2020-2021 TH 108

SIMPLEX REALTY LIMITED

Board Of Directors

Shri Sanjay N Damani Executive Director Smt. Sandhya R Kini Executive Director Shri Vishnubhai B.Haribhakti Shri Surendra Kumar Somany Shri Vijay S.Jindal Shri Sabhapati G..Shukla Smt. Renu Jain

Shri Nandan Damani Chairman and Managing Director

Chief Financial Officer Shri Surendra Kabra

Company Secretary th Shri Paras Shah (Appointed w.e.f. 30 July, 2020)

Statutory Auditors Khandelwal and Mehta LLP Chartered Accountants Mumbai

Secretarial Auditors M/s. Taher Sapatwala & Associates Company Secretaries Mumbai

Corporate Identification Number (CIN) L17110MH1912PLC000351

Bankers State Bank of India, Mumbai HDFC Bank Ltd., Mumbai

Solicitors M/s.Federal and Company, Mumbai

Registered Office 30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk,

Mumbai-400 011 Tel.: 23082951

Share Transfer Agent

Freedom Registry Limited Plot No. 101/102, 19th Street, Tel.:0253-2354032 Fax :0253-2351126 Email: [email protected]

CONTENTS
	Page Nos.
Notice	1-17
Directors' Report	18-28
Management Discussion and Analysis Report	29-33
Corporate Governance Report	34-48
Auditors' Report	49-55
Balance Sheet	56
Statement of Profit and Loss	57
Statement of Changes in Equity	58
Cash Flow Statement	59-60
Notes to Financial Statements	61-93
Consolidated Financial Statements	94-140

th 108 Annual General Meeting of the Company will be held on th Wednesday, the 4 August, 2021 at 11.30.am through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM")

NOTICE

NOTICE is hereby given that the Hundred and Eight ANNUAL GENERAL MEETING of the Members of SIMPLEX REALTY LIMITED will be held on th Wednesday, the 4 day of August, 2021 at 11.30 a.m. through Video Conferencing ("VC")/ Other Audio Video Means ("OAVM") to transact the following businesses: -

ORDINARY BUSINESS:

1. Adoption of Audited Financial Statements and Reports thereon

To receive, consider and adopt the Audited Financial Statements (including audited Consolidated Financial Statements) of the st Company for the financial year ended 31 March, 2021 and the Reports of the Directors'and Auditors' thereon.

2. Appointment of Director in place of those retiring by rotation

To appoint a Director in place of Shri Sanjay N Damani (DIN 03078104), who retires by rotation and being eligible, offers himself for reappointment.

SPECIAL BUSINESS:

3. Re-appointment of Shri Sabhapati G. Shukla (DIN: 02799713) as an Independent Director of the Company

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

"RESOLVD THAT pursuant to the provisions of Section 149, 150, 152 and all other applicable provisions, if any, of the Companies Act, 2013 (the Act) and the Companies (Appointment and Qualification of Directors) Rules, 2014 read with Schedule IV and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and as recommended by the Nomination and Remuneration Committee and the Board of Directors, Shri Sabhapati G. Shukla, was st appointed as an Independent Director on 21 October 2016 who holds office of Independent th Director upto 20 October, 2021, and being eligible, and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature for the office of Director, be and is hereby re-appointed as an Independent Director of the Company, not liable to retire by rotation and to hold office for a second term of five(5) consecutive years with effect from st 21 October, 2021 upto 20th October, 2026;

RESOLVED FURTHER THAT pursuant to Regulation 17(1A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, approval of the Members be and is hereby accorded to the continuation of directorship of Shri Sabhapati G. Shukla after he attains the age of 75 years, as an Independent Director of the Company;

RESOLVED FURTHER THAT the Board or Company Secretary of the Company, be and is hereby authorized to do all such acts, deed, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution".

4. Re-appointment of Smt. Sandhya R Kini (DIN: 03346789) as a Whole Time Director for a period st of three years w.e.f. 21 October, 2021

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 196, 197 and any other applicable provisions, if any, of the Companies Act, 2013 (the Act) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule V of the Act, the approval of the members of the Company be and is hereby a c c o r d e d t o a p p r o v e t h e t e r m s o f re-appointment including remuneration of Smt Sandhya R Kini as a Whole Time Director of the Company, for a period of three years with effect st th from 21 October, 2021 to 20 October, 2024, liable to retire by rotation and as recommended and approved by the Nomination and Remuneration Committee and the Board of Directors in its st meeting held on 31 May, 2021, upon the terms and conditions including remuneration as set out in the draft agreement (the Agreement) to be entered into between the Company and Smt. Sandhya R Kini, as set out in the explanatory statement annexed to the notice convening this meeting;

RESOLVED FURTHER THAT the Board of Directors of the Company ('the Board', which term shall be deemed to include the Nomination and Remuneration Committee) be and is hereby authorized to revise, amend, alter and/or vary the terms and conditions of re-appointment including remuneration in such a manner as may be permitted in accordance with the provisions of the Section 197, Schedule V and any amendment thereto or re-enactment thereof;

RESOLVED FURTHER THAT in case the Company, during the currency of tenure of Smt. Sandhya R Kini, as referred above, has no profits or its profits are inadequate, Smt. Sandhya R Kini, an Executive Director of the Company be paid the aforementioned remuneration as 'Minimum Remuneration' in the respective financial year(s) as set out in the Agreement, notwithstanding that the same may exceed the ceiling limit laid down in Section 197, Schedule V of the Act;

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board or Company Secretary of the Company be and is hereby authorised to do all such acts, deeds, matters and things as it may, in its absolute discretion deemed necessary, proper or desirable and to settle any questions, difficulties and/or doubts that may arise in this regard in order to implement and give effect to the foregoing resolution."

