document (such as Driving Licence, Passport, Bank Statement, Aadhar Card) supporting the registered address of the Member, by email to the Company / Registrar. Members holding shares in demat form are requested to register their email addresses with their Depository Participant(s) only.
    1. The voting rights of Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the cut-off date 22nd September, 2021 and as per the Register of Members of the Company. A person who is not a Member as on the cut-off date should treat this Notice for information purpose only.
    1. Members who wish to inspect the Register of Directors and Key Managerial Personnel and their shareholding maintained under section 170 of Companies Act, 2013 and Register of Contracts or arrangements in which directors are interested maintained under section 189 of the Companies Act, 2013 and Relevant documents referred to in this Notice of AGM and explanatory statement on the date of AGM in electronic mode can send an email to [email protected]
    1. As per provisions of the Companies Act, 2013 read with relevant Rules thereof, facility for making nominations is available to individuals holding shares in the Company. Members holding shares in physical form may obtain Nomination Form No. SH-13 from the Company's RTA. Members holding shares in electronic form are required to approach their DPs for the nomination.
    1. In case of joint holders attending the Meeting, only the Member whose name appears first will be entitled to vote.
    1. Since 119th AGM of the Company will be held through VC / OAVM Facility, therefore Route Map is not annexed to this Notice.

EXPLANATORY STATEMENT

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As per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Regulations"), the Board of Directors on the recommendation of the Nomination and Remuneration Committee, appointed Mr. Vijay Kumar Sharma as an Additional (Non-Executive Independent) Director of the Company not liable to retire by rotation, to hold office for a period of three consecutive years w.e.f October 05, 2020, subject to consent by the Members of the Company at the ensuing Annual General Meeting ("AGM"). In terms of provisions of Section 161(1) of the Companies Act, 2013 ("the Act"), he will hold office up to the date of this AGM.

Mr. Vijay Sharma is an Engineer from PEC, Chandigarh and MBA from FMS, Delhi. In addition, he has also done various specializations from Institutes like; IIFT, YMCA, AOTS, Aptech& IIM (A). He has worked with various reputed corporates such as Jindal Stainless Limited & Escorts Yamaha Limited in various capacities

With over 35 years of experience in International & Domestic markets, Mr. Sharma has steered roles in the areas of Corporate affairs, Sales, Distribution, Corporate Branding, Marketing & Business Development, Strategy Formulation, market research & product development, customer outreach & satisfaction. He has also handled P&L accountability of the Service center chains of the Jindal Stainless Group in India and in Spain.

His proven abilities in business analytics, team building, process optimization, scalable operations, business transformation and organization development have enabled him to lead some of the best performing and engaged teams.

A widely travelled professional, Mr. Sharma brings to the table his keen insights from exposure to more than 50 countries. An able orator and an avid social media proponent, Mr. Sharma is a regular presenter in premium academic institutes, nation

al & international conferences. He has been awarded multiple accolades for his contribution in Stainless Steel & Automotive Industry.

In the opinion of the Board, Mr. Vijay Kumar Sharma is a persons of Integrity and possesses relevant expertise and experience and fulfills the conditions for appointment as a director as specified in the Companies Act, 2013 and the rules made thereunder and as per the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for his appointment as Independent Non-Executive Director on the Board of the Company.

A notice in writing has been received from a Member of the Company in terms of Section 160 of the Companies Act, 2013 signifying his intention to propose the appointment of Mr. Vijay Kumar Sharma as a Director of the Company. Save and except the above, none of the Directors, Key Managerial Personnel and their relatives, is interested or concerned in the resolution except to the extent of their shareholdings in the Company.

This statement may also be regarded as an appropriate disclosure under the Listing Regulations.

The Board commends the Ordinary Resolution set out at Item No. 3 of the Notice for approval by the members.

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As per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Regulations"), the Board of Directors on the recommendation of the Nomination and Remuneration Committee, appointed Dr. Rajeev Uberoi as an Additional (Non-Executive Independent) Director of the Company not liable to retire by rotation, to hold office for a period of three consecutive years w.e.f May 11, 2021 subject to consent by the Members of the Company at the ensuing Annual General Meeting ("AGM"). In terms of provisions of Section 161(1) of the Companies Act, 2013 ("the Act"), he will hold office up to the date of this AGM.

Dr. Rajeev Uberoi has been working as Senior Group President – Governance and Controls, of Yes Bank Limited since July, 2019. Prior to joining Yes Bank Limited, he has worked with IDFC Bank Limited as General Counsel and Group Head- Legal and Compliance since 2009. In his previous experiences, he has worked with several domestic and multinational banks such as Standard Chartered Bank, Union Bank of India, State Bank of India, Reserve Bank of India as Asst. General Manager, Dept. of Banking Supervision, Citibank as Vice President & Regulatory Head; ANZ Grindlays Bank as Head- Risk Management & Compliance – India. Dr. Uberoi is also a profound writer and has a lot of publications to his credit. He is also a member of various Committees and has been active on the Speaker circuit. He is a recipient of many accolades and awards and his contribution to the legal fraternity has been recognized in the Industry.

Dr. Uberoi is a lawyer and a Canadian Commonwealth Scholar with a Masters from McMaster University and a Ph.D. in Economics. He also possesses a Post Graduate Diploma in Business Administration from the Management Development Institute (MDI). He is also on the Board of MPCON Limited, IFCI Infrastructure Development Limited and NICDC Haryana Global City Project Limited. He had been on the Board of other reputed organizations like Jindal Stainless Limited and Management Development Institute (MDI), Gurugram as well.

In the opinion of the Board, Dr. Rajeev Uberoi is a person of Integrity and possesses relevant expertise and experience and fulfills the conditions for appointment as a director as specified in the Companies Act, 2013 and the rules made thereunder and as per the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for his appointment as Non-Executive Independent Director on the Board of the Company.

A notice in writing has been received from a Member of the Company in terms of Section 160 of the Companies Act, 2013 signifying his intention to propose the appointment of Dr. Rajeev Uberoi as a Director of the Company. Save and except the above, none of the Directors, Key Managerial Personnel and their relatives, is interested or concerned in the resolution except to the extent of their shareholdings in the Company.

This statement may also be regarded as an appropriate disclosure under the Listing Regulations.

The Board commends the Ordinary Resolution set out at Item No. 4 of the Notice for approval by the members.

ADDITIONAL INFORMATION REQUIRED TO BE FURNISHED PURSUANT TO SEBI (LISTING OBLIGATIONS AND DIS- &/2685(5(48,5(0(176?5(*8/\$7,216\$1'6(&5(7\$5,\$/67\$1'\$5'21*(1(5\$/0((7,1*6

As required pursuant to Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 1.2.5 of Secretarial Standard-2 on General Meetings, the particulars of Directors seeking appointment/re-appointment are provided below:

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1DPHRI'LUHFWRU Mr. Ashok Kumar Gupta
DIN 01722395
%ULHI5HVXPH Mr. Ashok Kumar Gupta holds a Master's degree in Physics and PGDBA. He
has experience in holding leadership positions at reputed organizations such
as SAIL, Jindal Stainless, Surya Roshni, Arcelor Mittal, etc. As a director of
Shalimar Paints, he oversees the overall operations of the company in addi
tion to framing successful strategies for the growth of the company.
'DWHRI%LUWK\$JHLQ\HDUV 07-07-1956 (65 years)
4XDOLÀFDWLRQ Master's degree in Physics and PGDBA
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Mr. Ashok Kumar Gupta holds Master's degree in Physics and PGDBA. Mr.
Gupta has experience in functional areas holding leadership positions at
reputed organizations such as SAIL, Jindal Stainless, Surya Roshni, Arcelor
Mittal and APL Apollo Tubes Limited.
7HUPVDQGFRQGLWLRQVRIDSSRLQWPHQW In terms of Section 152(6) of the Companies Act, 2013, Mr. Ashok Kumar
Gupta who was appointed as a Managing Director on 27th December, 2019
by Postal Ballot, is liable to retire by rotation at 119th AGM of the Company.
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Mr. Ashok Kumar Gupta was appointed as a Managing Director of the
Company w.e.f 27thDecember, 2019 and thus was paid remuneration of Rs.
19,531,245 for the financial year 2020-21.
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Board
10-08-2018
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1827000 equity shares of Rs. 2/- each.
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Managerial Personnel ("KMP") (if any)
Mr. Ashok Kumar Gupta is not related to any Director or Key Managerial
Personnel of the Company.
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Director Identification Number
(DIN)
01468701 01731829
Date of Birth (Age in years) 22/01/1963 (58 years) 30/01/1957 (64 years)
Date on which
appointed on the Board
October 05, 2020 May 11, 2021

Qualification An Engineer from PEC, Chandigarh
and MBA from FMS, Delhi. In addition,
he has also done various specializa
tions from Institutes like; IIFT, YMCA,
AOTS, Aptech & IIM (A).
Lawyer and a Canadian Commonwealth Scholar
with a Masters from McMaster University and a
Ph.D. in Economics. He also possesses a Post
Graduate Diploma in Business Administration
from the Management Development Institute
(MDI).
Experience and nature of
expertise in specific functional
area
With over 35 years of experience in
International & Domestic markets, Mr.
Sharma has steered roles in the areas
of Corporate affairs, Sales, Distribu
tion, Corporate Branding, Marketing &
Business Development, Strategy For
mulation, market research & product
development, customer outreach &
satisfaction. He has also handled P&L
accountability of the Service center
chains of the Jindal Stainless Group in
India and in Spain.
His proven abilities in business ana
lytics, team building, process optimi
zation, scalable operations, business
transformation and organization devel
opment have enabled him to lead some
of the best performing and engaged
teams.
A widely travelled professional, Mr.
Sharma brings to the table his keen in
sights from exposure to more than 50
countries.
An able orator and an avid social media
proponent, Mr. Sharma is a regular pre
senter in premium academic institutes,
national & international conferences.
He has been awarded multiple acco
lades for his contribution in Stainless
Steel & Automotive Industry.
Dr. Rajeev Uberoi has been working as Senior
Group President – Governance and Controls, of
Yes Bank Limited since July, 2019. Prior to joining
Yes Bank Limited, he has worked with IDFC Bank
Limited as General Counsel and Group Head
Legal and Compliance since 2009. In his previ
ous experiences, he has worked with several do
mestic and multinational banks such as Standard
Chartered Bank, Union Bank of India, State Bank
of India, Reserve Bank of India as Asst. Gener
al Manager, Dept. of Banking Supervision, Citi
bank as Vice President & Regulatory Head; ANZ
Grindlays Bank as Head- Risk Management &
Compliance – India. Dr. Uberoi is also a profound
writer and has a lot of publications to his credit.
He is also a member of various Committees and
has been active on the Speaker circuit. He is a
recipient of many accolades and awards and his
contribution to the legal fraternity has been rec
ognized in the Industry.
Dr. Uberoi is a lawyer and a Canadian Common
wealth Scholar with a Masters from McMaster
University and a Ph.D. in Economics. He also
possesses a Post Graduate Diploma in Business
Administration from the Management Develop
ment Institute (MDI). He is also on the Board of
MPCON Limited, IFCI Infrastructure Develop
ment Limited and NICDC Haryana Global City
Project Limited. He had been on the Board of
other reputed organizations like Jindal Stainless
Limited and Management Development Institute
(MDI), Gurugram as well.
Shareholding in the Company
as on 31 March 2021
1.Own
2.As beneficial owner
NIL
NIL
NIL
NIL
Details of remuneration and
remuneration last drawn
Sitting Fees of Rs. 40,000 was paid for
attending Board meetings held during
FY 2020-21.
NIL
No. of Board Meeting Attended
during the financial year 2020-
21
2 NIL

Terms and conditions of ap
pointment
As detailed in Item No. 3 of the Notice
read with the Explanatory Statement
thereto
As detailed in Item No. 4 of the Notice read with
the Explanatory Statement thereto
Disclosure of inter-se relation
ships between directors and
Key Managerial Personnel
Not a relative of any Director and Key Managerial Personnel of the Company as defined
under section 2(77) of the Companies Act, 2013 read with Rule 4 of Companies (Specifi
cation of definitions details) Rules, 2014
Details of Directorships /
Committee Chairmanship
and Memberships in
companies
'LUHFWRUVKLS

Jindal Stainless Steelway Limited

Pacific Metallic Trading Company
Private limited

Jindal Stainless Corporate Man
agement Services Private Limited

JSL Lifestyle Limited
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Jindal Stainless (Hisar) Limited

IDFC Finance Limited

Rishi Construction And Maintenance Pvt
Ltd

IFCI Infrastructure Development Limited

IDFC Project Equity Company Limited

IDFC Distribution Company Limited

IDFC Pension Fund Management Company
Limited

IDFC Capital Limited

MPCON Limited

IDFC Investment Advisors Limited
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%\2UGHURIWKH%RDUG For SHALIMAR PAINTS LIMITED

*DXWDP &RPSDQ\6HFUHWDU\ M. No.: ACS 30581

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INSTRUCTIONS FOR E-VOTING:

Pursuant to Section 108 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 and as amended, the Company is pleased to provide remote e-voting facility to enable the Member to cast their votes electronically on the resolutions mentioned in the Notice of the 119th AGM of the Company to be held on Wednesday, the 29th day of September, 2021. The Company has appointed Mr. Naveen Shree Pandey, Practicing Company Secretaries, as the Scrutinizer for conducting the remote e-voting process and e-voting during the AGM in a fair and transparent manner. The list of shareholders/ beneficial owners shall be reckoned on the equity shares as on 22nd September, 2021. The remote e-voting period will commence on 26th September, 2021 at 10.00 a.m. (IST) and ends on 28th September, 2021 at 5.00 p.m. (IST). During this period shareholder of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date 22nd September, 2021, may cast their vote electronically. The remote e-voting module shall be disabled by Central Depository Services (India) Limited ("CDSL") for voting thereafter. Once the vote on a resolution is cast by a Member, whether partially or otherwise, it shall not be allowed to change subsequently. Voting has to be done for each item of the Notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as "ABSTAINED". Shareholders who have already voted prior to the meeting date would not be entitled to vote during the meeting.

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

(i) The voting period begins on 26th September, 2021 at 10.00 a.m. (IST) and ends on 28th September, 2021 at 5.00 p.m. (IST). During this period shareholders' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date 22nd September, 2021 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020 and under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders' resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Pursuant to abovesaid SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

7\SHRI
VKDUHKROGHUV
/RJLQ0HWKRG
Individual
Shareholders
holding secu
rities in Demat
mode with
CDSL
1.
Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and
password. Option will be made available to reach e-Voting page without any further authentication.
The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or visit
www.cdslindia.com and click on Login icon and select New System Myeasi.
2.
After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible com
panies where the e-voting is in progress as per the information provided by company. On clicking
the e-voting option, the user will be able to see e-Voting page of the e-Voting service provider for
casting your vote during the remote e-Voting period or joining virtual meeting & voting during the
meeting. Additionally, there is also links provided to access the system of all e-Voting Service Pro
viders i.e. CDSL/NSDL/BEETAL Financial & Computer Services Pvt Ltd., so that the user can visit
the e-Voting service providers' website directly.
3.
If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.
com/myeasi/Registration/EasiRegistration
4.
Alternatively, the user can directly access e-Voting page by providing Demat Account Number and
PAN No. from a e-Voting link available on www.cdslindia.com home page or click on https://evoting.
cdslindia.com/Evoting/EvotingLogin The system will authenticate the user by sending OTP on reg
istered Mobile & Email as recorded in the Demat Account. After successful authentication, user will
be able to see the e-Voting option where the evoting is in progress and also able to directly access
the system of all e-Voting Service Providers.
Individual
Shareholders
holding secu
rities in demat
mode with
NSDL
1.
If you are already registered for NSDL IDeAS facility, please visit the e-Services website of NSDL.
Open web browser by typing the following URL: https://eservices.nsdl.com either on a Personal
Computer or on a mobile. Once the home page of e-Services is launched, click on the "Beneficial
Owner" icon under "Login" which is available under 'IDeAS' section. A new screen will open. You will
have to enter your User ID and Password. After successful authentication, you will be able to see
e-Voting services. Click on "Access to e-Voting" under e-Voting services and you will be able to see
e-Voting page. Click on company name or e-Voting service provider name and you will be re-direct
ed to e-Voting service provider website for casting your vote during the remote e-Voting period or
joining virtual meeting & voting during the meeting.
2.
If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.
nsdl.com. Select "Register Online for IDeAS "Portal or click
at https://eservices.nsdl.com/Se
cureWeb/IdeasDirectReg.jsp
3.
Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.
evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting
system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.
A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account
number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After suc
cessful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting
page. Click on company name or e-Voting service provider name and you will be redirected to e-Vot
ing service provider website for casting your vote during the remote e-Voting period or joining virtual
meeting & voting during the meeting
Individual
Shareholders
(holding secu
rities in demat
mode) login
through their
'HSRVLWRU\
3DUWLFLSDQWV
You can also login using the login credentials of your demat account through your Depository Participant
registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able to see e-Voting
option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after suc
cessful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service
provider name and you will be redirected to e-Voting service provider website for casting your vote during
the remote e-Voting period or joining virtual meeting & voting during the meeting.

(v) Login method for Remote e-Voting for Physical shareholders and shareholders other than individual holding in Demat form.

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

2) Click on "Shareholders" module.

  • 3) 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. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
  • 4 Next enter the Image Verification as displayed and Click on Login.
  • 5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
  • 6) If you are a first-time user follow the steps given below:
)RU3K\VLFDOVKDUHKROGHUVDQGRWKHUWKDQLQGLYLGXDOVKDUHKROGHUVKROGLQJVKDUHVLQ
'HPDW
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both
demat shareholders as well as physical shareholders)

Shareholders who have not updated their PAN with the Company/Depository Participant are
requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend
Bank Details
OR 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.

If both the details are not recorded with the depository or company, please enter the member
id / folio number in the Dividend Bank details field.
  • (vi) After entering these details appropriately, click on "SUBMIT" tab.
  • (vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, sharehold ers 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.
  • (viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
  • (ix) Click on the EVSN for the relevant on which you choose to vote.
  • (x) 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.
  • (xi) Click on the "RESOLUTIONS FILE LINK" if you wish to view the entire Resolution details.
  • (xii) 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.
  • (xiii) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.
  • (xiv) You can also take a print of the votes cast by clicking on "Click here to print" option on the Voting page.
  • (xv) 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.
  • (xvi) Additional Facility for Non Individual Shareholders and Custodians –For Remote Voting only.
  • Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the "Corporates" module.
  • A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk. [email protected]
  • 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.
  • Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected], if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

352&(66)257+26(6+\$5(+2/'(56:+26((0\$,/02%,/(12\$5(1275(*,67(5(':,7+7+(&203\$1< DEPOSITORIES.

    1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to Company/RTA email id.
    1. For Demat shareholders -, please update your email id & mobile no. with your respective Depository Participant (DP)
    1. For Individual Demat shareholders Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at 022- 23058738 and 022-23058542/43.

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call on 022- 23058542/43.

%\2UGHURIWKH%RDUG For SHALIMAR PAINTS LIMITED

*DXWDP &RPSDQ\6HFUHWDU\ M. No.: ACS 30581

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DIRECTOR'S REPORT

18

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The Board of Directors hereby submits the report of the businesses and operations of your Company ('the Company' or 'Shalimar') along with the audited financial statements (Standalone and Consolidated), for the financial year ended March 31, 2021. The consolidated performance of the Company and its subsidiaries has been referred to wherever required.

Your Company's performance for the financial year ended 31st March, 2021 is summarized below:

(Rs. in Crore)
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(Standalone)
)RUWKHÀQDQFLDO\HDUHQGHG
(Consolidated)
'HVFULSWLRQ 31.03.2021 31.03.2020 31.03.2021 31.03.2020
Revenue from Operations 325.56 343.85 325.56 343.85
Other Income 7.53 1.42 7.19 1.13
Total Income 333.09 345.27 332.75 344.98
Total Expenses 354.51 408.06 354.53 408.08
Profit(Loss) before exceptional items and tax (21.42) (62.80) (21.78) 63.10
Exceptional Items (2.00) 6.95 (2.00) 6.95
Profit(Loss) before tax (23.42) (55.85) (23.78) (56.16)
Tax Expenses 26.08 (17.97) 26.08 (17.97)
Profit(Loss) for the period (49.50) (37.88) (49.86) (38.18)
Total other comprehensive income(Loss) 0.14 0.15 0.14 0.15
Total comprehensive income (Loss) for the
year
(49.35) (37.73) (49.72) (38.03)

Results of our operations and state of affairs for financial year 2020-21

Your Company during the year under review has suffered a loss of Rs.49.72 crores as against loss of Rs. 38.03 crores in the previous year. The revenue from operations and other income of the Company for the financial year 2020-21 stood at Rs 325.56 crores as against Rs. 343.85 crores in the previous year.

Decorative Paints Segment– Decorative paints are generally used for painting of domestic, office and other buildings mainly for enhancement of aesthetic look & protection. Our Company manufactures and markets wide range of decorative paints for interior and exterior surfaces – concrete, plaster, metal or wood etc. We have created established brand like Weather Pro, Xtra Tough premier, Shaktiman exterior emulsion specially designed for exterior surfaces. We have wide range of interior emulsions brand like Signature luxury emulsion, Stay Clean interior emulsion, Superlac Advance, No 1 Silk and Master interior emulsion & NO.1 Distemper. Shalimar enjoys established brand in solvent based product range like Superlac Hi–Gloss synthetic enamel, Superlac satin enamel, lustre finish. Our Company's range of water based paints come with no added lead or mercury and with near zero VOC (Volatile Organic Component).

Industrial Paints Segment– Shalimar manufactures and markets industrial coatings to cater Protective coating sector, Product Finish (OEM,GENERAL INDUSTRIAL SECTOR), Range of marine paints including antifouling paints Packaging coatings for metal decoration including food can lacquers are established products running successfully in different coating lines for years. Industrial paints can again be classified into Heavy Duty Protective Coating, GI Coating, Packaging Coating and Marine Coatings and primarily used for protect the structure from deterioration through corrosion and then beautification. Shalimar is actively involved in providing solution through their expert team to mitigate corrosion by recommending the appropriate coating systems.

19

Nature of Business

We are engaged in the business of manufacturing of paints.

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In view of the losses incurred during the year under review, the Board did not recommend any dividend.

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As per Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "Listing Regulations") and applicable provisions of the Companies Act, 2013 read with the Rules issued thereunder, the Standalone as well as Consolidated Financial Statements of the Company with applicable Accounting Standards are approved by the Board of Directors of the Company. The Consolidated Financial Statements together with the Auditors' Report form part of this Annual Report.

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Kindly refer to Management Discussion & Analysis and Corporate Governance Report which forms part of this report.

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At present the paid-up share capital of the Company is Rs. 10,86,00,518/- divided into 5,43,00,259 Equity Shares of Rs. 2/ each.

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The Company has not transferred any amount to the General Reserve during the financial year ended March 31, 2021.

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No material changes and commitments affecting financial position of your Company have occurred between the end of the financial year of the Company to which Financial Statements relate and the date of this Report.

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Tinting is a vital element of the paint manufacturing process. The Company continued with its policy of installation of tinting systems in various retail outlets across the country with a view to increase the demand for its high value products, especially water based products.

Tinting is an economic way of producing a virtually unlimited number of paint colors to meet the exact needs of each individual customer, large or small.

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Presently, Sikandrabad plant of the company certified for Quality Management System-ISO 9001.

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The Company has been accorded credit rating of ACUITE BBB- for long term bank facilities and ACUITE A3 for short term bank facilities by ACUITE Ratings Limited on February 12, 2021.

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There were no shares offered by the company pursuant to Employee Stock Option Scheme, 2013 i.e. 'ESOP 2013' of the Company, during the financial year under review. A report as required under the SEBI (Share Based Employee Benefits) Regulations, 2014 and as per the provisions of section 62(1)(b) of the Companies Act read with rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 and other applicable Regulations is annexed as 'Annexure A' to this report.

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During the year under review, -

Mr. Ashok Kumar Gupta was appointed as a Managing Director (Executive Non- Independent) of the Company in the Board Meeting held on December 27, 2019. Further, his appointment was approved by the members of the Company through Postal Ballot on April 14, 2020.

In accordance with the provisions of Section 152 and other applicable provisions, if any, of the Act and the Articles of Association of the Company, Mr. Ashok Kumar Gupta, Executive Director of the Company, is liable to retire by rotation at the ensuing AGM and being eligible have offered himself for re-appointment.

Mr. Vijay Kumar Sharma was appointed as Non-Executive Independent Director of the Company w.e.f. October 05, 2020 and

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shall hold office up to the ensuing Annual General Meeting.

Dr. Rajeev Uberoi was appointed as Non-Executive Independent Director of the Company w.e.f. May 11, 2021 and shall hold office up to the ensuing Annual General Meeting.

A brief profile of the Directors Mr. Ashok Kumar Gupta, proposed to be re-appointed and Mr. Vijay Kumar Sharma and Dr. Rajeev Uberoi proposed to be appointed, as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, is appended as an Annexure to the Notice of the ensuing AGM. The Board recommends the same for the approval of the shareholders of the Company.

Mr. Ashish Kumar Bagri had ceased to be the Chief Financial Officer of the Company w.e.f. January 21, 2021.The Board of Directors had appointed Mr. Mohit Kumar Donter as the Chief Financial Officer of the Company w.e.f. June 26, 2021. The Board has also designated him as the Key Managerial Personnel (KMP) of the Company.

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The Company has received necessary declarations from each Independent Director under section 149(7) of the Companies Act, 2013, that he/ she meets the criteria of independence laid down in section 149(6) of the Companies Act, 2013 and Regulation 25 of the Listing Regulations.

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This policy formulates the criteria for determining qualifications, competencies, positive attributes and independence for the appointment of Director (Executive/ Non - Executive) and also the criteria for determining the remuneration of the Directors, Key Managerial Personnel and other employees.

The detailed policy is available on the Company's website link at: https://www.shalimarpaints.com/uploads/Nomination_and_ Remuneration_Policy.pdf

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In compliance with the applicable provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors on recommendation of the Nomination and Remuneration Committee has approved and adopted the Evaluation Policy setting out the process, format, attributes and criteria for the performance evaluation of the Board, Board Committees and Individual Directors.

The Directors carried out the annual performance evaluation of the Board, Committees of Board and individual Directors along with assessing the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties. The performance evaluation of independent directors was done by the entire Board of Directors, excluding the director being evaluated.

Directors were evaluated on various aspects, including inter alia active participation, specialization on subject and expressing views, dissemination of information and explanation or response on various queries in the meeting.

The Independent Directors had met separately on February 10, 2021 without the presence of Non Independent Directors and the members of management and discussed inter-alia, the performance of Non Independent Directors and Board as a whole and the performance of the Chairman of the Company after taking into consideration the views of Executive and Non-Executive Directors.

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During the year under review, Board Meetings and Committee Meetings were held and the intervening gap between the meetings did not exceed the period prescribed under the Act, the details of which are given in the Corporate Governance Report.

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As on March 31, 2021, the Company has two subsidiaries, namely Shalimar Adhunik Nirman Limited (SANL) and Eastern Speciality Paints & Coatings Private Limited (ESPCPL). None of the Companies has become or ceased to be the Company's subsidiaries, during the year under review.

In accordance with Section 129(3) of the Companies Act, 2013 read with Rule 5 of Companies (Accounts of Companies) Rules 2014, the Company has prepared consolidated financial statements of the Company and its subsidiaries which form part of the Annual Report. A statement in Form AOC- 1, containing the salient features of financial statements of the above mentioned subsidiaries of the Company is annexed as 'Annexure - B' to this Report.

The audited financial statements of the subsidiary companies are available for inspection at the Company's Registered Office.

Any member desirous of obtaining a copy of said financial statements may write to the Company Secretary at Company's Registered Office. The Company does not have any associate and/or joint venture company.

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M/s. A K Dubey& Co., Chartered Accountants, Statutory Auditors of the Company confirmed Auditors' Report for financial year 2020-21 does not contain any qualifications, reservations or adverse remarks. The Auditors' Report is enclosed with the financial statements in this Annual Report.

The Secretarial Auditors' Report for financial year 2020-21 does not contain any qualifications, reservations or adverse remarks. The Secretarial Auditors' Report is enclosed as 'Annexure-C' to the Director's Report in this Annual Report

As required by the Listing Regulations, the auditors' certificate on corporate governance is forming part to this Director's Report. The auditors' certificate for financial year 2020-21 does not contain any qualifications, reservations or adverse remarks.

Statutory Auditors

As per Section 139 of the Companies Act, 2013 ('the Act'), read with the Companies (Audit and Auditors) Rules, 2014, the Members of the Company in 115th Annual General Meeting approved the appointment of M/s. A K Dubey& Co., Chartered Accountants (Firm Registration Number: 329518E), as the Statutory Auditors of the Company for an initial term of 5 years i.e. from the conclusion of 115thAnnual General Meeting till the conclusion of 120th Annual General Meeting of the Company.

Pursuant to amendments in Section 139 of the Companies Act, 2013, the requirements to place the matter relating to such appointment for ratification by members at every annual general meeting has been omitted with effect from 7th May, 2018. The Report given by M/s. A K Dubey& Co., Chartered Accountants on the financial statement of the Company for the financial year 2020-21 is part of the Annual Report. There has been no qualification, reservation or adverse remark or disclaimer in their Report. During the financial year 2020-21, the Auditors had not reported any matter under Section 143 (12) of the Act, therefore no detail is required to be disclosed under Section 134(3)(CA) of the Act.

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The Secretarial Audit was carried out by M/s NSP & Associates, Company Secretaries (CP No. 10937) for the financial year 2020-21. The Report given by the Secretarial Auditors is annexed as Annexure –C and forms integral part of this Report. There has been no qualification, reservation or adverse remark or disclaimer in their Report. During the financial year 2020-21, the Secretarial Auditors had not reported any matter under Section 143 (12) of the Act, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

During the financial year 2020-21, your Company has complied with the applicable Secretarial Standards issued by The Institute of Company Secretaries of India.

*&RUSRUDWH6RFLDO5HVSRQVLELOLW*

Shalimar has been an early adopter of CSR initiatives. Your Company's overarching aspiration to create significant and sustainable societal value is manifest in its CSR initiatives. CSR is traditionally driven by a moral obligation and philanthropic spirit. Through CSR there is a formation of a dynamic relationship between a Company on one hand and the society and environment on the other. The Company is not mandated under Section 135 of the Companies Act, 2013 to incur expenditure under CSR.

Ministry of Corporate Affairs vide its Notification(s) dated 22nd January, 2021, notified the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021, which, inter alia, provides for the revised format of annual report for publishing the CSR activities undertaken during the financial year ended 31st March, 2021. The other changes pursuant to said Notification(s) under the CSR provisions, have been briefly highlighted in the annual report of the Company's CSR activities for the financial year ended 31st March, 2021.

The CSR Policy of the Company is available on the Company's website link at: https://www.shalimarpaints.com/uploads/Corporate_Social_Responsibility_Policy.pdf

The Annual Report on CSR activities in accordance with the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed as 'Annexure - D' to this Report.

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The Company's shares are listed on BSE Limited and National Stock Exchange of India Limited The Company has paid annual listing fees to the respective Stock Exchanges. As the trading in equity shares of the Company is permitted only in dematerialized form, the Company has made the requisite arrangements with National Securities Depository

Director's Report (Contd.)

22

Limited and Central Depository Services (India) Limited to enable investors to hold shares in dematerialized form.

Risk Management

The purpose of Risk Management is to assist the Board in fulfilling its responsibilities with regard to the identification, evaluation and mitigation of operational, strategic and environmental risks. It involves identifying potential events that may affect the Company and formulating strategy to manage these events while ensuring that the risk exposure remains at the defined appropriate levels.The Company has developed and implemented comprehensive risk assessment and mitigation procedures as laid down in the Company's Risk Management Policy duly approved by the Board.

There are no risks identified by the Board which may threaten the existence of the Company. The detailed Risk Review is provided in the Management Discussion & Analysis section forming integral part of Annual Report.

The Risk Management Policy of the Company, is available on the Company's website link at: https://www.shalimarpaints.com/ uploads/Risk-Management-Policy.pdf

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, safeguarding of its assets, prevention and detection of fraud, error reporting mechanisms, accuracy and completeness of the accounting records, and timely preparation of reliable financial disclosures. The Board of Directors of the Company had discussed in their meeting about the effectiveness and appropriateness of a sound Internal Financial Control System already established in the Company. They also discussed the strength and weakness of the system. They also discussed the various suggestions recommended by the audit committee with the internal auditors. Internal audit department provide an annual overall assessment of the robustness of the Internal Financial Control System in the Company.

Audit Committee

Composition of the Audit Committee of the Board, along with the details of meetings held during the financial year under review and attendance of Committee members at the said meetings, have been provided in the Corporate Governance Report. All the recommendations made by the Audit Committee during the financial year 2020-21 were accepted by the Board.

Business Responsibility Report

Your Company is committed to grow the business responsibly with a long term perspective as well as to the nine principles enshrined in the National Voluntary Guidelines (NVGs) on social, environmental and economic responsibilities of business, as notified by the Ministry of Corporate Affairs, Government of India, in July, 2011.

The Business Responsibility Report ("BRR") of the Company as per the requirements of Regulation 34(2)(f) of the SEBI LODR describing the initiatives taken by the Company from an environmental, social and governance perspective, along with all the related policies can be viewed on the Company's website at-

https://www.shalimarpaints.com/uploads/Business\_Responsibility\_Report.pdf

Vigil Mechanism

The Whistle – blower Policy has been approved and adopted by the Board of Directors of the Company in compliance with the provisions of Section 177 (10) of the Companies Act, 2013 and Regulation 22 of the Listing Regulations. The Policy also provides protection to the Directors/ employees and business associates who report unethical practices and irregularities.

The Whistle Blower Policy of the Company, is available on the Company's website link at: https://www.shalimarpaints.com/ uploads/Whistleblower-Policy1.pdf

The Code provides for adequate safeguards against victimization of director(s)/ employee(s) who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases.

Annual Return

In terms of Sections 92(3) and 134(3)(a) of the Act, annual return for the year is available on the Company's website and can be viewed at: www.shalimarpaints.com

and Company's operations in future

During the financial year 2020-21 there was no such significant and material order passed by the regulators / courts /tribunals impacting the going concern status and Company's operations in future.

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Details of loans, guarantees and investments under the provisions of Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014, as on March 31, 2021, are set out in Note 8, 9.

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All contracts/arrangements/transactions entered by the Company with Related Parties were in ordinary course of Business and at arm's length basis.During the year under review, the Company has not entered into any contracts/arrangements/transactions with the Policy of the Company on materiality of related party transactions.

All transactions with related parties were reviewed and approved by the Audit Committee and are in accordance with the Policy on Related Party Transactions formulated by the Company.

The details of the related party transactions as per Indian Accounting Standards (IND AS) - 24 are set out in Note 48 to the Standalone Financial Statements of the Company. Form AOC - 2 pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is set out in the 'Annexure-E' to this report.

The Related Party Transactions policy of the Company, is available on the Company's website link at: https://www.shalimarpaints.com/uploads/Related-Party-Transaction-Policy.pdf

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Pursuant to the amendments in the SEBI (Prohibition of Insider Trading) Regulations, 2015, the Board of Directors has amended the Code of Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading by Insiders and Code of Fair Disclosure. The Board has also framed a policy on investigation in case of leak / suspected leak of unpublished price sensitive information. The Company's Code, inter alia, prohibits dealing in the shares of the Company by an insider, while in possession of unpublished price sensitive information in relation to the Company and also during certain prohibited periods

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To foster a positive workplace environment, free from harassment of any nature, we have adopted a policy on prevention of sexual harassment at workplace. Our policy assures discretion and guarantees non-retaliation to complainants. We follow a gender-neutral approach in handling complaints of sexual harassment and we are complaint with the law of the land wherever we operate. We also constituted an Internal Complaints Committee (ICC) in all locations across India to consider and address sexual harassment complaints in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the Calendar year, the Company has not received any complaint.

Further, in terms of the provisions of the SEBI LODR, the details in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, for the financial year ended on 31st March, 2021 are as under:

  • a. Number of complaints pertaining to sexual harassment filed during the financial year: NIL
  • b. Number of complaints pertaining to sexual harassment disposed off during the financial year: NIL
  • c. Number of complaints pertaining to sexual harassment pending as at the end of the financial year: NIL

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Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in the prescribed format and annexed herewith as Annexure - F to this Report.

The statement containing particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this Report. Having regard to the provisions of the second proviso to Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any member interested in obtaining such information may write to the Secretarial Department of the Company and the same will be furnished on request.

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The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated under Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is set out in the 'Annexure-G' to this report.

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In terms of Regulation 34 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter "Listing Regulations"), a Report on Corporate Governance along with Compliance Certificate issued by Practicing Company Secretary is attached as Annexure – H and forms integral part of this Report (hereinafter "Corporate Governance Report").

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Management Discussion and Analysis as stipulated under the Listing Regulations is presented in a separate section forming part of this Annual Report. It speaks about the overall industry structure, global and domestic economic scenarios, developments in business operations/ performance of the Company's various businesses viz., decorative business, international operations, industrial and home improvement business, internal controls and their adequacy, risk management systems and other material developments during the financial year 2020-21.

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The financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) (to the extent notified) and guidelines issued by SEBI. The IND AS is prescribed under section 133 of the Companies Act, 2013 ('the Act') read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016. Effective April 1, 2017, the Company has adopted all the Ind AS standards and the adoption was carried out in accordance with applicable transition guidance. Accounting policies have been consistently applied except where a newly issued accounting standard is initially adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use.