5. Revision in terms of remuneration of Shri. Sanjay N Damani (DIN: 03078104), Executive Director of the Company

To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT in partial modification of the th resolution passed by the Members at the 105 Annual General Meeting of the Company held on st 1 August, 2018 for the re-appointment of Shri Sanjay N Damani , Whole time Director designated as an Executive Director of the Company and pursuant to the provisions of Sections 196, 197 and all other applicable provisions, if any, of the Companies Act, 2013 (the Act) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 read with Schedule V of the Act (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) and as recommended by the Nomination and Remuneration Committee and the Board of Directors and subject to all other sanctions, approvals and permissions as may be required and subject to such conditions and modification(s) as may be imposed or prescribed by any of the authorities while granting such sanctions,

approvals and permissions, consent of the Members of the Company be and is hereby accorded for the revision in the terms of remuneration payable to Shri Sanjay N Damani , Whole-time Director designated as an Executive Director of the Company, by way of increase in the maximum amount of salary to ₹ 90,000/- per month (₹ Ninety Thousand only) with proportionate to increase in the benefits related to basic salary and perquisites, if any (including the remuneration to be paid in the event of no profits or its profits are inadequate in any financial year during the tenure st of his re-appointment), effective from 1 April, 2021, for the unexpired period of his term, as set out in the Explanatory Statement annexed to the Notice convening this meeting;

RESOLVED FURTHER THAT all other terms and conditions of his re-appointment, as approved th earlier by the Members in the 105 Annual General st Meeting of the Company held on 1 August, 2018 and which are not dealt with in this resolution, shall remain unaltered;

RESOLVED FURTHER THAT the Board of Directors of the Company ('the Board', which term shall be deemed to include the Nomination and Remuneration Committee) be and is hereby authorized to revise, amend, alter and/or vary the terms and conditions in relation to the above remuneration in such a manner as may be permitted in accordance with the provisions of the Section 197, Schedule V and any amendment thereto or re-enactment thereof;

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board or Company Secretary be and is hereby authorised to do all such acts, deeds, matters and things as it may, in its absolute discretion deemed necessary, proper or desirable and to settle any questions, difficulties and/or doubts that may arise in this regard."

By order of the Board of Directors

Paras Shah Company Secretary

Mumbai, 30th June, 2021 CIN: L17110MH1912PLC000351

Registered Office:

30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai-400011

NOTES:

1. The Explanatory Statement pursuant to the provisions of Section 102 of the Companies Act, 2013 (the Act), in respect of the Special Business under Item number 3, 4 and 5 of the Notice dated th 30 June, 2021 is appended hereto. The relevant details of Directors seeking appointment/reappointment pursuant to the Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations) is given in Annexure to this Notice.
2. In view of the COVID-19 pandemic, the Ministry of Corporate Affairs ("the MCA") vide its Circular number 20/2020 dated May 05, 2020 read with Circulars number 14/2020 and 17/2020 dated April 08, 2020 and April 13, 2020 respectively, followed Circular No. 02/2021 dated January 13, 2021(collectively referred to as 'the MCA Circulars'), has introduced certain measures enabling companies to convene their Annual General Meeting through Video Conferencing (VC) or Other Audio Visual Means (OAVM) without the physical presence of the Members at a common venue and also sending notice of the Annual General Meeting and other correspondences related thereto, through electronic mode and Securities and Exchange Board of India ("SEBI") vide its circular no. SEBI / HO / CFD / CMD1 / CIR / P / 2020 / 79 dated May 12, 2020 in relation to "Additional relaxation in relation to compliance with certain provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ("SEBI Listing Regulations")– Covid-19 pandemic" and circular no. SEBI / HO / CFD / CMD2 / CIR / P / 2021 /11 dated January 15, 2021 in relation to "Relaxation from compliance with certain provisions of the SEBI Listing Regulations, 2015 due to the Covid -19 pandemic" (collectively referred to as "SEBI Circulars") permitted the holding of the Annual General Meeting ("AGM") through VC / OAVM, without the physical presence of the Members at a common venue. In compliance with the MCA Circulars and SEBI Circulars, the AGM of the members of the Company is being held through VC / OAVM. The corporate office of the Company shall be deemed to be the venue for the AGM.
3. In view of the MCA Circulars, no proxy shall be appointed by the Members and accordingly the Proxy Form and Attendance Slip are not annexed to this Notice. However, the Corporate Members (other than Individuals, HUF, NRI etc.) intending to authorize their representatives are requested to

send duly certified copy of the Board Resolution alongwith attested specimen signature of the duly authorized signatory (ies) who are authorized to participate the AGM through VC/OAVM and to vote through remote e-voting to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].

4. The Explanatory Statement pursuant to Section 102 of the Act setting out material facts concerning the business under Item Nos. 3,4 and 5 of the Notice is annexed hereto. The Board of Directors have considered and decided to include Item Nos.3,4 and 5 as given above, as Special Business in the forthcoming AGM as they are unavoidable in nature.
5. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
6. Since the AGM will be held through VC / OAVM, the Route Map is not annexed in this Notice.
7. Book Closure:

The Register of Members and Transfer Books of th the Company will be closed from Thursday, the 29 th day of July, 2021 to Wednesday, the 4 day of August, 2021 (both days inclusive) for the purpose of the Hundred and Eight Annual General Meeting (the AGM) or any adjournment thereof.

8. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act, and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Act, will be available for inspection in the electronic form (scanned copy) by the Members during the AGM. All documents referred to in the Notice will also be available for inspection in the electronic form (scanned copy) without any fee by the Members from the date of circulation of this Notice th up to the date of AGM, i.e.4 August, 2021. Members seeking to inspect such documents can send an email to [email protected]

9. Unclaimed Dividends:

(a) Transfer to the Investor Education and Protection Fund:

Members are hereby informed that the Company is required to transfer dividends which have remained unpaid/unclaimed for a period of seven years from the date on which dividend has become due for payment to the Investor Education and Protection Fund (IEPF) established by the Government. Accordingly, during the year, unclaimed dividends amounting ` 1,64,714/- pertaining to the financial year 2012-2013 has been th transferred to IEPF on 29 September, 2020.

Members are requested to note that no claim shall lie against the Company in respect of any amount of dividend remaining unclaimed/ unpaid for a period of seven years from the dates they became first due for payment. Any Member, who has not claimed the dividend in st respect of the financial year ended 31 March, 2014 and onwards is requested to approach the Company/Share Transfer Agent (STA) of the Company for claiming the same as early th as possible but not later than 11 September, 2021.

(b) Details of Unclaimed Dividends on Website:

In order to help Members to ascertain the status of Unclaimed Dividends, the Company has uploaded the information in respect of Unclaimed Dividends for the financial year st ended 31 March, 2014 and subsequent years on the website of Investor Education and Protection Fund, www.iepf.gov.in and under "Investor Relations" section on the website of the Company, www.simplex–group.com .

(c) Transfer of "Underlying Share" into IEPF:

In terms of Section 125(6) of the Act read with IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company is required to transfer the shares in respect of which dividends have remained unclaimed for a period of seven consecutive years to the IEPF Suspense Account established by the Central Government. As required under the said Rules, the Company has published a Notice in the newspapers inviting the Members attention to the aforesaid Rules. The Company has also sent individual communication to the concerned Members whose shares are liable to be transferred to IEPF Suspense Account, pursuant to the said Rules.

The Company has also uploaded full details of such shares due for transfer as well as unclaimed dividends under "Investor Relations" section on the website of the Company.

10. Nomination Facility:

As per the provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. The said form can be downloaded from the Company's website http://www.simplex-group.com / upload\_pdf / 2050 Nomination%20Form.pdf Members are requested to submit the said details to their DP in case the shares are held by them in electronic form or to STA in case the shares are held in physical form.

11. Updation of Members'Details:

The format of the Register of Members prescribed by the Ministry of Corporate Affairs under the Act, requires the Company/Share Transfer Agent (STA) to record additional details of Members, including their PAN details, email address, bank details for payment of dividend, etc. A form for capturing the additional details is appended at the end of this Annual Report. Members holding shares in physical form are requested to submit the filled in form to the Company or its STA. Members holding shares in electronic form are requested to submit the details to their respective Depository Participants.

12. To support the "Green Initiative", Members who have not registered their email addresses are requested to register the same with the Company's STA /their Depository Participants, in respect of shares held in physical/electronic mode respectively.
13. As per Regulation 40 of SEBI Listing Regulations, as amended, securities of listed companies can be transferred only in dematerialized form with effect st from, 1 April, 2019, except in case of request received for transmission or transposition and relodged transfers of securities. Further, SEBI vide its circular no. SEBI / HO / MIRSD / RTAMB / CIR / P st / 2020 / 236 dated December 2, 2020 had fixed 31 March, 2021 as the cut-off date for relodgement of transfer deeds and the shares which are re-lodged for transfer shall be issued only in demat mode. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company or Company's Registrar and Share Transfer Agent, Freedom Registry Limited for assistance in this regard.

14. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc., to their DPs in case the shares are held by them in electronic form or to Company's STA in case the shares are held by them in physical form.

15. Voting through Electronic means

I In compliance with provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and the Listing Regulations, as amended from time to time the Company is pleased to provide the Members facility of 'remote e-voting' (e-voting from a place other than venue of the AGM) to exercise their right to vote at the AGM. The business may be transacted through e-voting Services provided by National Securities Depository Limited (NSDL).

The facility for voting, through electronic voting system shall also be made available during the AGM. The Members attending the meeting, through VC/OAVM facility and who have not already cast their vote through remote e-voting shall be eligible to vote through e-voting system in the AGM. The Members who have already cast their vote through remote e-voting may attend the meeting but shall not be entitled to cast their vote again at the AGM.

The instructions for Members voting electronically are as under:

st (i) The voting period begins on Sunday, 1 August, 2021 (9.00 A.M.) and ends on rd Tuesday, 3 August, 2021 (5.00 P.M.). During this period, Members of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) i.e. Wednesday, the 28th July, 2021 may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting thereafter.

(ii) Any person, holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at [email protected]. However, if he/she is already registered with NSDL for remote e-voting then he/she can use his/her existing User ID and password for casting the vote. If you forgot your password, you can reset your password by using "Forgot User Details/Password" or "Physical User Reset Password" option available on www.evoting.nsdl. com or call on toll free no. 1800 1020 990 and 1800 22 44 30 . In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. th 28 July, 2021 may follow steps mentioned in the Notice of the AGM under "Access to NSDL e-Voting system".

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of "Two Steps" which are mentioned below:

Step 1: Access to NSDLe-Voting system

A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

th In terms of SEBI circular dated 9 December, 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.

SIMPLEX REALTY LIMITED

Type of shareholders	Login Method
Individual Shareholders holding securities 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 options available against company name or e-Voting service provider - NSDL and you will be re-directed to NSDL e-Voting 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/SecureWeb/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 held with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on options available against company name or e-Voting service provider - NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
Individual Shareholders holding securities in demat mode with CDSL	1. Existing users who have opted for Easi / Easiest, they can login through their 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 www.cdslindia.com and click on New System Myeasi.
	2. After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The Menu will have links of e-Voting service provider i.e. NSDL. Click on NSDL to cast your vote.
	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 link in www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. After successful authentication, user will be provided links for the respective ESPi.e. NSDL where the e-Voting is in progress.
Individual Shareholders (holding securities in demat mode) login through their depository participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Once 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 successful authentication, wherein you can see e-Voting feature. Click on options available against company name or e Voting service provider-NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	M e m b e r s f a c i n g a n y technical issue in login can contact NSDL helpdesk by sending a reques t at [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30
Individual Shareholders holding securities in demat mode with CDSL	M e m b e r s f a c i n g a n y technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia. com or contact at 022- 23058738 or 022-23058542- 43

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDLe-Voting website?

1. 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.
1. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.
1. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

Your User ID details are given below :

Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID F o r e x a m p l e i f y o u r B e n e f i c i a r y I D i s 12 then your user ID is 12
c ) F o r M e m b e r s holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

5. Password details for shareholders other than Individual shareholders are given below:

a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
c) How to retrieve your 'initial password'?
(i) If your email ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your 'User ID' and your 'initial password'.
(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered
1. If you are unable to retrieve or have not received the " Initial password" or have forgotten your password:
a) Click on "Forgot User Details / Password ? " (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
b) Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
1. After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.
1. Now, you will have to click on "Login" button.
1. After you click on the "Login" button, Home page of e-Voting will open.

How to cast your vote electronically and join General Meeting on NSDLe-Voting system?