The directors confirm that:

  • a) In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;
  • b) They had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profits of the Company for that period;
  • c) They had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the pro visions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
  • d) They had prepared the annual accounts on a going concern basis;
  • e) They had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and
  • f) They had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

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Hind Strategic Investments- Promoter of the Company undertook an inter-se transfer of 27,15,012 equity shares of Shalimar Paints Limited (the "Company") representing 5% of the equity share capital of the Company in the financial year 2020-2021 among the members of the promoter and promoter group of the Company on March 30, 2021. During such transaction there was the addition in the number of Promoter Group i.e. Mr Shivang Jhunjhnuwala, Mrs Ritu Jhunjhnuwala and Mr. Gaurang Jhunjhnuwala. All the necessary disclosures in regard to such transfer under SEBI Takeover Regulations, SEBI (Prohibition of Insider Trading) Regulations, 2015 and other applicable provisions has been intimated to the Stock Exchanges on April 01, 2021. The details of the transfer are set out below:

S.No 1DPHRI7UDQVIHURU7UDQVIHUHH Category 1RRI6KDUHV
1 Hind Strategic Investments - Transferor Promoter 27,15,012
2 Mrs Sarika Jhunjhnuwala- Transferee Promoter Group 7,75,159
3 Mr Shivang Jhunjhnuwala-Transferee Promoter Group 7,75,159
4 Mrs Ritu Jhunjhnuwala - Transferee Promoter Group 5,82,347
5 Mr Gaurang Jhunjhnuwala - Transferee Promoter Group 5,82,347

Further, on June 29, 2021, Hind Strategic Investments ("HSI") - Promoter of the Company has again transferred 27,15,012 equity shares held by it in the Company (representing 5% of the equity share capital) among members of the promoter and promoter group. All the necessary disclosures in regard to such transfer under SEBI Takeover Regulations, SEBI (Prohibition of Insider Trading) Regulations, 2015 and other applicable provisions has been intimated to the Stock Exchanges on July 01, 2021. The details of the transfer are set out below:

S.no 1DPHRI7UDQVIHURU7UDQVIHUHH Category 1RRI6KDUHV
1 Hind Strategic Investments - Transferor Promoter 27,15,012
2 Mrs Sarika Jhunjhnuwala- Transferee Promoter Group 5,45,564
3 Mr Shivang Jhunjhnuwala-Transferee Promoter Group 5,45,564
4 Mrs Ritu Jhunjhnuwala - Transferee Promoter Group 8,11,942
5 Mr Gaurang Jhunjhnuwala - Transferee Promoter Group 8,11,942

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Electronic copies of the Annual Report 2020-21 and the notice of the 119th Annual General Meeting are sent to all members whose email addresses are registered with the Company/ depository participant(s). The Members holding shares in physical form who have not registered their email addresses with the Company and who wish to receive the Annual Report for the year 2020-21 can now register their e-mail addresses with the Company. For this purpose they can send scanned copy of signed request letter mentioning folio number, complete address and the email address to be registered along with self-attested copy of the PAN Card and any document supporting the registered address of the Member, by email to the Company at askus@ shalimarpaints.com

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  • a. During the year under review, the Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, enactment(s) thereof for the time being in force);
  • b. The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings;
  • c. Neither the Managing Director nor the CEO of the Company has received any remuneration or commission from any of Company's subsidiary;
  • d. None of the Auditors of the Company have reported any fraud as specified under the second proviso of Section 143 (12) of Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force).
  • e. The Company does not have any scheme or provision of money for the purchase of its own shares by eployees/ directors or by trustees for the benefit of employees/Directors.

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The statements in the Board's Report and the Management Discussion & Analysis Report describing the Company's objectives, expectations or forecasts may be forward looking within the meaning of applicable laws. Actual results may differ materially from those expressed in the statement. Important factors that could influence the Company's operations includes demand and supply conditions affecting selling prices, raw material availability and prices, changes in government regulations, tax laws, economic developments within the country and other factors such as litigation and industrial relations.

25

COVID 19 IMPACTS

Due to the outbreak of Coronavirus Disease 2019 (COVID-19), declared a pandemic by the World Health Organization, the nationwide lockdown was imposed by the Central and State Government(s) to control the spread of the disease. Accordingly the manufacturing facilities of the Company were hampered but in the due course of time the operations were ramped up gradually and aligned with the market outlook. The aforesaid lockdown has disturbed the economic activity through interruption in manufacturing process, disruption in supply chain, etc. The Company believes that due to strong business fundamentals, this pandemic may not have a significantly adverse impact on the operations and performance of the Company in the long term. Furthermore, the Company has also constituted an internal cross-functional COVID task force that is monitoring the situation continuously.

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We thank our customers, vendors, investors, bankers, employees for their continued support during the year. We place on record our appreciation of the contribution made by our employees at all levels. Our continuous operation was made possible by their hard work, solidarity, cooperation and support. We thank the Government of India and government agencies for their support and look forward to their continued support in the future.

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26

'Annexure-A' to Director's Report

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SHALIMAR STOCK OPTION 2013: STATUS AS ON 31.03.2021
S.NO. PARTICULARS ESOP SCHEME 2013
1 Number of Stock options granted 940000
2 Pricing Formula (Rs) 111.22
3 Option Vested 28375
4 Number of Option exercised 17875
5 Number of Shares arising as a result of exercise of option 17875
6 Variation of terms of options None
7 Number of option lapsed 911625
8 Money realized upon exercise of options (Rs.in Lakhs) 8.16
9 Total number of option in force 10500
10 (a) Options granted to senior managerial personnel 280000
(b) Any other employee who receives a grant in any one year of option amounting to 5%
or more of options granted during the year
317000
(c) Identified employees who were granted options during any one year, equal to or ex
ceeding 1% of the issued capital (excluding outstanding warrants &conversions) of the
Company at the time of grant
11. (i) Method of calculation of employee compensation cost Fair Value Method
a) Weighted average exercise prices of option granted 111.22
12. b) Weighted average fair value of options granted on the date of grant (Rs) 121.64
13. Method and significant assumptions used to estimate the fair values of options Black
Scholes Valuation Model
Black Scholes
Valuation Model
(i) Weighted average share price / Fair value of share (Rs) 166
(ii) Exercise Price (Rs) 111.22
(iii) Annual Volatility (Standard Deviation Annual) 69.57%
(iv) Time To Maturity - in years (1.18)
(v) Dividend Yield 0.00%
(vi) Risk free Rate Annual 8.15%

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Reporting Period 1st April, 2020 to 31st March, 2021 1st April, 2020 to 31st March, 2021
Reporting Currency INR INR
Share Capital 9.50 5.00
Reserves & Surplus 1648.20 (2.94)
Total assets 2724.76 2.99
Total liabilities 2724.76 2.99
Investments 0.00 0.00
Turnover 0.00 0.00
Profit before taxation (36.51) (0.13)
Provision for taxation 0.00 0.00
Profit after taxation (36.51) (0.13)
Proposed Dividend 0.00 0.00
% of shareholding 99.99% 100%

Note:

1. Name of subsidiaries which are yet to commence operation: None

2. Name of subsidiaries which have been liquidated or sold during the year: None

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28

29

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MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2021 [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To, The Members, 6KDOLPDU3DLQWV/WG (L24222HR1902PLC065611) Stainless Centre, 4th Floor, Plot No. 50, Sector 32, Gurugram - 122001, Haryana

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by 6KDOLPDU3DLQWV/WG (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, 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 31st March, 2021, the Company has complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent based on the management representation letter/ confirmation, 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 31st March, 2021, according to the provisions of:

    1. The Companies Act, 2013 ('the Act') and the rules made thereunder;
    1. The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;
    1. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
    1. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
    1. 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 (Listing Obligations and Disclosure Requirements) Regulations, 2015, [herein after referred to as SEBI (LODR), 2015].
  • b) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
  • c) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
  • d) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
  • (6) We further report that with respect to the compliance of the below mentioned laws, we have relied on the compliance system prevailing in the Company and on the basis of representation received from the management:
  • i. Applicable Labour Laws
  • ii. Applicable direct and indirect tax laws
  • iii. Prevention of Money Laundering Act 2002;
  • iv. The Building and Other Construction Workers (Regulation of Employment and Conditions of Service) Act, 1996 and
  • v. Forest (Conservation) Act, 1980
  • vi. Regulations & Guidelines issued by Ministry of Environment, Forest and Climate Change, Government of India
  • vii. Regulations & Guidelines issued by Ministry of Water Resources, Government of India
  • viii. The Water (Prevention and Control of Pollution) Act, 1974 and rules made thereunder
  • ix. The Air (Prevention and Control of Pollution) Act 1981 and rules made thereunder
  • x. Environment (Protection) Act, 1986 and rules made thereunder
  • xi. Guidelines issue by National Green Tribunal.

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

  • (i) Secretarial Standards issued by The Institute of Company Secretaries of India and
  • (ii) The Listing Agreements entered into by the Company with the Stock Exchange(s).

During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

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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.

Majority decision is carried through while the dissenting members' views are captured and recorded as part of the minutes.

:HIXUWKHUUHSRUWWKDW 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.

:HIXUWKHUUHSRUWWKDW during the audit period there were no specific events/ actions having a major bearing on Company's affairs in pursuance of the above-referred laws, rules, regulations, guidelines, standards etc.

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3URSULHWRU? UDIN: F009028C000400518 FCS No.: 9028 C P No.: 10937

Place: New Delhi Date: 26th June, 2021

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

"Annexure A

To, The Members, 6KDOLPDU3DLQWV/WG

Our Secretarial Audit Report of even date is to be read along with this letter.

    1. Maintenance of secretarial records is the responsibility of the management of the Company. Our Responsibility is to express an opinion on these secretarial records based on our audit.
    1. 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.
    1. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company for the Financial Year ended 31st March, 2021.
    1. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulation and happening of events etc.
    1. The Compliance of the provisions of corporate and other applicable laws, rules, regulations, standards are the responsibility of management. Our examination was limited to the verification of procedures on test basis.
    1. The Secretarial Audit Report is neither an assurance as to future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

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3URSULHWRU? UDIN: F009028C000400518 FCS No.: 9028 C P No.: 10937

Place: New Delhi Date: 26th June, 2021

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THE ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

I. BRIEF OUTLINE OF THE COMPANY'S CSR POLICY:

Our corporate governance practices are a reflection of our value system encompassing our culture, policies and relationships with our stakeholders. Integrity and transparency are key to our corporate governance practices to ensure that we gain and retain the trust of our stakeholders at all times. Corporate governance is about maximizing shareholder value legally, ethically and sustainably. At Shalimar, our Board exercises its fiduciary responsibilities in the widest sense of the term. Our disclosures seek to attain the best practices in international corporate governance. We also endeavor to enhance long-term shareholder value and respect minority rights in all our business decisions.

The Company is committed towards improving the quality of lives of people in the communities in which it operates because the Company strongly believes that the society is an essential stakeholder and the purpose of its existence. The Company believes that giving back to the society through CSR activities is its duty.

II. THE COMPOSITION OF THE CSR COMMITTEE:

1DPH Designation Category
Mr. Ashok Kumar Agarwal Chairman Non-Executive, Independent Director
Mr. Alok Perti Member Non-Executive, Independent Director
Mr. Ashok Kumar Gupta Member Executive, Non-Independent Director

The composition of the CSR Committee as on March 31, 2021 is as follows:

  • *,,,3URYLGHWKHZHEOLQNZKHUH&RPSRVLWLRQRI&65FRPPLWWHH&653ROLF\DQG&65SURMHFWVDSSURYHGE\WKHERDUG DUHGLVFORVHGRQWKHZHEVLWHRIWKHFRPSDQ* https://www.shalimarpaints.com/uploads/Corporate_Social_Responsibil ity_Policy.pdf
  • ,93URYLGHWKHGHWDLOVRI,PSDFWDVVHVVPHQWRI&65SURMHFWVFDUULHGRXWLQSXUVXDQFHRIVXEUXOH?RIUXOHRIWKH &RPSDQLHV&RUSRUDWH6RFLDOUHVSRQVLELOLW\3ROLF\?5XOHVLIDSSOLFDEOHDWWDFKWKHUHSRUW Not Applicable
  • 9'HWDLOVRIWKHDPRXQWDYDLODEOHIRUVHWRIILQSXUVXDQFHRIVXEUXOH?RIUXOHRIWKH&RPSDQLHV&RUSRUDWH6RFLDO UHVSRQVLELOLW\3ROLF\?5XOHVDQGDPRXQWUHTXLUHGIRUVHWRIIIRUWKHÀQDQFLDO\HDULIDQ- Not Applicable
  • 9,\$YHUDJHQHWSURÀWRIWKHFRPSDQ\DVSHUVHFWLRQ?- (Rs. 5631.43) lakhs
  • 9,,D?7ZRSHUFHQWRIDYHUDJHQHWSURÀWRIWKHFRPSDQ\DVSHUVHFWLRQ Not Applicable
  • ;E?6XUSOXVDULVLQJRXWRIWKH&65SURMHFWVRUSURJUDPPHVRUDFWLYLWLHVRIWKHSUHYLRXVÀQDQFLDO\HDUV Not Applicable
  • *F?\$PRXQWUHTXLUHGWREHVHWRIIIRUWKHÀQDQFLDO\HDULIDQ* Not Applicable
  • G?7RWDO&65REOLJDWLRQIRUWKHÀQDQFLDO\HDUDEF Not Applicable

9,,,D?&65DPRXQWVSHQWRUXQVSHQWIRUWKHÀQDQFLDO\HDU

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Rs.)
7RWDO\$PRXQW6SHQW IRU WKH)L 7RWDO \$PRXQW WUDQVIHUUHG WR 8Q \$PRXQWWUDQVIHUUHG WRDQ\IXQGVSHFLÀHGXQGHU6FKHG
QDQFLDO <hdu< td="">VSHQW&65\$FFRXQWDVSHUVHFWLRQXOH9,,DVSHUVHFRQGSURYLVRWRVHFWLRQ VSHQW&65\$FFRXQWDVSHUVHFWLRQ XOH9,,DVSHUVHFRQGSURYLVRWRVHFWLRQ
LQODNKV 135(6).
1DPHRIWKH
\$PRXQW Date of transfer. Fund \$PRXQW Date of transfer.
2.45 Lakhs - - - - -

(b) Details of CSR amount spent against ongoing projects for the financial year:

(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
Sl. No. Name of the
Project
Item from the list of
activities in Schedule
VII to the Act.
Local area Location of the project Project
duration
Amount allocated
for the project
(Rs. Lakhs)
Amount spent
in the current
financial year
( Rs. Lakhs)
Amount transferred
to unspent CSR
Account for the
project as per Section
135(6)
(Rs.)
Mode of
implementation
Mode of Implementation -
Through Implenmenting
Agency
(Yes/ No) State District Direct (Yes/No) Name CSR Registration
number
1 Promoting
Education
Education No West
Bengal
Howrah - 2.45 2.45 NIL Yes NA NIL
Total - 2.45 2.45

(C) Details of CSR amount spent against other than ongoing projects for the financial year:

(1) (2) (3) (4) (5) (6) (7) (8)
Sl. No Name of the
Project
Item from the list of
activities in Schedule
VII to the Act
Local area Location of the project Amount
spent for the
project
Mode of
implementation
Mode of implementation- Through
implementing agency
(Yes/ No) State District (Rs. Lakhs) Direct (Yes/No) Name CSR Registration
number
1 Zilaadhikaari
Rahat Kosh
Relief Funds
(Covid-19)
No Uttar
Pradesh
Sikandrabad 1.00 Directly NA NIL
TOTAL 1.00

(d) Amount spent in Administrative Overheads: Nil

(e ) Amount spent on Impact Assessment, if applicable: Nil

(f) Total amount spent for the Financial Year (8b+8c+8d+8e): Rs. 3.45 Lakhs

IX (a) Details of Unspent CSR amount for the preceding three financial years: Not Applicable

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): Not Applicable

X In case of creation or acquisition of capital assets, furnish the details relating to the asset so created or acquired through CSR spent in the financial year (asset wise details): Not Applicable

11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per Section 135(5) of the Companies Act, 2013: Not Applicable

For and on behalf of the CSR Committee

Ashok Kumar Agarwal Ashok Kumar Gupta Chairman, CSR Committee Managing Director DIN: 08154563 DIN: 01722395

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Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in Section 188(1) 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:

a. Name(s) of the related party and nature of relationship
b. Nature of contracts/arrangements/transactions
c. Duration of the contracts/arrangements/transactions
d. Salient terms of the contracts or arrangements or transactions including the value, if any
e. Justification for entering into such contracts or arrangements or transactions N.A.
f. Date(s) of approval by the Board
g. Amount paid as advances, if any
h. Date on which (a) the requisite resolution was passed in general meetings as required
under first proviso to Section 188 of the Companies Act, 2013

2. DETAILS OF MATERIAL CONTRACTS OR ARRANGEMENT OR TRANSACTIONS AT ARM'S LENGTH BASIS:

a. Name(s) of the related party and nature of relationship
b. Nature of contracts/arrangements/transactions
c. Duration of the contracts/arrangements/transactions
d. Salient terms of the contracts or arrangements or transactions including the value, if any NIL
e. Date(s) of approval by the Board, if any
f. Amount paid as advances, if any

All related party transactions are in the ordinary course of business and on arm's length basis which are approved by Audit Committee of the Company. There were no material contracts or arrangements entered into during the year.

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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 below:

5HOHYDQW
Clause
XU
3UHVFULEHG5HTXLUHPHQW Details
I. Ratio of the remuneration of
each director to the Median
Remuneration to the employ
ees of the company for the
financial year
Ratio of the remuneration of Mr. Ashok Kumar Gupta (Managing Director) to
the median remuneration of employees is 94:06.
Notes :
1. Sitting fees paid to the Directors have not been considered under this
clause
2. For calculation of median remuneration overall payout is considered which
includes basic salary, allowances, contribution towards provident fund, stat
utory bonus and excludes gratuity and leave encashment.
The percentage increase in
remuneration of each director,
KMP 5HPXQHUD
tion 2020-21
5HPXQHUD
tion 2019-20
&KDQJH
CFO, CEO, Company Secre
tary or Manager, if any, in the
(Rs.) (Rs.) in %
financial year.
II.
Mr. Ashok Kumar Gupta
(Managing Director)
1,95,31,245
(For 365
days)
65,06,849
(For 95
days)
-21.87
Mr. Ashish Kumar Bagri
(Chief Financial Officer- Re
signed on January 21,2021)
42,59,993
(For 295
days)

(For 95
days)
-29.15
Mr. Gautam
(Company Secretary)
10,83,597
(For 365
days)
8,73,973
(For 232
days)
-21.19
Note: While calculating remuneration total cost to the Company is consid
ered, which includes basic salary, allowances, contribution towards provident
fund, statutory bonus, performance linked variable pay, gratuity and excludes
leave encashment.
-21%
III. Percentage increase in me
dian remuneration of employ
ees in the financial year.
Note: For calculation of median remuneration overall payout is considered
which includes basic salary, allowances, contribution towards provident
fund, statutory bonus and excludes gratuity and leave encashment
IV. Number of permanent em
ployee on the rolls of the com
pany.
611 Employees
Average percentile increase
already made in the sala
ries of employees other than
the managerial personnel in
Average increase in the salaries of employees other than the managerial
personnel is -23% which is in line with the average increase of 15% in the
managerial remuneration. Due to Corona Pandemic, Company has cut sala
ry for all employees.
V. the last financial year and its
comparison with the percen
tile increase in the managerial
remuneration and justification
thereof and point out if there
are any exceptional circum
stances for increase in the
managerial remuneration;
Note: while calculating remuneration total cost to the Company is consid
ered, which includes basic salary, allowances, contribution towards provident
fund, statutory bonus, performance linked variable pay, gratuity and excludes
leave encashment.

Affirmation that the remuner It is affirmed that the remuneration paid to the Directors, Key Managerial
VI. ation is as per the remunera Personnel and senior management is as per the Nomination and Remuner
tion policy of the company. ation Policy of your Company.

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Shalimar Paints believes conservation of energy and resources, is not a choice but a compulsion, to help us save cost as well as a route to create sustainable development.

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Shalimar Paints have four existing manufacturing facilities. Out of which 3 plants are currently in operation. All the existing manufacturing facilities continued their efforts to reduce the specific energy consumption. We have introduced systems to track and trend Energy consumption, with respect to Power purchased from grid, in-house generation from DG , fuel used etc., on a continuous basis. We have mapped energy norms at individual machine, product, and individual block and at factory level. In addition, we have started internal benchmarking practices on energy performance, to compare the relative performance between plants. In that process, we have created platform to help share the good practices amongst different plants.

We have also instituted the process of Energy audit across all critical operations, at regular intervals and the findings of the audits are implemented. We have started engaging with external functional experts in the field, to help us understand the gaps and implement the best practices aimed at Energy conservation. All the manufacturing units continue to put their efforts to reduce the specific energy consumption. We have initiated process to do external benchmarking

on specific Energy consumption, with similar scale paint manufacturing operations.

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In addition, Process standardization & Batch cycle time reduction initiatives are taken to reduce the energy consumption in all our manufacturing plants. We have also working on debottlenecking few operations to help us to operate at higher throughput rate, which in turn reducing specific energy consumption.

In Chennai factory, we have instituted Energy conservation in the design stage of the plant. The following features are built in the new plant:

  • Paint manufacturing block roof structure is designed to have natural air circulation with turbo ventilators to reduce the cost of ventilation. We have already installed natural air circulation with turbo ventilators in two godown (RDC & Calcutta) at Howrah plant to reduce the cost of ventilation.
  • Partial translucent roof sheets installed, aiding good lighting inside the process and storage areas, reducing cost of lighting. We have already installed Partial translucent roof sheets inside the process plant, maintenances workshop, resin plant, for sufficient day light inside the areas.
  • Installed, IE3 model (energy efficient motors) in all plant operations for energy saving
  • We have done energy audit at Nashik Factory. Arrested compressed air leakages and working on Power factor improvement to get it 99.3.
  • In Nashik Plant, Air Compressor has been put with VFD for optimised consumption with increasing load pattern.
  • In Nashik Plant, revisited the Thermic Fluid heating system and restored the insulation.

Efforts have been put consistently year on year to optimize the use of energy consumption in production processes and operation of utilities. A few notable measures taken last year include:

  • Installation of flame proof LED lights inside of the plant. We are on the process for installing LED lights inside of the plant.
  • Power factor improved at our SKBD facility from 95 % to 97 %, for Chennai and Nashik facility is continue to maintain above 99 %, there by energy losses in the system has been reduced.
  • Proper insulation of Thermic fluid heating unit & it`s pipe lines to minimize heat loss.
  • Compressed air leakages were audited in plants on periodic basis and leakages were arrested.
  • To optimize the power consumption at Chennai plant, lower rated compressor has been installed which has given significant reduction in power consumption.
  • *,,? 7KHVWHSVWDNHQE\WKHFRPSDQ\IRUXWLOL]LQJDOWHUQDWHVRXUFHVRIHQHUJ*

We have initiated plans to install Solar panels in roof, under outsourced model where the infrastructure is funded by a

third party and your company commits to a specified off take of the power generated at a cost which will be less than the present grid cost.

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The Company has not spent anything on capital investment to save energy consumption at Chennai facility.

(B) TECHNOLOGY ABSORPTION

(I) The efforts made towards technology absorption:

The Research & Development department (R&D) of our Company is carrying out following activities to fulfil short term & long term business goals of the Company with emphasis on future trend in Coating business.

  • Development of new products & processes related to interior & exterior decorative coatings, industrial protective coatings & maintenance coatings and their intermediates
  • Continuous value engineering through various means such as design modification, new product development (NPD), process modification, introducing new & alternate raw materials.
  • Eco-friendly products development by removing heavy metals & monitoring VOC level in the formulations with an ultimate objective to develop green products.
  • Import substitution and identification of new indigenous counter raw materials for development.
  • Upgradation of existing products & processes to improve quality, reduce cost, save cycle time, energy consumption & overall operational efficiencies.
  • Reduction in factory level loses by optimization of formulation, reduction in processing time, upgradation of measuring devices & minimization of waste generation.
  • Undertaking Collaborative development & testing projects with vendors, academia & institutes.
  • Not collaborated and absorbed any outsourced or third party technology during the year under review.

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  • Introduction of new products in the Architectural as well as industrial coating segments. • Offering more & more environmentally friendly & safe products by eliminating toxic metals & monitoring of VOC level.
  • Value engineering & cost optimization. • Development of industrial products as per Customers' / Consultants' specification.

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  • Waterborne glossy enamel.
  • Anti-carbonation coating: This coating will prevent the diffusion of Carbon dioxide and thereby protect concrete structures from the detrimental effects of carbonation.

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  • Anti-carbonation coating: This coating will prevent the diffusion of Carbon dioxide and thereby protect concrete structures from the detrimental effects of carbonation.
  • Water based red oxide primer: This product is an alternate to solvent based red oxide primer. It is nonflammable, low odour, fast drying with easy clean.
  • Water based glossy enamel: This product is an alternate to solvent based enamels. It is Non-flammable, low odour, fast drying with easy clean.
  • Water based designer finish: Using this product, we can make various designs on wall.
  • Thermal resistant anti corrosion heavy duty aluminium coating
  • Super High Build Epoxy Glass Flake coating for chemical plant maintenance
  • Low VOC Epoxy Phenolic based Tank liner for OIL and GAS segment
  • Establishment of Color Tinting system for Industrial product segment

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  • Company has accorded highest priority in making the entire premium range of decorative products environment friendly GREEN PRODUCTS.
  • Programs are continuing to make remaining products eco-friendly & free from toxic heavy metals, chemicals without affecting performance & with minimum or no impact on cost.
  • Special emphasis on mapping of toxicity levels of raw materials done with an objective to mitigate risk during handling, processing & application.

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3DUWLFXODUV FY 2020-21 FY 2019-20
Capital 4.18 44.50
Recurring 244.50 323.42
Total 248.68 367.92

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

5VLQ/DFV

(Equivalent INR value of various currencies)

3DUWLFXODUV FY 2020-21 FY 2019-20
Inflow 982.38 321.32
Outflow 1302.31 1,396.00

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REPORT ON CORPORATE GOVERNANCE

Your Company evolves and follows corporate governance guidelines and best practices sincerely, not just to boost long term shareholder value, but also to respect minority rights. We consider it our inherent responsibility to disclose timely and accurate information regarding our operations and performance, as well as the leadership and governance of the Company.

1. 3KLORVRSK\RQFRGHRI&RUSRUDWH*RYHUQDQFH

Our corporate governance practices are a reflection of our value system encompassing our culture, policies and relationships with our stakeholders. Integrity and transparency are key to our corporate governance practices to ensure that we gain and retain the trust of our stakeholders at all times. Corporate governance is about maximizing shareholder value legally, ethically and sustainably. At Shalimar, our Board exercises its fiduciary responsibilities in the widest sense of the term. We also endeavour to enhance long-term shareholder value and respect minority rights in all our business decisions.

2. %RDUGRI'LUHFWRUV

During the year under review, the Company's Board of Directors comprises six members, one of whom is Executive Director and Five are Non-Executive Independent Directors (''NEDs''). The Board comprise one woman Director. The Board's composition is in compliance with the requirements of Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") read with Section 149 of the Companies Act, 2013 (''the Act''). The Directors possess experience in diverse fields including banking, finance, marketing and consumer industry. The skill and knowledge of the Directors have proved to be of immense value to the Company. The details of Directors seeking re-appointment have been attached along with the Notice of the Annual General Meeting (''AGM'').

The Composition and category of the Directors on the Board of the Company as on 31st March, 2021 are given below as:

1DPHRI
WKH'LUHF
tor
DIN Category
RI'LUHFWRU
No. of
Board
Meet
ings
attend
ed
Atten
GDQFHDW
WKHODVW
AGM
on 29WK
6HSWHP
EHU
No. of
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VKLS
Held in
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SDQLHV\$
No. of
0HPEHU
VKLS
&KDLUSHU
VRQVKLS
LQRWKHU
Board
&RPPLW
tees (B)
No. of
6KDUHV
Held
1DPHVRIWKH
/LVWHG&RP
SDQLHVZKHUH
WKH3HUVRQLVD
'LUHFWRUDORQJ
ZLWKFDWHJRU\RI
'LUHFWRUVKLS
Mr. Gautam
Kanjilal
03034033 Chairman
– Indepen
dent Non -
Executive
5 Yes 3 2 -- Optiemus Infracom
Limited – Indepen
dent Non- Execu
tive Director
Mr. Ashok
Kumar
Gupta*
01722395 Managing
Director
– Non In
dependent
Executive
4 Yes 2 - 1827000 APL Apollo Tubes
Limited –Director
Mr. Alok
Perti**
00475747 Indepen
dent Non
Executive
5 Yes 5 - -- Deepak Fertiliser
and Petrochemi
cals corporation
Ltd – Independent
Director
Mr. Sanjay
Kumar
Gupta(***)
07579756 Indepen
dent Non
Executive
3 Yes -- -- 3700 --
Mr. Ashok
Kumar
Agarwal
08154563 Indepen
dent Non
Executive
5 Yes 1 -- -- --

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Ms. Shruti
Srivastava
(****)
08697973 Indepen
dent Non
Executive
5 Yes 2 -- -- Nalwa Sons In
vestments Limited
Tfr. From Haryana
To Delhi --
Mr. Vijay
Kumar
Sharma
(*)
01468701 Indepen
dent Non
Executive
2 No 3 - -- --

(*) Mr. Ashok Kumar Gupta was appointed as a Managing Director of the Company w.e.f. December 27, 2019 and his appointment was confirmed by the members through Postal Ballot.

(**) Mr. Alok Perti was re-appointed as an Additional Director of the Company w.e.f. June 30, 2020 and his appointment was confirmed by the members at the 118th Annual General Meeting held on 29th September 2020 for the further term of three years through Special resolution.

(***) Mr. Sanjay Kumar Gupta resigned from the position of Independent Director w.e.f. October 05, 2020

(****) Ms. Shruti Srivastava was appointed as an Additional Director of the Company w.e.f. February 20, 2020 through resolution by circulation and her appointment was confirmed by the members at the 118th Annual General Meeting held on 29th September 2020 for the term of three years through Ordinary resolution

(*****) Mr. Vijay Kumar Sharma was appointed as an Additional Director of the Company w.e.f. October 05, 2020 through resolution by circulation.

Dr. Rajeev Uberoi was appointed as an Additional Director of the Company w.e.f. May 11, 2021.

Detailed profile of each of the Directors is available on the Company's website at www.shalimarpaints.com

(1) Excluding Private Companies, Section 8 Companies and Foreign Companies as per Companies Act, 2013.

(2) Committees for this purpose mean Audit Committee and Stakeholders' Relationship Committee of Indian public companies. (3) None of the Directors are relatives of any other Director as per the provisions of Section 2 (77) of the Companies Act, 2013 read with Rule 4 of Companies (Specification of Definitions Details) Rules, 2014.

(4) None of the Directors hold equity shares in the Company except Mr. Ashok Kumar Gupta and Mr. Sanjay Kumar Gupta as on March 31, 2021.

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Mr. Ashok Kumar Gupta was appointed as a Managing Director of the Company w.e.f. December 27, 2019 and his appointment was confirmed by the members through Postal Ballot on April 14 2020.

Mr. Alok Perti was re-appointed as an Additional Director of the Company w.e.f. June 30, 2020 and his appointment was confirmed by the members at the 118th Annual General Meeting held on 29th September 2020 for the further term of three years through Special resolution.

Ms. Shruti Srivastava was appointed as an Additional Director of the Company w.e.f. February 20, 2020 through resolution by circulation and her appointment was confirmed by the members at the 118th Annual General Meeting held on 29th September 2020 for the term of three years through Ordinary resolution

Mr. Sanjay Kumar Gupta resigned from the position of Independent Director w.e.f. October 05, 2020.

Mr. Vijay Kumar Sharma was appointed as an Additional Director of the Company w.e.f. October 05, 2020 through resolution by circulation.

Dr. Rajeev Uberoi was appointed as an Additional Director of the Company w.e.f. May 11, 2021.

The Board recommends the appointment, Mr. Vijay Kumar Sharma and Dr. Rajeev Uberoi, Independent Directors of the Company for the approval of the shareholders at the ensuing Annual General Meeting.

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ŽĂƌĚDĞĞƟŶŐƐĂŶĚŶŶƵĂů'ĞŶĞƌĂůDĞĞƟŶŐ

During the year, the Board met five times on May 23, 2020, June 30, 2020, September 01, 2020, November 10, 2020, and February 10, 2021.The maximum gap between any two Board Meetings was not more than one hundred and twenty days. All material information was circulated to the directors before the meeting or placed at the meeting, including minimum information required to be made available to the Board as prescribed under Part A of Schedule II of sub-regulation 7 of Regulation 17 of the Listing Regulations. The necessary quorum was present for all the meetings.

During the year, a separate meeting of the Independent Directors was held on February 10, 2021 without the attendance of

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non-independent directors and members of the management.

Details of attendance of Directors at the Board Meetings held during the financial year 2020-2021 and at the last AGM are as follows:

1DPHRIWKH'LUHFWRU 1XPEHURI%RDUG0HHWLQJ\$WWHQGHG \$WWHQGDQFHDWWKHODVW
AGM
Mr. Gautam Kanjilal 5 Yes
Mr. Ashok Kumar Gupta* 4 Yes
Mr. AlokPerti** 5 Yes
Mr. Ashok Kumar Agarwal 5 Yes
Mr. Sanjay Kumar Gupta *** 3 Yes
Ms. Shruti Srivastava**** 5 Yes
Mr. Vijay Kumar Sharma*** 2 NA

*Mr. Ashok Kumar Gupta was appointed as a Managing Director of the Company w.e.f. December 27, 2019 and his appointment was confirmed by the members through Postal Ballot.

** Mr. Alok Perti was re-appointed as an Additional Director of the Company w.e.f. June 30, 2020 and his appointment was confirmed by the members at the 118th Annual General Meeting held on 29th September 2020 for the further term of three years through Special resolution.

***Mr. Sanjay Kumar Gupta resigned from the position of Independent Director w.e.f. October 05, 2020.

****Ms. Shruti Srivastava was appointed as an Additional Director of the Company w.e.f. February 20, 2020 through resolution by circulation and her appointment was confirmed by the members at the 118th Annual General Meeting held on 29th September 2020 for the term of three years through Ordinary resolution

*****Mr. Vijay Kumar Sharma was appointed as an Additional Director of the Company w.e.f. October 05, 2020 through resolution by circulation.

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The Board meets at least once in a quarter to review the financial results, performance of the Company and other items on the agenda. The Directors of the Company are provided with relevant information required for taking informed decisions at the Board/ Committee meetings. The Board members are provided with well-structured agenda papers and presentations in advance of the meetings. With a view to leverage technology and with the perspective of environmental preservation, agenda papers/ presentations are circulated in electronic form. The Board members may bring up any matter for consideration of the Board, in consultation with the Chairman. Presentations are made by the management on the Company's operations and other matters on a periodic basis. The proceedings of the meetings of the Board and its Committees are recorded in the form of minutes. The important decisions taken at the Board / Committee meetings are communicated to the concerned departments / divisions promptly.

The Board performs various statutory and other functions in connection with managing the affairs of the Company. The key functions includes reviewing and guiding corporate strategy, annual budgets and business plans, setting performance objectives, monitoring implementation and corporate performance and overseeing major capital expenditures, ensuring integrity of the Company's accounting and financial reporting system, financial and operating controls, compliance with the relevant laws. The Company has issued formal letters of appointment to Independent Directors in the manner as provided in the Act. All the Independent Directors have confirmed that they meet the criteria of independence as laid down under the Act and the Listing Regulations.

None of the Directors on the Board is a Director in more than 20 companies (including not more than 10 public limited companies) as specified in Section 165 of the Act. In terms of the regulations of SEBI LODR, none of the Directors of the Company: i. holds Directorship in more than seven listed entities, and;

ii. are member in more than 10 committees or acting as a Chairperson of more than 5 committees across all listed entities.

Further, for the purpose of determining the limit of the Board Committee, chairpersonship and membership of the Audit Committee and the Stakeholders' Relationship Committee alone has been considered as per Regulation 26 (1)(b) of SEBI LODR.

Also, none of the Independent Directors of the Company: i. serves as an Independent Director in more than seven listed companies, and;

ii. acts as a whole-time Director in any listed entity

The NEDs of the Company are paid sitting fees for attending meetings of the Board and Committees thereof. The Executive Director is being paid remuneration. At present, the Board is headed by an Independent Non - Executive Director as a Chairman.

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The Company has adopted the Code of Conduct for the members of the Board and Senior Management Personnel including the Managing Director and Executive Director of the Company. All NED's and Independent Directors have affirmed compliance with the said Code for the financial year ended March 31, 2021 and all Senior Management of the Company have affirmed compliance with the same. The Codes of Conduct are also displayed on the Company's web site under the web-link https://www. shalimarpaints.com/uploads/Code_Of_Conduct.pdf. The Annual Report of the Company contains a Certificate duly signed by the Managing Director of the Company in this regard.

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In accordance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, the Company has formulated a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information ("the Code") to its management staff. The Company Secretary is the compliance officer under the Code responsible for complying with the procedures, monitoring adherence to the rules for the prevention.

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The financial statements of the Company have been prepared in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act, read with relevant rules issued thereunder.

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The Directors appointed by the Board are given induction and orientation with respect to the Company's vision, strategic direction, core values, including ethics, corporate governance practices, financial matters and business operations by having one-to-one meetings.

The Board members of Shalimar are eminent personalities having wide experience in the field of Business, Finance, Education, Industry, Commerce and Administration. Their presence on the Board has been advantageous and fruitful in taking business decisions.

Periodic presentations are made by Senior Management, Statutory and Internal Auditors at the Board/Committee meetings on business and performance updates of the Company, global business environment, business risks and its mitigation strategy, impact of regulatory changes on strategy etc. Updates on relevant statutory changes encompassing important laws are regularly intimated to the Directors.

The new Board Members are also requested to access the necessary documents/ brochures, Annual Reports and internal policies available at our website www.shalimarpaints.com to enable yourself to familiarize with the Company's procedures and practices.

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The Company has an appropriate induction programme for new Directors and an ongoing familiarization programme, with respect to their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc. The details of the familiarization programme are disclosed on the Company's website under the weblink: https://www.shalimarpaints.com/uploads/Policy_on_Familiarisation_Program_for_Independent_Directors.pdf

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S.no Skill/Expertise/Competency Mr.
Gautam
Kanjilal
Mr. Ashok
Kumar
Gupta
Mr. Alok
Perti
Mr. Ashok
Kumar
Agarwal
Mr. Vijay
Kumar
Sharma
Ms.
Shruti
Sri
vas
tava
Mr. Sanjay
Kumar
Gupta
1 Sales & Marketing: Experience
in sales and marketing man
agement based on understand
ing of the consumer & consum
er goods industry
No Yes No No Yes No Yes
2 International Business expe
rience: Experience in leading
businesses in different geogra
phies/markets around the world
Yes Yes Yes No Yes No No
3 General management/ Gover
nance: Strategic thinking, deci
sion making and project interest
of all stakeholders
Yes Yes Yes Yes Yes No Yes
4 Financial skills: Understanding
the financial statements, finan
cial controls, risk management,
mergers and acquisitions, etc.
Yes Yes Yes Yes Yes Yes Yes
5 Technical,
professional
skills
and knowledge including legal
and regulatory aspects
Yes Yes Yes Yes Yes Yes No

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The composition and terms of Reference of the Audit Committee are in conformity with the provisions of Section 177 of the Act, read with the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 18 of the SEBI LODR.

As on March 31, 2021, the composition of Audit Committee includes three directors out of which two is Independent Director and one is Non- Independent Director. The Committee has, inter alia, the following terms of reference:

  • i. Overseeing the Company's financial reporting process and the disclosure of its financial information to ensure that the financial statements are correct,
  • ii. Reviewing with the management quarterly, half-yearly, nine-months and annual financial statements, standalone as well as consolidated, before submission to the Board for approval;
  • iii. Reviewing the Management Discussion and Analysis of the financial condition and results of operations;
  • iv. Reviewing, with the management, the annual financial statements and auditor's report thereon before submission to the Board for approval;
  • v. Recommending the appointment, remuneration, terms of appointment and scope of Statutory Auditors of the Company and approval for payment towards any other service;
  • vi. Reviewing and monitoring the auditor's independence and performance and effectiveness of audit process;
  • vii. Reviewing the adequacy of internal audit function and discussing with the internal auditors on the significant findings and further course adopted
  • viii. Reviewing, approving or subsequently modifying transactions of the Company with related parties; and
  • ix. Review compliance with provisions of Securities Exchange Board of India (Prevention of Insider Trading) Regulation, 2015 (including any amendment(s) or modification(s) from time to time) at least once in a financial year and verify that the systems for internal controls for ensuring compliance to these Regulations, are adequate and are operating effec tively.

The Committee met four times during the period under review on June 30, 2020, September 01, 2020, November 10, 2020 and February 10, 2021. The necessary quorum was present for all the meetings.

The Company Secretary acts as the Secretary to the Audit Committee. The Chairman of the Audit Committee, Mr. Gautam Kanjilal was present at the last Annual General Meeting. The composition and attendance of the members of the Committee is given below:

1DPHRIWKH0HPEHU Category No. of Meetings attended
Mr. Gautam Kanjilal Chairman – Non Executive Independent Director 4
Mr. Alok Perti Member - Non Executive Independent Director 4
Mr. Ashok Kumar Gupta Member - Executive Non-Independent Director 3

4. 1RPLQDWLRQDQG5HPXQHUDWLRQ&RPPLWWHH

The composition and terms of reference of the Nomination and Remuneration Committee (NRC) are in conformity with Section 178 of the Act and Regulation 19 of the SEBI LODR.

As on March 31, 2021, the composition of Nomination and Remuneration Committee includes three independent non-executive directors. The Committee has, inter alia, the following terms of reference:

  • i. Recommend to the Board the set up and composition of the Board and its Committees including the "formulation of the criteria for determining qualifications, positive attributes and independence of a Director". The Committee will consider periodically reviewing the composition of the Board with the objective of achieving an optimum balance of size, skills, inde pendence, knowledge, age, gender and experience.
  • ii. Recommend to the Board the appointment or reappointment of Directors.
  • iii. Recommend to the board appointment of Key Managerial Personnel ("KMP" as defined by the Act) and executive team members of the Company (as defined by this Committee).
  • iv. Carry out evaluation of every Director's performance and support the Board and Independent Directors in evaluation of the performance of the Board, its Committees and individual Directors. This shall include "formulation of criteria for evaluation of performance of Independent Directors and the Board".
  • v. Recommend to the Board the remuneration policy for Directors, executive team or KMP as well as the rest of the employees.
  • vi. On an annual basis, recommend to the Board the remuneration payable to the Directors and oversee the remuneration to executive team or KMP of the Company.
  • vii. Oversee familiarisation programmes for Directors.
  • viii. Provide guidelines for remuneration of directors on material subsidiaries.
  • ix. Recommend to the Board on voting pattern for appointment and remuneration of Directors on the boards of its material subsidiary companies.
  • x. Performing such other duties and responsibilities as may be consistent with the provisions of the Committee charter.

The Committee met once during the period under review on June 30, 2020. The necessary quorum was present for all the meetings.

The Company Secretary acts as the Secretary to the Nomination and Remuneration Committee. The Chairman of the Nomination and Remuneration Committee.The composition and attendance of the members of the Committee is given below:

1DPHRIWKH0HPEHU Category No. of Meetings attended
Mr. Alok Perti Chairman – Non Executive Independent Director 1
Mr. Gautam Kanjilal Member – Non Executive Independent Director 1
Mr. Ashok Kumar Agarwal Member – Non Executive Independent Director 1

*1RPLQDWLRQDQG5HPXQHUDWLRQ3ROLF*

The Nomination and Remuneration Policy of the Company is posted on the Company's website link at: https://www.shalimarpaints.com/uploads/Nomination_and_Remuneration_Policy.pdf

'HWDLOVRIWKH5HPXQHUDWLRQWR'LUHFWRUVGXULQJWKH)LQDQFLDO<HDU

All the non-executive Directors are being paid sitting fees for attending meetings of the Board and Committees thereof. The details of sitting fees paid to the non-executive directors during the financial year 2020-21 are given below:-

43

1DPHRI'LUHFWRU Sitting Fees
Mr. Gautam Kanjilal 380000
Mr. AlokPerti 230000
Mr. Ashok Kumar Agrawal 110000
Mr. Sanjay Kumar Gupta* 60000
Ms. Shruti Srivastava 100000
Mr. Vijay Kumar Sharma** 40000

*Mr. Sanjay Kumar Gupta resigned from the position of Independent Director w.e.f. October 05, 2020

** Mr. Vijay Kumar Sharma was appointed as an Additional Director of the Company w.e.f. October 05, 2020 through resolution by circulation.

The details of remuneration paid to Mr. Ashok Kumar Gupta, Managing Director during the year under review and other relevant disclosures are given below:

1DPH Salary (INR) 2WKHU\$OORZ
DQFHV
&RQWULEXWLRQ
to PF and
2WKHUIXQGV
Total (INR) Period of
\$JUHHPHQW
1RWLFH3HULRG
Mr. Ashok
Kumar Gupta
19,531,245 - - 19,531,245 Attain the age
of superannuation /
retirement which
is 60 years
2 months

Mr. Ashok Kumar Gupta was appointed as a Managing Director of the Company w.e.f. December 27, 2019 and his appointment was confirmed by the members through Postal Ballot.

Mr. Ashok Kumar Gupta holds 18,27,000 equity shares of Rs. 2/- each of the Company as on March 31, 2021.

6WDNHKROGHUV·5HODWLRQVKLS&RPPLWWHH

The composition and terms of reference of the Stakeholders Relationship Committee are in conformity with Section 178 of the Act and Regulation 20 of the SEBI LODR.

The Stakeholders Relationship Committee oversees, inter-alia, redressal of shareholders, debenture holders and investor's grievances, transfer/transmission of shares, non-receipt of annual report or declared dividend, issue of duplicate shares, recording dematerialization / rematerialization of shares and related matters. Mr. Gautam, Company Secretary is the Compliance Officer for the requirements of SEBI LODR. The Company Secretary acts a Secretary of the Committee.

As on March 31, 2021, the Company's Stakeholders' Relationship Committee ("SRC") comprises of three Directors. The SRC met four times during the period under review on June 30 2020, September 01 2020, November 10 2020 and February 10 2021. The necessary quorum was present for all the meetings. The composition and attendance of the members of the Committee is given below:

1DPHRIWKH0HPEHU Category No. of Meetings attended
Mr. Alok Perti Chairman – Non Executive Independent Director 4
Mr. Gautam Kanjilal Member – Non Executive Independent Director 4
Mr. Ashok Kumar Gupta Member –Executive Non Independent Director 3

The Company has also cleared all complaints received through SEBI Complaints Redress System (''SCORES'') - a centralized web based complaints redress system which serves as a Centralised database of all complaints received, enables uploading of Action Taken Reports (''ATRs'') by the concerned companies and online viewing by the investors of actions taken on the complaint and its current status. The status of the complaints received from shareholders from April 1, 2020 to March 31, 2021 is as under:

'LUHFWRU·V5HSRUW&RQWG

No. of complaints pending as on April 1, 2020 Nil
No. of complaints received during the year Nil
No. of complaints redressed during the year Nil
No. of complaints pending as on March 31, 2021 Nil

The Company has appointed Registrar & Share Transfer Agent (R&T Agent) for servicing the shareholders holding shares in physical or dematerialized form. All requests for dematerialization of shares are likewise processed and confirmations thereof are communicated to the investors within the prescribed time.

6. 5LVN0DQDJHPHQW&RPPLWWHH

Pursuant to the provisions of SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018, top 1000 listed entities, determined on the basis of market capitalization as at the end of immediate previous financial year are required to constitute a Risk Management Committee.

The Company ranked 907th position among the top 1000 listed entities, based on the market capitalization as on 31st March, 2021. The Board has constituted a Risk Management Committee, to ensure the Companies strategies and risk appetite for the governance prospective. The Company Secretary acts as a Secretary to the Committee. The Risk Management Committee was constituted on June 26, 2021.

The composition and "Terms of Reference" of the Risk Management Committee are in conformity with the provisions of Regulation 21 of the SEBI LODR, as amended which inter-alia includes cyber security.

The composition of the Risk Management Committee is as under:

S. No. 1DPHRI0HPEHU Category
1. Mr. Alok Perti Chairman - Non Executive Independent Director
2. Mr. Ashok Agarwal Member- Non Executive Independent Director
3. Mr. Ashok Kumar Gupta Member– Managing Director
4. Mr. Mohit Kumar Donter Member – Chief Financial Officer
5. Ms. Minal Srivastava Member – Vice President (Marketing)

The Risk Management Committee is responsible for oversight on overall risk management processes of the Company and to ensure that key strategic and business risks are identified and addressed by the management. The terms of reference of the Risk Management Committee, as approved by the Board and amended from time to time, includes the following:

  1. Framing a risk management policy;

  2. Identify Company's risk appetite set for various elements of risk;

  3. Review the risk management practices and structures and recommend changes to ensure their adequacy including but not limited to cyber security and related risks;

  4. Approve and review the risk treatment plans put in place by management; and

Ensure adequacy of risk management practices in the Company. The Risk Management Policy formulated by the Risk Management Committee, articulates the Company's approach to address uncertainties in its endeavors to achieve its stated and implicit objectives. It prescribes the roles and responsibilities of various stakeholders within the Company, the structure for managing risks and framework with respect to Risk Management and the Internal Financial Controls comprehensively address the key strategic/business risks, information technology, financial, cyber security risks and operational risks respectively.

7. &RUSRUDWH6RFLDO5HVSRQVLELOLW\&RPPLWWHH

The composition and terms of reference of the Corporate Social Responsibility Committee ("CSR Committee") are in conformity with Section 135 of the Act, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014.

As on March 31, 2021, the Company's Corporate Social Responsibility (CSR) Committee comprises three Directors. The Composition of the CSR Committee is in compliance with the provisions of Section 135 of the Companies Act, 2013 and Listing Regulations.The Committee has, inter alia, the following terms of reference:

  • i. Formulating and recommending to the Board, the CSR Policy which shall indicate the activities to be undertaken by the Company
  • ii. Recommending the amount of expenditure to be incurred on the aforesaid activities and

iii. Reviewing and Monitoring the CSR Policy of the Company from time to time

The CSR Committee met once during the period under review on February 10, 2021. The necessary quorum was present for the meeting. The Company Secretary acts as the Secretary to the CSR Committee. The Chairman of the CSR Committee, Mr. Ashok Kumar Agarwal was present at the last Annual General Meeting. The composition and attendance of the members of the Committee is given below:

1DPHRIWKH0HPEHU Category No. of Meetings attended
Mr. Ashok Kumar Agarwal Chairman – Non Executive Independent Director 1
Mr. Alok Perti Member – Non Executive Independent Director 1
Mr. Ashok Kumar Gupta Member – Executive Non Independent Director 1

*&RUSRUDWH6RFLDO5HVSRQVLELOLW\3ROLF*

The Corporate Social Responsibility Policy of the Company is posted on the Company's website link at:https://www.shalimarpaints.com/uploads/Corporate_Social_Responsibility_Policy.pdf

The Annual Report on CSR activities in accordance with the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed as 'Annexure - D' to the Board's Report.

6XE&RPPLWWHHRI%RDUGRI'LUHFWRUV

The Board has constituted a Sub-Committee of Board of Directors which has been delegated with certain powers of the Board of Directors in accordance with the provisions of the Act and the rules framed thereunder. The Committee meets from time to time on need base to transact the matters of urgency.

The composition of the Committee as on March 31, 2021 is given below:

1DPHRIWKH0HPEHU Category
Mr. Ashok Kumar Gupta Chairman – Executive Non Independent Director
Mr. Vijay Kumar Sharma Member – Non Executive Independent Director
Ms. Shruti Srivastava Member – Non Executive Independent Director

During the financial year 2020-21, the Sub-Committee of Board of Directors met two times on November 11, 2020 and December 29, 2020. The decisions taken at the Sub Committee meetings are reviewed by the Board at its subsequent meetings. The Company Secretary acts as a Secretary to the Committee.

6XEVLGLDU\&RPSDQLHV

The Company has two unlisted subsidiary companies, viz. Shalimar Adhunik Nirman Limited and Eastern Speciality Paints & Coatings Private Limited, which are not material as per the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Audit Committee of the Company reviews the financial statements of these Subsidiaries.

The Company monitors performance of its subsidiary companies, inter alia, by the following means:

i) The Audit Committee reviews the Financial Statements of the subsidiary companies, on a quarterly basis. ii) The Board of Directors reviews the Board meeting minutes and statements of all significant transactions and arrangements, if any, of the subsidiary companies.

Your Company does not have a material Indian subsidiary. The Company's Policy on Material Subsidiaries is posted on the Company's website link at: https://www.shalimarpaints.com/uploads/SPL_Material_Subsidiaries.pdf

10. General Body Meetings

The details of the last three Annual General Meetings are given below:

)LQDQFLDO
year end
ed
'DWH 7LPH Venue ,WHPVDSSURYHGE\6SHFLDO5HVROXWLRQ
31st March
2020
September 29,
2020 at 12:30
P.M.
First Floor Plot No.
28, Sector –32, Gu
rugram,
Haryana
– 122001 through
video conferencing

Re-appointment of Mr. Alok perti (DIN: 00475747) as Non-Ex
ecutive Independent Director for a second term of three con
secutive years

Appointment and payment of remuneration to Mr. Ashok Kumar Gupta (DIN: 01722395) as Managing Director of the
Company approved by the members of the Company through Postal Ballot on April 14, 2020.
31st March
2019
September 26,
2019 at 4:00
P.M.
Nirvana Patio Club,
Nirwana Community
Ground,
Opposite
Court Yard Market,
Nirvana
Country,
Southcity-2, Sec-50,
Gurugram, Haryana
122001

Appointment of Mr. Ashok Kumar Agarwal (DIN: 08154563) as
Non-Executive Independent Director of the Company.
31st March
2018
September 26,
2018 at 11:00
A.M.,
Hilton Garden Inn,
Baani
Square,
Sector 50, Gurga
on-122002

Re-appointment of Mr. Gautam Kanjilal (DIN: 03034033) as
Chairman cum Independent Non-Executive Director of the
Company

Revision of remuneration structure of Mr. Surender Kumar –
Managing Director and CEO of the Company

Conversion of Unsecured Loans into the Equity through the
Rights Issue

0HDQVRI&RPPXQLFDWLRQ

Quarterly, half-yearly and annual results of the Company were published in leading English and vernacular newspapers viz.

Financial Express and Jansatta. Additionally, the results and other important information are also periodically updated on the Company's website viz. www.shalimarpaints.com , which also contains a separate dedicated section "Investors". 16((OHFWURQLF\$SSOLFDWLRQ3URFHVVLQJ6\VWHP¶·1(\$36··?DQG%6(/LVWLQJ&HQWUH

All communications, disclosures and periodic filings are made electronically on BSE's online portal viz. BSE Corporate Compliance and Listing Centre and on NSE Electronic Application Processing System. ([WHQVLYH%XVLQHVV5HSRUWLQJ/DQJXDJH¶·;%5/··

XBRL is a language for electronic communication of business and financial data. It offers major benefits to all those who have to create, transmit, use or analyze such information which aids better analysis and decision making. The Company has filed its Annual Accounts on MCA through XBRL.

0LQLVWU\RI&RUSRUDWH\$IIDLUV¶·0&\$··

The Company has periodically filed all the necessary documents with the MCA. 6(%,&RPSODLQWV5HGUHVV6\VWHP¶·6&25(6··

A centralized web based complaints redress system which serves as a centralised database of all complaints received, enables uploading of Action Taken Reports (''ATRs'') by the concerned companies and online viewing by the investors of actions taken on the complaint and its current status.

\$QQXDO5HSRUW

The Annual Report containing inter alia the Audited Standalone and Consolidated Financial Statements, Directors' Report, Auditors' Report and other important information is circulated to the investors. Management Discussion and Analysis forms part of the Annual Report. Pursuant to the Green Initiative launched by the MCA, the Company also sends e-copies of the Annual Report to Members whose e-mail ids are registered with the Company.

The Annual Reports are also available in the section "INVESTORS" on the Company's website www.shalimarpaints.com.

*HQHUDO6KDUHKROGHU,QIRUPDWLRQ

  • a) The Company is conducting the 119th Annual General Meeting (AGM) through VC/OAVM facility pursuant to the circular dated 5th May, 2020 issued by the Ministry of Corporate Affairs and as such there is no requirement to have a venue of AGM. However the deemed venue for the 119th AGM shall be the Registered Office of the Company.
  • b) The Register of Members and Share Transfer Books of the Company will remain closed from Thursday, September 23, 2021 to Wednesday, September 29, 2021 (both days inclusive).
  • c) Financial Calendar for Financial Year 2021-22 (Tentative): The Company follows April 01 to March 31 as its Financial Year.

The Financial Calendar for year 2021-22 is as follows: First Quarter Results: August 14, 2021 Second Quarter/ Half yearly Results: November 14, 2021 Third Quarter Results: February 14, 2022 Fourth Quarter / Audited Annual Results: May 30, 2022

d) The Shares of the Company are listed with the following Stock Exchanges with the stock code as mentioned below:

1 BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 509874
2 National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra
(E), Mumbai -400 051
SHALPAINTS

The stock code (ISIN) for the Company's shares in demat segment is INE849C01026.

e) The monthly high and low quotations during the last financial year on BSE Limited (BSE) and National Stock Exchange of India Ltd. (NSE) are given below:-

BSE NSE
0RQWK +LJK /RZ +LJK /RZ
April, 2020 67.10 49.85 69.5 47.90
May, 2020 58.85 52.20 60.85 51.25
June, 2020 71.70 56.20 74.30 50.30
July, 2020 61.75 56.85 63.50 56.50
August, 2020 78.15 57.80 79.00 57.15
September, 2020 73.10 61.90 75.05 61.50
October, 2020 73.25 64.60 76.30 64.15
November, 2020 70.85 67.15 72.70 66.80
December, 2020 91.75 71.60 96.00 70.75
January, 2021 114.35 89.10 117.00 88.85
February, 2021 110.15 92.65 113.50 90.20
March, 2021 97.60 87.75 99.10 88.20

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16(&RPSDULVRQ&KDUW

f) (i) Performance of the price of the Company's shares on BSE vis-à-vis BSE Sensex during the period under review, is given below:

&RPSDQ\·V6KDUH3ULFH BSE Sensex
0RQWK +LJK /RZ +LJK /RZ
April, 2020 67.10 49.85 33887.25 27500.79
May, 2020 58.85 52.20 32845.48 29968.45
June, 2020 71.70 56.20 35706.55 32348.10
July, 2020 61.75 56.85 38617.03 34927.20
August, 2020 78.15 57.80 40010.17 36911.23
September, 2020 73.10 61.90 39359.51 36495.98
October, 2020 73.25 64.60 41048.05 38410.20
November, 2020 70.85 67.15 44825.37 39334.92
December, 2020 91.75 71.60 47896.97 44118.10
January, 2021 114.35 89.10 50184.01 46160.46
February, 2021 110.15 92.65 52516.76 46433.65
March, 2021 97.60 87.75 51821.84 48236.35

(ii) Performance of the price of the Company's shares on NSE vis-à-vis NSE Nifty during the period under review is given below:-

0RQWK &RPSDQ\·V6KDUH3ULFH NSE Nifty
+LJK /RZ +LJK /RZ
April, 2020 69.50 47.90 9889.05 8055.80
May, 2020 60.85 51.25 9598.85 8806.75
June, 2020 74.30 50.30 10553.15 9544.35
July, 2020 63.50 56.50 11341.40 10299.60
August, 2020 79.00 57.15 11794.25 10882.25
September, 2020 75.05 61.50 11618.10 10790.20
October, 2020 76.30 64.15 12025.45 11347.05
November, 2020 72.70 66.80 13145.85 11557.40
December, 2020 96.00 70.75 14024.85 12962.80
January, 2021 117.00 88.85 14753.55 13596.75
February, 2021 113.50 90.20 15431.75 13661.75
March, 2021 99.10 88.20 15336.30 14264.40

g) The Company Registrar and Share Transfer Agents is BEETAL Financial & Computer Services Private Limited, BEETAL HOUSE, 3rd Floor, 99, Madangir, behind LSC, New Delhi – 110062, Ph. 011-29961281-283 Fax 011-29961284.

BEETAL Financial & Computer Services Private Limited is the Registrar and Share Transfer Agents of the Company for both physical as well as demat segment.

  • h) The share transfer work is being carried out by the Company's Registrar and Transfer Agent (RTA), who are also ha ving connectivity with the depositories, viz., NSDL and CDSL. The power of approving the transfer of shares has been delegated to the RTA so that they can attend to the share transfer formalities on fortnightly basis.
  • i) The distribution of shareholdings as on March 31, 2021 is given below:-
1RRI6KDUHKROGHUV 3HUFHQWDJH 1RRI6KDUHVKHOG 3HUFHQWDJH
Up to 5000 22861 95.14 5343614 9.8409
5001 to 10000 654 2.72 2464395 4.5385
10001 to 20000 299 1.24 2065881 3.8046
20001 to 30000 78 0.32 986559 1.8169
30001 to 40000 31 0.12 551125 1.0150
40001 to 50000 20 0.08 459993 0.8471
50001 to 100000 37 0.15 1354871 2.4951
100001 and Above 48 0.19 41073821 75.6420
Total 24028 100.00 54300259 100.00

j) In keeping with the requirements of the Stock Exchanges, a Reconciliation of Share Capital Audit by a Practicing Company Secretary is carried out at the end of every quarter to reconcile the total admitted capital with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) and the total issued and listed capital. The said audit confirms that the total issued / paid – up capital tallies with the total number of shares in physical form and the total number of dematerialised shares held with NSDL and CDSL.

The reconciliation of total admitted capital as on March 31, 2021 is given below:-

6KDUHVKHOGWKURXJK 3HUFHQWDJHRI+ROGLQJ
NSDL 91.221

CDSL 8.375
Physical 0.404
Total 100.00

k) Category of shareholders as on March 31, 2021 is given below:

3DUWLFXODUV 1RRIVKDUHV 3HUFHQWDJH
Promoters 28830828 53.10
FIs/Banks/Insurance Companies/ Alternate Investment Fund 2102482 3.87
Corporate Bodies 1999781 3.68
FIIs/ Foreign Portfolio Investor (Corporate) 226500 0.42
NRIs/OCBs 1390894 2.56
Public/Others 19510504 36.37
Total 54300259 100.00

l) The Company's plants are located at the following places:

  • P.O. DaneshShaikh Lane, Goaberia, Howrah,West Bengal (Operations suspended due to fire accident in the month of March, 2014)
  • Village: GondeDumala, Tehsil: Igatpuri, Nasik (Operations suspended due to fire accident in the month of November, 2016). It further commenced commercial Production in the month of August 201
  • No. A-1 and A-2 Sikandrabad Industrial Area, Sikandrabad, Dist. Bulandsahar, Uttar Pradesh and
  • Chinnapuliyur Village, GummidipoondiTaluk, Thiruvallur, Chennai.
  • m) Address for Correspondence: Secretarial Department, Shalimar Paints Limited, 01st Floor, Plot No 28, Sector, 32, Guru gram, Haryana - 122001
  • n) E-Mail ID of the Grievance Redressal Division/Compliance Officer exclusively for the purpose of registering complaints by the Investors: [email protected]

13. DISCLOSURES:

(i) All transactions entered into with Related Parties as defined under the Listing Regulations during the financial year were in the ordinary course of business and on an arm's length pricing basis and do not attract the provisions of Section 188 of the Act. Suitable disclosure as required by the Accounting Standards (AS 18) has been made in the notes to the Financial Statements.

The Policy for dealing with Related Party Transactions has been uploaded on the Company's website at the following link: https://www.shalimarpaints.com/uploads/Related-Party-Transaction-Policy.pdf

LL?'HWDLOVRIQRQFRPSOLDQFHE\WKH&RPSDQ\SHQDOWLHVVWULFWXUHVLPSRVHGRQWKH&RPSDQ\E\6WRFN([FKDQJHRU 6(%,RUDQ\VWDWXWRU\DXWKRULW\RQDQ\PDWWHUUHODWHGWRFDSLWDOPDUNHWVGXULQJWKHODVWWKUHH\HDUV

The Company has complied with the requirements of the stock exchanges, SEBI and other statutory authorities on all matters related to capital markets. No penalties or strictures have been imposed on the Company by the stock exchanges or SEBI or any other statutory authorities relating to the above during the last three years.

LLL?'HWDLOVRIHVWDEOLVKPHQWRIYLJLOPHFKDQLVPZKLVWOHEORZHUSROLF\DQGDIÀUPDWLRQWKDWQRSHUVRQQHOKDVEHHQ GHQLHGDFFHVVWRWKH\$XGLW&RPPLWWHH

The Company has formulated a Whistle Blower Policy ("WBP") in accordance with the requirements of Section 177(9) of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 22 of the SEBI LODR. The WBP provides for establishment of vigil mechanism for directors and employees to report genuine concerns or grievances. It encourages all employees, directors and business partners to report any suspected violations promptly and intends to investigate any bona-fide reports of violations. It also specifies the procedures and reporting authority for reporting unethical behavior, actual or suspected fraud or violation of the Company's Code of Conduct or ethics policy or any other unethical or improper activity including financial irregularities, including fraud, or suspected fraud, wastage / misappropriation of Company's funds/assets etc. The WBP also provides for adequate safeguards against victimization of employees and directors who avail of the vigil mechanism and also provide for direct access to the Chairperson of the Audit Committee, in exceptional cases. The WBP has also been uploaded on Company's website at the following link: https://www.shalimarpaints.com/uploads/Whistleblower-Policy1.pdf

51

The Company has also formulated the Policy on Disclosure of Material Events or Information and Policy on Preservation and Archival of Documents. The said Policies have also been uploaded on Company's website at the following links: https://www.shalimarpaints.com/uploads/Policy_on-materiality-of-related-party-transactions-and-on-dealing-with-related-party-transactions.pdf

https://www.shalimarpaints.com/uploads/Policy-for-reservation-of-documents.pdf

LY?'LVFORVXUHLQUHODWLRQWRWKH6H[XDO+DUDVVPHQWRI:RPHQDW:RUNSODFH3UHYHQWLRQ3URKLELWLRQDQG5HGUHVVDO? \$FW

The disclosure in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 are mentioned in the Director's report.

Y?)HHVSDLGWRWKH6WDWXWRU\$XGLWRUV

The shareholders at its 115th Annual General Meeting (AGM) had appointed A K Dubey & Co. (Firm Regn. No. 329518E) as Statutory Auditors of the Company for a term of five years until the conclusion of 120th AGM of the Company. The Company has made payment of Rs. 12.71 Lacs to the Statutory Auditors for all the services availed by the Company during F.Y. 2020-21.

During the period under review no services were availed by the subsidiaries of the Company from the statutory auditors of the Company. Further no services were availed by the company/subsidiaries from the network firm/entity of the statutory auditors during the period under review.

YLL?'HWDLOVRIFRPSOLDQFHZLWKPDQGDWRU\UHTXLUHPHQWVDQGDGRSWLRQRIWKHQRQPDQGDWRU\UHTXLUHPHQWVRIWKLV FODXVH

&RPSOLDQFHZLWKPDQGDWRU\DQGQRQPDQGDWRU\UHTXLUHPHQWVDVRQst0DUFK

The Company has complied with all mandatory requirements of Regulation 34 of the Listing Regulations. The Company has adopted following non-mandatory requirements of Regulation 27 and Regulation 34 of the SEBI LODR:

0RGLÀHG2SLQLRQV?LQ\$XGLW5HSRUW

During the period under review, there were no audit qualifications in the Company's financial statements.

5HSRUWLQJRI,QWHUQDO\$XGLWRU

SSA & Associates are the internal auditors of the Company and support the management in performing select internal audits as per scope defined by the CFO and Audit Committee and as per the engagement letter signed with SSA & Associates. Internal audit findings are reported directly to the Audit Committee.

15. OTHER INFORMATION

D?&(2&)2&HUWLÀFDWLRQ

The Managing Director and the Chief Financial Officer of the Company has given annual certification on financial reporting and internal controls to the Board as specified in Part B of Schedule II to the SEBI LODR. They had also given quarterly certification on financial results while placing the financial results before the Board in terms of Regulation 33 of the SEBI LODR.

E?:HEVLWH'LVFORVXUH

All the necessary disclosures as prescribed under clauses (b) to (i) of sub- regulation 2 of Regulation 46 as prescribed under SEBI LODR has been disseminated on the Company's website at www.shalimarpaints.com

F?&RGHRI&RQGXFW

The Company has laid down a code of conduct for all Board members and senior management personnel of the Company. The code of conduct is available on the website of the Company. The declaration of the Managing Director is given below:

DECLARATION

3XUVXDQWWR6FKHGXOH9RI6(%,/LVWLQJ2EOLJDWLRQVDQG'LVFORVXUH5HTXLUHPHQWV5HJXODWLRQV

I, Ashok Kumar Gupta, Managing Director of the Company, do hereby declare that all the Board members and senior management personnel of the Company affirmed compliance with the code of conduct, adopted by the Company, for the Board of Directors and Senior Management of the Company.

\$VKRN.XPDU*XSWD 0DQDJLQJ'LUHFWRU DIN: 01722395

60

Dated: 26WKJune 2021 3ODFH*XUXJUDP

CERTIFICATE ON CORPORATE GOVERNANCE

For the Financial Year ended 31st March, 2021

To

The Members of Shalimar Paints Ltd

We have examined the compliance of conditions of Corporate Governance by Shalimar Paints Ltd ("the Company"), for the year ended 31st March, 2021, as stipulated in chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to the Listing Agreement of the said Company with stock exchange(s).

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our responsibility is limited to examining the procedures and implementation thereof, adopted by the Company for ensuring compliance with the 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 provisions as specified in chapter IV Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to Listing Agreement of the said Company with stock exchange(s).

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

For Ashu Batra & Associates Company Secretaries

\$VKX%DWUD 3URSULHWRU? ACS No. 39899 C.P. No. 17893 UDIN: A039899C000494683 3ODFH*XUJDRQ Date: 26st-XQH

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 of

Shalimar Paints Limited

Stainless Centre, 4th Floor, Plot No. 50, Sector 32, Gurugram Haryana- 122001, India

On the basis of our review and according to the records of Shalimar Paints Limited ("the Company"), we certify that none of the Directors on the Board of Directors of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such statutory authority.

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REPORT ON THE AUDIT OF STANDALONE IND AS FINANCIAL STATEMENTS

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We have audited the accompanying Standalone Ind AS Financial Statements of 6KDOLPDU3DLQWV/LPLWHG>´WKH&RPSDQ\µ@ which comprise the Balance Sheet as at 31-March-2021 and the Statement of Profit and Loss [KPENWFKPI-QVJGT-EQORTGJGPUKXGincome), the Cash Flow Statement and the Statement of Changes in Equity for the year ended on that date, and Notes to the Standalone Ind AS Financial Statements, including a summary of the Significant Accounting Policies and other explanatory information [herein after referred to as "the Standalone Financial Statements"].

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 and the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act read together with Companies (Indian Accounting Standards) Rules, 2015, of the state of affairs of the Company as at 31-March-2021, and its loss, total comprehensive income, its cash flows and the changes in equity for the year ended on that date.

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We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the 'Auditor's Respon-UKDKNKVKGU-HQT-VJG-#WFKV-QH-VJG-5VCPFCNQPG-(KPCPEKCN-5VCVGOGPVUŏ 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 (ICAI) together with the independence requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

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We draw your attention to Note No. 58 of Standalone Financial Statements, which explains the management's assessment/ evaluation of the financial impact due to lockdown arising with the advent of COVID 19.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone Ind AS financial statements of the current period. These matters were addressed in the context of our audit of the standalone Ind AS financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr.
No.
Key Audit Matter \$XGLWRU·V5HVSRQVH
1. (YDOXDWLRQRI7UDGH5HFHLYDEOHV:
The Company's Trade receivables included ma
terial disputed receivables & receivables against
which legal proceedings have been initiated or to
be initiated by the Company.
[Refer Note 0Q

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(KPCP
cial Statement]
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While reviewing the quality of trade receivables from realization
perspective based on information & explanation made available
to us, we also have relied upon the management representation
with respect to fair valuation of trade receivable in accordance of
applicable Ind AS which have been confirmed by the IBBI Regis
tered Valuer recognized under Companies Act, 2013 (hereinafter
referred to as 'Registered Valuer').
Trade receivables which carried
significant credit risk and /or
credit impaired, as evaluated in terms of provisioning thereof,
have been broadly reviewed by us, on selective basis.
Our audit approach was a combination of test of internal controls
with respect to Trade receivable management and substantive pro
cedures.
The Audit Committee of the Company has also reviewed and ap
proved Trade receivables for fair value thereof.
2. (YDOXDWLRQRI([FHSWLRQDO([SHQVHV:
The Company during the year has written off un
realizable inventory amounting to 200.00 lakh.<br>=4GHGT<br>0QVG<br>0Q<br><br>QH<br>VJG<br>5VCPFCNQPG<br>(KPCP<br>cial Statement] | 3ULQFLSDO\$XGLW3URFHGXUHV<br>,QYHQWRU\:ULWWHQ2II²ODNK
We have relied upon the management representation and cer
tification while carrying out our audit. We have broadly reviewed
'Exceptional Expenses' on selective basis, as per information
and explanation furnished to us.
The Audit Committee of the Company has also reviewed and
approved the said write off for fair valuation of current assets.

Sr No. Key Audit Matter \$XGLWRU·V5HVSRQVH
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The Company has material unascertained
disputed taxes and other liabilities shown as
continent liabilities, the determination of which
involves significant management judgment.
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We have obtained the details of completed tax assessments
and demands for the year ended and up to 31-March-2021 from
management. We evaluated the management's underlying as
sumptions in estimating the tax provision and the possible out
come of the disputes. We have also evaluated the disputed tax
demands of earlier years having regard to legal precedence and
other rulings in evaluating management's position on these un
certain tax positions.
Statements] The material uncertain tax position & uncertain other liabilities,
giving rise to disputed liabilities shown as contingent liabilities,
have been examined by us having regard to material information
and explanation furnished to us by the management.
We review material uncertain tax position & uncertain other lia
bilities from year-to-year basis for changes therein.

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The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Annual Report comprising Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Business Responsibility Report, Corporate Governance and Shareholder's Information, among others; but does not include the Standalone Ind AS Financial Statements and our Auditor's Report thereon.

Our opinion on the standalone 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 Ind AS 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 during the course of our 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.

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The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these Standalone Ind AS 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 (Ind AS) prescribed under Section 133 of the Act, read with relevant rules issued thereunder.

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 Ind AS 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 Ind AS Financial Statements, management 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the Company's financial reporting process.

64

INDEPENDENT AUDITORS' REPORT

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Our objectives are to obtain reasonable assurance about whether the Standalone Ind AS 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 Standards on Auditing (SAs) will always detect 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 Ind AS 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 Standalone Ind AS 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 financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, 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 Standalone 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 Standalone Ind AS Financial Statements, including the disclosures, and whether the Ind AS Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Ind AS 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.

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As per information and explanation furnished to us, the insurance claims of loss for damage of immovable and movable assets and for Loss of profit due to fire in Company's plant located at Nasik, are yet to be assessed by the Insurer & claim have been accounted for on estimated/realization basis. The Company is in arbitration for additional claim on account of fire claim at Howrah Plant =0QVG-0QU--CPF--QH-5VCPFCNQPG-(KPCPEKCN-5VCVGOGPVU?

Some of the financial assets and liabilities including trade receivables, trade payables and advances are pending confirmation / reconciliation, and their impact on financial statements, if any, is unascertained =0QVG-0Q--QH-UVCPFCNQPGſPCPEKCN-UVCVGOGPVU?

As regard disclosure in Note No. 44 of Standalone Financial Statements regarding Micro, Small & Medium Enterprise, we have relied upon the information & explanation, to the extent made available to us by the management.

Our opinion on the Standalone Ind AS Financial Statements and our report on Other Legal and Regulatory Requirements be-

low, is not modified in respect of these matters.

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  • 1. As required by Section 143(3) of the Act, based on our audit, we report, to the extent applicable that:
  • 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.
  • b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
  • 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 relevant books of account.
  • d) In our opinion, the aforesaid Standalone Ind AS Financial Statements comply with the Indian Accounting Standards pre scribed under Section 133 of the Act and Rules made thereunder.
  • e) On the basis of the written representations received from the directors as on 31-March-2021 taken on record by the Board of Directors, none of the Directors is disqualified as on 31-March-2021 from being appointed as a Director in terms of Section 164(2) of the Act.
  • 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 A". Our report expresses an unmodified opin ion on the adequacy and operating effectiveness of the Company's Internal Financial Controls over Financial Reporting.
  • g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of Section 197 (16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of Section 197 of the Act.