1. After successful login at Step 1, you will be able to see all the companies "EVEN" in which you are holding shares and whose voting cycle and General Meeting is in active status.
1. Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on "VC/OAVM" link placed under "Join General Meeting".
1. Now you are ready for e-Voting as the Voting page opens.
1. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted.
1. Upon confirmation, the message "Vote cast successfully" will be displayed.
1. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
1. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General guidelines for shareholders

1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].
1. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the "Forgot User Details/Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com to reset the password.
1. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800 1020 990 /1800 224 430 or send a request at [email protected].
1. In case of any grievances connected with facility for e-voting, please contact Ms. Sarita Mote, Assistant Manager, Email: [email protected] / saritam @ nsdl.co.in, or call on 1800 1020 990 /1800 224 430

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

1. In case shares are held in physical mode please provide 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 [email protected]
1. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self

attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected] If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.

1. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
16 THE INSTRUCTIONS FOR MEMBERS FOR E-VOTING ON THE DAY OF THE AGM ARE AS UNDER:-
1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
1. Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the AGM.
1. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.
1. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting.
17. INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:
1. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system.After successful login, you can see link of "VC/OAVM link" placed under "Join General meeting" menu against company name. You are requested to click on VC/OAVM link placed under Join General Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting

instructions mentioned in the notice to avoid last minute rush.

1. Facility of joining the AGM through VC/OAVM shall open 30 minutes before the time scheduled for the AGM and shall be kept open throughout the proceedings of the AGM.
1. Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending their request from their registered email address mentioning their name, DP ID and Client ID/folio number, PAN, mobile number at company-secretary@simplexth group.com from 28 July, 2021 (9:00 a.m. IST), to th 30 July, 2021 (5:00 p.m. IST). Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM.
1. Members who need assistance before or during the AGM, can contact NSDL on [email protected]/ 1800 1020 990 /1800 224 430 or contact Ms. Sarita M o t e , As s i s t a n t M a n a g e r, N S D L , a t [email protected].
II The voting rights of Members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date (record date) th i.e. Wednesday, 28 July, 2021.
III Shri Pankaj Khandelwal, Practising Company Secretary has been appointed as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner.
IV The Scrutinizer shall, immediately after the conclusion of voting at the AGM, first count the votes cast at the meeting, thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the Company and make not later than three days of conclusion of the meeting a consolidated Scrutinizer's report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing who shall countersign the same.
V The Results shall be declared on or after the AGM of the Company. The Results declared alongwith the Scrutinizer's Report shall be placed on the Company's website www.simplex–group.com and on the website of NSDL within two days of passing of the resolutions at the AGM of the Company and communicated to BSE Limited.

EXPLANATORYSTATEMENT

As required by Section 102 of the Companies Act, 2013 (the Act), the following Explanatory Statement sets out all material facts relating to the business mentioned under Item numbers 3, 4 and 5 of the accompanying Notice dated 30th June, 2021.

Item No.3

th The Members of the Company at the 104 Annual th General Meeting held on 8 August, 2017 approved the appointment of Shri Sabhapati G. Shukla as an Independent Director of the Company for a period of 5 st (five) consecutive years with effect from 21 October, 2016. Shri Sabhapati G. Shukla will be completing his th first term on 20 October, 2021.

st The Board of Directors at the meeting held on 31 May, 2021, and pursuant to the recommendation of the Nomination and Remuneration Committee and based on his skills, rich experience, knowledge, contributions, continued valuable guidance to the management made by him during his tenure and outcome of performance evaluation of the Independent Directors, has recommended for approval of Members, the re-appointment of Shri Sabhapati G. Shukla as an Independent Director of the Company, for a second term of 5 (five) consecutive years with effect from st th 21 October, 2021 upto 20 October, 2026, shall not be liable to retire by rotation.

As per Section 149(10) of the Act, an Independent Director shall hold office for a term of upto 5 (five) consecutive years on the board of a company, but shall be eligible for re-appointment on passing a special resolution by the company for another term of upto 5 (five) consecutive years on the board of a company.

Shri Sabhapati G. Shukla, aged 70 years, is a science and a law graduate, and also a post graduate diploma in Hospital and Health Care Management.

He has vast experience in the field of General Administration and Management. He currently serves as an Independent Director on the Board of Simplex Mills Company Limited. He is also a Chairman of Audit Committee, Nomination and Remuneration Committee and Stakeholder Relationship Committee of Simplex Mills Company Limited.

Shri Sabhapati G. Shukla holds 135 Equity Shares in the Company. During the year under review, he has attended all four meetings of the Board. Further, he is not related to any Directors or Key Managerial Personnel of the Company.

Shri Sabhapati G. Shukla is not disqualified from being appointed as Director in terms of Section 164 of the Act and has given his consent to act as Director and a declaration to that he meets the criteria of independence as prescribed both under Section 149(6) of the Act and Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Company has received notice in writing from a Member under Section 160(1) of the Act proposing the candidature of Shri Sabhapati G. Shukla for the office of Independent Director of the Company.

In the opinion of the Board, Shri Sabhapati G. Shukla fulfill the conditions for re-appointment as Independent Director as specified in the Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Shri Sabhapati G. Shukla is independent of the management.

As per Regulation 17(1A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, with effect from April 1, 2019, no listed company shall appoint or continue the directorship of a non-executive director who has attained the age of 75 years, unless a special resolution is passed to that effect and justification thereof is indicated in the explanatory statement annexed to the notice for such appointment. Considering that during the course of term of appointment of Shri Sabhapati G. Shukla as an Independent Director, he will be attaining the age of 75 years, it is necessary to approve continuation of his directorship on the Board of Directors of the Company by way of a special resolution.

A copy of the draft letter for re-appointment of Shri Sabhapati G. Shukla setting out the terms and conditions of re-appointment is available for inspection without any fee by the members by sending a request through email at [email protected] during working days, upto and including the date of the AGM.

The Board considers that his continued association would be of immense benefit to the Company as it has been beneficial in the past and it is desirable to continue to avail his services. Accordingly, consent of the Members is sought for passing special resolution as set out in this Item of the Notice for re-appointment of Shri Sabhapati G. Shukla as an Independent Director of the Company.

Except Shri Sabhapati G. Shukla, being an appointee, none of the Directors and Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolution set out at Item number 3 except to the extent of their shareholding, if any, in the Company.

The Explanatory Statement together with the accompanying Notice may also be regarded as disclosure under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 issued by the Institute of Company Secretaries of India.

The Board recommends the Resolution at item No. 3 of the Notice for your approval.