  • h) With respect to the other matters to be included in the Auditors' Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, 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 on its financial position in its Standalone Ind AS Financial Statements. =4GHGT-0QVG-0Q- K-VQ-VJG-5VCPFCNQPG-+PF-#5-(KPCPEKCN-5VCVGOGPVU
  • ii. The Company did not have any long-term contracts including derivative contracts for which there were any material fore seeable losses.
  • iii. There has been no delay in transferring amounts required to be transferred to the Investor Education and Protection Fund.
  • 2. As required by the Companies (Auditors' Report) Order, 2016 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

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We have audited the Internal Financial Controls over Financial Reporting of Shalimar Paints Limited ("the Company") as of 31-March-2021 in conjunction with our audit of the Standalone Ind AS Financial Statements of the Company for the year ended on that date.

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The Company's management represented by the Board of Directors, 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 the 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.

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Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting of the Company 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") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was 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 internal control based on the assessed risk. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the 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 system over financial reporting.

0HDQLQJRI,QWHUQDO)LQDQFLDO&RQWUROV2YHU)LQDQFLDO5HSRUWLQJ

A Company's internal financial controls 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 controls 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.

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Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion 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 procedures may deteriorate.

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In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting ,and such internal financial controls over financial reporting were operating effectively as at 31-March-2021, 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 +PVGTPCN-(KPCPEKCN-%QPVTQNU-1XGT-(KPCPEKCN-4GRQTVKPIŏ issued by the Institute of Chartered Accountants of India.

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3ODFH.RONDWD Dated : 26-June-2021

69

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=4GHGTTGF-VQ-KP-2CTCITCRJ--WPFGT-'Report on Other Legal and Regulatory Requirements' section of our report of even date to VJG-/GODGTU-QH-5JCNKOCT-2CKPVU-.KOKVGF

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment.

E The Company has a regular programme /policy of physical verification of its fixed assets included in Property, Plant & Equipment (PPE) by which all fixed assets are verified in a phased manner. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. As per the policy, certain property, plant and equipment, were physically verified by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

F According to the information and explanations given to us and the records examined by us on test basis, we report that, the title deeds in respect of freehold immovable properties of land and buildings, are held in the name of the Company as at the Balance Sheet date. In respect of leasehold immovable properties, the lease agreements are in the name of the Company.

(ii) The inventory, (except material/ goods-in-transit), have been physically verified by the management during the year. In our opinion, the frequency of such verification is reasonable. The discrepancies noticed on verification between the physical stocks and the book records were not material and have been dealt with in books of account.

(iii) The Company is to receive 782.37 lakh [previous year750.92 lakh] from its subsidiary, Shalimar Adhunik Nirman Limited (SANL) which is shown/included under the head 'Loans (Non-current) under sub head 'Loan to Related Parties' in Note No. 9 of the Financial Statement. The said loan includes `499.00 lakh [Note No. 52], being consideration money for transfer of Land by the Company to SANL, and the same is interest free.

The terms and conditions of said advances are not prejudicial to the Company's interest.

As per information & explanation given to us the repayment schedule is being adhered to so far as it relates to payment ofprincipal and interest whenever, they fall due. As certified by management, there is no overdue amount of loan & interest. Except loan and advances to the aforesaid subsidiary, the Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnership or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

LY In our opinion and according to information and explanations given to us, in respect of loans, investments, guarantees, and security, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013, to the extent applicable.

Y In our opinion and according to the information and explanations given to us, the Company has not accepted any deposit from the public in accordance with the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the rules framed thereunder. Accordingly, Clause 3(v) of the Order is not applicable to the Company.

YL The Central Government has prescribed Cost Records under Section 148(1) of the Companies Act, 2013 in respect of certain manufacturing activities of the Company. However, as per information and explanation furnished to us, the said cost records are not statutorily required to be maintained during the year under audit.

YLL According to the information and explanations given to us, in respect of statutory dues:

(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employ ees' State Insurance, Income Tax, Goods and Service Tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, cess and other material statutory dues applicable to it to the appropriate authorities though there have been slight delays in few cases.

E There were no undisputed amounts payable in respect of Provident Fund, Employees' State Insurance, Income Tax, Goods and Service Tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, cess and other mate rial statutory dues in arrears as at 31-March-2021 for a period of more than six months from the date they became payable, except excise & Custom duty of `439.47 lakh. (Included in Note No. 28 of Other Current Liabilities - "Statutory Dues"] of Financial Statements.

F Details of disputed dues of Income Tax, Sales Tax, Service Tax, Excise Duty, and Value Added Tax which have not been deposited as on 31-March-2021 on account of disputes are given below:

Nature of Statute Nature of Orders )URPZKHUHGLVSXWHLVSHQGLQJ \$PRXQW
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Central Excise Act, 1944 Excise Duty Various Assessing, Appellate and Tribunal
Authorities
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Sales Tax Act Central Sales Tax and
VAT
Various Assessing, Appellate, Tribunal and
Revision Board Authorities
304.64
Income Tax Act, 1961 Income Tax Various Assessing and Appellate Authorities 0.98

YLLL As per the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to a financial institution, bank, government or dues to debenture holders.

(ix) The Company has not raised money by way of initial public offer or further public offer (including debt instruments) According to information & explanation given to us, the term loans are applied for the purposes for which those are raised.

(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the Company or on the Company by the officers and employees of the Company has been noticed or reported during the year.

(xi) According to the information and explanations given by the management, the managerial remuneration has been paid/ provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.

(xii) The Company is not a Nidhi Company and accordingly, reporting under Clause (xii) of the Order is not applicable to the Company.

(xiii) According to the information and explanations given to us, all transactions with the related parties are in compliance with Section 177 and 188 of Act, where applicable; and the details have been disclosed in the Financial Statements as required by the applicable Indian Accounting Standards.

[LY The Company has not made any preferential allotment/private placement of shares or fully partly convertible deben tures during the year under review. Hence Para 3(xiv) of the Order is not applicable.

[Y According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with its directors or persons connected with them; hence, pro visions of Section 192 of the Companies Act, 2013 and Clause (xv) of the Order is not applicable.

[YL The Company is not required to be registered under Section 45 IA of the Reserve Bank of India Act, 1934. Hence, Clause (xvi) of the Order is not applicable.

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Dated : 26-June-2021 3ODFH.RONDWD

Shalimar Paints Limited

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(All amounts are in Rupees lakh, unless otherwise stated)

Note No. As at As at
ASSETS 31-03-2021 31-03-2020
Non-current assets
Property, Plant and Equipment 5.1
Right-of-use-assets 5.2 28.04 26,111.27
84.10
Capital work-in-progress 6 35.03 10.05
Intangible assets 7 459.44 548.08
Financial Assets
i) Investments 8 85.66 81.74
ii) Loans 9 932.16 916.23
LLL?2WKHUÀQDQFLDODVVHWV 10 6.77 -
Deferred tax assets 11 4,839.36
Other non-current assets 12 22.90 16.62
Current assets
Inventories 13 8,661.52
Financial Assets
i) Trade receivables 14 7,150.08
ii) Cash and cash equivalents 15.1 259.44 275.14
iii) Bank balances other than (ii) above 15.2 503.36 176.15
LY?2WKHUÀQDQFLDODVVHWV 16 445.52 846.27
Current Tax Assets 17 306.33 291.60
Other current assets 18 1,951.22
Total Assets 51,959.43
EQUITY AND LIABILITIES
Equity
Equity Share Capital 19 1,086.02
Other Equity 20 24,556.08
LIABILITIES
Non-current liabilities
Financial Liabilities
i) Borrowings 21 1,820.29
ii) Lease Liabilities 22 - 92.25
LLL?2WKHUÀQDQFLDOOLDELOLWLHV 23 39.81 143.81
Provisions 24 609.14 612.99
Current liabilities
Financial Liabilities
i)Borrowings 25 10,069.59
ii)Trade payables 26
Outstanding dues to Micro and Small Enterprises 236.02 642.64
Outstanding dues to trade payables other than Micro and Small
Enterprises
8,967.74
LLL?2WKHUÀQDQFLDOOLDELOLWLHV 27 3,014.36
Other current liabilities 28 533.26 505.37
Provisions 29 465.26 448.29
Total Equity and Liabilities 51,959.43
6LJQLÀFDQW\$FFRXQWLQJ3ROLFLHVDQGDFFRPSDQ\LQJQRWHVIRUPDQ
LQWHJUDOSDUWRIWKHÀQDQFLDOVWDWHPHQWV
1-60
As per our report of even date attached
For A. K. Dubey & Co., For and on Behalf of
Board of Directors
Chartered Accountants
(ICAI Firm Registration No.: 329518E)

Partner Managing Director Director (Membership No.: 057141) DIN:- 01722395 DIN:- 00475747 UDIN: Place : Gurugram Mohit Donter Gautam Date : 26th June, 2021 &KLHI)LQDQFLDO2FHU Company Secretary

Arun Kumar Dubey Ashok Kumar Gupta Alok Perti

Mem. No:- ACS 30581

6KDOLPDU3DLQWV/LPLWHG

6WDQGDORQH6WDWHPHQW2I3URÀW /RVVIRUWKH\HDUHQGHG

0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

Note No. Year ended
0DUFK
Year ended
0DUFK
Revenue From Operations 30 34,385.02
Other Income 31 753.03 141.64
7RWDO5HYHQXH 34,526.66
EXPENSES
Cost of materials consumed 32 21,857.82
Purchases of Stock-in-Trade 33 2,489.89
Changes in inventories of finished goods, Stock-in -Trade and work-in-progress 34
237.84 (1,119.80)
Employee Benefit Expenses 35 4,867.66
Finance costs 36 1,985.25
Depreciation and amortization expense 37 1,083.81
Other expenses 38 9,641.75
7RWDOH[SHQVHV 40,806.38
3URÀWORVV?EHIRUHH[FHSWLRQDOLWHPVDQGWD[ (6,279.72)
([FHSWLRQDOLWHPV
Expenses 39.1 (200.00) (704.95)
Incomes 39.2 - 1,399.85
3URÀWORVV?EHIRUHWD[ (5,584.82)
Tax expense 40
Current Tax - -
Deferred tax (1,797.22)
3URÀWORVV?IRUWKHSHULRG (3,787.60)
Other Comprehensive Income 41
(i) Items that will not be reclassified to profit or loss 20.99 21.16
(ii) Income tax effect on above 6.55 6.60
7RWDO2WKHU&RPSUHKHQVLYH,QFRPH/RVV?IRUWKH\HDU 14.44 14.56
7RWDO&RPSUHKHQVLYH,QFRPHORVV?IRUWKH\HDU (3,773.04)
(DUQLQJVSHU6KDUHVRI5VHDFK 42
1) Basic (in Rs) (9.12) (6.98)
2) Diluted (in Rs) (9.12) (6.98)
Significant Accounting Policies and accompanying notes form an integral part of the
financial statements.
1-60
\$VSHURXUUHSRUWRIHYHQGDWHDWWDFKHG
)RU\$.'XEH\ &R )RUDQGRQ%HKDOIRI%RDUGRI'LUHFWRUV
Chartered Accountants
(ICAI Firm Registration No.: 329518E)
Arun Kumar Dubey \$VKRN.XPDU*XSWD \$ORN3HUWL
Partner Managing Director 'LUHFWRU
(Membership No.: 057141) DIN:- 01722395 DIN:- 00475747
UDIN:
Place : Gurugram 0RKLW'RQWHU *DXWDP
Date : 26th June, 2021 &KLHI)LQDQFLDO2඼FHU Company Secretary

Mem. No:- ACS 30581

6KDOLPDU3DLQWV/LPLWHG 6WDQGDORQH&DVK)ORZ6WDWHPHQWDVDW0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

Year ended Year ended
A. CASH FLOW FROM OPERATING ACTIVITIES 0DUFK March 31, 2020
Profit / (Loss) Before Tax (5,584.83)
\$GMXVWPHQWVIRU
Depreciation, amortization and impairment expenses
1,083.81
Net (Gain) / Loss on Sale of Property, Plant & Equipment (2.01) 0.29
Net (Gain) / Loss on Sale/ Fair valuation of Investment (3.93) (3.75)
Bad debts/Provision for doubtful Debts Written Back - 2,654.25
Employee stock option expenses (8.14) (1.56)
Finance Costs 1,985.25
Interest Income (57.79) (92.91)
2SHUDWLQJ3URÀWORVV?EHIRUH:RUNLQJ&DSLWDOFKDQJHV 845.31 40.56
\$GMXVWPHQWVIRU
Trade Receivables (621.37) 119.83
Other receivable 735.38 (263.84)
Inventories (219.21) (1,525.78)
Trade Payable (incl LC) (358.39)
Trade & other Payables (402.18) 1,040.94
Cash generated (used) in /from Operations before tax (946.69)
Direct Taxes (paid)/refund (net) (14.73) (8.11)
1HWFDVKÁRZXVHG?LQIURP2SHUDWLQJ\$FWLYLWLHV (954.80)
B. CASH FLOW FROM INVESTING ACTIVITIES
Acquisition of Property, Plant & Equipment/ Intangible Assets including Capital
Advances
(334.97) (3,279.14)
Interest/other income Received 58.97 136.08
Movement in Margin money/Fixed deposits (333.98) 378.56
1HWFDVKÁRZXVHG?LQIURP,QYHVWLQJ\$FWLYLWLHV (609.98) (2,764.50)
C. CASH FLOW FROM FINANCING ACTIVITIES
Issue of Share capital - 570.35
Proceeds from /(repayment) of Borrowings (net)- Long term (548.25)
Proceeds from /(repayment) of Borrowings (net)- Short term (105.51) (2,612.97)
Finance Costs (1,985.25)
1HWFDVKXVHG?LQIURP)LQDQFLQJ\$FWLYLWLHV (950.68) (4,576.12)
1HWFDVKXVHG?LQIURP2SHUDWLQJ,QYHVWLQJ )LQDQFLQJ\$FWLYLWLHV (15.70) (8,295.42)
Opening balance of Cash and Cash equivalent 275.14 8,570.56
&ORVLQJEDODQFHRI&DVK &DVKHTXLYDOHQW 259.44 275.14
Note: Cash and cash equivalents included in the Cash Flow Statement
comprise of the following (refer note 15.1):-
L?&DVK%DODQFHRQ+DQG 0.12 0.18
LL?%DODQFHZLWK%DQNV
-In Current Accounts 106.47 31.56
-In Fixed Deposits - -
-Cheques/draft in hand - -
-Bank deposits with maturity of less than 3 months 152.85 243.40
Total 259.44 275.14

\$VSHURXUUHSRUWRIHYHQGDWHDWWDFKHG

)RU\$.'XEH\ &R )RUDQGRQ%HKDOIRI%RDUGRI'LUHFWRUV Chartered Accountants (ICAI Firm Registration No.: 329518E)

Partner Managing Director 'LUHFWRU (Membership No.: 057141) DIN:- 01722395 DIN:- 00475747 UDIN:

Place : Gurugram 0RKLW'RQWHU *DXWDP

\$UXQ.XPDU'XEH\ \$VKRN.XPDU*XSWD \$ORN3HUWL

Date : 26th June, 2021 Chief Financial Officer Company Secretary Mem. No:- ACS 30581

6KDOLPDU3DLQWV/LPLWHG 6WDWHPHQW2I&KDQJH,Q(TXLW\IRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

(TXLW\6KDUH&DSLWDO \$PRXQW
(TXLW\6KDUH&DSLWDODVRQVW0DUFK 1,072.83
Movement during the year 2019-20 13.18
(TXLW\6KDUH&DSLWDODVRQVW0DUFK
Movement during the year 2020-21 -
(TXLW\6KDUH&DSLWDODVRQVW0DUFK

*B 2WKHUHTXLW*

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Total
6HFXULWLHV3UHPLXP
5HVHUYH
6KDUH
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Outstanding
General
5HVHUYH
Retained
earnings
5HPHDVXUHPHQW
RI'HÀQHG
%HQHÀW
2EOLJDWLRQ3ODQ
%DODQFHDVDW0DUFK 22.47 (38.95)
-Profit or Loss for the year (3,787.60) (3,787.60)
-Other comprehensive income for the year 14.56 14.56
-Addition during the year 557.14 (1.56) 555.58
-Movement during the year -
Balance as at March 31, 2020 20.91 (24.39)
-Profit or Loss for the year (4,949.66)
-Other comprehensive income for the year 14.44 14.44
-Addition during the year -
-Movement during the year (8.14) (8.14)
%DODQFHDVDW0DUFK 12.77 (9.95)

)RUDQGRQ%HKDOIRI%RDUGRI'LUHFWRUV

)RU\$.'XEH\ &R Chartered Accountants (ICAI Firm Registration No.: 329518E)

\$UXQ.XPDU'XEH\ \$VKRN.XPDU*XSWD \$ORN3HUWL0RKLW'RQWHU Partner Managing Director Director Chief Financial Officer (Membership No.: 057141) DIN:- 01722395 DIN:- 00475747 UDIN:

Place : Gurugram Date : 26th June, 2021

*DXWDP Company Secretary Mem. No:- ACS 30581

SHALIMAR PAINTS LIMITED 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

2YHUYLHZ

Shalimar Paints Limited ("the Company") is a public limited Company domiciled in India. The registered office of the Company is located at Stainless Centre, 4th floor, Plot no.- 50, Sector 32, Gurugram, 122001, Haryana. The shares of the Company are listed on National Stock Exchange and Bombay Stock Exchange.

The Company is engaged in the business of manufacturing, selling and distribution of paints, coatings and providing related services.The Company has pan-India presence through its marketing offices in all major states in India.

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These financial statements have been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard ('Ind AS') as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Companies Act, 2013 ('the Act') and other relevant provisions of the Act to the extent applicable. The accounting policies have been applied consistently over all the periods presented in these financial statements. The standalone financial

statements provide comparative information in respect of previous year.

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The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of incomes, expenses, assets and liabilities, and the acCompanying disclosures at the date of the financial statements. The judgments, estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision effects only that period or in the period of the revision and future periods if the revision affects both current and future years.

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Management judgement is required for the calculation of provision for income taxes and deferred tax assets and liabilities. The Company reviews at each balance sheet date the carrying amount of deferred tax assets/ liabilities. The factors used in the estimates may differ from actual outcome which could lead to significant adjustment to the amounts reported in the standalone financial statements.

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The cost of the defined benefit plan and other post-employment benefits and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in future. These include the determination of the discount rate, future salary increases, mortality rates and attrition rate. Due to the complexities involved in the valuation and its long term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

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When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow

(DCF) model. The inputs to these models are taken

from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

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Management judgment is required for estimating the possible outflow of resources, if any, in respect of contingencies/claim/ litigations against the Company as it is not possible to predict the outcome of pending matters with accuracy.

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Property, Plant and Equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset's expected useful life and the expected residual value at the end of its life. The residual values of Company's assets are determined by the management at the time the asset is acquired and reviewed periodically.

4 6LJQLÀFDQW\$FFRXQWLQJ3ROLFLHV

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The financial statements have been prepared under the historical cost convention on the accrual basis, except for the following assets and liabilities which have been measured fair value:

  • Property, Plant & Equipment (at fair value as deemed cost as at 1st April 2016);
  • Financial assets and liabilities except certain investments, Loans and borrowings carried at amortised cost;
  • Defined benefit plans plan assets measured at fair value;
  • Share based payments

The financial statements are presented in Indian Rupees which is the Company's functional and presentation currency and all amounts are rounded to the nearest lakhs and two decimals thereof, except otherwise stated.

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An asset is recognised as property, plant and equipment when it qualifies the recognition criteria as specified in Ind AS 16. Following initial recognition, items of Property, Plant and Equipment are carried at its cost, net of available duty/tax credits, less accumulated depreciation and accumulated impairment losses if any. Costs include costs of acquisitions or constructions including incidental expenses thereto, borrowing costs, and other attributable costs of bringing the asset to its working condition for its intended use.

Subsequent expenditure relating to Property, Plant and Equipment is capitalized only when it is probable that future economic benefits associated with these will flow to the Company and the cost of the item can be measured reliably. Costs in nature of minor repairs and maintenance are recognized in the Statement of Profit and Loss as and when incurred.

The carrying amount of an item of property, plant and equipment is derecognized on disposal or when no future economic benefits are expected from its use or disposal. Gains or losses arising from discard/sale of Property, Plant and Equipment are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is discarded / sold.

Capital work-in-progress includes cost of property, plant and equipment under installation/under development, other expenditure (including trial run / test run expenditures) during construction / erection period (net of income) pending allocation/capitalization as at the balance sheet date.

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Depreciation on property, plant and equipment is provided on straight line method in the manner specified in Schedule II of the Companies Act, 2013 and in respect of assets added/disposed off during the year on pro-rata basis with reference to the date of its use / disposal/residual value.

Depreciation is charged on fair valued amount less estimated salvage value. Leasehold land is amortized on a straight line basis over the remaining period of lease.

The useful lives, residual values of each part of an item of property, plant and equipment and the depreciation methods are reviewed at the end of each financial year. If any of these expectations differ from previous estimates, such change is accounted for as a change in an accounting estimate.

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Intangible Assets with finite lives are amortized over the estimated useful economic life on straight line method

The amortization expense on intangible assets with finite lives is recognized in the Statement of Profit and Loss. The estimated useful life of intangible assets as per management is mentioned below:

Computer Software 6 years
Trade mark 10 Years
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The amortization period and the amortization method for an intangible asset with finite useful life is reviewed at the end of each financial year. If any of these expectations differ from previous estimates, such change is accounted for as a change in an accounting estimate.

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The carrying amount of an intangible asset is derecognized on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising from the Derecognition of an intangible asset is measured as the difference between the net disposal proceeds and the carrying amount of the intangible asset and is recognized in the Statement of Profit and Loss when the asset is derecognized.

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The carrying amount of Property, Plant & Equipment, Intangible assets and cash generating assets are reviewed at each Balance Sheet date to assess impairment, if any based on internal / external factors. An asset is treated as impaired when the carrying cost of asset or exceeds its recoverable value being higher of value in use and fair value less cost of disposal. An impairment loss is recognized as an expense in the Statement of Profit & Loss in the year in which an asset is identified as impaired. The impairment loss recognized in prior accounting period is reversed, if there has been an improvement in recoverable amount.

Notes to the Standalone Financial Statements

4.5) Lease Accounting

The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at the inception date, whether fulfillment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that is not explicitly specified in an arrangement.

4.6) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

i) Initial recognition

The Company recognises financial assets and financial liabilities when it becomes a party to the contractual provisions of the instrument. All financial assets and liabilities are recognised at fair value on initial recognition.Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities, that are not at fair value through profit or loss, are added/deducted respectively to the fair value on initial recognition. Trade receivables and trade payables that do not contain a significant financing component are initially measured at their transaction price.

ii) Subsequent measurement

(i) Financial assets carried at amortised cost

A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and 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. When the financial asset is derecognised or impaired, the gain or loss is recognised in the statement of profit and loss.

(ii) Financial assets at fair value through other comprehensive income

principal amount outstanding. Movements in the carrying amount are recognised in OCI except the recognition of impairment

A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss. Therefore, they are subsequently measured at each reporting date at fair value, with all fair value movements recognised in the Statement of Profit and Loss.

(iv) Financial liabilities

Financial liabilities are subsequently carried at amortized cost using the effective interest method. Financial liabilities at fair value through profit and loss (FVTPL) includes financial liability held for trading and financial liability designated upon initial recognition as at fair value through profit and loss.

(v) Investment in subsidiaries

Investment in subsidiaries is carried at cost less impairment, if any, in the separate financial statements.

iii) Impairement of financial assets

Financial assets, other than debt instruments measured at FVTPL and Equity instruments are assessed for indicators of impairment at the end of each reporting period. The Company recognises a loss allowance for expected credit losses on all financial asset. In case of trade receivables, the Company follows the simplified approach permitted by Ind AS 109 – Financial Instruments for recognition of impairment loss allowance. The Company calculates the expected credit losses on trade receivables using a provision matrix on the basis of its historical credit loss experience.

iv) Derecognition

Finanical Assets

Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.

Financial Liabilities

The Company derecognises a financial liability when its contractual obligations are discharged or cancelled,or expires.

77

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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. 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. The Company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.

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Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

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Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non- financial asset takes in to account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the

nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy in which they fall.

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Inventory are valued at lower of cost, computed on weighted average basis, or net realizable value. Cost of inventories includes in case of raw material, cost of purchase including taxes and duties net of tax credits/GST and incidental expenses; in case of work-in-progress, estimated direct cost including taxes and duties net of tax credits/GST and appropriate proportion of administrative and other overheads; in case of finished goods, estimated direct cost including taxes and duties net of tax credits/ GST and appropriate administrative and other overheads including other cost incurred in bringing the inventories to the present location and conditions; and in case of traded goods, cost of purchase and other costs incurred in bringing the inventories to the present location and conditions.

The obsolete/damaged items of inventories are valued at estimated realisable value.

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A provision is recognised if, as a result of a past event, the Company has a present obligation (legal or constructive) that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects, when appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent Liability is disclosed after careful evaluation of facts, uncertainties and possibility of reimbursement, unless the possibility of an outflow of resources embodying economic benefits is remote or the amount cannot be estimated reliably. Contingent liabilities are not recognised but are disclosed in notes. Contingent assets are not recognized but disclosed in the financial statements when an inflow of economic benefits is probable.

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Revenue is recognized when it is probable that economic benefits associated with a transaction flows to the Company in the ordinary course of its activities and the amount of revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable, net of returns, trade discounts and rebates granted by the Company.

Revenue includes only the gross inflows of economic benefits, received and receivable by the Company, on its own account. Amounts collected on behalf of third parties (for example, indirect taxes) are excluded from revenue.

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Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable effective interest rate. Interest income is included in other income in the statement of profit and loss.

Notes to the Standalone Financial Statements

Dividends

Dividend income is recognised when the Company's right to receive dividend is established, and is included in other

i) Short term employee benefits are recognized as an expense in the Statement of Profit and Loss of the year in which the re lated services are rendered. The Company recognizes the undiscounted amount of short term employee benefits expected to be paid in exchange for services rendered as a liability (accrued expense) after deducting any amount already paid.

ii) The Company makes regular contribution to provident funds which are administered by Government and are independent of Company's finance. The Company recognizes contribution payable to a defined contribution plan as an expense in the State ment of Profit and Loss when the employees render services to the Company during the reporting period.

such contribution is determined by the actuary at the end of the year. The gratuity fund is administered by the Trustees.

For Schemes where recognized funds have been set up, annual contributions are made as determined using the Projected Unit Credit method with actuarial valuations being carried out at each reporting date. Remeasurements comprising actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged / credited to Other

iv) Provision is made for leave encashment benefit payable to employees on the basis of independent actuarial valuation, at the end of each year and charge is recognized in the Statement of Profit and Loss.

4.13) Foreign Exchange Transactions

Initial Recognition:

On initial recognition, transactions in foreign currencies entered into by the Company are initially recorded in the functional cur rency (i.e. Indian Rupees) at rates prevailing at the date of the transaction. Exchange differences arising on foreign exchange transactions settled during the year are recognized in the Statement of Profit and Loss.

Measurement of foreign currency items at reporting date:

Foreign currency monetary items of the Company are translated at the closing exchange rates and the resulting exchange dif are translated using the exchange rate at the date of the transaction. 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 is measured. Exchange component of the gain or loss arising on fair valuation of non-monetary items is recognised in line with the gain or loss of the item that gave

4.14) Borrowing costs

Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds.

Borrowing costs attributable to acquisition or construction of qualifying asset that necessarily take a substantial period of time to get ready for their intended use is worked out on the basis of attributable of funds out of project specific loans and/or other borrowings to the extent identifiable with the qualifying asset and is capitalized with the cost of qualifying asset, using the effec tive interest method. Other borrowing costs are recognised as an expense in the period in which they are incurred.

4.15) Taxes on Income

Tax expense comprises current and deferred tax. It is recognised in profit or loss except to the extent that it relates to items recognised directly in equity or in Other Comprehensive Income

Tax on income for the current period is determined on the basis of taxable income and tax credits computed in accordance with the provisions of the Income Tax Act, 1961. The tax rates and tax laws used to compute the amount are those that are enacted

or substantively enacted, at the reporting date.

Deferred tax is provided on temporary difference arising between the tax bases of assets & liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax is measured using the tax rate that are expected to apply in the year when the asset is realized or the liability is settled based on the tax rates and the tax laws enacted or substantively enacted at the reporting date.

1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWV

Deferred tax asset is recognized to the extent that it is probable that sufficient future taxable profit will be available against which the deductible temporary differences and the carry forward 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 utilized.

Minimum Alternate tax (MAT) credit is recognized as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period.

6HJPHQW5HSRUWLQJ

As the Company's business falls within a primary business segment viz, "Paints".

&DVKDQGFDVKHTXLYDOHQWV

Cash and cash equivalents comprise cash on hand, bank balance, short-term deposits with original maturities of three months or less and other short term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

4.18) Lease

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

&RPSDQ\DVDOHVVHH

The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low- value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

L?5LJKWRIXVH\$VVHWV528\$VVHWV

The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

If ownership of the leased asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset. The right-of-use assets are also subject to impairment.

LL?/HDVH/LDELOLWLHV

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term.After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

Lease liability and ROU assets have been separately presented in the Balance Sheet and lease payments have been classified as financing cash flows.

LLL?6KRUWWHUPOHDVHVDQGOHDVHVRIORZYDOXHDVVHWV

The Company applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

6KDUHEDVHGSD\PHQWWUDQVDFWLRQV

Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value determined at the grant date of the equity settled share-based payments is expensed on a straight line basis over the vesting period, based on the Company's estimate of equity instruments that will eventually vest, with a corresponding increase in equity.

(DUQLQJSHUVKDUH

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to Equity Shareholders by the weighted average number of equity shares outstanding during the period.

)RUWKHSXUSRVHRIFDOFXODWLQJGLOXWHG(DUQLQJSHU6KDUHWKHQHWSURÀWRUORVVIRUWKHSHULRGDWWULEXWDEOHWR(TXLW\6KDUHKROGHUV DQGWKHZHLJKWHGDYHUDJHQXPEHURIVKDUHVRXWVWDQGLQJGXULQJWKHSHULRGDUHDGMXVWHGIRUWKHHරHFWVRIDOOGLOXWLYHSRWHQWLDO equity shares.

(All amounts are in Rupees lakh, unless otherwise stated)

5.1 3URSHUW\3ODQW (TXLSPHQW

*URVVFDUU\LQJYDOXH Land-
)UHHKROG
Land-
/HDVHKROG
Buildings 3ODQW
0DFKLQHU\
)XUQLWXUH
Fixtures
Motor
9HKLFOHV
2IÀFH
(TXLSPHQW
Total
\$VDW0DUFK 122.74 42.34 215.46
Additions 2,491.34 2,916.27 27.90 19.22 74.65 5,529.36
Disposals/Adjustment (0.00) (0.02) (0.04) (0.01) (0.59) (0.66)
\$VDW0DUFK 150.60 61.55 289.52
Additions 49.00 68.59 6.47 55.37 17.20 196.62
Disposals/Adjustment (1.41) (1.41)
\$VDW0DUFK 157.07 115.51 306.72
Depreciation
\$VDW0DUFK - 76.86 998.62 924.41 69.83 1.86 112.90
Depreciation for the year 19-20
Disposals/Adjustment
32.62
-
383.71
-0.02
509.26
-
12.54
-0.04
8.08
-0.01
45.78
-0.59
991.99
(0.66)
\$VDW0DUFK - 109.48 82.33 9.93 158.09
Depreciation for the year 20-21 32.62 425.13 664.71 11.89 9.60 41.47 1,185.42
Disposals/Adjustment -0.75 -0.75
\$VDW0DUFK - 142.10 94.22 18.78 199.56
1HWFDUU\LQJYDOXH
Balance as at March 31, 2019 9,736.52 1,614.09 7,232.34 2,794.99 52.91 40.48 102.56 21,573.89
Balance as at March 31, 2020 9,736.52 1,581.47 9,339.97 5,202.00 68.27 51.62 131.43 26,111.27
Balance as at March 31, 2021 9,736.52 1,548.85 8,963.84 4,605.88 62.85 96.73 107.16 25,121.81
5.2 5LJKWRIXVHDVVHWV
*URVVFDUU\LQJYDOXH
\$VDW0DUFK
Additions
168.21
Disposals/Adjustment -
\$VDW0DUFK 168.21
Additions -
Disposals/Adjustment -
\$VDW0DUFK 168.21
'HSUHFLDWLRQ
\$VDW0DUFK
Depreciation for the year 19-20
-
28.46
Disposals/Adjustment 55.64
\$VDW0DUFK 84.10
Additions -
Depreciation for the year 20-21
Disposals/Adjustment
56.07
-
\$VDW0DUFK 140.17
1HWFDUU\LQJYDOXH
Balance as at March 31, 2020 84.10
Balance as at March 31, 2021 28.04
6 &DSLWDO:RUNLQ3URJUHVV
Balance as at March 31, 2019
Balance as at March 31, 2020 2,356.34
10.05
Balance as at March 31, 2021 35.03

(All amounts are in Rupees lakh, unless otherwise stated)

7 INTANGIBLE ASSETS
3DUWLFXODUV &RPSXWHU
6RIWZDUH
7HFKQLFDO
.QRZ+RZ
7UDGH0DUN Total
*URVVFDUU\LQJYDOXH
%DODQFHDVDW0DUFK 192.75 68.47 49.78 311.00
Additions 451.96 451.96
%DODQFHDVDW0DUFK 644.71 68.47 49.78 762.96
Additions - - - -
Disposals/Adjustment -
%DODQFHDVDW0DUFK 644.71 68.47 49.78 762.96
\$PRUWL]DWLRQ
%DODQFHDVDW0DUFK 129.99 17.53 30.41 177.93
Additions 28.37 2.53 6.04 36.95
Disposals/Adjustment -
%DODQFHDVDW0DUFK 158.36 20.06 36.45 214.88
Additions 80.07 2.53 6.04 88.64
Disposals/Adjustment -
%DODQFHDVDW0DUFK 238.43 22.59 42.49 303.52
Net Carrying Value
Balance at March 31, 2019 62.76 50.94 19.37 133.07
Balance at March 31, 2020 486.36 48.41 13.33 548.08
Balance at March 31, 2021 406.28 45.88 7.29 459.44
8 INVESTMENTS (NON-CURRENT)
3DUWLFXODUV As at
0DU
As at
0DU
No. of
6KDUHVXQLWV \$PRXQW
No. of
6KDUHVXQLWV \$PRXQW
,QYHVWPHQWLQ(TXLW\,QVWUXPHQWV
8QTXRWHGVKDUHV
,QYHVWPHQWLQZKROO\RZQHGVXEVLGLDU\&RPSDQLHVDW
Cost
L?6KDOLPDU\$GKXQLN1LUPDQ/WG
Fully paid up shares of Rs.10 each 4.99900 5.00
Partly paid up shares @ Rs.1 each (Share of Rs.10 each) 4.50000 4.50
Equity Component of 6% Non cumulative, non convertible Redeemable
Preference Shares of Rs. 100 each
36.85 36.85
LL?(DVWHUQ6SHFLDOLW\3DLQWV &RDWLQJV3YW/WG
Fully paid up shares of Rs.10 each
5.00 5.00
Total 51.35 51.35
,QYHVWPHQWLQ'HEHQWXUHVFDUULHGDW\$PRUWLVHG&RVW
8QTXRWHG
(i) 1/2% Woodland Medical Centre Ltd. 0.06 0.06
(ii) 5% Woodland Medical Centre Ltd. 0.17 0.17
,QYHVWPHQWLQ3UHIHUHQFH6KDUHVLQZKROO\RZQHGVXEVLGLDU\&RPSDQLHV
DW)DLUYDOXHWKURXJK3URÀW /RVVDFFRXQW
8QTXRWHG
L?6KDOLPDU\$GKXQLN1LUPDQ/WG
6% Non cumulative, non convertible Redeemable Preference Shares of Rs. 100
each ( Fully paid up)*
50,000 34.08 50,000 30.16
Total 34.08 30.16
GRAND TOTAL 85.66 81.74
7KHUHGHPSWLRQGDWHRI3UHIHUHQFHVKDUHVLVWK0D\
Aggregate amount of quoted investments - -
Market value of quoted investments - -
Aggregate amount of unquoted investments 85.66 81.74

Aggregate amount of impairment in value of investments - -

Total 0.23 0.23

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

9 LOANS- NON CURRENT
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
8QVHFXUHGFRQVLGHUHGJRRG
Security Deposits 148.99 164.69
Loan to related parties(refer note 48 & 52) 783.17 751.54
TOTAL 932.16 916.23
10 OTHER FINANCIAL ASSETS- NON CURRENT
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
8QVHFXUHGFRQVLGHUHGJRRG
Bank Balance (Maturity period more than 12 months) 6.77 -
TOTAL 6.77 -
11 '()(55('7\$;\$66(76/,\$%,/,7,(6?1(7
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Deferred tax assets/ liabilities are attributable to the following items;
Deferred Tax Assets
-Carry Forward Losses/Unabsorbed depreciation 5,560.03 6,928.84
-Disallowance under section 43B 248.60 246.03
-Provision for doubtful debt and advances 495.30 1,046.53
6XE7RWDOD 6,303.93 8,221.40
'HIHUUHG7D[/LDELOLWLHV
-Fixed assets 4,066.18 3,370.14
-Others
-Fair valuation of investment 6.53 5.30
- Remeasurements of the defined benefit plans 6.55 6.60
6XE7RWDOE 4,079.26 3,382.04
1HW'HIHUUHG7D[\$VVHWV/LDELOLW\?D?E
12 OTHER NON CURRENT ASSETS
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Capital Advances 22.90 16.62
TOTAL 22.90 16.62
13 INVENTORIES
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
5DZ0DWHULDO
Inventories-RM 2,446.89
640.87
2,108.81
322.76
:RUNLQ3URJUHVV
)LQLVKHG*RRGV
Inventories-FG* 5,310.87 5,835.29
Goods in Transit-FG 132.72 164.25
6WRUHV VSDUHV 349.38 230.41
TOTAL

*including trading goods Rs. 503.67 lakh (P.Y Rs. 328.94 lakh)

Inventory valuation has been confirmed by IBBI registered valuer recognised under Companies Act 2013.

(All amounts are in Rupees lakh, unless otherwise stated)

14 TRADE RECEIVABLES

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
8QVHFXUHG
-Considered Good 7,772.04 7,150.08
-Considered Doubtful 1,587.50 3,354.28
9,359.54 10,504.36
Less: Provision for bad and doubtful receivable [refer note 47(ii)] (1,587.50) (3,354.28)
TOTAL
(i) Trade Receivables has been confirmed by IBBI registered valuer recognised under
Companies Act 2013.
(ii) Receivables ( Doubtful) of Rs. 1766.78 Lakh, being the difference between previous
year and current year doubtful receivables, have been written off during the year, and the
provision for bad and doubtful receivables is reduced by the same amount.
15.1 CASH AND CASH EQUIVALENTS
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
%DODQFHZLWKEDQNV
On Current Accounts 106.47 31.56
&DVKRQKDQG 0.12 0.18
Bank deposits with maturity of less than 3 months 152.85 243.40
TOTAL 259.44 275.14
15.2 %DQNEDODQFHVRWKHUWKDQFDVKDQGFDVKHTXLYDOHQWV
Margin Money 2.18 0.82
Fixed Deposit Account 501.18 175.33
TOTAL 503.36 176.15
16 OTHER FINANCIAL ASSETS- CURRENT
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Other Receivables (Refer note no 53) 432.53 832.11
Interest accrued 12.99 14.16
TOTAL 445.52 846.27
17 &855(177\$;\$66(76/,\$%,/,7,(6?1(7
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Advance Income Tax 2,837.83 2,823.10
Less: Provision for Income Tax 2,531.50 2,531.50
TOTAL 306.33 291.60
18 OTHER CURRENT ASSETS
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
ĚǀĂŶĐĞƐŽƚŚĞƌƚŚĂŶĐĂƉŝƚĂůĂĚǀĂŶĐĞƐ
Advances to suppliers 382.32 650.68
2WKHUV
Advance to employee 73.05 66.02
Prepaid expenses 297.77 233.75
Balance With Govt. Authorities & Others 845.76 1,000.77
TOTAL

(All amounts are in Rupees lakh, unless otherwise stated)

19 EQUITY SHARE CAPITAL

3DUWLFXODUV \$VDW0DUFK
\$VDW0DUFK
\$XWKRULVHG
10,00,00,000 (31st March,2020: 10,00,00,000) equity
shares of Rs. 2/- each
2,000.00 2,000.00
,VVXHGVXEVFLUEHGDQGIXOO\SDLGXS
5,43,00,259 (31st March,2020: 5,43,00,259) equity
shares of Rs. 2/- each
1,086.01 1,086.01
6KDUH)RUIHLWXUH\$FFRXQW 0.01 0.01

Notes:

(i) 5HFRQFLOLDWLRQRIQXPEHURIVKDUHVDQGVKDUHFDSLWDORXWVWDQGLQJDWWKHEHJLQQLQJDQGHQGRIWKH\HDU

3DUWLFXODU \$VDW0DUFK
1RRIVKDUHV \$PRXQW 1RRIVKDUHV \$PRXQW
Number of shares at the beginning 5,43,00,259 1,086.01 5,36,41,387 1,072.83
Add: Right issue - - -
Add: Preferential Allotment - - 6,58,872 13.18
Number of shares at the end 5,43,00,259 1,086.01 5,43,00,259 1,086.01

(ii) 7HUPVDQGULJKWVDWWDFKHGWRHTXLW\VKDUHV

The Company has one class of equity shares having a par value of Rs 2 each . Each shareholder is eligible for one vote per share held. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all Preferential amounts, in proportion to their shareholding.

(iii) On 8th April 2019, Company has made preferential allotment of 6,58,872 equity shares of face value Rs. 2/- each at the price of Rs. 86.56/- per share (including premium of Rs. 84.56/- per shares) aggregating to Rs. 570 lakh to the Hind Strategic Investments by converting its ECB loan of US\$ 8 Lakh pursuant to members approval through Postal ballet dated 16.03.2019.

(iv) 3URFHHGVIURPWKHVHFRQGULJKWLVVXHKDYHEHHQXWLOLVHGLQWKHIROORZLQJPDQQHU

3DUWLFXODUV 3URSRVHG
WREH
utilised
3URSRVHGWR
EHXWLOLVHG
5HYLVHG
Utilised During
FY 2018-19
Utilised
During FY
2019-20
Utilised
During FY
2020-21
7REHXWLOLVHG
Project of Reinstatement of paint manufacturing plant
at Nashik
4,568.43 4,492.08 2,035.22 2,210.46 50.24 196.16
Setting up of Regional Distribution Centre (RDC) at
Nashik
340.00 40.00 - 40.00 - -
Long Term Working Capital Requirements 11,737.50 12,113.85 8,709.15 3,404.70 - -
General Corporate purposes 3,415.07 3,415.07 1,136.57 2,278.50 - -
Expenses for right issue 26.27 26.27 26.27 - - -
Total 50.24 196.16

*There is increase in the allocation of funds towards Long Term Working Capital Requirement, and the same has been allocated through reduction in Nashik project (including RDC) cost.

Veera Gupta 46,82,952 8.62% 46,82,952 8.62%

(v) 'HWDLOVRIVKDUHKROGHUVKROGLQJPRUHWKDQ

VKDUHVLQWKH&RPSDQ\ 1DPHRI6KDUHKROGHU \$VDW0DUFK \$VDW0DUFK 1XPEHURI VKDUHV RIVKDUHVKHOG 1XPEHURI VKDUHV Virtuous Tradecorp Pvt. Ltd. 1,33,54,462 24.59% 1,33,54,462 24.59% Hind Strategic Investments 37,85,430 6.97% 65,00,442 11.97%

The Company does not have any holding / ultimate holding Company.

RIVKDUHV KHOG

6KDOLPDU3DLQWV/LPLWHG 6WDWHPHQW2I&KDQJH,Q(TXLW\IRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

*20 2WKHUHTXLW*

3DUWLFXODUV 5HVHUYHV 6XUSOXV 2WKHU
&RPSUHKHQVLYH
,QFRPH
Total
6HFXULWLHV
3UHPLXP
5HVHUYH
6KDUH2SWLRQV
Outstanding
General
5HVHUYH
Retained
earnings
5HPHDVXUHPHQW
RI'HÀQHG%HQHÀW
2EOLJDWLRQ3ODQ
%DODQFHDVDW0DUFK 22.47 (38.95)
-Profit or Loss for the year (3,787.60) (3,787.60)
-Other comprehensive income for the year 14.56 14.56
-Addition during the year 557.14 (1.56) 555.58
-Movement during the year -
-Right issue expenses 0.00
%DODQFHDVDW0DUFK 20.91 (24.39)
-Profit or Loss for the year (4,949.66) (4,949.66)
-Other comprehensive income for the year 14.44 14.44
-Addition during the year -
-Movement during the year (8.14) - (8.14)
%DODQFHDVDW0DU 12.77 (9.95)

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

21 NON-CURRENT BORROWINGS

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
6HFXUHG
7HUP/RDQV
- from Banks 962.54 -
- from Financial Institutions 2,042.46 1,971.12
- from others (vehicle loan) 85.16 35.64
Less: Current Maturity of Long term Debt (refer note 27) 685.59 186.47
TOTAL

6(&85,7<,QUHODWLRQWRH[LVWLQJERUURZLQJV

L?7HUP/RDQIURP%DQNV

Common Covid 19 Emergency Credit Line (CCECL)Loan of Rs. 466.54 lakh (March 31, 2020 Rs. Nil) taken from State Bank of India at one year MCLR (presently @ 7.75% p.a.), repayable in 18 monthly installments starting from 31.12.2020 and ending on 31.05.2022, are secured by extension of hypothecation charge on entire current assets of the company existing and future on pari-passu basis with other banks under consortium banking arrangement.

PNB Covid 19 Emergency Credit Facility (CECF)Loan of Rs. 120.00 lakh (March 31, 2020 Rs. Nil) taken from Punjab National Bank @ MCLR +0.50%, repayable in 18 monthly installments starting from 30.04.2021 and ending on 30.09.2022, are secured by extension of existing primary and / or colletral security.

Term Loan of Rs. 149.00 lakh (March 31, 2020 Rs. Nil) taken from Union Bank of India @ MCLR +0.60%, repayable in 48 monthly installments starting from 19.02.2022 and ending on 18.03.2026, are secured by extension of existing primary and / or colletral security.

Working Capital Term Loan limit under Guaranteed Emergency Credit Line (GECL- 2) scheme of Rs. 227.00 lakh (March 31, 2020 Rs. Nil) taken from Punjab National Bank @ MCLR +1%, repayable in 48 monthly installments starting from 30.04.2022 and ending on 30.03.2026, are secured by extension of existing primary and / or colletral security.

LL?7HUP/RDQIURPÀQDQFLDOLQVWLWXWLRQV

Loan of Rs. 481.63 lakh (March 31, 2020 Rs. 485.14 lakh) taken from Aditya Birla finance Limited @ 12.95% p.a., repayable in 130 monthly instalments starting from 15.09.2019 and ending on 15.06.2030, are secured by first charge on Company's immovable property situated at 5th Floor,C wing, Oberoi Garden Estate,Chandivalli Farm Road, Chandivali, Andheri (East), Mumbai-400072

Guaranteed Emergency Credit Line (GECL) Loan of Rs. 97.00 lakh (March 31, 2020 Rs.NIL) taken from Aditya Birla finance Limited @ 14.00% p.a., repayable in 48 monthly instalments starting from 28.02.2022 and ending on 28.01.2026, are secured by second charge on Company's immovable property situated at 5th Floor,C wing, Oberoi Garden Estate,Chandivalli Farm Road, Chandivali, Andheri (East), Mumbai-400072

Loan of Rs. 1463.83 lakh (March 31, 2020 Rs. 1485.98 lakh) taken from Religare Finvest Limited @ 14% p.a., repayable in 139 monthly installments starting from 01.02.2016 and ending on 01.08.2027, are secured by First charge on Company's immovable & movable properties of Sikandrabad plant situated at Plot No A1 & A2 UPSIDC Industrial Area, Sikandrabad Distt- Bulandshahar (U.P).

LLL?9HKLFOH/RDQ 6HFXUHGE\9HKLFOHÀQDQFHG

Loans of Rs. 20.34 lakh (March 31, 2020 Rs. 26.34 lakh) taken from Toyota Financial Service India Ltd. @ 9.50% p.a. are repayable in 60 monthly installments starting from 20.02.2019 and ending on 20.01.2024.

Loans of Rs. 7.70 lakh (March31,2020 Rs. 9.30 lakh), taken from Toyota Financial Service India Ltd. @ 8.90% p.a. are repayable in 60 monthly installments starting from 10.02.2020 and ending on 10.01.2025.

Loans of Rs. 57.12 lakh (March31,2020 Rs. Nil), taken from Tata Motors Finance Ltd. @ 10.90% p.a. are repayable in 59 monthly installments starting from 11.11.2020 and ending on 11.09.2025.

22 NON- CURRENT LEASE LIABILITY

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Lease Liabilities - 92.25
TOTAL - 92.25

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

23 OTHER FINANCIAL LIABILITIES- NON CURRENT

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Security Deposit
-From others 39.81 143.81
TOTAL 39.81 143.81
24
PROVISIONS- NON CURRENT
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
3URYLVLRQIRUHPSOR\HHEHQHÀWV
-Gratuity (refer note 45) 270.21 272.03
-Provision for Leave Benefit (refer note 45) 38.93 40.96
Provision Others 300.00 300.00
TOTAL 609.14 612.99
25
CURRENT BORROWINGS
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
6HFXUHG
/RDQV5HSD\DEOHRQ'HPDQG
From Banks (Cash Credit and WCDL) 8,667.86 8,411.75
8QVHFXUHG
/RDQV5HSD\DEOHRQ'HPDQG
Bill Discounting 1,296.22 1,657.84
TOTAL
&DVK&UHGLWDQG:&'/IURP%DQNV

*3ULPDU\6HFXULW*

First charge, ranking pari passu by way of hypothecation on the entire stocks and current assets of the Company.

*&ROODWHUDO6HFXULW*

(i) first charge, by way of equitable mortgage of land and building, and hypothecation of other fixed assets thereon, of the Company's factory, at Nasik,Maharashtra;

(ii) first charge, by way of hypothecation of plant and machinery at the Company's factory situated at Howrah, West Bengal;

(iii) second charge, ranking pari passu, on the fixed assets of the Company at its factory situated at Sikandarabad ,Uttar Pradesh; (iv) second charge, ranking pari passu, on the fixed assets of the Company situated at village -Chinnapuliyur , Taluka-Gummidipoondi , District- Tiruvallur, Tamil Nadu.

Rate of interest for current borrowings ranges from 9% p.a. to 15% p.a.

26 TRADE PAYABLES

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Due to Micro, small and medium enterprises (refer note 44) 236.02 642.64
Due to others* 10,858.70 8,967.74
TOTAL
*Includes interest payable to MSME amounting to Rs. 227.31 (Previous year Rs. 210.52 Lakh).
27 OTHER FINANCIAL LIABILITIES- CURRENT
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Current maturities of long-term debt (refer note 21) 685.59 186.47
Lease Liabilities 32.76 -
Interest Accrued and Due 26.57 84.03
Creditors for Capital expenditure 49.26 159.00
2WKHUV
Employee's Payables 395.37 392.48
Others (Operating expenses) 1,683.67 2,192.38
TOTAL

(All amounts are in Rupees lakh, unless otherwise stated)

28 OTHER CURRENT LIABILITIES
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Statutory dues 533.26 505.37
TOTAL 533.26 505.37
29 PROVISIONS- CURRENT
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
3URYLVLRQIRUHPSOR\HHEHQHÀWV
-Gratuity (refer note 45) 417.13 395.09
-Provision for Leave Benefit (refer note 45) 48.13 53.20
TOTAL 465.26 448.29

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

30 REVENUE FROM OPERATIONS

3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
a) 6DOHRISURGXFWV
Finished Goods 35,421.69 37,236.97
Sale of Services 495.16 805.83
/HVV5HEDWHV 7UDGH'LVFRXQWV (3,511.34) (3,797.80)
E 2WKHURSHUDWLQJ5HYHQXHV
Scrap Sales 150.61 140.02
150.61 140.02
TOTAL
31 OTHER INCOME
Year ended Year ended
3DUWLFXODUV 0DUFK 0DUFK
Interest Income
-Bank Deposits 23.76 52.40
-Others 34.03 40.51
Profit on sale/Fair value of investments 3.93 3.75
2WKHU1RQ2SHUDWLQJ,QFRPH
-Foreign exchange gain 25.37 (31.49)
-Miscellaneous Receipts [Refer Note 54(ii)] 665.94 76.47
TOTAL 753.03 141.64
32 COST OF MATERIALS CONSUMED
Year ended Year ended
3DUWLFXODUV 0DUFK 0DUFK
Cost of Material Consumed 19,842.53 21,857.82
TOTAL
33 PURCHASE OF STOCK-IN-TRADE
Year ended Year ended
3DUWLFXODUV 0DUFK 0DUFK
Purchase of stock in trade 2,188.98 2,489.89
TOTAL
34 &+\$1(6,1,19(1725,(62)),1,6+('22'6672&.,175\$'(\$1':25.,1352*5(66
Year ended Year ended
3DUWLFXODUV 0DUFK 0DUFK
&ORVLQJ6WRFN
Work- in -Progress 640.87 322.76
Finished Goods 5,443.60 5,999.55
2SHQLQJ6WRFN
Work in progress 322.76 287.15
Finished Goods 5,999.55
4,915.36
,QFUHDVH?'HFUHDVHLQ,QYHQWRU\ TOTAL 237.84
35 EMPLOYEE BENEFIT EXPENSES
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Salaries and wages* 3,322.96 4,415.66
Contribution to provident & other funds 232.23 234.14
Expense/(reversal) on Employee Stock Option Scheme (8.14) (1.56)
Staff Welfare Expenses 123.86 219.42

*Current year expenditure includes Rs. 194.75 lakh (P.Y. Rs. 269.25 lakh )incurred on research & development activities.

TOTAL

(All amounts are in Rupees lakh, unless otherwise stated)

37 DEPRECIATION AND AMORTIZATION EXPENSES

36 FINANCE COST

3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Interest Expenses
On Working Capital & Term loan 1,691.88 1,732.75
Other Borrowing Costs 228.14 236.88
Interest on Lease Assets 8.55 15.62
TOTAL

3DUWLFXODUV Year ended 0DUFK Year ended 0DUFK Depreciation on Property,Plant & Equipment 1,241.50 1,047.13 Amortisation on Intangible Assets 88.63 36.68 TOTAL

38 OTHER EXPENSES

3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Consumption of stores and spare parts 120.32 126.32
Power and fuel 411.26 425.57
Rent 258.12 302.48
Repairs to building 34.15 5.46
Repairs to plant and machinery 81.06 93.89
Repairs - others 146.43 193.78
Insurance 158.39 182.41
Rates and taxes 403.34 107.22
Printing and stationery 22.65 31.51
Communication expenses 61.84 79.42
Directors' fees 9.11 8.50
Payment to Auditors 14.21 16.43
C&F Charges 35.54 48.64
Travelling expenses 393.18 640.11
Application Charges 293.26 502.32
Freight 2,578.46 2,541.45
Loss/(Gain) on sale/transfer of PPE -2.01 0.04
Provision for Bad & Doubtful Debt - 2,654.25
Marketing Expenses 297.63 1,020.00
Miscellaneous Expenses* 934.77 661.95
*including expenditure on research & development activities, incurred during the year is Rs. 40.44 lakh
(previous year Rs. 54.32 lakh).
3D\PHQWWR\$XGLWRUV
Audit Fee 7.97 7.25
Certification fee and other Services 3.69 4.85
Reimbursement of expenses 1.05 2.84
TOTAL 12.71 14.94

3D\PHQWWR7D[\$XGLWRUV

Tax Audit Fee 1.50 1.50 TOTAL 1.50 1.50

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

39 ([FHSWLRQDO,WHPV

39.1 ([SHQVHV Year ended
<hduhqghg0dufk< th=""></hduhqghg0dufk<>
0DUFK
Provision for Custom duty (advance license) -
106.51
Excise Duty paid/written off -
88.57
Other balances written-off* -
509.87
Stock written off ** 200.00 -
TOTAL 200.00 704.95

*'Other balances written off' comprises- (i) Sales/CST/VAT deposits written off- Rs 384 .10 lakh (on assessments completed-as certified by management) , under relevant Acts (ii) Irrecoverable Other deposits written off -Rs 84.22 lakh(iii) Unrealisable Receivables written off - Rs 41.55 lakh , net of credit balance of Rs 171.77 Lakh.

** Relating to unrealisable stock at Howrah Factory physically verified by the management and reportedly confirmed by the registered valuer.

39.2 ,QFRPHV

Insurance Claim Recovered [Refer Note No. 54(i)] - 1,399.85
TOTAL -
40 7D[([SHQVHV
3DUWLFXODUV Year ended
0DUFK
<hduhqghg0dufk
</hduhqghg0dufk
D?,QFRPHWD[UHFRJQL]HGLQSURÀWRUORVV
&XUUHQWWD[H[SHQVH
Current year - -
'HIHUUHGWD[H[SHQVHLQFRPH
Origination and reversal of temporary differences 2,608.14 (1,797.22)
41 OTHER COMPREHENSIVE INCOME
L?,WHPVWKDWZLOOQRWEHUHFODVVLÀHGWRSURÀWRUORVVUHIHUQRWH
Remeasurements of the defined benefit plans 20.99 21.16
LL?,QFRPHWD[UHODWLQJWRLWHPVWKDWZLOOQRWEHUHFODVVLÀHGWRSURÀWRUORVV
Related to Remeasurements of defined benefit plans 6.55 6.60

(All amounts are in Rupees lakh, unless otherwise stated)

42 EARNING PER SHARE

3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
(a) Net profit/ (loss) as attributable for equity shareholders (4,949.66) (3,787.60)
(b) Weighted average number of equity shares (Nos.) 5,43,00,259 5,43,00,259
(c) Effect of potential Dilutive Equity shares on Employee stock option outstanding (Nos.) 10,500 21,375
(d) Weighted average number of Equity shares in computing diluted
earning per share
5,43,10,759 5,43,21,634
Basic Earnings per Share (9.12) (6.98)
Diluted Earnings per Share* (9.12) (6.98)
*Effect being antidilutive, hence ignored.

The diluted EPS is calculated on the same basis as basic EPS, after adjusting for the effects of potential dilutive equity.

*43 \$&RQWLQJHQW/LDELOLWLHVDQGFODLPVDJDLQVWWKH&RPSDQ*

PARTICULARS Year ended
0DUFK
Year ended
0DUFK
&RQWLQJHQWOLDELOLWLHVWRWKHH[WHQWQRWSURYLGHGIRULQUHVSHFWRI
a. 'ƵĂƌĂŶƚĞĞƐ͕hŶĚĞƌƚĂŬŝŶŐƐΘ>ĞƩĞƌŽĨƌĞĚŝƚ
Guarantees issued by the Company's Bankers on behalf of the Company 436.94 343.78
Letter of Credit 3881.17 2783.35
E 'HPDQGV
Excise Duty 461.07 461.07
Sales Tax (excluding liability on account of C/F/Other forms) The management is of the opinion that these
forms will be collected in due course, and no significant liability is expected in this respect)
304.64 1851.94
Income Tax 0.98 67.50
Others 2330.16 2241.16

(i) It is not possible to perdict the outcome of the pending litigations with accuracy, the Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The management believe the ending actions will not require outflow of resources embodying economic benefits and will not have a material adverse effect upon the results of the operations, cash flows or financial condition of the Company.

(ii) Under the Goods & Services Tax Act, 2017 (the Act), the Company's liability in respect of input credit of taxes availed by it but not paid by suppliers of goods & services as at the year end, is unascertained. The management is taking appropriate follow up measures with such suppliers to get the due taxes (claimed as input credit by the Company) paid by them before filing of annual return under the Act.

%&RPPLWPHQWV
PARTICULARS Year ended
0DUFK
Year ended
0DUFK
(i) Estimated amount of contracts remaining to be executed on Capital Accounts and not provided for,
net of advances of Rs. 22.90 lakh (March 31, 2020 Rs 16.62 lakh)
66.47 58.35
(ii) Uncalled liability on partly paid up shares 40.50 40.50

6KDOLPDU3DLQWV/LPLWHG

1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

44 7+(0,&5260\$//\$1'0(',80(17(535,6(6'(9(/230(17060('?\$&7

The information regarding Micro, Small and Medium enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company:

Year ended
March 31, 2021
Year ended
March 31, 2020
a) Principal amount remaining unpaid to any supplier as on 31st March 236.02 642.64
E Interest due on above remaining unpaid to any supplier as on 31st March 227.31 210.52
F Interest paid by the Company in terms of Section 16 of the MSMED Act along with the
amounts of the payment made to the supplier beyond the appointed day during the
accounting year
- -
d) * the amount of interest due and payable for the year of delay in making payment (which
have been paid but beyond the appointed day during the year) but without adding the
interest specified under this Act
- -
e) the amount of interest accrued and remaining unpaid (for the year) 16.79 16.87
f) The amount of further interest remaining due and payable even in the succeeding years,
until such date when the interest dues above are actually paid to the small enterprise for
the purpose of disallowance as a deductible expenditure under section 23 of this Act.
-

Note:

(i) The above disclosure is given as per available information, to the extent ascertained, on principal outstanding dues as at the year end excluding the overdue amount settled/paid off during the year.

(ii) * No provision of interest & payment thereof have been made on overdue principal amount settled/paid during the year.The amount of said interest is unascertained.

(iii) Auditor has relied upon the information furnshied in respect of above disclosures.

(All amounts are in Rupees lakh, unless otherwise stated)

45 (PSOR\HH%HQHÀWV·LQDFFRUGDQFHZLWK\$FFRXQWLQJ6WDQGDUG,QG\$6

The Company participates in defined contribution and benefit schemes, the assets of which are held (where funded) in separately administered funds. For defined contribution schemes the amount charged to the statements of profit or loss is the total of contributions payable in the year.

'HÀQHG&RQWULEXWLRQ3ODQV a)

The Company has recognised an expense of Rs. 84.80 lakh (Previous Year Rs. 114.99 lakh) towards the defined contribution plan.

E? 'HÀQHGEHQHÀWVREOLJDWLRQDVSHUDFWXDULDOYDOXDWLRQ

1 Current Liability

2 Non-Current Liability

</hduhqghg0dufk<>
<hduhqghg0dufk< th=""><hduhqghg0dufk< th=""></hduhqghg0dufk<> <hduhqghg0dufk< th=""></hduhqghg0dufk<>
3DUWLFXODUV Gratuity /HDYH(QFDVKPHQW Gratuity /HDYH(QFDVKPHQW
Funded Non-Funded Funded Non-Funded
I &KDQJHLQSUHVHQWYDOXHRIREOLJDWLRQGXULQJWKH\HDU
Present value of obligation at the beginning of the year 672.31 94.17 665.10 90.70
- Current Service Cost 32.18 4.09 31.16 6.06
- Past Service Cost - - - -
- Interest Cost 45.72 6.40 50.55 6.89
- Acquisition cost - - - -
Actuarial loss/(gains) on Obligation (20.96) (3.23) (21.57) 20.81
%HQHÀWV3DLG (39.82) (14.36) (52.92) (30.29)
3UHVHQW9DOXHRIREOLJDWLRQDVDW\HDUHQG 689.42 87.06 672.31 94.17
II Change in Fair Value of Plan Assets during the year
Plan assets at the beginning of the year 5.19 - 6.28 -
Investment Income 0.36 - 0.48 -
Employer's contribution 2.01 37.91 -
%HQHÀWVSDLG (5.50) (39.07) -
Actuarial loss/(gains) 0.02 (0.41)
Year ended March 31, 2021 Year ended March 31, 2020
III 5HFRQFLOLDWLRQRI3UHVHQWYDOXHRI'HÀQHG%HQHÀW2EOLJDWLRQ
and Fair Value of Plan Assets
Gratuity Leave Encashment Gratuity Leave Encashment
1 Present Value of obligation as at year-end 689.42 87.06 672.31 94.17
2 Fair value of plan assets at year -end 2.08 - 5.19 -
3 )XQGHGVWDWXV^6XUSOXV'HÀFLW?` (687.34) (87.06) (667.12) (94.17)

Plan assets at the end of the year 2.08 - 5.19 -

Year ended March 31, 2021 Year ended March 31, 2020
IV ([SHQVHVUHFRJQLVHGLQWKH6WDWHPHQWRI3URÀWDQG/RVV Gratuity Leave Encashment Gratuity Leave Encashment
1 Current Service Cost 32.18 4.09 31.16 6.06
2 Interest Cost 45.36 6.40 50.07 6.89
3 Past service Cost - - - -
4 Expected return on plan assets - - - -
5 Actuarial (Gain) / Loss - (3.23) - 20.81
Total Expenses 77.54 7.26 81.23 33.76
Year ended March 31, 2021 Year ended March 31, 2020
V ([SHQVHVUHFRJQLVHGLQWKH6WDWHPHQWRI2WKHU
Comprehensive Income
Gratuity Leave Encashment Gratuity Leave Encashment
1 Net Actuarial (Gain)/Loss (20.99) - (21.16) -
VI 'LYLVLRQRI'%2DWWKHHQGRIWKH\HDU

417.13

272.29

48.13

38.93

395.09

277.22

53.20

40.96

(All amounts are in Rupees lakh, unless otherwise stated)

Year ended March 31, 2021 Year ended March 31, 2020
VII Actuarial Assumptions Gratuity Leave Encashment Gratuity Leave Encashment
1 Discount Rate 6.80% 6.80% 7.60% 7.60%
2 Mortality Table 100 % IALM (2012 100 % IALM (2012 As per IALM (2006- As per IALM (2006-
-14) -14) 08) 08)
3 Salary Escalation 2.00% 2.00% 2.00% 2.00%

7KH(VWLPDWHVRIIXWXUHVDODU\LQFUHDVHFRQVLGHUHGLQDFWXDULDOYDOXDWLRQWDNHDFFRXQWRILQÁDWLRQVHQLRULW\SURPRWLRQDQGRWKHUUHOHYDQWIDFWRUVVXFKDVVXSSO\ DQGGHPDQGLQWKHHPSOR\PHQWPDUNHW7KHDERYHLQIRUPDWLRQLVFHUWLÀHGE\WKHDFWXDU\

VIII \$FWXDO5HWXUQRQ3ODQ\$VVHWV (VWLPDWHVRI&RQWULEXWLRQIRUQH[W\HDU
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Year ended
0DUFK
Year ended
0DUFK
Funded Funded Funded Funded
1) Gratuity 0.02 (0.41) - -
</hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<>
IX +LVWRU\RI([SHULHQFH\$GMXVWPHQW <hduhqghg0dufk< th=""><hduhqghg0dufk< th=""><hduhqghg0dufk< th=""><hduhqghg0dufk< th=""><hduhqghg0dufk< th=""></hduhqghg0dufk<> <hduhqghg0dufk< th=""><hduhqghg0dufk< th=""><hduhqghg0dufk< th=""><hduhqghg0dufk< th=""></hduhqghg0dufk<> <hduhqghg0dufk< th=""><hduhqghg0dufk< th=""><hduhqghg0dufk< th=""></hduhqghg0dufk<> <hduhqghg0dufk< th=""><hduhqghg0dufk< th=""></hduhqghg0dufk<> <hduhqghg0dufk< th=""></hduhqghg0dufk<>
Gratuity
Present Value of obligation 689.42 672.31 665.10 516.87 439.04
Fair value of Plan assets 2.08 5.19 6.28 2.35 0.73
Net Asset/(Liability) (687.34) (667.13) (658.82) (514.52) (438.31)
Actuarial (Gain)/Loss on plan obligation 20.96) (21.57) 83.68 18.08 (46.25)
Actuarial Gain/(Loss) on plan assets 0.02 (0.41) 0.19 (0.05) (1.38)
/HDYH(QFDVKPHQW
Present Value of obligation 87.06 94.17 90.70 47.76 65.46
Fair value of Plan assets -
-
- - -
Net Asset/(Liability) (87.06) (94.17) (90.70) (47.76) (65.46)
Actuarial (Gain)/Loss on plan obligation (3.23) 20.81 42.67 (35.62) 4.08
Actuarial Gain/(Loss) on plan assets -
-
- - -

X 6HQVLWLYLW\$QDO\VLV

</hduhqghg0dufk<>
<hduhqghg0dufk< th=""><hduhqghg0dufk< th=""></hduhqghg0dufk<> <hduhqghg0dufk< th=""></hduhqghg0dufk<>
,PSDFWRQOLDELOLWLHV ,PSDFWRQOLDELOLWLHV
\$VVXPSWLRQ &KDQJHVLQ
DVVXPSWLRQ
,QFUHDVH 'HFUHDVH ,QFUHDVH 'HFUHDVH
Gratuity
Discount rate -/+0.5% movement (24.09) 27.45 23.49 26.77
Future salary growth -/+0.5% movement 28.65 (25.47) 27.94 24.84
/HDYH(QFDVKPHQW
Discount rate -/+0.5% movement (22.74) 25.91 7.75 9.00
Future salary growth -/+0.5% movement 27.05 (24.05) 9.40 8.19

XI 'HVFULSWLRQRI5LVN([SRVXUHV

Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the company is exposed to various risks as follow -

A) Salary Escalation Risk- The present value of the defined benefit plans calculated with the assumptions of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determined the present value of obligation will have a bearing on the plan's liablity.

B) Interest Rate Risk – The Plan expose the company to the risk of fall in interest rates. A fall in interest rate will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability.

C) Liquidity Risk : This is the risk that the company is not able to meet the short term benefit payout. This may arise due to non availability of enough cash/ cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.

D) Demographic Risk – The company has used certain mortality and attrition assumptions in valuation of the liability. The company is exposed to the risk of actual experience turing out to be worse compared to the assumptions.

XII The major catagories of plan assets for gratuity as a percentage of the fair value of total plan assets are as follows:

3DUWLFXODUV 0DUFK 0DUFK
Fund managed by Insurer 100% 100%

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

46 CATEGORY-WISE CLASSIFICATION OF FINANCIAL INSTRUMENTS

)LQDQFLDO\$VVHWV

3DUWLFXODUV Fair Value
+LHUDUFK\
As at
0DUFK
As at
0DUFK
&DUU\LQJ\$PRXQW Fair Value &DUU\LQJ\$PRXQW Fair Value
)LQDQFLDODVVHWVGHVLJQDWHGDWIDLUYDOXHWKURXJK
SURÀWDQGORVV
a) Investment
i) In Prefrence shares Level-3 34.08 34.08 30.16 30.16
)LQDQFLDODVVHWVGHVLJQDWHGDWDPRUWLVHGFRVW
a) Other bank balances 503.36 503.36 176.15 176.15
b) Cash & Cash Equivalents 259.44 259.44 275.14 275.14
c) Trade & Other receivables Level-3 7,772.04 7,772.04 7,150.08 7,150.08
d) Loans Level-3 932.16 932.16 916.23 916.23
e) Investment in Debentures Level-3 0.23 0.23 0.23 0.23
f) Other Financial Assets Level-3 452.29 452.29 846.27 846.27
,QYHVWPHQWLQVXEVLGLDU\&RPSDQLHV 51.35 51.35 51.35 51.35

)LQDQFLDO/LDELOLWLHV

3DUWLFXODUV Fair Value
+LHUDUFK\
As at
0DUFK
As at
0DUFK
&DUU\LQJ\$PRXQW Fair Value &DUU\LQJ\$PRXQW Fair Value
)LQDQFLDOOLDELOLWLHVGHVLJQDWHGDWDPRUWLVHGFRVW
a) Borrowings Level-3 13,054.24 13,054.24 12,076.35 12,076.35
b) Trade & Other Payables Level-3 11,094.72 11,094.72 9,610.38 9,610.38
c) Other Financial Liability Level-3 2,227.44 2,227.44 2,971.70 2,971.70
  1. The fair value of financial assets and liabilities are 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.

  2. The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values, since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

  3. Financial assets & liabilities under fair value hierarchy (Level 1 & 2) - Nil.

*)DLUYDOXHKLHUDUFK*

/HYHO- Quoted prices/NAV (unadjusted) in active markets for identical assets or liabilities.

/HYHO - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

/HYHO - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

FINANCIAL RISK MANAGEMENT - OBJECTIVES AND POLICIES 47

The Company's financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company's financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other receivables. The Company is exposed to Market risk, Credit risk and Liquidity risk. The Company realizes that risks are inherent and integral aspect of any business. The primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The primary market risk to the Company is foreign exchange risk & interest rate risk. The Company calculates and compares the alternative sources of funding by including cost of currency cover also.

The following disclosures summarize the Company's exposure to financial risks. Quanitative sensitivity analyses have also been provided to reflect the imapct of reasonably possible changes in market rates on the financial results, cash flows and financial positiion of the Company. L0DUNHWULVN

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of fluctuation in market prices. These comprise three types of risk i.e. currency rate risk , interest rate risk and other price related risks. Financial instruments affected by market risk include loans and borrowings, deposits, investments, and derivative financial instruments.

*D?)RUHLJQ&XUUHQF\5LVNDQGVHQVLWLYLW*

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Foreign exchange risk sensitivity analysis has been performed on the foreign currency exposures in the Company's financials assets and financials liabilities at the reporting date i.e. 31st March 2021, net of related foreign exchange contracts.

7KHFDUU\LQJDPRXQWVRIWKH&RPSDQ\·VIRUHLJQFXUUHQF\GHQRPLQDWHGPRQHWDU\LWHPV8QKHGJH?DUHDVIROORZV

3DUWLFXODUV \$VDWVW0DUFK \$VDWVW0DUFK
)LQDQFLDO\$VVHWV
Trade receivables 370.90 167.33
)LQDQFLDOOLDELOLWLHV
Trade payables (167.53) (289.89)
Loan from related parties - -
1HWDVVHWVOLDELOLWLHV 203.38 (122.56)

*)RUHLJQ&XUUHQF\6HQVLWLYLW*

Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency upon conversion into functional currency, due to exchange rate fluctuations between the previous reporting period and the current reporting period.

LQFUHDVHDQGGHFUHDVHLQIRUHLJQH[FKDQJHVUDWHVZLOOKDYHWKHIROORZLQJLPSDFWRQSURÀWORVV?EHIRUHWD[

3DUWLFXODUV 2020-21
2019-20
,QFUHDVH GHFUHDVH ,QFUHDVH GHFUHDVH
USD Sensitivity 10.17 (10.17) (6.13) 6.13
,QFUHDVHVGHFUHDVH?LQSURÀWRUORVV 10.17 (10.17) (6.13) 6.13

*E,QWHUHVW5DWH5LVNDQG6HQVLWLYLW*

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Any changes in the interest rates environment may impact future rates of borrowing. The Company mitigates this risk by regularly assessing the market scenario, finding appropriate financial instruments, interest rate negotiations with the lenders for ensuring the cost effective method of financing.

,QWHUHVW5DWH5LVN([SRVXUH
3DUWLFXODUV \$VDWVW0DUFK \$VDWVW0DUFK
INR Total INR Total
Variable Rate Borrowings 13,054.24 13,054.24 12,076.35 12,076.35
7RWDO%RUURZLQJV

6HQVLWLYLW\RQYDULDEOHUDWHERUURZLQJV

3DUWLFXODUV
,PSDFWRQ3URÀW /RVV?EHIRUHWD[
31-Mar-21 31-Mar-20
,15%RUURZLQJV
Interest Rate Increase by 0.50% (65.27) (60.38)
Interest Rate decrease by 0.50% 65.27 60.38

*F&RPPRGLW\SULFHULVNDQGVHQVLWLYLW*

Commodity Price Risk is the risk that future cash flow of the Company will fluctuate on account of changes in market price of key raw materials. The Company is exposed to the movement in price of key raw materials in domestic and international markets.

LL&UHGLW5LVN

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. Trade receivables are typically unsecured and are derived from revenue earned from customers primarily located in India. Credit risk arising from trade receivable is managed in accordance with the Established Policy etc, procedures and control relating to customer credit risk management. The deposits with banks constitute mostly the liquid investment of the Company and are generally not exposed to credit risk.