Item No. 4

Smt. Sandhya R Kini was appointed Whole-time Director of the Company for a period of five years with st effect from 21 October, 2016. The term of her office th expires on 20 October, 2021. The Board of Directors at its meeting held on 31st May, 2021 and pursuant to the recommendation of Nomination and Remuneration Committee approved the re–appointment of Smt Sandhya R Kini as Whole-time Director designated as the Executive Director of the Company for a further st period of three years with effect from 21 October, 2021, upon the terms and conditions, including as to remuneration as set out in the Agreement, subject to the necessary approvals.

Smt. Sandhya R Kini, aged 52 years has been associated with the Company since 2011 and holds 100 equity shares in the Company. She is a commerce graduate from University of Mumbai and has experience in the field of general administration.

She has attended all four Meetings of the Board during the year under review. She currently serves as a Director on the Boards of Lucky Vyapaar and Holdings Private Limited and Simplex Renewable Resources Private Limited. Further, she is not related to any of the Directors or Key Managerial Personnel of the Company.

The Agreement to be executed between the Company and Smt. Sandhya R Kini contains, inter-alia, the following terms and conditions:

I Remuneration:

I Salary:

The proposed remuneration is ` 51,000/- per month, payable as under:

a Basic Salary: ` 20,400/- per month
b House Rent Allowance: `10,200/- per month.
c Perquisite as shown below upto ` 20,400/- per month.

ii Perquisites:

Monetary value of the perquisites shall be restricted to the aforesaid amount or such other amount as may be permissible according to law from time to time in force, and as may be determined by the Board of Directors.

A In addition to salary, Smt. Sandhya R Kini will be entitled to perquisites and allowances like personal medical insurance and such other payments in nature of perquisites and allowances as may be decided by the Board from time to time on the recommendation of the Nomination and Remuneration Committee, to discharge her duty as the Executive Director.
B Smt. Sandhya R Kini shall also be eligible to the following perquisites which shall not be included in the computation of the ceiling on remuneration specified above:
a gratuity payable at a rate not exceeding half a month's salary for each completed year of service, and
b Leave: One month on full pay and allowances as per the Rules of the Company but not exceeding one month's leave for every 11 months of service.
C The Executive Director shall not be paid any sitting fees for attending the meetings of the Board or Committees thereof.

II Minimum Remuneration:

Where in respect of any financial year, during the tenure of Smt. Sandhya R Kini, an Executive Director of the Company, the Company has no profits or its profits are inadequate, Smt. Sandhya R Kini shall be paid the aforementioned remuneration as "Minimum Remuneration" in the respective financial year(s) as set out in the Agreement, notwithstanding that the same may exceed the ceiling limit laid down in Section 197, Schedule V of the Act.

III Other Terms and Conditions:

A The tenure of the Executive Director shall be for a period of three years commencing from st 21 October, 2021.
B The Executive Director will devote her whole

time and attention to the business of the Company and carry out such duties, as may be entrusted to her by the Board from time to time and exercise such powers as may be assigned to her, subject to superintendence, control and directions of the Board in connection with and in the best interest of the business of the Company.

C The Executive Director shall not exceed the powers so delegated by the Board pursuant to clause (III)(B) above.
D The Executive Director undertakes to employ the best of the skill and ability to make the utmost endeavors to promote the interest and welfare of the Company and to conform and comply with the directions and regulations of the Company and all such orders and directions as may be given to her from time to time by the Board.
E The personnel policies of the Company and the related rules which are applicable to other employees of the Company will also be applicable to the Executive Director, unless specifically provided otherwise.
F The terms and conditions of the appointment including the remuneration of the Executive Director may be altered / revised and varied from time to time by the board as it may, in its discretion deem fit, irrespective of the limits stipulated under Schedule V to the Act or any amendments made hereafter in this regard, in such manner as may be agreed between the Board and Executive Director, which shall be in accordance with the provisions of Section 197 read with Schedule V of the Act.
G The Executive Director shall not, during the period of her employment and without the previous consent in writing of the Board, engage or interest herself either directly or indirectly in the business or affairs of any other person, firm, company, body corporate or in any undertaking or business of a nature similar to or competing with the business and further, shall not, in any manner, whether directly or indirectly use, apply or utilise her knowledge or experience for or in the interest of any such person, firm, company or body corporate as aforesaid or any such competing undertaking or business as aforesaid.
H. The Executive Director shall not, during the continuance of her employment with the

Company, divulge or disclose to any person, firm, company or body corporate whomsoever or make any use whatever for her own or for whatever purpose, of any confidential information or knowledge obtained by her during her employment as to the business or affairs of the Company or as to any trade secret or secret processes of the Company and the Executive Director shall, during the continuance of her employment hereunder, also use her best endeavors to or even any other person, firm, company or body corporate concerned from doing so.

I. Either party shall terminate this Agreement by giving to the other advance notice of ninety days, provided that the Company may waive the notice by giving the remuneration for ninety days which the Executive Director would have received when she had remained in office for the said ninety days.

The Members are being informed of the remuneration package by way of explanatory statement as given above.

The Board of Directors and the Executive Director have agreed on the terms of employment. After obtaining approval from Members, the Board will formally execute the Agreement with the Executive Director reflecting the terms. Accordingly, consent of the members is sought for passing Special Resolution as set out in the item of the Notice for re-appointment of Smt. Sandhya R Kini as an Executive Director of the Company.

The appointment of Smt. Sandhya R Kini and remuneration payable to her are in line with provisions of the Act, read with Schedule V and subject to the approval of the Members at the AGM and to the extent any of the provisions herein are inconsistent or contrary to terms of such approval, the latter will prevail.

The period of office of Smt. Sandhya R Kini shall be liable to determination by retirement of directors by rotation.

If Smt. Sandhya R Kini is re-appointed as a director, immediately on retirement by rotation, she shall continue to hold office of the Executive Director of the Company and such re-appointment as director shall not be deemed to constitute break in her appointment as the Executive Director of the Company.

A scanned copy of the Agreement will be available for inspection without any fee by the Members by sending a request through e-mail at company-secretary@ simplex-group.com during normal business hours on any working day upto and including the date of the AGM.