(All amounts are in Rupees lakh, unless otherwise stated)

For trade receivables, as a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The provision matrix as at the end of the reporting period and expected credit loss for the year end against Trade receivables (Financial assets) as ascertained by the management and confirmed by the IBBI registered valuer are as follows:

Ageing ([SHFWHGFUHGLWORVV
2020-21 2019-20
Within the credit period 2.30 3.31
0-1 year 4.33 4.83
1-2 years 45.57 43.13
More than 2 years 100.00 100.00

0RYHPHQWLQH[SHFWHGFUHGLWORVVDOORZDQFHQHW

3DUWLFXODUV /LIHWLPHH[SHFWHG
FUHGLWORVVHV
PRQWKVH[SHFWHG
FUHGLWORVVHV
31-Mar-21 31-Mar-20 31-Mar-21 31-Mar-20
Balance at the beginning 2,703.63 1,843.56 650.64 597.64
Provision Reduced during the year 1,766.77 1,741.18 - -
Additional provision created during the year - 2,601.25 - 53.00
%DODQFHDWWKHHQG 936.86 650.64 650.64

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis. In general it is presumed that credit risk has significantly increased since initial recognition if legal action needs to be initiated against such trade receivables.

LLL/LTXLGLW\ULVN

Liquidity risk refers to risk of financial distress or high financing cost arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and require financing. The Company's objective is to maintain at all times optimum levels of liquidity to meet its cash and collateral requirements. Processes and policies related to such risk are reviewed by senior management and management monitors the Company's net liquidity position through rolling forecast on the basis of expected cash flows.

The table below provides details regarding the contractual maturities of significant financial liabilities as of March 31, 2021:

([SHFWHGPDWXULW\IRUÀQDQFLDOOLDELOLWLHV

3DUWLFXODUV &DUU\LQJ\$PRXQW 2Q'HPDQG /HVVWKDQ\HDU 0RUH7KDQ
Year
Total
Borrowings 13,054.24 8,667.86 1,981.81 2,404.57 13,054.24
Trade & Other payables 11,094.72 2,372.42 7,541.38 1,180.93 11,094.72
Other financial liabilities 2,227.44 2,187.63 39.81 2,227.44

The table below provides details regarding the contractual maturities of significant financial liabilities as of March 31, 2020:

3DUWLFXODUV &DUU\LQJ\$PRXQW 2Q'HPDQG /HVVWKDQ\HDU 0RUH7KDQ
Year
Total
Borrowings 12,076.35 8,411.75 1,844.31 1,820.28 12,076.35
Trade & Other payables 9,610.38 2,811.09 5,807.74 991.55 9,610.38
Other financial liabilities 2,971.70 2,827.90 143.81 2,971.70

47.1 &DSLWDO5LVN0DQDJHPHQW

The Company's policy is to maintain an adequate capital base so as to maintain creditor and market confidence and to sustain future development. Capital includes issued capital, share premium and all other equity reserves attributable to equity holders. In order to strengthen the capital base, the Company may use appropriate means to enhance or reduce capital, as the case may be.

3DUWLFXODUV As at As at
0DUFK \$VDWVW0DUFK
2020
Borrowings 13,054.24 12,076.35
Less: cash and cash equivalents 259.44 275.14
1HWGHEW 12,794.80 11,801.21
Total Equity 20,698.74 25,642.10
&DSLWDODQG1HWGHEW 33,493.54 37,443.30
Gearing Ratio 38% 32%

Note: Sensitivity analysis for risk management is based on management estimates.

List of Related Party & Relationship
Name of Related Party Country of Incorporation Ownership Interest
31st March 2021 31st March 2020
(a) Subsidiary Companies
IShalimar Adhunik Nirman Ltd. India 99.99% 99.99%
Eastern Speciality Paints & Coating Pvt. Ltd. India 100% 100%
1 Mr. Ashok Kumar Gup
u, Utiler related Darties
1 Virtuous Tradecorp Pvt. Ltd. Substantial beneficial owner (SBO) in the company
$2^{\circ}$ Hind Strategic Investment Substantial beneficial owner (SBO) in the company
$3 -$ Mr. Alok Perti Non-Executive Director
4 Mr. Gautam Kanjilal Non-Executive Director
5 Mr. Ashok Kumar Agarwal Non-Executive Director (Appointed as Director w.e.f. 12.08
6 Mr. Sanjay Kumar Gupta Non-Executive Director (Ceased as Director w.e.f. 05.10.20)
7 Ms. Shruti Srivastava Non-Executive Director (Appointed as Director w.e.f. 20.02
$\sim$ Mar Milan Mosaca Channe $M_{\rm BH}$ Fusingly $M_{\rm BH}$ and $M_{\rm BH}$ is the contract of $\sim 100$
Particulars Transaction during the year
FY 2020-21 FY 2019-20
Loans & Advances(Given)
Shalimar Adhunik Nirman Ltd. 31.45 28.83
Reimbursement of expenses incurred by Company
Eastern Speciality Paints & Coatings Pvt. Ltd. 0.18 0.18
Mr. Surender Kumar ÷. 0.01
Mr. Nitin Gupta u. 0.48
Mr. Sandeep Gupta w. 0.12
Mr. Ashok Kumar Gupta 1.30 0.96
Mr. Ashish Kumar Bagri 0.25 0.06
Mr. Gautam 0.17 0.15
Interest on Loan
Hind Strategic Investment $\mathbf{w}$ 0.64
Conversion of ECB Loan
Hind Strategic Investment u. 553.37
Directors Sitting Fees:
Mr. Alok Perti 2.30 2.50
Mr. Gautam Knajilal 3.80 4.40
Ms. Pushpa Chowdhary $\mathbf{a}$ 0.40
Mr. Ashok Kumar Agarwal 1.10 0.80
Mr. Sanjay Kumar Gupta 0.60 0.40
Ms. Shruti Srivastava 1.00 u.
Mr. Vijay Kumar Sharma 0.40 i.

(a) short-term employee benefits; 246.61 193.73
(b) post-employment benefits; 4.68 (5.56)
(c) other long-term benefits; $\sim$ 2.30
Outstanding Balances at the year
Particulars ended
31st March, 2021 31st March.2020
Loan & Advances (Given)
Shalimar Adhunik Nirman Ltd. 782.37 750.92
Eastern Speciality Paints & Coatings Pvt. Ltd. 0.80 0.62
Investment
Shalimar Adhunik Nirman Ltd.
Eastern Speciality Paints & Coatings Pvt. Ltd.
59.50
5.00
59.50
5.00
Salary Payable
Mr. Ashok Kumar Gupta 13.56 14.62
Mr. Ashish Kumar Bagri i. 2.57
Mr. Gautam 0.76 0.88
Compensation to Key Management Personnels
Particulars Short-term employee benefits
FY 2020-21 FY 2019-20
Mr. Surender Kumar $\ddot{\phantom{0}}$ 38.85
Mr. Surender Kumar 38.85
Mr.Sandeep Gupta 62.95
Mr. Nitin Gupta -97
Mr. Ashok Kumar Gupta 195.31 65.86
Mr. Ashish Kumar Bagri 40.89 16.10
IMr. Gautam 10.40 8.00

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH6WDQGDORQH)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

49 SHARE BASED PAYMENTS

The Company provides share-based payment schemes to its employees. The relevant details of the scheme are as follows:

2SWLRQ0RYHPHQWGXULQJWKH\HDUHQGHG0DU
0DUFK 0DUFK
3DUWLFXODUV 1RRIRSWLRQV :WDYJ
H[HUFLVH3ULFHLQ5V
1RRIRSWLRQV :WDYJ
H[HUFLVH3ULFHLQ5V
No. of Options Outstanding at the beginning ofthe year 21,375 90.73 22,875 92.08
Options Granted during the year
Options Forfeited / Surrendered / Lapsed during the year 10,875 90.73 1,500 92.08
Options exercised during the year - -
-
-
Number of options Outstanding at the end of the year 10,500 111.22 21,375 90.73

II. :HLJKWHG\$YHUDJHUHPDLQLQJFRQWUDFWXDOOLIH

5DQJHRI([HUFLVH3ULFH 0DUFK 0DUFK
1RRIRSWLRQV
outstanding
:HLJKWHGDYHUDJH
FRQWUDFWXDOOLIH
(years)
1RRIRSWLRQV
outstanding
:HLJKWHGDYHUDJH
FRQWUDFWXDOOLIH
(years)
43.80- 111.22 10,500 4.98 21,375 4.98

III. :HLJKWHGDYHUDJH)DLU9DOXHRI2SWLRQVJUDQWHGGXULQJWKH\HDU

3DUWLFXODUV 0DUFK 0DUFK
Exercise price is less than market price 121.64 97.84
IV. The weighted average market price of options exercised during the year ended March 31, 2021 is 166.00
The weighted average market price of options exercised during the year ended March 31, 2020 is 135.33

V. Method and Assumptions used to estimate the fair value of options granted during the year ended: The fair value has been calculated using the Black Scholes Option Pricing model. The Assumptions used in the model are as follows:

9DULDEOHV 0DUFK 0DUFK
:HLJKWHG\$YHUDJH :HLJKWHG\$YHUDJH
1. Risk-free rate of return 8.15% 8.15%
2. Time to Maturity - -
3. Expected Volatility 69.57% 69.57%
4. Expected divided yield - -
5. Exercise Price (in Rs.) 111.22 90.73
6.Price of the underlying share in market at the
time of the option grant.(in Rs.)
166.00 135.33
5VODNKV
VI. 3DUWLFXODUV 0DUFK 0DUFK
Employee Option plan expense (8.14) (1.56)
Total liability at the end of the period 12.77 20.91

50 ,PSDLUPHQW5HYLHZ

Assets are tested for impairment whenever there are any internal or external indicators of impairment. Impairment test for assets are monitored for internal management purposes, within the only operating segment i.e. Manufacture of paints. During the year the impairment testing did not result in any impairment in the carrying amount of assets, doubtful trade receivables as referred to in Note 47.

51 6HJPHQWLQIRUPDWLRQ

The Company operates mainly in one business segment (Business Segment) i.e. Paints; accordingly sales & stock in trade represent paints & allied products.

(All amounts are in Rupees lakh, unless otherwise stated)

  • 52 Loan to related party (refer note 9) includes the balance consideration of Rs. 499 lakh (interest free) receivable by the Company in cash as per the order of Hon'ble High Courts of Calcutta and Delhi, for transfer of its Real Estate Division to the subsidiary Company, Shalimar Adhunik Nirman Limited.
  • 53 Other receivable includes Rs. 3.53 crore (net of Rs. 11.22 crore as final settlement received during earlier years ) in respect of Howrah Plant insurance claim. The total claim receivable against the inventory and fixed assets was Rs. 14.75 crore. The Company is not in agreement with the settlement amount and has filed an arbitration petition which is under progress.
  • 54 (i) The Company has claimed Rs 32.90 crore in respect of Nasik Plant Fire under Loss of Profit Policy , and the surveyor appointed by the inurer has assessed the claim vide their interim report at Rs 22.14 crore (loss of production method) & at Rs 22.63 crore (Turnover method) . Against the claim , the Company has received Rs 14 crore(as interim payment) during earlier financial years , and the same was shown under the head Extraordinary items/ gain. The said claim was accounted for , as a matter of prudence ,on receipt basis.

(ii) The Company has claimed Rs 59.35 crores in respect of Nasik Plant Fire under Reinstatement Policy, and the Surveyor appointed by the insurer has assessed the claim vide their report at Rs. 19.54 crores. Against the claim, the Company has received Rs. 20.91 crores (Rs. 9.91 crore in current Financial Year ).The difference of Rs. 6.04 crore,being the claim receivable Rs. 3.87 crore in beginning of the year and actual receipt of Rs.9.91 crore, is shown under "other Income"in note no 31. The company is persuing for the balance claim.

  • 55 Fixed assets and inventories, except the said damaged assets, have been verified & valued as per applicable accounting standards as well as existing accounting policies of the Company, with no material discrepancy.
  • 56 Term Loan from financials institutions represent loan availed by Company for working capital for business needs.
  • 57 The Division Bench of Hon'ble High Court of Calcutta passed an order on 07/05/2009 requiring the Company to give immovable property to the extent of Rs. 4.5 Crores as a security in favour of Tara Properties (the landlord of property at 13, Camac Street, Kolkata). The Company has given portion of the land at Goaberia as a security.
  • 58 Due to outbreak of pandemic COVID 19 globally and in India, the operations of the Company, were impacted, due to shutdown of all its plants and offices/depots following nationwide lockdown by the Government of India. The Company has resumed operations in a phased manner as per directives from the Government of India. The Company has evaluated impact of this pandemic on its business operations and financial position and based on its review of current indicators of future economic conditions, there is no significant impact on its financial statements as at 31st March 2021. The management does not see any medium and long term risks in the Company's ability to continue as going concern and meeting its liabilities as an when they fall due. However, the impact assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and duration, and accordingly the impact may be different from that estimated as at the date of approval of these financial statements.
  • 59 Some of the Financials assets & liabilities including trade receivables, trade payables and advances, are pending for confirmation/ reconciliation, and impact of the same on financial statements, if any, is unascertained.
  • 60 Previous year figures have been regrouped/rearranged/recast, whatever considered necessary to confirm to current year's classification.

\$VSHURXUUHSRUWRIHYHQGDWHDWWDFKHG

Chartered Accountants (ICAI Firm Registration No.: 329518E)

\$UXQ.XPDU'XEH\ \$VKRN.XPDU*XSWD \$ORN3HUWL Partner Managing Director Director (Membership No.: 057141) DIN:- 01722395 DIN:- 00475747 UDIN:

)RU\$.'XEH\ &R )RUDQGRQ%HKDOIRI%RDUGRI'LUHFWRUV

Place : Gurugram 0RKLW'RQWHU *DXWDP Date : 26th June, 2021 Chief Financial Officer Company Secretary

Mem. No:- ACS 30581

103

104

7R7KH0HPEHUVRI6KDOLPDU3DLQWV/LPLWHG

REPORT ON THE AUDIT OF CONSOLIDATED IND AS FINANCIAL STATEMENTS

2SLQLRQ

We have audited the accompanying Consolidated Ind AS Financial Statements of 6KDOLPDU3DLQWV /LPLWHG

´WKH&RPSDQ\µ?DQGLWV6XEVLGLDULHV6KDOLPDU\$GKXQLN1LUPDQ/LPLWHGDQG(DVWHUQ6SHFLDOLW\3DLQWV &RDWLQJ3UL-YDWH/LPLWHG =EQNNGEVKXGN[-TGHGTTGF-VQ-CUőVJG-)TQWRŒ? which comprise the Consolidated Balance Sheet as at 31-March-2021, and the Consolidated Statement of Profit and Loss [including other comprehensive income), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for the year then ended, and Notes to the Consolidated Ind AS Financial Statements including a summary of the Significant Accounting Policies and other explanatory information [herein after referred to as "the Consolidated Ind AS Financial Statements"].

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate financial statements and on the other financial information of the subsidiaries, the aforesaid Consolidated Ind AS Financial Statements, the aforesaid Consolidated 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 and the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act read together with Companies (Indian Accounting Standards) Rules , 2015, of the consolidated state of affairs of the Group as at 31-March-2021, and its consolidated loss, Consolidated total comprehensive income, its consolidated cash flows and the consolidated changes in equity for the year ended on that date.

%DVLVIRU2SLQLRQ

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

(PSKDVLVRI0DWWHU

We draw your attention to Note No. 57 of Consolidated Financial Statements which explains the management's assessment/ evaluation of the financial impact due to lockdown arising with the advent of COVID 19.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated Ind AS Financial Statements of the current period. These matters were addressed in the context of our audit of the Consolidated Ind AS Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr. Key Audit Matter \$XGLWRU·V5HVSRQVH
No.
1. (YDOXDWLRQRI7UDGHUHFHLYDEOHV: 3ULQFLSDO\$XGLW3URFHGXUHV
The Company's Trade receivables included mate
rial disputed receivables and receivables against
which legal proceedings have been initiated or to
be initiated by the Company.
While reviewing the quality of trade receivables from real
ization perspective based on information and explanation
made available to us, we also have relied upon the man
agement representation with respect to fair valuation of
trade receivable in accordance of applicable Ind AS which
have been confirmed by the IBBI Registered Valuer rec
ognized under Companies Act, 2013 (hereinafter referred
to as 'Registered Valuer').
=4GHGT
0QVG
0Q

KK
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VJG
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(KPCP
cial Statement]
Trade receivables which carried
significant credit risk
and /or credit impaired, as evaluated in terms of provi
sioning thereof, have been broadly reviewed by us, on
selective basis.
Our audit approach was a combination of test of internal
controls with respect to Trade receivable management
and substantive procedures.
The Audit Committee of the Company has also reviewed
and approved Trade receivables for fair value thereof.
2. (YDOXDWLRQRI([FHSWLRQDO([SHQVHV 3ULQFLSDO\$XGLW3URFHGXUHV
The Company during the year has written off un
realizable inventory amounting to 200.00 lakh. | ,QYHQWRU\:ULWWHQ2II²ODNK
=4GHGT
0QVG
0Q

QH
VJG
%QPUQNKFCVGF
(KPCP
cial Statement]
We have relied upon the management representation and
certification while carrying out our audit. We have broadly
reviewed 'Exceptional Expenses' on selective basis, as
per information and explanation furnished to us.
The Audit Committee of the Company has also reviewed
and approved the said write off for fair valuation of current
assets.

106

3. (YDOXDWLRQ RI 8QDVFHUWDLQHG 7D[ 2WKHU 3ULQFLSDO\$XGLW3URFHGXUHV
/LDELOLWLHV
The Company has material unascertained dis
puted taxes and other liabilities shown as con
tingent liabilities, the determination of which in
volves significant management judgment.
=4GHGT
0QVG
0Q

QH
VJG
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(KPCP
cial Statements]
We have obtained the details of completed tax as
sessments and demands for the year ended and up to
31-March-2021 from the management. We evaluated the
management's underlying assumptions in estimating the
tax provision and the possible outcome of the disputes.
We have also evaluated the disputed tax demands of
earlier years having regard to legal precedence and oth
er rulings in evaluating management's position on these
uncertain tax positions.
The material uncertain tax position & uncertain other lia
bilities, giving rise to disputed liabilities shown as contin
gent liabilities, have been examined by us having regard
to material information & explanation furnished to us by
the management .
We review material uncertain tax position & uncertain
other liabilities from year-to-year basis for changes
therein.

The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Annual Report comprising Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Business Responsibility Report, Corporate Governance and Shareholder's Information, among

,QIRUPDWLRQ2WKHUWKDQWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVDQG\$XGLWRU·V5HSRUWWKHUHRQ

others, but does not include the Consolidated Ind AS Financial Statements and our Auditor's Report thereon.

Our opinion on the Consolidated Ind AS 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 consolidated Ind AS financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained during the course of our 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.

0DQDJHPHQW·V5HVSRQVLELOLW\IRUWKH&RQVROLGDWHG,QG\$6)LQDQFLDO6WDWHPHQWV

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these Consolidated Ind AS Financial Statements that give a true and fair view of the financial position, consolidated financial performance, consolidated total comprehensive income, consolidated cash flows and consolidated changes in equity of the Group in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act, read with relevant rules issued thereunder.

The respective Board of Directors of the Companies included in the Group are responsibility for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group 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 Consolidated Ind AS Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Consolidated Financial Statements, the respective Board of Directors of the Companies included in the Group are responsible for assessing the Group'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 management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

,QGHSHQGHQW\$XGLWRUV·5HSRUW

The respective Board of Directors of the Companies included in the Group are also responsible for overseeing the Group's financial reporting process.

\$XGLWRU·V5HVSRQVLELOLW\IRUWKH\$XGLWRIWKH&RQVROLGDWHG,QG\$6)LQDQFLDO6WDWHPHQWV

Our objectives are to obtain reasonable assurance about whether the Consolidated 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 Standards on Auditing (SAs) will always detect 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 consolidated Ind AS 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 Consolidated Ind AS 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 financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, 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 Consolidated Ind AS 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 Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the Consolidated Ind AS Financial Statements, including the disclosures, and whether the Consolidated Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Consolidated Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Consolidated 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.

,QGHSHQGHQW\$XGLWRUV·5HSRUW

2WKHU0DWWHUV

  • (i) We did not audit the financial statements of subsidiaries of the Company [included in Consolidated Ind AS Financial Statements), whose financial statements financial information reflect Total Assets of 2,727.75 lakh as at 31-March-2021, and Total Revenues of0.00 lakh, Total Net Loss After Tax of 36.64 lakh, Total Comprehensive Loss of36.64 lakh , and Cash Outflows (net) of `0.00 lakh for the year ended on that date, as considered in the Consolidated Ind AS Financial Statements. These financial statements have been audited by other auditors whose reports have been furnished to us by the Management, and our opinion on the Consolidated Ind AS Financial Statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, and our report in terms of sub-section (3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries, is based solely on the reports of the other auditors.
  • (ii) As per information and explanation furnished to us, the insurance claims of loss for damage of immovable and movable assets and for Loss of Profit due to fire in Company's plant located at Nasik, are yet to be assessed by the Insurer and claim have been accounted for on estimated/realization basis. The Company is in arbitration for additional claim on account of fire claim at Howrah Plant [Note Nos. 52 and 53 of Consolidated Financial Statements]
  • (iii) Some of the financial assets and liabilities including trade receivables, trade payables and advances are pending confirmation/reconciliation, and their impact on financial statements, if any, is unascertained. [Note No. 58 of Consolidated Financial Statements)
  • (iv) As regard disclosure in Note No. 44 of Consolidated Financial Statements regarding icro, Small & Medium Enterprises, we have relied upon the information & explanation, to the extent made available to us by the management.

Our opinion on the Consolidated Ind AS Financial Statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial statements/financial information certified by the Management.

5HSRUWRQ2WKHU/HJDODQG5HJXODWRU\5HTXLUHPHQWV

  • (1) As required by Section 143(3) of the Act, based on our audit, we report, to the extent applicable that:
  • (a) We/ the other auditors (whose report we have relied upon) 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 of the aforesaid Consolidated Ind AS Financial Statements.
  • (b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidation of the financial statements have been kept by the Company so far as it appears from our examination of those books and reports of the other auditors.
  • (c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including Other Comprehensive Income, the Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the Consolidated Ind AS Financial Statements.
  • (d) In our opinion, the aforesaid Consolidated Ind AS Financial Statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act & Rules made thereunder.
  • (e) On the basis of the written representations received from the directors of the Company as on 31-March-2021 taken on record by the Board of Directors of the Company and its subsidiaries incorporated in India and the reports of the statutory auditors of said subsidiary companies, none of the Directors of the Group Companies is disqualified as on 31-March-2021 from being appointed as a Director in terms of Section 164(2) of the Act.
  • (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 A" which is based on the auditor's reports of the Company and its subsidiary companies. Our report & report of auditors of subsidiary companies, expresses an unmodified opinion on the adequacy and operating effectiveness of the Group's internal financial controls over financial reporting.
  • (g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements

of Section 197 (16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditors of subsidiary companies, the remuneration paid by the Company & its subsidiaries, as the case may be, to its/their Directors during the year is in accordance with the provisions of section 197 of the Act.

  • (h) With respect to the other matters to be included in the Auditors' Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:
  • (i) The Company and/or its subsidiaries have disclosed the impact of pending litigations on its financial position in its Consolidated Ind AS Financial Statements. (Note No. 43 to the Consolidated Ind AS financial statements)
  • (ii) The Company & its subsidiaries did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
  • (iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company and its subsidiaries.

For A. K. DUBEY & CO. Chartered Accountants Firm Registration No. 329518E

&\$\$UXQ.XPDU'XEH\ Partner Membership No. 057141 UDIN : 21057141AAAABT7940

109

Dated : 26-June-2021 3ODFH.RONDWD

110

ANNEXURE "A" TO THE INDEPENDENT AUDITORS' REPORT

=4GHGTTGF-VQ-KP-2CTCITCRJ- H-WPFGT 'Report on Other Legal and Regulatory Requirements' section of our Report of even date VQ-VJG-/GODGTU-QH-5JCNKOCT-2CKPVU-.KOKVGF

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We have audited the Internal Financial Controls Over Financial Reporting of 6KDOLPDU3DLQWV/LPLWHG´WKH&RPSDQ\µ and its subsidiaries as of and for the year ended 31-March-2021 in conjunction with our audit of the Consolidated Ind AS Financial Statements of the Company for the year ended on that date.

0DQDJHPHQW·V5HVSRQVLELOLW\IRU,QWHUQDO)LQDQFLDO&RQWUROV

The Company's and its Subsidiary Companies Managements, represented by their Board of Directors, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the respective companies 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 respective 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.

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Our responsibility is to express an opinion on the Company's Internal Financial Controls Over Financial Reporting of the Company with reference to these Consolidated Ind AS Financial Statements 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") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was 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 internal control based on the assessed risk. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the 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 Internal Financial Controls System Over Financial Reporting with reference to these Consolidated Ind AS Financial Statements.

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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 Controls Over Financial Reporting with reference to these Consolidated Ind AS Financial Statements 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.

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Because of the inherent limitations of Internal Financial Controls Over Financial Reporting, including the possibility of collusion 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 procedures may deteriorate.

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In our opinion, to the best of our information and according to the explanations given to us, the Company and its Subsidiary Companies, incorporated in India, have in all material respects, an adequate Internal Financial Controls System Over Financial Reporting and such Internal Financial Controls Over Financial Reporting were operating effectively as at 31-March-2021, based on the internal control over financial reporting criteria established by the respective companies 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.

2WKHU0DWWHUV

The Internal Financial Controls Over Financial Reporting (IFCOFR) in so far as it relates to Company's Subsidiary Companies, have been audited by other auditors whose reports have been furnished to us by the management; and our report on the adequacy and operating effectiveness of the IFCOFR for the Company, its Subsidiary Companies, under Section 143(3)(i) of the Act in so far as it relates to such Subsidiary Companies is based solely on the reports of the auditors of such Companies. Our opinion is not modified in respect of this matter with respect to our reliance on the work done by and on the reports of the other auditors.

For A. K. DUBEY & CO. Chartered Accountants Firm Registration No. 329518E

*&\$\$UXQ.XPDU'XEH* Partner Membership No. 057141 UDIN : 21057141AAAABT7940

111

Dated : 26-June-2021 3ODFH.RONDWD

6KDOLPDU3DLQWV/LPLWHG

&RQVROLGDWHG%DODQFH6KHHWDVDW0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

Note
No.
As at
31-03-2021
As at
31-03-2020
ASSETS
1RQFXUUHQWDVVHWV
Property, Plant and Equipment 5.1 27,841.71 28,832.78
Right-of-use-assets 5.2 28.04 84.10
Capital work-in-progress 6 35.03 10.05
Intangible assets 7 459.45 548.08
Financial Assets
i) Investments 8 0.23 0.23
ii) Loans 9 150.09 165.69
LLL?2WKHUÀQDQFLDODVVHWV 10 6.77 -
Deferred tax assets (net) 11 1,976.71 4,591.40
Other non-current assets 12 22.90 16.62
Current assets
Inventories
13 8,880.73 8,661.52
Financial Assets
i) Trade receivables
14 7,772.04 7,150.08
ii) Cash and cash equivalents 15.1 265.19 280.89
iii) Bank balances other than (ii) above 15.2 504.36 177.15
LY?2WKHUÀQDQFLDODVVHWV 16 445.52 846.27
Current Tax Assets (Net) 17 306.33 291.60
Other current assets 18 1,598.90 1,951.22
Total Assets
EQUITY AND LIABILITIES
(TXLW\
Equity Share Capital 19 1,086.02 1,086.02
Other Equity 20 21,221.13 26,201.14
LIABILITIES
1RQFXUUHQWOLDELOLWLHV
Financial Liabilities
i) Borrowings 21 2,404.57 1,820.29
ii) Lease Liabilities 22 - 32.76
LLL?2WKHUÀQDQFLDOOLDELOLWLHV 23 39.81 143.81
Provisions 24 609.14 612.99
&XUUHQWOLDELOLWLHV
Financial Liabilities
i)Borrowings
25 9,964.08 10,069.59
ii)Trade payables 26
Outstanding dues to Micro and Small Enterprises 236.02 642.64
Outstanding dues to trade payables other than Micro and Small Enterprises 10,858.70 8,967.74
iii)Other financial liabilities 27 2,873.73 3,074.34
Other current liabilities
Provisions
28
29
535.54
465.26
508.07
448.29
7RWDO(TXLW\DQG/LDELOLWLHV
Significant Accounting Policies and accompanying notes form an integral part of the
financial statements.
1-59

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Chartered Accountants (ICAI Firm Registration No.: 329518E)

(Membership No.: 057141) DIN:- 01722395 DIN:- 00475747 UDIN:

)RU\$.'XEH\ &R )RUDQGRQ%HKDOIRI%RDUGRI'LUHFWRUV

\$UXQ.XPDU'XEH\ \$VKRN.XPDU*XSWD \$ORN3HUWL Partner Managing Director Director

Place : Gurugram 0RKLW'RQWHU *DXWDP Date : 26th June, 2021 Chief Financial Officer Company Secretary

Mem. No:- ACS 30581

6KDOLPDU3DLQWV/LPLWHG

&RQVROLGDWHG6WDWHPHQW2I3URÀW /RVVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

Note No. Year ended
0DUFK
Year ended
0DUFK
Revenue From Operations 30 32,556.12 34,385.02
Other Income 31 718.68 112.80
7RWDO5HYHQXH
EXPENSES
Cost of materials consumed 32 19,842.53 21,857.82
Purchases of Stock-in-Trade 33 2,188.98 2,489.89
Changes in inventories of finished goods, Stock-in -Trade and work-in-progress 34 237.84 (1,119.80)
Employee Benefit Expenses 35 3,670.92 4,867.67
Finance costs 36 1,928.57 1,985.25
Depreciation and amortization expense 37 1,331.71 1,085.39
Other expenses 38 6,252.42 9,642.16
7RWDOH[SHQVHV
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Expenses 39.1 (200.00) (704.95)
Incomes 39.2 - 1,399.85
3URÀWORVV?EHIRUHWD[
7D[H[SHQVH 40
Current Tax - -
Deferred tax 2,608.14 (1,797.22)
3URÀWORVV?IRUWKHSHULRG
Other Comprehensive Income 41
(i) Items that will not be reclassified to profit or loss 20.99 21.16
(ii) Income tax effect on above 6.55 6.60
7RWDO2WKHU&RPSUHKHQVLYH,QFRPH/RVV?IRUWKH\HDU 14.44 14.56
7RWDO&RPSUHKHQVLYH,QFRPHORVV?IRUWKH\HDU
(DUQLQJVSHU6KDUHVRI5VHDFK 42
1) Basic (in Rs) (9.18) (7.03)
2) Diluted (in Rs) (9.18) (7.03)
6LJQLÀFDQW\$FFRXQWLQJ3ROLFLHVDQGDFFRPSDQ\LQJQRWHVIRUPDQLQWHJUDOSDUWRIWKHÀQDQFLDO
statements.
1-59
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Chartered Accountants
(ICAI Firm Registration No.: 329518E)
\$UXQ.XPDU'XEH\ \$VKRN.XPDU*XSWD \$ORN3HUWL
Partner Managing Director Director
(Membership No.: 057141)
UDIN:
DIN:- 01722395 DIN:- 00475747
Place : Gurugram 0RKLW'RQWHU *DXWDP
Date : 26th June, 2021 Chief Financial Officer Company Secretary
Mem. No:- ACS 30581

6KDOLPDU3DLQWV/LPLWHG

&RQVROLGDWHG&DVK)ORZ6WDWHPHQWDVDW0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

A. CASH FLOW FROM OPERATING ACTIVITIES
Profit / (Loss) Before Tax
(2,378.17)
\$GMXVWPHQWVIRU
Depreciation, amortization and impairment expenses
1,331.71
Net (Gain) / Loss on Sale of Property, Plant & Equipment
(2.01)
(5,615.66)
1,085.40
0.29
2,654.25
(1.56)
1,985.25
(65.74)
(Gain)/ Loss on fair value of current investment
(3.93)
Bad debts/Provision for doubtful Debts Written Back
-
Employee stock option expenses
(8.14)
Finance Costs
1,963.20
Interest Income
(57.79)
2SHUDWLQJ3URÀWORVV?EHIRUH:RUNLQJ&DSLWDOFKDQJHV
844.87
42.23
\$GMXVWPHQWVIRU
Trade Receivables
(621.37)
119.83
Other receivable
735.00
(234.38)
Inventories
(219.21)
(1,525.78)
Trade Payable (incl LC)
1,221.76
(358.39)
(370.59)
Trade & other Payables
1,034.99
&DVKJHQHUDWHGXVHG?LQIURP2SHUDWLRQVEHIRUHWD[

Direct Taxes (paid)/refund (net)
(14.73)
(921.50)
(8.11)
1HWFDVKÁRZXVHG?LQIURP2SHUDWLQJ\$FWLYLWLHV
(929.61)
B. CASH FLOW FROM INVESTING ACTIVITIES
Acquisition of Property, Plant & Equipment/ Intangible Assets including Capital Advances
(334.95)
(3,277.17)
Interest/other income Received
28.97
108.92
Movement in Margin money/Fixed deposits
(333.98)
378.56
1HWFDVKÁRZXVHG?LQIURP,QYHVWLQJ\$FWLYLWLHV
(639.96)
C. CASH FLOW FROM FINANCING ACTIVITIES
Issue of Share capital
-
570.35
Proceeds from /(repayment) of Borrowings (net)- Long term
1,083.40
(548.25)
Proceeds from /(repayment) of Borrowings (net)- Short term
(105.51)
(2,612.98)
Finance Costs
(1,929.36)
1HWFDVKXVHG?LQIURP)LQDQFLQJ\$FWLYLWLHV
(951.47)
(1,985.25)
1HWFDVKXVHG?LQIURP2SHUDWLQJ,QYHVWLQJ )LQDQFLQJ\$FWLYLWLHV
(15.70)
Opening balance of Cash and Cash equivalent
280.89
8,576.31
&ORVLQJEDODQFHRI&DVK &DVKHTXLYDOHQW
265.19
280.89
Note: Cash and cash equivalents included in the Cash Flow Statement comprise of the following (refer note 15.1):-
L?&DVK%DODQFHRQ+DQG
0.12
0.18
LL?%DODQFHZLWK%DQNV
-In Current Accounts
112.22
37.31
-In Fixed Deposits
-
-Cheques/draft in hand
-
-
-
-Bank deposits with maturity of less than 3 months
152.85
243.40
Total
265.19
280.89

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)RU\$.'XEH\ &R )RUDQGRQ%HKDOIRI%RDUGRI'LUHFWRUV Chartered Accountants (ICAI Firm Registration No.: 329518E) \$UXQ.XPDU'XEH\ \$VKRN.XPDU*XSWD \$ORN3HUWL Partner Managing Director Director (Membership No.: 057141) DIN:- 01722395 DIN:- 00475747 UDIN: Place : Gurugram 0RKLW'RQWHU *DXWDP

Date : 26th June, 2021 Chief Financial Officer Company Secretary Mem. No:- ACS 30581

114

6KDOLPDU3DLQWV/LPLWHG 6WDWHPHQW2I&KDQJH,Q(TXLW\IRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

A
(TXLW\6KDUH&DSLWDO
\$PRXQW
(TXLW\6KDUH&DSLWDODVRQVW0DUFK 1,072.84
Movement during the year 2019-20 13.18
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Movement during the year 2020-21 -
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earnings
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%DODQFHDVDW0DUFK 22.48 180.05 (38.96)
-Profit or Loss for the year (3,818.44) (3,818.44)
-Other comprehensive income for the year 14.56 14.56
-Addition during the year 557.14 (1.56) 555.58
-Movement during the year (3.57) (3.57)
%DODQFHDVDW0DUFK 20.92 (24.40)
-Profit or Loss for the year (4,986.31) (4,986.31)
-Other comprehensive income for the year 14.44 14.44
-Addition during the year -
-Movement during the year (8.14) (8.14)
%DODQFHDVDW0DUFK 12.78 (9.96)

)RU\$.'XEH\ &R )RUDQGRQ%HKDOIRI%RDUGRI'LUHFWRUV

Chartered Accountants (ICAI Firm Registration No.: 329518E)

\$UXQ.XPDU'XEH\ \$VKRN.XPDU*XSWD \$ORN3HUWL 0RKLW'RQWHU *DXWDP
Partner Managing Director Director Chief Financial
Officer
Company Secretary
(Membership No.: 057141)
UDIN:
DIN:- 01722395 DIN:- 00475747 Mem. No:- ACS 30581

Place : Gurugram Date : 26th June, 2021

SHALIMAR PAINTS LIMITED 1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

1 2YHUYLHZ

Shalimar Paints Limited ("the Company" or "the Parent Company") is a public limited company domiciled in India. The registered office of the Company is located at Stainless Centre, 4th floor, Plot no 50, Sector 32, Gurugram, 122001, Haryana. The shares of the Company are listed on National Stock Exchange and Bombay Stock Exchange. The Company is engaged in the business of manufacturing, selling and distribution of paints, coatings and providing related services.The Company has pan-India presence through its marketing offices in all major states in India.

2 %DVLVRISUHSDUDWLRQRIFRQVROLGDWHGÀQDQFLDOVWDWHPHQWV

The consolidated financial statements comprises the financials statements of Shalimar Paints Limited ( the Company or Parent Company) and its subsidiaries Shalimar Adhunik Nirman Limited and Eastern Speciality Paints & Coating Private Limited (hereinafter collectively referred to as "Shalimar Group").

These consolidated financial statements have been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standards ('Ind AS') as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Companies Act, 2013 ('the Act') and other relevant provisions of the Act to the extent applicable.The accounting policies have been applied consistently over all the periods presented in these financial statements.

The consolidated financial statements provide comparative information in respect of previous year.

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company i.e. its subsidiaries. Control is achieved when the Company is exposed to, or has rights to the variable returns of the entity and the ability to affect those returns through its power over the entity. Significant influence, is achieved when the Company has power to participate in the financial and operating policy decisions of the investee, but is not in control or joint control over those policies. The Accounting Policies of the parent company and its subsidiaries are largely similar. The Financial Statements of parent Company and its subsidiaries have been consolidated on line-by-line basis by adding together book value of like items of assets, liabilities, income and expenses after eliminating Intra-group transactions, balances, income and expenses in accordance with Ind AS 110 "Consolidated Financial Statement". Figures pertaining to the subsidiary companies have been reclassified wherever necessary to bring them in line with Parent company's financial statements.

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The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of income, expenses, assets and liabilities, and the accompanying disclosures at the date of the financial statements. The judgments, estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision effects only that period or in the period of the revision and future periods if the revision affects both current and future years.

,QFRPH7D[

Management judgement is required for the calculation of provision for income taxes and deferred tax assets and liabilities. The company reviews at each balance sheet date the carrying amount of deferred tax assets/ liabilities. The factors used in the estimates may differ from actual outcome which could lead to significant adjustment to the amounts reported in the consolidated financial statements.

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The cost of the defined benefit plan and other post-employment benefits and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in future. These include the determination of the discount rate, future salary increases, mortality rates and attrition rate. Due to the complexities involved in the valuation and its long term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

)DLUYDOXHPHDVXUHPHQWRI)LQDQFLDO,QVWUXPHQWV

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow (DCF) model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

&RQWLQJHQFLHV

Management judgment is required for estimating the possible outflow of resources, if any, in respect of contingencies/ claim/litigations against the Company as it is not possible to predict the outcome of pending matters with accuracy.

1RWHVWR&RQVROLGDWHG)LQDQFLDO6WDWHPHQWV(Contd.)

3URSHUW\SODQWDQGHTXLSPHQW

Property, Plant and Equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset's expected useful life and the expected residual value at the end of its life. The residual values of Company's assets are determined by the management at the time the asset is acquired and reviewed periodically.

4 6LJQLÀFDQW\$FFRXQWLQJ3ROLFLHV

4.1) %DVLVRIPHDVXUHPHQW

The financial statements have been prepared under the historical cost convention on the accrual basis, except for the following assets and liabilities which have been measured at fair value:

  • Property, Plant & Equipment ;
  • Financial assets and liabilities except certain investments, Loans and borrowings carried at amortised cost;
  • Defined benefit plans plan assets measured at fair value;
  • Share based payments

The financial statements are presented in Indian Rupees which is the Company's functional and presentation currency and all amounts are rounded to the nearest lakhs and two decimals thereof, except otherwise stated.

4.2) 3URSHUW\SODQWDQGHTXLSPHQW

i) 5HFRJQLWLRQDQGPHDVXUHPHQW

\$QDVVHWLV UHFRJQLVHGDVSURSHUW\SODQWDQGHTXLSPHQWZKHQLWTXDOLÀHV WKH UHFRJQLWLRQFULWHULDDV VSHFLÀHGLQ,QG\$6)ROORZLQJLQLWLDOUHFRJQLWLRQLWHPVRI3URSHUW\3ODQWDQG(TXLSPHQWDUHFDUULHG at its cost, net of available duty/tax credits, less accumulated depreciation and accumulated impairment losses, if any. Costs include costs of acquisitions or constructions including incidental expenses thereto, borrowing costs, and other attributable costs of bringing the asset to its working condition for its intended use.

Subsequent expenditure relating to Property, Plant and Equipment is capitalized only when it is probable WKDWIXWXUHHFRQRPLFEHQHÀWVDVVRFLDWHGZLWKWKHVHZLOOÁRZWRWKH&RPSDQ\DQGWKHFRVWRIWKHLWHP can be measured reliably. Costs in nature of minor repairs and maintenance are recognized in the 6WDWHPHQWRI3URÀWDQG/RVVDVDQGZKHQLQFXUUHG

The carrying amount of an item of property, plant and equipment is derecognized on disposal or when QRIXWXUHHFRQRPLFEHQHÀWVDUHH[SHFWHGIURPLWVXVHRUGLVSRVDO*DLQVRUORVVHVDULVLQJIURPGLVFDUG VDOHRI3URSHUW\3ODQWDQG(TXLSPHQWDUHPHDVXUHGDVWKHGLරHUHQFHEHWZHHQWKHQHWGLVSRVDOSURFHHGV DQGWKHFDUU\LQJDPRXQWRIWKHDVVHWDQGDUHUHFRJQL]HGLQWKHVWDWHPHQWRISURÀWDQGORVVZKHQWKH asset is discarded / sold.

Capital work-in-progress includes cost of property, plant and equipment under installation/under development, other expenditure (including trial run / test run expenditures) during construction / erection period (net of income) pending allocation/capitalization as at the balance sheet date.

ii) 'HSUHFLDWLRQ

Depreciation on property, plant and equipment is provided on straight line method in the manner specified in Schedule II of the Companies Act, 2013 and in respect of assets added/disposed off during the year on pro-rata basis with reference to the date of its use / disposal/residual value:

Depreciation is charged on fair valued amount less estimated salvage value. Leasehold land is amortized on a straight line basis over the remaining period of lease.

The useful lives, residual values of each part of an item of property, plant and equipment and the depreciation methods are reviewed at the end of each financial year. If any of these expectations differ from previous estimates, such change is accounted for as a change in an accounting estimate.

4.3) ,QWDQJLEOHDVVHWV

i) 5HFRJQLWLRQ PHDVXUHPHQW

1RWHVWR&RQVROLGDWHG)LQDQFLDO6WDWHPHQWV(Contd.)

Intangible assets are recognised when it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and cost of assets can be measured reliably. Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment loss, if any

. \$PRUWL]DWLRQ

Intangible Assets with finite lives are amortized over the estimated useful economic life on straight line method

The amortization expense on intangible assets with finite lives is recognized in the Statement of Profit and Loss. The estimated useful life of intangible assets as per management is mentioned below:

Computer Software 6 years
Trade mark 10 years
Technical know how 10 years

The amortization period and the amortization method for an intangible asset with finite useful life is reviewed at the end of each financial year. If any of these expectations differ from previous estimates, such change is accounted for as a change in an accounting estimate.

ii) 'HUHFRJQLWLRQ

The carrying amount of an intangible asset is derecognized on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising from the Derecognition of an intangible asset is measured as the difference between the net disposal proceeds and the carrying amount of the intangible asset and is recognized in the Statement of Profit and Loss when the asset is derecognized.

b) Transition to Ind AS

On transition to Ind AS, company has elected to continue with the carrying value of all of its intangible assets recognised as at 1 April 2016, measured as per the previous GAAP, and use that carrying value as the deemed cost of such intangible assets.

4.4) ,PSDLUPHQW

The carrying amount of Property, Plant & Equipment, Intangible assets and cash generating assets are reviewed at each Balance Sheet date to assess impairment, if any, based on internal / external factors. If recoverable amount of the asset or the recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. An impairment loss is recognized as an expense in the Statement of Profit & Loss in the year in which an asset is identified as impaired. The impairment loss recognized in prior accounting period is reversed, if there has been an improvement in recoverable amount.

4.5) /HDVH\$FFRXQWLQJ

The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at the inception date, whether fulfillment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that is not explicitly specified in an arrangement.

4.6) )LQDQFLDOLQVWUXPHQWV

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

i) ,QLWLDOUHFRJQLWLRQ

The Company recognises financial assets and financial liabilities when it becomes a party to the contractual provisions of the instrument. All financial assets and liabilities are recognised at fair value on initial recognition. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities, that are not at fair value through profit or loss, are added/deducted respectively to the fair value on initial recognition. Trade receivables and trade payables that do not contain a significant financing component are initially measured at their transaction price.

ii) 6XEVHTXHQWPHDVXUHPHQW

L?)LQDQFLDODVVHWVFDUULHGDWDPRUWLVHGFRVW

A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and 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. When the financial asset is derecognised or impaired, the gain or loss is recognised in the statement of profit and loss.

1RWHVWR&RQVROLGDWHG)LQDQFLDO6WDWHPHQWV(Contd.)

LL?)LQDQFLDODVVHWVDWIDLUYDOXHWKURXJKRWKHUFRPSUHKHQVLYHLQFRPH

A financial asset is subsequently measured at fair value through other comprehensive income (OCI) if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and 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. Movements in the carrying amount are recognised in OCI except the recognition of impairment gains or losses, interest revenue calculated using the Effective Interest Rate (EIR) method and foreign exchange gains and losses which are recognised in profit and loss. On derecognition of the asset, cumulative gain or loss previously recognised in Other Comprehensive Income is reclassified from the equity to Statement of Profit and Loss.

LLL?)LQDQFLDODVVHWVDWIDLUYDOXHWKURXJKSURÀWRUORVV

A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss. Therefore, they are subsequently measured at each reporting date at fair value, with all fair value movements recognised in the Statement of Profit and Loss.

LY?)LQDQFLDOOLDELOLWLHV

Financial liabilities are subsequently carried at amortized cost using the effective interest rate method. Financial liabilities at fair value through profit and loss (FVTPL) includes financial liability held for trading and financial liability designated upon initial recognition as at fair value through profit and loss.

Y?,QYHVWPHQWLQVXEVLGLDULHV

Investment in subsidiaries is carried at cost less impairment, if any, in the separate financial statements.

iii) ,PSDLUPHQWRIÀQDQFLDODVVHWV

Financial assets, other than debt instruments measured at FVTPL and Equity instruments are assessed for indicators of impairment at the end of each reporting period. The Company recognises a loss allowance for expected credit losses on all financial asset. In case of trade receivables, the Company follows the simplified approach permitted by Ind AS 109 – Financial Instruments for recognition of impairment loss allowance. The application of simplified approach does not require the Company to track changes in credit risk. The Company calculates the expected credit losses on trade receivables using a provision matrix on the basis of its historical credit loss experience.

LY? 'HUHFRJQLWLRQ

)LQDQFLDO\$VVHWV

The company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.

)LQDQFLDOOLDELOLWLHV

The company derecognises a financial liability when its contractual obligations are discharged or cancelled,or expires.

Y? 5HFODVVLÀFDWLRQRI)LQDQFLDO\$VVHWVDQG)LQDQFLDO

/LDELOLWLHV

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. 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. The company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.

YL? 'HULYDWLYHÀQDQFLDOLQVWUXPHQWV

Derivative instruments such as forward currency contracts are used to hedge foreign currency risks, and are initially recognized at their fair values on the date on which a derivative contract is entered into and are subsequently remeasured at fair value on each reporting date. A hedge of foreign currency risk of a firm commitment is accounted for as a fair value hedge. Any gains or losses arising from changes in the fair value of derivatives are taken directly to Statement of Profit and Loss.

YLL? Offsetting

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

1RWHVWR&RQVROLGDWHG)LQDQFLDO6WDWHPHQWV(Contd.)

)DLUYDOXHPHDVXUHPHQW

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interest.

A fair value measurement of a non- financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy in which they fall.

*4.8) ,QYHQWRU*

4.7)

Inventory are valued at lower of cost, computed on weighted average basis, or net realizable value. Cost of inventories includes in case of raw material, cost of purchase including taxes and duties net of tax credits/GST and incidental expenses; in case of work-in-progress, estimated direct cost including taxes and duties net of tax credits/ GST and appropriate proportion of administrative and other overheads; in case of finished goods, estimated direct cost including taxes and duties net of tax credits/GST and appropriate administrative and other overheads including other cost incurred in bringing the inventories to the present location and conditions; and in case of traded goods, cost of purchase and other costs incurred in bringing the inventories to the present location and conditions. The obsolete/damaged items of inventories are valued at estimated realisable value.

4.9) 3URYLVLRQV&RQWLQJHQW/LDELOLWLHVDQG&RQWLQJHQW\$VVHWV

A provision is recognised if, as a result of a past event, the Company has a present obligation (legal or constructive) that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects, when appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent Liability is disclosed after careful evaluation of facts, uncertainties and possibility of reimbursement, unless the possibility of an outflow of resources embodying economic benefits is remote or the amount cannot be estimated reliably. Contingent liabilities are not recognised but are disclosed in notes. Contingent assets are not recognized but disclosed in the financial statements when an inflow of economic benefits is probable.

4.10) 5HYHQXH5HFRJQLWLRQ

Revenue is recognized when it is probable that economic benefits associated with a transaction flows to the Company in the ordinary course of its activities and the amount of revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable, net of returns, trade discounts and rebates granted by the Company.

Revenue includes only the gross inflows of economic benefits, received and receivable by the Company, on its own account. Amounts collected on behalf of third parties (for example, indirect taxes) are excluded from revenue.

4.11) 2WKHU,QFRPH

,QWHUHVW,QFRPH

Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable effective interest rate. Interest income is included in other income in the statement of profit and loss.

'LYLGHQGV

Dividend income is recognised when the Company's right to receive dividend is established, and is included in other income in the statement of profit and loss.

4.12) (PSOR\HH%HQHÀWV

  • i) Short term employee benefits are recognized as an expense in the Statement of Profit and Loss of the year in which the related services are rendered. The Company recognizes the undiscounted amount of short term employee benefits expected to be paid in exchange for services rendered as a liability (accrued expense) after deducting any amount already paid.
  • ii) The Company makes regular contribution to provident funds which are administered by Government and are independent of Company's finance. The Company recognizes contribution payable to a defined contribution plan as an expense in the Statement of Profit and Loss when the employees render services to the Company during the reporting period.

1RWHVWR&RQVROLGDWHG)LQDQFLDO6WDWHPHQWV(Contd.)

iii) The Company is maintaining Defined Benefit Plan for its Gratuity Scheme. The gratuity fund is administered by the Trustees.

For Schemes where recognized funds have been set up, annual contributions are made as determined using the Projected Unit Credit method with actuarial valuations being carried out at each reporting date. Remeasurements comprising actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged / credited to Other Comprehensive Income in period in which they arise. The Company recognizes in the Statement of Profit & Loss gains or losses on curtailment or settlement of a defined benefit plan as and when the curtailment or settlement occurs.

iv) Provision is made for leave encashment benefit payable to employees on the basis of independent actuarial valuation, at the end of each year and charge is recognized in the Statement of Profit and Loss.

4.13) )RUHLJQ([FKDQJH7UDQVDFWLRQV

,QLWLDO5HFRJQLWLRQ

On initial recognition, transactions in foreign currencies entered into by the Company are initially recorded in the functional currency (i.e. Indian Rupees) at rates prevailing at the date of the transaction. Exchange differences arising on foreign exchange transactions settled during the year are recognized in the Statement of Profit and Loss.

0HDVXUHPHQWRIIRUHLJQFXUUHQF\LWHPVDWUHSRUWLQJGDWH

Foreign currency monetary items of the Company are translated at the closing exchange rates and the resulting exchange difference recognised in statement of profit & loss. Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. 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 is measured. Exchange component of the gain or loss arising on fair valuation of non-monetary items is recognised in line with the gain or loss of the item that gave rise to such exchange difference.

4.14) %RUURZLQJFRVWV

Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds.

Borrowing costs attributable to acquisition or construction of qualifying asset that necessarily takes a substantial period of time to get ready for their intended use is worked out on the basis of attributable of funds out of project specific loans and/or other borrowings to the extent identifiable with the qualifying asset and is capitalized with the cost of qualifying asset, using the effective interest method. Other borrowing costs are recognised as an expense in the period in which they are incurred.

4.15) 7D[HVRQ,QFRPH

Tax expense comprises current and deferred tax. It is recognised in profit or loss except to the extent that it relates to items recognised directly in equity or in Other Comprehensive Income

Tax on income for the current period is determined on the basis of taxable income and tax credits computed in accordance with the provisions of the Income Tax Act, 1961. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date.

Deferred tax is provided on temporary difference arising between the tax bases of assets & liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax is measured using the tax rate that are expected to apply in the year when the asset is realized or the liability is settled based on the tax rates and the tax laws enacted or substantively enacted at the reporting date.

Deferred tax asset is recognized to the extent that it is probable that sufficient future taxable profit will be available against which the deductible temporary differences and the carry forward 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 utilized.

Minimum Alternate tax (MAT) credit is recognized as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period.

4.16) 6HJPHQW5HSRUWLQJ

The company operates mainly in one business segment i.e. Paints; accordingly sales & stock in trade represent paints & allied products.

1RWHVWR&RQVROLGDWHG)LQDQFLDO6WDWHPHQWV(Contd.)

4.17) &DVKDQGFDVKHTXLYDOHQWV

Cash and cash equivalents comprise cash on hand, bank balance, short-term deposits with original maturities of three months or less and other short term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

4.18) Lease

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

&RPSDQ\DVDOHVVHH

The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low- value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

L? 5LJKWRIXVH\$VVHWV528\$VVHWV

The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

If ownership of the leased asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset. The right-ofuse assets are also subject to impairment.

LL? /HDVH/LDELOLWLHV

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term.After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

Lease liability and ROU assets have been separately presented in the Balance Sheet and lease payments have been classified as financing cash flows.

LLL? 6KRUWWHUPOHDVHVDQGOHDVHVRIORZYDOXHDVVHWV

The Company applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

4.19) 6KDUHEDVHGSD\PHQWWUDQVDFWLRQV

Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value determined at the grant date of the equity settled share-based payments is expensed on a straight line basis over the vesting period, based on the Company's estimate of equity instruments that will eventually vest, with a corresponding increase in equity.

4.20) (DUQLQJVSHUVKDUH

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to Equity Shareholders by the weighted average number of equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to Equity Shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.

6KDOLPDU3DLQWV/LPLWHG

1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

5.1 3URSHUW\3ODQW (TXLSPHQW

*URVVFDUU\LQJYDOXH Land- Free
KROG
Land- Lease
KROG
Buildings 3ODQW
0DFKLQHU\
)XUQLWXUH
Fixtures
Motor
9HKLFOHV
2IÀFH
(TXLSPHQW
Total
\$VDW0DUFK 122.74 42.34 215.46
Additions 2,491.34 2,916.27 27.90 19.22 74.65 5,529.38
Disposals/Adjustment (0.00) (0.02) (0.04) (0.01) (0.59) (0.66)
\$VDW0DUFK 150.59 61.56 289.52
Additions 49.00 68.59 6.47 55.37 17.20 196.62
Disposals/Adjustment (1.41) (1.41)
\$VDW0DUFK 157.06 115.52 306.72
'HSUHFLDWLRQ
\$VDW0DUFK - 76.86 924.41 69.83 1.86 112.90
Depreciation for the year 19-20
Disposals/Adjustment
32.62
-
385.30
(0.02)
509.26
-
12.54
(0.04)
8.08
(0.01)
45.78
(0.59)
993.57
(0.65)
\$VDW0DUFK - 109.48 82.33 9.94 158.09
Depreciation for the year 20-21 32.62 426.72 664.71 11.89 9.60 41.47 1,187.02
Disposals/Adjustment (0.75) (0.75)
\$VDW0DUFK - 142.10 94.22 18.79 199.56
1HWFDUU\LQJYDOXH
Balance as at March 31, 2019 12,369.01 1,614.09 7,322.93 2,794.99 52.91 40.48 102.56 24,296.97
Balance as at March 31, 2020
Balance as at March 31, 2021
12,369.01
12,369.01
1,581.48
1,548.86
9,428.97
9,051.26
5,202.00
4,605.87
68.27
62.84
51.62
96.73
131.43
107.16
28,832.78
27,841.71
5.2 5LJKWRIXVHDVVHWV
*URVVFDUU\LQJYDOXH
\$VDW0DUFK 168.21
Additions -
Disposals/Adjustment -
\$VDW0DUFK 168.21
Additions -
Disposals/Adjustment -
\$VDW0DUFK 168.21
'HSUHFLDWLRQ
\$VDW0DUFK 28.46
Depreciation for the year 19-20 55.64
Disposals/Adjustment -
\$VDW0DUFK 84.10
Depreciation for the year 20-21 56.07
Disposals/Adjustment
\$VDW0DUFK
-
140.17
1HWFDUU\LQJYDOXH
Balance as at March 31, 2021 28.04
6 &DSLWDO:RUNLQ3URJUHVV
Balance as at March 31, 2019 2,358.34
Balance as at March 31, 2020
Balance as at March 31, 2021
10.05
35.03

6KDOLPDU3DLQWV/LPLWHG

1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

7 INTANGIBLE ASSETS

3DUWLFXODUV &RPSXWHU
6RIWZDUH
7HFKQLFDO.QRZ
+RZ
Trade
0DUN
Total
*URVVFDUU\LQJYDOXH
%DODQFHDVDW0DUFK 192.75 68.47 49.78 311.00
Additions 451.96 451.96
Disposals/Adjustment -0.00 -0.00 0.00 -0.00
%DODQFHDVDW0DUFK 644.71 68.47 49.78 762.96
Additions - - -
Disposals/Adjustment
%DODQFHDVDW0DUFK 644.71 68.47 49.78 762.96
\$PRUWL]DWLRQ
%DODQFHDVDW0DUFK 129.99 17.53 30.41 177.93
Additions 28.37 2.53 6.04 36.95
Disposals/Adjustment
%DODQFHDVDW0DUFK 158.37 20.06 36.45 214.88
Additions 80.07 2.53 6.04 88.63
Disposals/Adjustment
%DODQFHDVDW0DUFK 238.43 22.59 42.49 303.51
Net Carrying Value
Balance at March 31, 2019
62.76 50.94 19.37 133.07
Balance at March 31, 2020 486.35 48.41 13.33 548.08
Balance at March 31, 2021 406.28 45.88 7.29 459.45
INVESTMENTS (NON-CURRENT)
3DUWLFXODUV As at
0DU
0DU As at
No. of
6KDUHVXQLWV
1RRI6KDUHV
\$PRXQW
units
\$PRXQW
,QYHVWPHQWLQ'HEHQWXUHVFDUULHGDW\$PRUWLVHG&RVW
8QTXRWHG
(i) 1/2% Woodland Medical Centre Ltd.
(ii) 5% Woodland Medical Centre Ltd.
0.06
0.17
0.06
0.17
Total 0.23 0.23
Aggregate amount of quoted investments - -
Market value of quoted investments - -
Aggregate amount of unquoted investments
Aggregate amount of impairment in value of investments
0.23
-
0.23
LOANS- NON CURRENT
9
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
8QVHFXUHGFRQVLGHUHGJRRG
Security Deposits 150.09 165.69
TOTAL 150.09 165.69
OTHER FINANCIAL ASSETS- NON CURRENT
10
As at As at
3DUWLFXODUV 31-03-2021 31-03-2020
8QVHFXUHGFRQVLGHUHGJRRG
Bank Balance (Maturity period more than 12 months)
6.77

TOTAL 6.77 -

(All amounts are in Rupees lakh, unless otherwise stated)

11 '()(55('7\$;\$66(76/,\$%,/,7,(6?1(7

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Deferred tax assets/ liabilities are attributable to the following items;
Deferred Tax Assets
-Carry Forward Losses/Unabsorbed depreciation 5,312.07 6,680.88
-Disallowance under section 43B 248.60 246.03
-Provision for doubtful debt and advances 495.30 1,046.53
-Remeasurements of the defined benefit plans - -
6XE7RWDOD 6,055.97 7,973.44
'HIHUUHG7D[/LDELOLWLHV -
-Fixed assets 4,066.18 3,370.14
-Others
-Fair valuation of investment 6.53 5.30
- Remeasurements of the defined benefit plans 6.55 6.60
6XE7RWDOE 4,079.26 3,382.04
Less: MAT Credit Available
1HW'HIHUUHG7D[\$VVHWV/LDELOLW\?D?E
12 OTHER NON CURRENT ASSETS
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Capital Advances 22.90 16.62
TOTAL 22.90 16.62
13 INVENTORIES
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
5DZ0DWHULDO
Inventories-RM 2,446.89 2,108.81
:RUNLQ3URJUHVV 640.87 322.76
)LQLVKHG*RRGV
Inventories-FG* 5,310.87 5,835.29
Goods in Transit-FG 132.72 164.25
6WRUHV VSDUHV 349.38 230.41
TOTAL
*including trading goods Rs. 503.67 lakh (P.Y Rs. 328.94 lakh)
Inventory valuation has been confirmed by IBBI registered valuer recognised under Companies
Act 2013.
14 TRADE RECEIVABLES
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
8QVHFXUHG
-Considered Good 7,772.04 7,150.08
-Considered Doubtful 1,587.50 3,354.28
9,359.54 10,504.36
Less: Provision for bad and doubtful receivable [refer note 47(ii)] (1,587.50) (3,354.28)
TOTAL

Trade Receivables has been confirmed by IBBI registered valuer recognised under Companies Act 2013.

(All amounts are in Rupees lakh, unless otherwise stated)

15.1 CASH AND CASH EQUIVALENTS

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
%DODQFHZLWKEDQNV
On Current Accounts 112.22 37.31
&DVKRQKDQG 0.12 0.18
&KHTXHGUDIWVRQKDQG - -
Bank deposits with maturity of less than 3 months 152.85 243.40
TOTAL 265.19 280.89
15.2 %DQNEDODQFHVRWKHUWKDQFDVKDQGFDVKHTXLYDOHQWV
Margin Money 2.18 0.82
Fixed Deposit Account 502.18 176.33
TOTAL 504.36 177.15
16 OTHER FINANCIAL ASSETS- CURRENT
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Other Receivables (Refer note no 53) 432.53 832.11
Interest accrued 12.99 14.16
TOTAL 445.52 846.27
17 &855(177\$;\$66(76/,\$%,/,7,(6?1(7
Particulars As at
31-03-2021
As at
31-03-2020
Advance Income Tax 2,837.83 2,823.10
Less: Provision for Income Tax 2,531.50 2,531.50
TOTAL 306.33 291.60
18 OTHER CURRENT ASSETS
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
ĚǀĂŶĐĞƐŽƚŚĞƌƚŚĂŶĐĂƉŝƚĂůĂĚǀĂŶĐĞƐ
Advances to suppliers 382.32 650.68
Others
Advance to employee 73.05 66.02
Prepaid expenses 297.77 233.75
Balance With Govt. Authorities & Others 845.76 1,000.77
TOTAL

EQUITY SHARE CAPITAL 19

3DUWLFXODUV As at March
31, 2021
As at March
31, 2020
\$XWKRULVHG
10,00,00,000 (31st March,2020: 10,00,00,000) equity shares of Rs. 2/- each 2,000.00 2,000.00
,VVXHGVXEVFLUEHGDQGIXOO\SDLGXS
5,43,00,259 (31st March,2020: 5,43,00,259) equity shares of Rs. 2/- each 1,086.01 1,086.01
6KDUH)RUIHLWXUH\$FFRXQW 0.01 0.01

(All amounts are in Rupees lakh, unless otherwise stated)

Notes:

(i) 5HFRQFLOLDWLRQRIQXPEHURIVKDUHVDQGVKDUHFDSLWDORXWVWDQGLQJDWWKHEHJLQQLQJDQGHQGRIWKH\HDU

3DUWLFXODU \$VDW0DUFK
No. of
VKDUHV
\$PRXQW No. of
VKDUHV
\$PRXQW
Number of shares at the beginning 5,43,00,259 1,086.01 5,36,41,387 1,072.83
Add: Right issue - - - -
Add: Preferential Allotment - - 6,58,872 13.18
Number of shares at the end 5,43,00,259 1,086.01 5,43,00,259 1,086.01

(ii) 7HUPVDQGULJKWVDWWDFKHGWRHTXLW\VKDUHV

The Company has one class of equity shares having a par value of Rs 2 each . Each shareholder is eligible for one vote per share held. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all Preferential amounts, in proportion to their shareholding.

(iii) On 8th April 2019, Company has made preferential allotment of 6,58,872 equity shares of face value Rs. 2/- each at the price of Rs. 86.56/- per share (including premium of Rs. 84.56/- per shares) aggregating to Rs. 570 lakh to the Hind Strategic Investments by converting its ECB loan of US\$ 8 Lakh pursuant to members approval through Postal ballet dated 16.03.2019.

(iv) 3URFHHGVIURPWKHVHFRQGULJKWLVVXHKDYHEHHQXWLOLVHGLQWKHIROORZLQJPDQQHU

3DUWLFXODUV 3URSRVHG
WREH
utilised
3URSRVHGWR
EHXWLOLVHG
5HYLVHG
Utilised During
FY 2018-19
Utilised
During FY
2019-20
Utilised
During FY
2020-21
7REH
utilised
Project of Reinstatement of paint manufacturing plant at
Nashik
4,568.43 4,492.08 2,035.22 2,210.46 50.24 196.16
Setting up of Regional Distribution Centre (RDC) at Nashik 340.00 40.00 - 40.00 - -
Long Term Working Capital Requirements 11,737.50 12,113.85 8,709.15 3,404.70 - -
General Corporate purposes 3,415.07 3,415.07 1,136.57 2,278.50 - -
Expenses for right issue 26.27 26.27 26.27 - - -
Total
*There is increase in the allocation of funds towards
50.24 196.16

Long Term Working Capital Requirement, and the same has been allocated through reduction in Nashik project (including RDC) cost.

(v) *'HWDLOVRIVKDUHKROGHUVKROGLQJPRUHWKDQVKDUHVLQWKH&RPSDQ*

1DPHRI6KDUHKROGHU \$VDW0DUFK \$VDW0DUFK
1XPEHURI VKDUHV RIVKDUHVKHOG 1XPEHURI
VKDUHV
RIVKDUHV
KHOG
Virtuous Tradecorp Pvt. Ltd. 1,33,54,462 24.59% 1,33,54,462 24.59%
Hind Strategic Investments 37,85,430 6.97% 65,00,442 11.97%
Veera Gupta
The Company does not have any holding / ultimate holding
Company.
46,82,952 8.62% 46,82,952 8.62%

*20 2WKHU(TXLW*

3DUWLFXODUV 2WKHU&RPSUH
KHQVLYH,QFRPH
Total
6HFXULWLHV
3UHPLXP
5HVHUYH
6KDUH
2SWLRQV
Outstanding
General
5HVHUYH
Retained
earnings
5HPHDVXUHPHQW
RI'HÀQHG%HQHÀW
2EOLJDWLRQ3ODQ
%DODQFHDVDW0DUFK 22.48 180.05 (38.96)
-Profit or Loss for the year (3,818.44) (3,818.44)
-Other comprehensive income for the year 14.56 14.56
-Addition during the year 557.14 (1.56) 555.58
-Movement during the year (3.57) (3.57)
%DODQFHDVDW0DU 20.92 (24.40)
-Profit or Loss for the year (4,986.31) (4,986.31)
-Other comprehensive income for the year 14.44 14.44
-Addition during the year -
-Movement during the year (8.14) - (8.14)
%DODQFHDVDW0DU 12.78 (9.96)

21 NON-CURRENT BORROWINGS

NON-CURRENT BORROWINGS
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
6HFXUHG
7HUP/RDQV
- from Banks 962.54 -
- from Financial Institutions 2,042.46 1,971.12
- from others (vehicle loan) 85.16 35.64
Less: Current Maturity of Long term Debt (refer note 27) 685.59
-
186.47
-
TOTAL

6(&85,7<,QUHODWLRQWRH[LVWLQJERUURZLQJV

(i) 7HUP/RDQIURP%DQNV

Common Covid 19 Emergency Credit Line (CCECL)Loan of Rs. 466.54 lakh (March 31, 2020 Rs. Nil) taken from State Bank of India at one year MCLR (presently @ 7.75% p.a.), repayable in 18 monthly installments starting from 31.12.2020 and ending on 31.05.2022, are secured by extension of hypothecation charge on entire current assets of the company existing and future on pari-passu basis with other banks under consortium banking arrangement.

PNB Covid 19 Emergency Credit Facility (CECF)Loan of Rs. 120.00 lakh (March 31, 2020 Rs. Nil) taken from Punjab National Bank @ MCLR +0.50%, repayable in 18 monthly installments starting from 30.04.2021 and ending on 30.09.2022, are secured by extension of existing primary and / or colletral security.

Term Loan of Rs. 149.00 lakh (March 31, 2020 Rs. Nil) taken from Union Bank of India @ MCLR +0.60%, repayable in 48 monthly installments starting from 19.02.2022 and ending on 18.03.2026, are secured by extension of existing primary and / or colletral security.

Working Capital Term Loan limit under Guaranteed Emergency Credit Line (GECL- 2) scheme of Rs. 227.00 lakh (March 31, 2020 Rs. Nil) taken from Punjab National Bank @ MCLR +1%, repayable in 48 monthly installments starting from 30.04.2022 and ending on 30.03.2026, are secured by extension of existing primary and / or colletral security.

(ii) 7HUP/RDQIURPÀQDQFLDOLQVWLWXWLRQV

Loan of Rs. 481.63 lakh (March 31, 2020 Rs. 485.14 lakh) taken from Aditya Birla finance Limited @ 12.95% p.a., repayable in 130 monthly instalments starting from 15.09.2019 and ending on 15.06.2030, are secured by first charge on Company's immovable property situated at 5th Floor,C wing, Oberoi Garden Estate,Chandivalli Farm Road, Chandivali, Andheri (East), Mumbai-400072

Guaranteed Emergency Credit Line (GECL) Loan of Rs. 97.00 lakh (March 31, 2020 Rs.NIL) taken from Aditya Birla finance Limited @ 14.00% p.a., repayable in 48 monthly instalments starting from 28.02.2022 and ending on 28.01.2026, are secured by second charge on Company's immovable property situated at 5th Floor,C wing, Oberoi Garden Estate,Chandivalli Farm Road, Chandivali, Andheri (East), Mumbai-400072

Loan of Rs. 1463.83 lakh (March 31, 2020 Rs. 1485.98 lakh) taken from Religare Finvest Limited @ 14% p.a., repayable in 139 monthly installments starting from 01.02.2016 and ending on 01.08.2027, are secured by First charge on Company's immovable & movable properties of Sikandrabad plant situated at Plot No A1 & A2 UPSIDC Industrial Area, Sikandrabad Distt- Bulandshahar (U.P).

(iii) 9HKLFOH/RDQ (Secured by Vehicle financed)

Loans of Rs. 20.34 lakh (March 31, 2020 Rs. 26.34 lakh) taken from Toyota Financial Service India Ltd. @ 9.50% p.a. are repayable in 60 monthly installments starting from 20.02.2019 and ending on 20.01.2024.

Loans of Rs. 7.70 lakh (March31,2020 Rs. 9.30 lakh), taken from Toyota Financial Service India Ltd. @ 8.90% p.a. are repayable in 60 monthly installments starting from 10.02.2020 and ending on 10.01.2025.

Loans of Rs. 57.12 lakh (March31,2020 Rs. Nil), taken from Tata Motors Finance Ltd. @ 10.90% p.a. are repayable in 59 monthly installments starting from 11.11.2020 and ending on 11.09.2025.

128

6KDOLPDU3DLQWV/LPLWHG

1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

22 NON- CURRENT LEASE LIABILITY
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Lease Liabilities - 32.76
TOTAL - 32.76
23 OTHER FINANCIAL LIABILITIES- NON CURRENT
3DUWLFXODUV As at As at
31-03-2021 31-03-2020
Security Deposit 39.81 143.81
-From others TOTAL
39.81 143.81
24 PROVISIONS- NON CURRENT
As at As at
3DUWLFXODUV 31-03-2021 31-03-2020
3URYLVLRQIRUHPSOR\HHEHQHÀWV
-Gratuity (refer note 45) 270.21 272.03
-Provision for Leave Benefit (refer note 45) 38.93 40.96
3URYLVLRQ2WKHUV 300.00 300.00
TOTAL 609.14 612.99
25 CURRENT BORROWINGS
As at As at
3DUWLFXODUV 31-03-2021 31-03-2020
6HFXUHG
/RDQV5HSD\DEOHRQ'HPDQG
From Banks (Cash Credit and WCDL) 8,667.86 8,411.75
8QVHFXUHG
/RDQV5HSD\DEOHRQ'HPDQG
Bill Discounting
1,296.22 1,657.84
TOTAL
&DVK&UHGLWDQG:&'/IURP%DQNV
3ULPDU\6HFXULW\
First charge, ranking pari passu by way of hypothecation on the entire stocks and current assets of the Company.
&ROODWHUDO6HFXULW\
(i) first charge, by way of equitable mortgage of land and building, and hypothecation of other fixed assets thereon, of the Company's factory, at
Nasik,Maharashtra;
(ii) first charge, by way of hypothecation of plant and machinery at the Company's factory situated at Howrah, West Bengal;
(iii) second charge, ranking pari passu, on the fixed assets of the Company at its factory situated at Sikandarabad ,Uttar Pradesh;
(iv) second charge, ranking pari passu, on the fixed assets of the Company situated at village -Chinnapuliyur , Taluka-Gummidipoondi , District- Tiruvallur,
Tamil Nadu.
Rate of interest for current borrowings ranges from 9% p.a. to 15% p.a.
26 TRADE PAYABLES
3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Due to Micro, small and medium enterprises (refer note 44) 236.02 642.64
Due to others* 10,858.70 8,967.74
TOTAL
*Includes interest payable to MSME amounting to Rs. 227.31 (Previous year Rs. 210.52 Lakh).