Except Smt.Sandhya R Kini, none of the Directors, Key Managerial Personnel or their relatives are concerned or interested, financially or otherwise in the resolution set out at Item no. 4, except to the extent of their shareholding, if any in the Company.

The Explanatory Statement together with the accompanying Notice may also be regarded as an abstract of the Agreement and Memorandum of interest under Section 190 of the Act and also as disclosure under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 issued by the Institute of Company Secretaries of India.

The Board recommends the Resolution at Item No. 4 of the Notice for your approval.

Item No.5

th The Members of the Company at the 105 Annual st General Meeting of the Company held on 1 August, 2018, approved the re-appointment of Shri Sanjay N Damani as a Whole – time Director designated as an Executive Director for a period of five years with effect st from 1 June, 2018 to 31 May, 2023, at remuneration, consisting of ` 80,000/- per month.

st The Board of Directors at its meeting held on 31 May, 2021, on the recommendation of the Nomination and Remuneration Committee and taking into consideration of his efforts given to and involvement in the Company's project and enhancing the brand value through the various initiatives etc. approved the revision in the salary from the existing 80,000/- to 90,000/- per month for his unexpired term of office. All other terms and conditions in relation to his appointment and remuneration as approved by the Members remain unchanged.

Shri Sanjay N Damani has been associated with the Company since 2012 and holds 77230 equity shares in the Company. He has attended all the four Board Meetings held during the year under review. He is also a Director on the Board of The Nav Bharat Refrigeration and Industries Limited, Shreelekha Global Finance Limited, Lucky Vyapaar and Holdings Private Limited, Enas Foundation and Simplex Renewable Resources Private Limited. Further Shri Sanjay N Damani and Shri Nandan Damani are related to each other.

Shri Sanjay N Damani is a MBA from Bryant University, Rhode Island, USA having experience in the area of Marketing, Finance and General Management.

The supplementary Agreement to be executed between the Company and Shri Sanjay N Damani contains, interalia, the following terms and conditions:

I Remuneration:

i Salary:

The proposed remuneration is ` 90,000/- per month, payable as under:

a Basic Salary: `36,000/- per month
b House Rent Allowance: ` 18,000/- per month.
c Perquisite as shown below upto ` 36,000/ - per month.

ii Perquisites:

A In addition to salary, Shri Sanjay N Damani will be entitled to perquisites and allowances like reimbursement of expenses in respect of gas, electricity and water, furnishing and repairs, medical reimbursement and leave travel concession for self and his family, club fees, personal accident insurance and such other payments in nature of perquisites and allowances as may be decided by the Board of Directors from time to time on the recommendation of the Nomination and Remuneration Committee, to discharge his duty as the Executive Director.
B Shri Sanjay N Damani shall also be eligible to the following perquisites which shall not be included in the computation of the ceiling on remuneration specified above:
a. Gratuity: payable at a rate not exceeding half a month's salary for each completed year of service, and
b. Leave: One month on full pay and allowances as per the Rules of the Company but not exceeding one month's leave for every 11 months of service. The leave accumulated but not availed of will be allowed to be encashed at the end of the tenure.
C. The Company shall provide a car for use on Company's business and telephone at the residence of Shri Sanjay N Damani. Shri Sanjay N Damani will be billed by the

Company for personal long distance calls on telephone and use of car for personal purposes.

D. The Executive Director shall not be paid any sitting fees for attending the meetings of the Board of Directors or Committees thereof.

iii. Commission:

Such remuneration as calculated with reference to the net profits of the Company in particular financial year, if any, as may be determined by the Nomination and Remuneration Committee and/or the Board of Directors of the Company at the end of each financial year, subject to overall ceiling stipulated in Section 198 of the Act.

II Minimum Remuneration:

Where in respect of any financial year, during the tenure of Shri Sanjay N Damani as the Executive Director of the Company, the Company has no profits or its profits are inadequate, Shri Sanjay N Damani shall be paid the aforementioned remuneration as "Minimum Remuneration" in the respective financial year(s) as set out in Agreement, notwithstanding that the same may exceed the ceiling limit laid down in Section 197, Schedule V of the Act.

III Other Terms and Conditions:

a. The remuneration of the Executive Director may be altered/revised and varied from time to time by the Board as it may, in its discretion deem fit, irrespective of the limits stipulated under Schedule V to the Act or any amendments made hereafter in this regard, in such manner as may be agreed to between the Board and the Executive Director.
b. The aggregate of the remuneration as aforesaid shall be in accordance with the provisions of Section 197, Schedule V and all other applicable provisions of the Act. All other terms and conditions of his re-appointment as a Whole–time Director designated as an Executive Director of the Company, as th approved by the Members at the 105 Annual st General Meeting held on 1 August, 2018, shall remains unchanged.

The Members are being informed of the remuneration package by way of explanatory statement as given above.

The Board of Directors and the Executive Director have agreed in the revision of the terms of remuneration. After obtaining approval from Members, the Board will formally execute the supplementary Agreement with the Executive Director reflecting the terms. Accordingly consent of the members sought for passing special resolution as set out in the item of the notice for revision of remuneration of Shri Sanjay N Damani, Executive Director of the Company.

The revision of the terms of remuneration of Shri Sanjay N Damani as the Executive Director are in line with provisions, Schedule V to the Act and subject to the approval of the Members at this AGM and to the extent any of the provisions herein are inconsistent or contrary to terms of such approval, the latter will prevail.

For the purpose of compliance with Section 152 of the Act and for determining the Director liable to retire by rotation, Shri Sanjay N Damani, Executive Director of the Company shall be the director liable to retire by rotation and being eligible, has offered himself for re-appointment.

Acopy of the supplementary Agreement is available for inspection without any fee by the Members at the Registered Office of the Company during normal business hours on any working day upto and including the date of the AGM.

Except Shri Nandan Damani and Shri Sanjay N Damani, or there relatives none of the Directors, Key Managerial Personnel or their relatives is interested in the said remuneration payable to Shri Sanjay N Damani as the Executive Director of the Company, except to the extent of their shareholding, if any, in the Company.

The Board recommends the Resolution at Item No. 5 of the Notice for your approval.