27 OTHER FINANCIAL LIABILITIES- CURRENT

3DUWLFXODUV As at
31-03-2021
As at
31-03-2020
Current maturities of long-term debt (refer note 21) 685.59 186.47
Lease Liabilities 32.76 59.49
Interest Accrued and Due 26.57 84.03

6KDOLPDU3DLQWV/LPLWHG
1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK
(All amounts are in Rupees lakh, unless otherwise stated)
Creditors for Capital expenditure
49.26
159.00
2WKHUV
Employee's Payables
395.37
Others (Operating expenses)
1,684.18
TOTAL

28
OTHER CURRENT LIABILITIES
As at
3DUWLFXODUV
31-03-2021
535.54
Statutory dues*
TOTAL
535.54
508.07
PROVISIONS- CURRENT
29
As at
3DUWLFXODUV
31-03-2021
31-03-2020
3URYLVLRQIRUHPSOR\HHEHQHÀWV
-Gratuity (refer note 45)
417.13
-Provision for Leave Benefit (refer note 45)
48.13
53.20
TOTAL
465.26
30 REVENUE FROM OPERATIONS
Year ended
Year ended
3DUWLFXODUV
0DUFK
a)
6DOHRISURGXFWV
Finished Goods
35,421.69
37,236.97
495.16
Sale of Services

(3,511.34)
/HVV5HEDWHV 7UDGH'LVFRXQWV

E? 2WKHURSHUDWLQJ5HYHQXHV
Scrap Sales
150.61
Others
-
150.61
727\$/


31 OTHER INCOME
Year ended
Year ended
3DUWLFXODUV
0DUFK
0DUFK
Interest Income
-Bank Deposits
23.76
-Others
3.61
Profit on sale/Fair value of investments
-
2WKHU1RQ2SHUDWLQJ,QFRPH
-Foreign exchange gain
25.37
665.94
-Miscellaneous Receipts [Refer Note 53(ii)]
TOTAL
718.68
32 COST OF MATERIALS CONSUMED
Year ended
Year ended
3DUWLFXODUV
0DUFK
19,842.53
21,857.82
Cost of Material Consumed
TOTAL

33 PURCHASE OF STOCK-IN-TRADE
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
0DUFK
112.80
78.54
(31.49)
-0.00
52.40
13.35
140.02
140.02
-

(3,797.80)
805.83
0DUFK
448.29
395.09
As at
508.07
As at
31-03-2020
2,192.87
392.48

Purchase of stock in trade 2,188.98 2,489.89

TOTAL

130

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

34 &+\$1*(6,1,19(1725,(62)),1,6+('*22'6672&.,175\$'(\$1':25.,1

PROGRESS
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
&ORVLQJ6WRFN
Work- in -Progress 640.87 322.76
Finished Goods 5,443.60 5,999.55
2SHQLQJ6WRFN
Work in progress
322.76 287.15
Finished Goods 5,999.55 4,915.36
,QFUHDVH?'HFUHDVHLQ,QYHQWRU\ TOTAL 0.0090 237.84
-
35 EMPLOYEE BENEFIT EXPENSES
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Salaries and wages* 3,322.96 4,465.62
Contribution to provident & other funds 232.23 234.14
Expense/(reversal) on Employee Stock Option Scheme (8.14) (1.56)
Staff Welfare Expenses 123.87 169.47
*Current year expenditure includes Rs. 194.75 lakh (P.Y. Rs. 269.25 lakh )incurred on research & TOTAL
development activities.
36 FINANCE COST
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Interest Expenses
On Working Capital & Term loan 1,691.88 1,732.75
Other Borrowing Costs 228.14 236.88
Interest on Lease Assets TOTAL 8.55
15.62
37 DEPRECIATION AND AMORTIZATION EXPENSES
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Depreciation on Property,Plant & Equipment 1,243.08 1,048.71
Amortisation on Intangible Assets 88.63 36.68
TOTAL 1,331.71 1,085.39
38 OTHER EXPENSES
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Consumption of stores and spare parts 120.32 126.32
Power and fuel
Rent
411.26
258.12
425.57
302.48
Repairs to building 34.15 5.46
Repairs to plant and machinery 81.06 93.89
Repairs - others 146.43 193.78
Insurance 158.39 182.41
Rates and taxes 403.34 107.22
Printing and stationery 22.65 31.51
Communication expenses 61.85 79.42
Directors' fees 9.11 8.50
Payment to Auditors 14.35 16.57
C&F Charges 35.54 48.64
Travelling expenses 393.18 640.11
Application Charges 293.26 502.32
Freight 2,578.46 2,541.45
Loss/(Gain) on sale/transfer of PPE -2.01 0.04
Provision for Bad & Doubtful Debt - 2,654.25
Marketing Expenses 297.63
935.33
1,020.00
662.22
Miscellaneous Expenses*

*including expenditure on research & development activities, incurred during the year is Rs. 40.44 lakh (previous year Rs. 54.32 lakh).

(All amounts are in Rupees lakh, unless otherwise stated)

3D\PHQWWR\$XGLWRUV
Audit Fee
Certification fee and other Services
Reimbursement of expenses
TOTAL 8.11
3.69
1.05
12.85
7.39
4.85
2.83
15.07
3D\PHQWWR7D[\$XGLWRUV
Tax Audit Fee
39 ([FHSWLRQDO,WHPV
TOTAL 1.50
1.50
1.50
1.50
39.1 ([SHQVHV
Provision for Custom duty (advance license)
Excise Duty paid/written off
Other balances written-off
Stock written off
*
TOTAL Year ended
0DUFK
2021
-
-
-
200.00
200.00
Year ended
0DUFK
2020
106.51
88.57
509.87
-
704.95

*'Other balances written off' comprises- (i) Sales/CST/VAT deposits written off- Rs 384 .10 lakh (on assessments completed-as certified by management) , under relevant Acts (ii) Irrecoverable Other deposits written off -Rs 84.22 lakh(iii) Unrealisable Receivables written off - Rs 41.55 lakh , net of credit balance of Rs 171.77 Lakh.

** Relating to unrealisable stock at Howrah Factory physically verified by the management and reportedly confirmed by the registered valuer.

39.2 ,QFRPHV
Insurance Claim Recovered [Refer Note No. 54(i)]
- 1,399.85
TOTAL -
40 7D[([SHQVHV
3DUWLFXODUV Year ended
0DUFK
2021
Year ended
0DUFK
2020
D?,QFRPHWD[UHFRJQL]HGLQSURÀWRUORVV
&XUUHQWWD[H[SHQVH
Current year
- -
'HIHUUHGWD[H[SHQVHLQFRPH
Origination and reversal of temporary differences
2,608.14
(1,797.22)
41 OTHER COMPREHENSIVE INCOME
L?,WHPVWKDWZLOOQRWEHUHFODVVLÀHGWRSURÀWRUORVVUHIHUQRWH
Remeasurements of the defined benefit plans
20.99 21.16
LL?,QFRPHWD[UHODWLQJWRLWHPVWKDWZLOOQRWEHUHFODVVLÀHGWRSURÀWRUORVV
Related to Remeasurements of defined benefit plans 6.55 6.60

42 EARNING PER SHARE

3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
(a) Net profit/ (loss) as attributable for equity shareholders (4,986.31) (3,818.44)
(b) Weighted average number of equity shares (Nos.) 5,43,00,259 5,43,00,259
(c) Effect of potential Dilutive Equity shares on Employee stock option outstanding (Nos.) 10,500 21,375
(d) Weighted average number of Equity shares in computing diluted earning per share 5,43,10,759 5,43,21,634
Basic Earnings per Share (9.18) (7.03)
Diluted Earnings per Share* (9.18) (7.03)
*Effect being antidilutive, hence ignored.

The diluted EPS is calculated on the same basis as basic EPS, after adjusting for the effects of potential dilutive equity.

*43 \$&RQWLQJHQW/LDELOLWLHVDQGFODLPVDJDLQVWWKH&RPSDQ*

PARTICULARS Year ended
0DUFK
Year ended
0DUFK
&RQWLQJHQWOLDELOLWLHVWRWKHH[WHQWQRWSURYLGHGIRULQUHVSHFWRI
a. Guarantees, Undertakings & Letter of Credit
Guarantees issued by the Company's Bankers on behalf of the Company 436.94 343.78
Letter of Credit 3881.17 2783.35
E 'HPDQGV
Excise Duty 461.07 461.07
Sales Tax (excluding liability on account of C/F/Other forms) The management is of the
opinion that these forms will be collected in due course, and no significant liability is
expected in this respect)
304.64 1851.94
Income Tax 0.98 67.50
Others 2330.16 2241.16

(i) It is not possible to perdict the outcome of the pending litigations with accuracy, the Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The management believe the ending actions will not require outflow of resources embodying economic benefits and will not have a material adverse effect upon the results of the operations, cash flows or financial condition of the Company.

(ii) Under the Goods & Services Tax Act, 2017 (the Act), the Company's liability in respect of input credit of taxes availed by it but not paid by suppliers of goods & services as at the year end, is unascertained. The management is taking appropriate follow up measures with such suppliers to get the due taxes (claimed as input credit by the Company) paid by them before filing of annual return under the Act.

%&RPPLWPHQWV
PARTICULARS Year ended
0DUFK
Year ended
0DUFK
(i) Estimated amount of contracts remaining to be executed on Capital Accounts and not
provided for, net of advances of Rs. 22.90 lakh (March 31, 2020 Rs 16.62 lakh)
66.47 58.35
(ii) Uncalled liability on partly paid up shares 40.50 40.50

6KDOLPDU3DLQWV/LPLWHG

1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

44 7+(0,&5260\$//\$1'0(',80(17(535,6(6'(9(/230(17060('?\$&7

The information regarding Micro, Small and Medium enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company:

Year ended
0DUFK
Year ended
0DUFK
a) Principal amount remaining unpaid to any supplier as on 31st March 236.02 642.64
E Interest due on above remaining unpaid to any supplier as on 31st March 227.31 210.52
F Interest paid by the Company in terms of Section 16 of the MSMED Act along
with the amounts of the payment made to the supplier beyond the appointed
day during the accounting year
- -
d) * the amount of interest due and payable for the year of delay in making
payment (which have been paid but beyond the appointed day during the year)
but without adding the interest specified under this Act
- -
e) the amount of interest accrued and remaining unpaid (for the year) 16.79 16.87
f) The amount of further interest remaining due and payable even in the
succeeding years, until such date when the interest dues above are actually
paid to the small enterprise for the purpose of disallowance as a deductible
expenditure under section 23 of this Act.
-

Note:

(i) The above disclosure is given as per available information, to the extent ascertained, on principal outstanding dues as at the year end excluding the overdue amount settled/paid off during the year.

(ii) * No provision of interest & payment thereof have been made on overdue principal amount settled/paid during the year.The amount of said interest is unascertained.

(iii) Auditor has relied upon the information furnshied in respect of above disclosures.

45 (PSOR\HH%HQHÀWV·LQDFFRUGDQFHZLWK\$FFRXQWLQJ6WDQGDUG,QG\$6

The Company participates in defined contribution and benefit schemes, the assets of which are held (where funded) in separately administered funds. For defined contribution schemes the amount charged to the statements of profit or loss is the total of contributions payable in the year.

a) 'HÀQHG&RQWULEXWLRQ3ODQV

The Company has recognised an expense of Rs. 84.80 lakh (Previous Year Rs. 114.99 lakh) towards the defined contribution plan.

E? 'HÀQHGEHQHÀWVREOLJDWLRQDVSHUDFWXDULDOYDOXDWLRQ

Year ended
0DUFK
Year ended
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3DUWLFXODUV Gratuity /HDYH(QFDVKPHQW Gratuity /HDYH(QFDVKPHQW
Funded Non-Funded Funded Non-Funded
I &KDQJHLQSUHVHQWYDOXHRIREOLJDWLRQGXULQJWKH\HDU
Present value of obligation at the beginning of the year 672.31 94.17 665.10 90.70
- Current Service Cost 32.18 4.09 31.16 6.06
- Past Service Cost - - - -
- Interest Cost 45.72 6.40 50.55 6.89
- Acquisition cost - - - -
Actuarial loss/(gains) on Obligation (20.96) (3.23) (21.57) 20.81
Benefits Paid (39.82) (14.36) (52.92) (30.29)
3UHVHQW9DOXHRIREOLJDWLRQDVDW\HDUHQG 689.42 87.06 672.31 94.17
II Change in Fair Value of Plan Assets during the year
Plan assets at the beginning of the year 5.19 - 6.28 -
Investment Income 0.36 - 0.48 -
Employer's contribution 2.01 37.91 -
%HQHÀWVSDLG (5.50) (39.07) -
Actuarial loss/(gains) 0.02 (0.41)
Plan assets at the end of the year 2.08 - 5.19 -

6KDOLPDU3DLQWV/LPLWHG

1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

Year ended
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Year ended
0DUFK
III 5HFRQFLOLDWLRQRI3UHVHQWYDOXHRI'HÀQHG%HQHÀW2EOLJDWLRQ
and Fair Value of Plan Assets
Gratuity /HDYH(QFDVKPHQW Gratuity /HDYH(QFDVKPHQW
1 Present Value of obligation as at year-end 689.42 87.06 672.31 94.17
2 Fair value of plan assets at year -end 2.08 - 5.19 -
3 Funded status {Surplus/(Deficit)} (687.34) (87.06) (667.12) (94.17)
</hduhqghg0dufk<></hduhqghg0dufk<></hduhqghg0dufk<>
<hduhqghg0dufk< th=""><hduhqghg0dufk< th=""> <hduhqghg0dufk< th="">
IV ([SHQVHVUHFRJQLVHGLQWKH6WDWHPHQWRI3URÀWDQG/RVV Gratuity /HDYH(QFDVKPHQW Gratuity /HDYH(QFDVKPHQW
1 Current Service Cost 32.18 4.09 31.16 6.06
2 Interest Cost 45.36 6.40 50.07 6.89
3 Past service Cost - - - -
4 Expected return on plan assets - - - -
5 Actuarial (Gain) / Loss - (3.23) - 20.81
Total Expenses 77.54 7.26 81.23 33.76
Year ended
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Year ended
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V ([SHQVHVUHFRJQLVHGLQWKH6WDWHPHQWRI2WKHU
&RPSUHKHQVLYH,QFRPH
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1 Net Actuarial (Gain)/Loss (20.99) - (21.16) -
VI 'LYLVLRQRI'%2DWWKHHQGRIWKH\HDU
1 Current Liability 417.13 48.13 395.09 53.20
2 Non-Current Liability 272.29 38.93 277.22 40.96
</hduhqghg0dufk<>
<hduhqghg0dufk< th=""><hduhqghg0dufk< th=""></hduhqghg0dufk<> <hduhqghg0dufk< th=""></hduhqghg0dufk<>
VII \$FWXDULDO\$VVXPSWLRQV Gratuity /HDYH(QFDVKPHQW Gratuity /HDYH(QFDVKPHQW
1 Discount Rate 6.80% 6.80% 7.60% 7.60%
2 Mortality Table 100 % IALM (2012
-14)
100 % IALM (2012
-14)
As per IALM (2006-
08)
As per IALM (2006-
08)
3 Salary Escalation 2.00% 2.00% 2.00% 2.00%

The Estimates of future salary increase considered in actuarial valuation, take account of inflation, seniority promotion and other relevant factors, such as supply and demand in the employment market. The above information is certified by the actuary.

VIII \$FWXDO5HWXUQRQ3ODQ\$VVHWV (VWLPDWHVRI&RQWULEXWLRQIRUQH[W\HDU
3DUWLFXODUV Year ended
0DUFK
Year ended
0DUFK
Year ended
0DUFK
Year ended
0DUFK
Funded Funded Funded Funded
1) Gratuity 0.02 (0.41) - -
IX History of Experience Adjustment: Year ended
March 31, 2021
Year ended
March 31, 2020
Year ended
March 31, 2019
Year ended
March 31, 2018
7Year ended
March 31, 2017
Gratuity
Present Value of obligation 689.42 672.31 665.10 516.87 439.04
Fair value of Plan assets 2.08 5.19 6.28 2.35 0.73
Net Asset/(Liability) (687.34) (667.13) (658.82) (514.52) (438.31)
Actuarial (Gain)/Loss on plan obligation (20.96) (21.57) 83.68 18.08 (46.25)
Actuarial Gain/(Loss) on plan assets 0.02 (0.41) 0.19 (0.05) (1.38)
/HDYH(QFDVKPHQW
Present Value of obligation 87.06 94.17 90.70 47.76 65.46
Fair value of Plan assets - - - -
-
Net Asset/(Liability) (87.06) (94.17) (90.70) (47.76) (65.46)
Actuarial (Gain)/Loss on plan obligation (3.23) 20.81 42.67 (35.62) 4.08
Actuarial Gain/(Loss) on plan assets - - - -
-

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK (All amounts are in Rupees lakh, unless otherwise stated)

X 6HQVLWLYLW\$QDO\VLV

Year ended
0DUFK
Year ended
0DUFK
,PSDFWRQ
OLDELOLWLHV
,PSDFWRQ
OLDELOLWLHV
\$VVXPSWLRQ &KDQJHVLQ
DVVXPSWLRQ
,QFUHDVH 'HFUHDVH ,QFUHDVH 'HFUHDVH
Gratuity
Discount rate -/+0.5%
movement
(24.09) 27.45 23.49 26.77
Future salary growth -/+0.5%
movement
28.65 (25.47) 27.94 24.84
/HDYH(QFDVKPHQW
'LVFRXQWUDWH -/+0.5%
movement
(22.74) 25.91 7.75 9.00
)XWXUHVDODU\JURZWK -/+0.5%
movement
27.05 (24.05) 9.40 8.19

XI 'HVFULSWLRQRI5LVN([SRVXUHV

Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the company is exposed to various risks as follow -

A) Salary Escalation Risk- The present value of the defined benefit plans calculated with the assumptions of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determined the present value of obligation will have a bearing on the plan's liablity.

B) Interest Rate Risk – The Plan expose the company to the risk of fall in interest rates. A fall in interest rate will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability.

C) Liquidity Risk : This is the risk that the company is not able to meet the short term benefit payout. This may arise due to non availability of enough cash/ cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.

D) Demographic Risk – The company has used certain mortality and attrition assumptions in valuation of the liability. The company is exposed to the risk of actual experience turing out to be worse compared to the assumptions.

XII The major catagories of plan assets for gratuity as a percentage of the fair value of total plan assets are as follows:

3DUWLFXODUV 0DUFK 0DUFK
Fund managed by Insurer 100% 100%

46 CATEGORY-WISE CLASSIFICATION OF FINANCIAL INSTRUMENTS

)LQDQFLDO\$VVHWV

3DUWLFXODUV Fair Value
+LHUDUFK\
As at
0DUFK
As at
0DUFK
&DUU\LQJ\$PRXQW Fair Value &DUU\LQJ\$PRXQW Fair Value
)LQDQFLDODVVHWVGHVLJQDWHGDWIDLUYDOXH
WKURXJKSURÀWDQGORVV
a) Investment
i) In Prefrence shares Level-3 - - - -
)LQDQFLDODVVHWVGHVLJQDWHGDW
DPRUWLVHGFRVW
a) Other bank balances 504.36 504.36 177.15 177.15
b) Cash & Cash Equivalents 265.19 265.19 280.89 280.89
c) Trade & Other receivables Level-3 7,772.04 7,772.04 7,150.08 7,150.08
d) Loans Level-3 150.09 150.09 165.69 165.69
e) Investment in Debentures Level-3 0.23 0.23 0.23 0.23
f) Other Financial Assets Level-3 452.29 452.29 846.27 846.27
,QYHVWPHQWLQVXEVLGLDU\&RPSDQLHV - - - -

)LQDQFLDO/LDELOLWLHV

3DUWLFXODUV Fair Value
+LHUDUFK\
As at
0DUFK
As at
0DUFK
&DUU\LQJ\$PRXQW Fair Value &DUU\LQJ\$PRXQW Fair Value
)LQDQFLDOOLDELOLWLHVGHVLJQDWHGDW
DPRUWLVHGFRVW
a) Borrowings Level-3 13,054.24 13,054.24 12,076.35 12,076.35
b) Trade & Other Payables Level-3 11,094.72 11,094.72 9,610.38 9,610.38
c) Other Financial Liability Level-3 2,227.95 2,227.95 3,031.68 3,031.68
  1. The fair value of financial assets and liabilities are 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.

  2. The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values, since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

  3. Financial assets & liabilities under fair value hierarchy (Level 1 & 2) - Nil.

*)DLUYDOXHKLHUDUFK*

/HYHO - Quoted prices/NAV (unadjusted) in active markets for identical assets or liabilities.

/HYHO - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

/HYHO - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

47 FINANCIAL RISK MANAGEMENT - OBJECTIVES AND POLICIES

The Company's financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company's financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other receivables. The Company is exposed to Market risk, Credit risk and Liquidity risk. The Company realizes that risks are inherent and integral aspect of any business. The primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The primary market risk to the Company is foreign exchange risk & interest rate risk. The Company calculates and compares the alternative sources of funding by including cost of currency cover also.

The following disclosures summarize the Company's exposure to financial risks. Quanitative sensitivity analyses have also been provided to reflect the imapct of reasonably possible changes in market rates on the financial results, cash flows and financial positiion of the Company.

L0DUNHWULVN

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of fluctuation in market prices. These comprise three types of risk i.e. currency rate risk , interest rate risk and other price related risks. Financial instruments affected by market risk include loans and borrowings, deposits, investments, and derivative financial instruments.

*D?)RUHLJQ&XUUHQF\5LVNDQGVHQVLWLYLW*

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Foreign exchange risk sensitivity analysis has been performed on the foreign currency exposures in the Company's financials assets and financials liabilities at the reporting date i.e. 31st March 2021, net of related foreign exchange contracts.

7KHFDUU\LQJDPRXQWVRIWKH&RPSDQ\·VIRUHLJQFXUUHQF\GHQRPLQDWHGPRQHWDU\LWHPV8QKHGJH?DUHDVIROORZV
3DUWLFXODUV As at 31st
0DUFK
As at 31st
0DUFK
)LQDQFLDO\$VVHWV
Trade receivables
370.90 167.33
)LQDQFLDOOLDELOLWLHV
Trade payables
1HWDVVHWVOLDELOLWLHV
(167.53)
203.38
(289.89)
(122.56)

*)RUHLJQ&XUUHQF\6HQVLWLYLW*

Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency upon conversion into functional currency, due to exchange rate fluctuations between the previous reporting period and the current reporting period.

LQFUHDVHDQGGHFUHDVHLQIRUHLJQH[FKDQJHVUDWHVZLOOKDYHWKHIROORZLQJLPSDFWRQSURÀWORVV?EHIRUHWD[
3DUWLFXODUV 2020-21 2019-20
,QFUHDVH GHFUHDVH ,QFUHDVH GHFUHDVH
USD Sensitivity 10.17 (10.17) (6.13) 6.13
,QFUHDVHVGHFUHDVH?LQSURÀWRUORVV 10.17 (10.17) (6.13) 6.13

*E,QWHUHVW5DWH5LVNDQG6HQVLWLYLW*

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Any changes in the interest rates environment may impact future rates of borrowing. The Company mitigates this risk by regularly assessing the market scenario, finding appropriate financial instruments, interest rate negotiations with the lenders for ensuring the cost effective method of financing.

,QWHUHVW5DWH5LVN([SRVXUH
3DUWLFXODUV \$VDWVW0DUFK \$VDWVW0DUFK
INR Total INR Total
Variable Rate Borrowings 13,054.24 13,054.24 12,076.35 12,076.35
7RWDO%RUURZLQJV

6HQVLWLYLW\RQYDULDEOHUDWHERUURZLQJV

3DUWLFXODUV ,PSDFWRQ3URÀW /RVV?EHIRUHWD[
31-Mar-21 31-Mar-20
,15%RUURZLQJV
Interest Rate Increase by 0.50%
(65.27) (60.38)
Interest Rate decrease by 0.50% 65.27 60.38

(All amounts are in Rupees lakh, unless otherwise stated)

*F&RPPRGLW\SULFHULVNDQGVHQVLWLYLW*

Commodity Price Risk is the risk that future cash flow of the Company will fluctuate on account of changes in market price of key raw materials. The Company is exposed to the movement in price of key raw materials in domestic and international markets.

LL&UHGLW5LVN

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. Trade receivables are typically unsecured and are derived from revenue earned from customers primarily located in India. Credit risk arising from trade receivable is managed in accordance with the Established Policy etc, procedures and control relating to customer credit risk management. The deposits with banks constitute mostly the liquid investment of the Company and are generally not exposed to credit risk.

For trade receivables, as a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The provision matrix as at the end of the reporting period and expected credit loss for the year end against Trade receivables (Financial assets) as ascertained by the management and confirmed by the IBBI registered valuer are as follows:

Ageing
([SHFWHGFUHGLWORVV
2020-21 2019-20
Within the credit period 2.30 3.31
0-1 year 4.33 4.83
1-2 years 45.57 43.13
More than 2 years 100.00 100.00

0RYHPHQWLQH[SHFWHGFUHGLWORVVDOORZDQFHQHW

3DUWLFXODUV /LIHWLPHH[SHFWHGFUHGLWORVVHV PRQWKVH[SHFWHGFUHGLWORVVHV
31-Mar-21 31-Mar-20 31-Mar-21 31-Mar-20
Balance at the beginning 2,703.63 1,843.56 650.64 597.64
Provision Reduced during the year 1,766.77 1,741.18 - -
Additional provision created during the year - 2,601.25 - 53.00
%DODQFHDWWKHHQG 936.86 650.64 650.64

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis. In general it is presumed that credit risk has significantly increased since initial recognition if legal action needs to be initiated against such trade receivables.

LLL/LTXLGLW\ULVN

Liquidity risk refers to risk of financial distress or high financing cost arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and require financing. The Company's objective is to maintain at all times optimum levels of liquidity to meet its cash and collateral requirements. Processes and policies related to such risk are reviewed by senior management and management monitors the Company's net liquidity position through rolling forecast on the basis of expected cash flows.

The table below provides details regarding the contractual maturities of significant financial liabilities as of March 31, 2021:

([SHFWHGPDWXULW\IRUÀQDQFLDOOLDELOLWLHV

</hdu<>
3DUWLFXODUV &DUU\LQJ\$PRXQW 2Q'HPDQG /HVVWKDQ\HDU 0RUH7KDQ <hdu< th="">Total Total
Borrowings 13,054.24 8,667.86 1,981.81 2,404.57
Trade & Other payables 11,094.72 2,372.42 7,541.38 1,180.93
Other financial liabilities 2,227.95 2,188.14 39.81

The table below provides details regarding the contractual maturities of significant financial liabilities as of March 31, 2020:

</hdu<>
3DUWLFXODUV &DUU\LQJ\$PRXQW 2Q'HPDQG /HVVWKDQ\HDU 0RUH7KDQ <hdu< th="">Total Total
Borrowings 12,076.35 8,411.75 1,844.31 1,820.28
Trade & Other payables 9,610.38 2,811.09 5,807.74 991.55
Other financial liabilities 3,031.68 2,887.88 143.81

(All amounts are in Rupees lakh, unless otherwise stated)

47.1 &DSLWDO5LVN0DQDJHPHQW

The Company's policy is to maintain an adequate capital base so as to maintain creditor and market confidence and to sustain future development. Capital includes issued capital, share premium and all other equity reserves attributable to equity holders. In order to strengthen the capital base, the Company may use appropriate means to enhance or reduce capital, as the case may be.

3DUWLFXODUV \$VDW0DUFK \$VDW\$VDWVW0DUFK
Borrowings 13,054.24 12,076.35
Less: cash and cash equivalents 265.19 280.89
1HWGHEW 12,789.05 11,795.46
Total Equity 22,307.15 27,287.16
&DSLWDODQG1HWGHEW 35,096.20 39,082.61
Gearing Ratio 36% 30%

Note: Sensitivity analysis for risk management is based on management estimates.

48 5HODWHG3DUW\'LVFORVXUHDVSHU,QG\$6

A. /LVWRI5HODWHG3DUW\ 5HODWLRQVKLS

  • (a) .H\0DQDJHULDOSHUVRQ

(b) 2WKHUUHODWHGSDUWLHV

1 Mr. Ashok Kumar Gupta Managing Director (Appointed as MD w.e.f 27.12.2019) 2 Mr. Gautam Company Secretary (Appointed as Company Secretary w.e.f. 12.08.2019) 3 Mr. Ashish Kumar Bagri Chief Financial Officer (Ceased to be CFO w.e.f 21.01.2021)

1 Virtuous Tradecorp Pvt. Ltd. Substantial beneficial owner (SBO) in the company
2 Hind Strategic Investment Substantial beneficial owner (SBO) in the company
3 Mr. Alok Perti Non-Executive Director
4 Mr. Gautam Kanjilal Non-Executive Director
5 Mr. Ashok Kumar Agarwal Non-Executive Director (Appointed as Director w.e.f. 12.08.2019)
6 Mr. Sanjay Kumar Gupta Non-Executive Director (Ceased as Director w.e.f. 05.10.2020)
7 Ms. Shruti Srivastava Non-Executive Director (Appointed as Director w.e.f. 20.02.2020)
8 Mr. Vijay Kumar Sharma Non-Executive Director (Appointed as Director w.e.f. 05.10.2020)

B. 5HODWHG3DUW\7UDQVDFWLRQ

3DUWLFXODUV 7UDQVDFWLRQGXULQJWKH\HDU
FY 2020-21 FY 2019-20
5HLPEXUVHPHQWRIH[SHQVHVLQFXUUHGE\&RPSDQ\
Mr. Surender Kumar - 0.01
Mr. Nitin Gupta - 0.48
Mr. Sandeep Gupta - 0.12
Mr. Ashok Kumar Gupta 1.30 0.96
Mr. Ashish Kumar Bagri 0.25 0.06
Mr. Gautam 0.17 0.15
Interest on Loan
Hind Strategic Investment - 0.64
&RQYHUVLRQRI(&%/RDQ
Hind Strategic Investment - 553.37
'LUHFWRUV6LWWLQJ)HHV
Mr. Alok Perti 2.30 2.50
Mr. Gautam Knajilal 3.80 4.40
Ms. Pushpa Chowdhary - 0.40
Mr. Ashok Kumar Agarwal 1.10 0.80
Mr. Sanjay Kumar Gupta 0.60 0.40
Ms. Shruti Srivastava 1.00 -
Mr. Vijay Kumar Sharma 0.40 -

(All amounts are in Rupees lakh, unless otherwise stated)

5HPXQHUDWLRQDQGRWKHUSHUTXLVLWHV
(a) short-term employee benefits; 246.61 193.73
(b) post-employment benefits; 4.68 (5.56)
(c) other long-term benefits; - 2.30
3DUWLFXODUV 2XWVWDQGLQJ%DODQFHVDWWKH\HDUHQGHG
VW0DUFK VW0DUFK
6DODU\3D\DEOH
Mr. Ashok Kumar Gupta 13.56 14.62
Mr. Ashish Kumar Bagri - 2.57
Mr. Gautam 0.76 0.88
&RPSHQVDWLRQWR.H\0DQDJHPHQW3HUVRQQHOV
3DUWLFXODUV 6KRUWWHUPHPSOR\HHEHQHÀWV
FY 2020-21 FY 2019-20
Mr. Surender Kumar - 38.85
Mr.Sandeep Gupta - 62.95
Mr. Nitin Gupta - 1.97
Mr. Ashok Kumar Gupta 195.31 65.86
Mr. Ashish Kumar Bagri 40.89 16.10
Mr. Gautam 10.40 8.00

6KDOLPDU3DLQWV/LPLWHG 1RWHVWRWKH&RQVROLGDWHG)LQDQFLDO6WDWHPHQWVIRUWKH\HDUHQGHG0DUFK

(All amounts are in Rupees lakh, unless otherwise stated)

49 SHARE BASED PAYMENTS

The Company provides share-based payment schemes to its employees. The relevant details of the scheme are as follows:

0DUFK 0DUFK
3DUWLFXODUV No. of
RSWLRQV
:WDYJ
H[HUFLVH3ULFH
(in Rs.)
No. of
RSWLRQV
:WDYJ
H[HUFLVH3ULFH
(in Rs.)
No. of Options Outstanding at the beginning ofthe year 21,375 90.73 22,875 92.08
Options Granted during the year
Options Forfeited / Surrendered / Lapsed during the year 10,875 90.73 1,500 92.08
Options exercised during the year - - - -
Number of options Outstanding at the end of the year 10,500 111.22 21,375 90.73

II. :HLJKWHG\$YHUDJHUHPDLQLQJFRQWUDFWXDOOLIH

5DQJHRI([HUFLVH3ULFH 0DUFK 0DUFK
1RRIRSWLRQV
outstanding
:HLJKWHG
DYHUDJH
FRQWUDFWXDOOLIH
(years)
1RRIRSWLRQV
outstanding
:HLJKWHGDYHUDJH
FRQWUDFWXDOOLIH
(years)
43.80- 111.22 10,500 4.98 21,375 4.98

III. :HLJKWHGDYHUDJH)DLU9DOXHRI2SWLRQVJUDQWHGGXULQJWKH\HDU

3DUWLFXODUV 0DUFK 0DUFK
Exercise price is less than market price 121.64 97.84
IV. The weighted average market price of options exercised during the year ended March 31, 2021is 166.00

The weighted average market price of options exercised during the year ended March 31, 2020is 135.33

V. Method and Assumptions used to estimate the fair value of options granted during the year ended: The fair value has been calculated using the Black Scholes Option Pricing model. The Assumptions used in the model are as follows:

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\$YHUDJH
:HLJKWHG\$YHUDJH
1. Risk-free rate of return 8.15% 8.15%
2. Time to Maturity -
-
3. Expected Volatility 69.57% 69.57%
4. Expected divided yield -
-
5. Exercise Price (in Rs.) 111.22 90.73
6.Price of the underlying share in market at the time of the option grant.(in Rs.) 166.00 135.33
5VODNKV
VI. 3DUWLFXODUV 0DUFK 0DUFK
Employee Option plan expense (8.14) (1.56)
Total liability at the end of the period 12.77 20.91

50 ,PSDLUPHQW5HYLHZ

Assets are tested for impairment whenever there are any internal or external indicators of impairment. Impairment test for assets are monitored for internal management purposes, within the only operating segment i.e. Manufacture of paints. During the year the impairment testing did not result in any impairment in the carrying amount of assets, doubtful trade receivables as referred to in Note 47.

51 6HJPHQWLQIRUPDWLRQ

The Company operates mainly in one business segment (Business Segment) i.e. Paints; accordingly sales & stock in trade represent paints & allied products.

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(All amounts are in Rupees lakh, unless otherwise stated)

  • 52 Other receivable includes Rs. 3.53 crore (net of Rs. 11.22 crore as final settlement received during earlier years ) in respect of Howrah Plant insurance claim. The total claim receivable against the inventory and fixed assets was Rs. 14.75 crore. The Company is not in agreement with the settlement amount and has filed an arbitration petition which is under progress.
  • 53 (i) The Company has claimed Rs 32.90 crore in respect of Nasik Plant Fire under Loss of Profit Policy , and the surveyor appointed by the inurer has assessed the claim vide their interim report at Rs 22.14 crore (loss of production method) & at Rs 22.63 crore (Turnover method) . Against the claim , the Company has received Rs 14 crore(as interim payment) during earlier financial years , and the same was shown under the head Extraordinary items/ gain. The said claim was accounted for , as a matter of prudence ,on receipt basis.

(ii) The Company has claimed Rs 59.35 Crores inrespect of Nasik Plant Fire under Reinstatement Policy, and the Surveyor appointed by the insurer has assessed the claim vide their report at Rs. 19.54 Crores. Against the claim, the Company has received Rs. 20.91 Crores (Rs. 9.91 Crore in current Financial Year ).The difference of Rs. 6.04 Crore,being the claim receivable Rs. 3.87 crore in beginning of the year and actual receipt of Rs.9.91 crore, is shown under "other Income"in note no 31. The company is persuing for the balance claim.

  • 54 Fixed assets and inventories, except the said damaged assets, have been verified & valued as per applicable accounting standards as well as existing accounting policies of the Company, with no material discrepancy.
  • 55 Term Loan from financials institutions represent loan availed by Company for working capital for business needs.
  • 56 The Division Bench of Hon'ble High Court of Calcutta passed an order on 07/05/2009 requiring the Company to give immovable property to the extent of Rs. 4.5 Crores as a security in favour of Tara Properties (the landlord of property at 13, Camac Street, Kolkata). The Company has given portion of the land at Goaberia as a security.
  • 57 Due to outbreak of pandemic COVID 19 globally and in India, the operations of the Company, were impacted, due to shutdown of all its plants and offices/depots following nationwide lockdown by the Government of India. The Company has resumed operations in a phased manner as per directives from the Government of India. The Company has evaluated impact of this pandemic on its business operations and financial position and based on its review of current indicators of future economic conditions, there is no significant impact on its financial statements as at 31st March 2021. The management does not see any medium and long term risks in the Company's ability to continue as going concern and meeting its liabilities as an when they fall due. However, the impact assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and duration, and accordingly the impact may be different from that estimated as at the date of approval of these financial statements.
  • 58 Some of the Financials assets & liabilities including trade receivables, trade payables and advances, are pending for confirmation/ reconciliation, and impact of the same on financial statements, if any, is unascertained.
  • 59 Previous year figures have been regrouped/rearranged/recast, whatever considered necessary to confirm to current year's classification.

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Chartered Accountants (ICAI Firm Registration No.: 329518E)

Arun Kumar Dubey \$VKRN.XPDU*XSWD \$ORN3HUWL Partner Managing Director Director (Membership No.: 057141) DIN:- 01722395 DIN:- 00475747 UDIN:

Place : Gurugram 0RKLW'RQWHU *DXWDP

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Date : 26th June, 2021 Chief Financial Officer Company Secretary Mem. No:- ACS 30581

143

6KDOLPDU3DLQWV/LPLWHG CIN: L24222HR1902PLC065611

Regd Office: Stainless centre, 04th Floor, Plot No.50, Sector-32, Gurugram, Haryana-122001 Website: www.shalimarpaints.com e-mail: [email protected]

E-COMMUNICATION REGISTRATION FORM

To, BEETAL Financial & Computer Services Pvt Ltd. [Unit: Shalimar Paints Limited] BEETAL HOUSE, 3rd Floor, 99, Madangir, Behind LSC, New Delhi – 110062 Ph. 011-29961281-283, 26051061, 26051064 Fax 011-29961284 Email: [email protected]

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I/we hereby exercise my/our option to receive all communications from the Company such as Notice of General Meeting, Explanatory Statement, Audited Financial Statements, Balance Sheet, Profit & Loss Account, Directors' Report, Auditor's Report etc. in electronic mode pursuant to the "Green Initiative in Corporate Governance" taken by the Ministry of Corporate Affairs vide circular no. 17/2011 dated 21st April, 2011. Please register my e-mail ID as given below, in your records, for sending the communications:

Folio No. / DP ID & Client No.:……………………………………………………………………………………………………
Name of 1st Registered Holder:………………………
Name of Joint Holder(s), if any: ………………………………………………………………………………………….………….…….
Registered Address of the Sole/1st Registered Holder………………………………………………………….………………
No. of Shares held: ……………………………………………………………………………………………………………………
E-mail ID (to be registered): ……………………………………………………………………………………….….………………

Date: …………………………………………..…… Signature:……………………………….…………

Notes:

  • 1) On registration, all communications will be sent to the e-mail ID registered.
  • 2) Shareholders are requested to keep the Company's Registrar BEETAL Financial & Computer Services Pvt Ltd. informed as and when there is any change in the e-mail address.

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