Information for the Members pursuant to Section II of Part II of Schedule V to the Companies Act, 2013 (for Item No. 4 and 5)

I. General Information
a. Nature of Industry: The Company is engaged in the business of Property Development
b. Date or expected date of commencement of commercial production: The Company is in operation since 1912, although it entered in to the real estate segment in 1999.
c. In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus: Not Applicable.
d. Financial Performance based on given indicators:

Particulars	2020-2021	2019-2020
Total Income	9,24,15,433	13,82,74,206
Profit before Depreciation, Finance Costs, Exceptional Item and Taxation	73,79,198	1,13,82,235
Less: Depreciation	12,34,978	18,20,081
Less: Finance Costs	20,63,108	35,75,485
Profit before Exceptional Item and Tax	40,81,112	59,86,669
Less: Exceptional Item	-	-
Profit before Tax	40,81,112	59,86,669
Less: Current Tax	7,00,959	13,05,209
Deferred Tax	(12,71,934)	42,10,878
Taxes of earlier years (net)	1,754	(66,116)
Profit for the year	46,50,333	5,36,698
Other Comprehensive Income / (Expense) for the year, net of tax	98,65,429	(1,07,03,872)
Total Comprehensive Income / (Expense) for the year	1,45,15,762	(1,01,67,174)

e. Foreign Investments and Collaborations:

The Company has not made any Foreign Investments and neither entered into any collaborations during the last year.

II Informations of Smt. Sandhya R Kini and Shri Sanjay N Damani:

a. Background Details:

The basic details for Smt. Sandhya R Kini and Shri Sanjay N Damani are mentioned above in Item 4 and 5 of the explanatory statement.

b. Past Remuneration:

st During the financial year ended 31 March, 2021, the remuneration paid to Smt. Sandhya R Kini and Shri Sanjay N Damani was 5,76,000/- and 9,60,000/- respectively.

c. Recognition and Awards: None

d. Job Profile and their suitability:

Smt. Sandhya R Kini: She is associated with the Company since 2011 and charged with the responsibility for looking after the day to day affairs of the Company. She is a commerce graduate and has vast experience in the field of administrative work. She is involved in the General management of the Company.

Shri Sanjay N Damani: He is an MBA from Bryant University, Rhode Island, USA having experience in the area of Marketing, Finance and General Management. He is associated with the Company since 2012. He is charged with the responsibility for overall growth of the Company. Since his association with the Company, he is involved in the Company's project, thereby completing it successfully and enhancing the brand value of the Company through his various initiatives.

e. Remuneration proposed:

The details of the proposed remuneration for Smt. Sandhya R Kini and Shri Sanjay N Damani are given in the Item No.4 and 5 respectively of the explanatory statement in the accompanying Notice

f. Comparative remuneration profile with respect to industry, size of the Company, profile of the position and person:

Taking into consideration the size of the Company, the profile, knowledge, skills and responsibilities shouldered on Smt. Sandhya R Kini and Shri Sanjay N Damani, the remuneration proposed to be paid is commensurate with the remuneration packages paid to their similar counterparts in other companies.

g. Pecuniary relationship directly or indirectly with the Company or relationship with the managerial personnel:

Shri Sanjay N Damani and Shri Nandan Damani are related to each other.

Besides the remuneration proposed to be paid to her, Smt. Sandhya R Kini does not have any other pecuniary relationship with the Company or relationship with the other managerial personnel.

III. Other Information:

a. Reasons for inadequate profits:

The Company is into real estate development and profitability is depend upon project completion and sale, considering the nature of the business there could be inadequate profits in any year.

b. Steps taken or proposed to be taken for improvement and expected increase in productivity and profits in measurable terms:

The Company continues to focus on consolidation of its operations, rationalization of business and exploring the opportunities in the development and redevelopment of residential and commercial projects.

IV. Disclosures:

The information and disclosures of the remuneration package of the managerial personnel have been mentioned in the Corporate Governance Report under the heading st Remuneration to Directors for the year ended 31 March, 2021.

By order of the Board of Directors

Paras Shah Company Secretary

Mumbai, 30th June, 2021

CIN: L17110MH1912PLC000351

Registered Office:

30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai – 400011

DETAILS OF DIRECTORS SEEKING APPOINTMENT / RE-APPOINTMENT IN TERMS OF THE REGULATION 36(3) SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Re-appointment of Shri Sanjay N Damani (Item No. 2)

Shri Sanjay N Damani aged 31 years has been associated with the Company since 2012 and holds 77230 equity shares in the Company. He has attended all the four Board Meetings held during the year under review. He is a Member of the Corporate Social Responsibility Committee of the Company. He is also a Director on the Board of The Nav Bharat Refrigeration and Industries Limited, Shreelekha Global Finance Limited, Lucky Vyapaar and Holdings Private Limited, Enas Foundation and Simplex Renewable Resources Private Limited. Further, Shri Sanjay N Damani and Nandan Damani are related to each other.

Shri Sanjay N Damani is an MBAfrom Bryant University, Rhode Island, USA having experience in the area of Marketing, Finance and General Management.

The Board considers that his continued association would be of immense benefit to the Company and it is desirable to continue to avail services of Shri Sanjay N Damani as a Director.

Except Shri Sanjay N Damani and Shri Nandan Damani, none of the Directors and the Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the Item No.2 of the Notice.

The Board recommends the Resolution set out at item No. 2 of the Notice for your approval.

Re-appointment of Shri Sabhapati G. Shukla (Item No. 3)

For the details of the re -appointment of Shri Sabhapati G. Shukla as an Independent Director of the Company, please refer to the above Explanatory Statement in respect to Special Business set out at Item No. 3 of the Notice of the AGM pursuant to the Companies Act, 2013.

Re- appointment of Smt Sandhya R Kini (Item No. 4)

For the details of the re -appointment of Smt Sandhya R Kini as an Executive Director of the Company, please refer to the above Explanatory Statement in respect to Special Business set out at Item No. 4 of the Notice of the AGM pursuant to the Companies Act, 2013.

By order of the Board of Directors

Paras Shah Company Secretary

Mumbai, 30th June, 2021

CIN: L17110MH1912PLC000351

Registered Office:

30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai – 400011

DIRECTORS' REPORT

To

The Members,

Your Directors are pleased to present the Hundred and Eight Annual Report, together with the Audited Accounts for st the year ended 31 March, 2021.

FINANCIAL RESULTS

FINANCIAL RESULTS		(In `)
Particulars	2020-21	2019-20
Total Income	9,24,15,433	13,82,74,206
Profit before Depreciation, Finance Costs, Exceptional Item and Taxation	73,79,198	1,13,82,235
Less: Depreciation	12,34,978	18,20,081
Less: Finance Costs	20,63,108	35,75,485
Profit before Exceptional Item and Tax	40,81,112	59,86,669
Add/Less: Exceptional Item	-	-
Profit before Tax	40,81,112	59,86,669
Less: Current Tax	7,00,959	13,05,209
Deferred Tax	(12,71,934)	42,10,878
Taxes of earlier years (net)	1,754	(66,116)
Profit for the year	46,50,333	5,36,698
Other Comprehensive Income /(Expense) for the year, net of tax	98,65,429	(1,07,03,872)
Total Comprehensive Income /(Expense) for the year	1,45,15,762	(1,01,67,174)

DIVIDEND

The Directors do not recommend any dividend for the st financial year ended 31 March, 2021 with a view to conserve the resources of the Company for long term working capital requirements.

OPERATIONS

The total income of the Company for the current year is 9,24,15,433/- as against 13,82,74,206/- during the previous year. The Company has made a net profit of 46,50,333/- during the current year as against the net profit of 5,36,698/- in the previous year. The EPS for the current year is 1.55 as against 0.18 in the previous year.

TRANSFER TO RESERVES

The Board of Directors of your Company have not transferred any amount to the reserves for the financial year under review.

ASSOCIATE AND JOINT VENTURE COMPANIES

The Company has two Associate companies viz. Simplex Papers Limited and Simplex Mills Company Limited. There are no joint venture companies within the meaning of Section 2(6) of the Companies Act, 2013 (the Act).

During the year, the Board of Directors reviewed the affairs of the Associate Companies. In terms of subsection 3 of Section 129 of the Act, we have prepared consolidated financial statements of the Company, which forms part of the Annual Report. Further, a statement containing the salient features of the Financial Statements of the Associate Companies is set out in the prescribed form AOC-1 (Part 'B'–Associates and Joint Ventures) which forms part of the Annual Report.

PROJECTS

The Company is developing a project consisting of villas at Nachinolla, Goa. We have obtained completion certificate from the concerned authorities for the villas. Interior work for villas is going on but due to COVID-19 pandemic, work has been slow and we are expecting these villas to be ready for sale during the current year.

The Company is exploring the options to start development on its own land at Mahalaxmi, Mumbai.

The Company's project "Simplex KhushAangan" which is a cluster of residential and commercial space located on prime location of S.V.Road, Malad (West), Mumbai is completed and handed over to the society for its day to day maintenance. The Company has commercial units as inventory in this project and we are making efforts to sale the inventory.

The Company continues to focus on consolidation of its operations, rationalization of business and exploring the opportunities in the development and redevelopment of residential and commercial projects.

CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of the business of the Company during the year.

PUBLIC DEPOSITS

The Company has not accepted any deposits from the public and as such, no amount of principal or interest on deposits was outstanding as on the balance sheet date.

LOANS, GUARANTEES AND INVESTMENTS

The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Act are given in the notes to the Financial Statements.

DIRECTORS AND KEY MANAGERIALPERSONNEL

Shri Sanjay N Damani, Executive Director of the Company retires by rotation in compliance with Section 152 of the Act, at the forthcoming AGM of the Company and being eligible, offers himself for re-appointment. The Board of Directors are also of the opinion that Shri Sanjay N Damani fulfills all the conditions as mentioned in the Act. Upon his re-appointment as a Director, Shri Sanjay N Damani shall continue to hold his office of the Executive Director, and shall not be deemed to constitute a break in his office of the Executive Director.

Smt. Sandhya R Kini was appointed as an Executive st Director of the Company with effect from 21 October, th 2016 upto 20 October, 2021. Looking at her valuable contribution and efforts taken in the Company, the Board of Directors of the Company at its meeting held on st 31 May, 2021, and pursuant to the recommendation of Nomination and Remuneration Committee, subject to approval of members, has approved the re-appointment of Smt. Sandhya R Kini, as an Executive Director of the Company for a period of three years with effect from st th 21 October, 2021 upto 20 October, 2024.

Shri Sabhapati G. Shukla was appointed as an Independent Director of the Company with effect from st th 21 October, 2016 upto 20 October, 2021. Pursuant to recommendation of the Nomination and Remuneration st Committee, the Board at its meeting held on 31 May, 2021 has approved the re-appointment of Shri Sabhapati G. Shukla as an Independent Director for a st th further term of 5 years from 21 October, 2021 upto 20 October, 2026, subject to approval of the members, since the Board was of the opinion that his association would be of immense benefit to the Company and it is desirable to avail services of Shri Sabhapati G. Shukla as an Independent Director.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under the Act and under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations) and that they are not disqualified to become directors under the Companies Act, 2013. In terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by The Indian Institute of Corporate Affairs at Manesar ('IICA').

In terms of Section 134 (3)(q) read with Rule 8 of the Companies (Accounts) Rules, 2014, the Board of Directors is of the opinion that all the Independent Directors of the Company hold highest standards of integrity and possess requisite expertise and experience required to fulfill their duties as Independent Directors. As per the requirement of the circular of the stock exchange (no: LIST/COMP/14/2018-19 Dated June 20, 2018), the Board of Directors and its Nomination and Remuneration Committee, while considering the appointment and re-appointment of the directors, have verified that they are not debarred from holding the office of director pursuant to any SEBI order. Accordingly, the Company affirms that the Director proposed to be appointed/re-appointed is not debarred from holding the office of director by virtue of any SEBI order or any other such authority.

The details of the Director being recommended for re–appointment are contained in the accompanying Notice of the AGM.

Consequent to resignation of Shri Shekhar R Singh, the Board has appointed Shri Paras Shah as the Company Secretary and Compliance Officer designated as the Key Managerial Personnel of the Company with effect th from 30 July, 2020.

BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, Board Committee and Individual Director, pursuant to the provisions of the Act and the Listing Regulations, a structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board's functioning composition of the Board and its Committees, culture, execution and performance of specific duties, obligations and governance.

The performance evaluation of the Independent Director was carried out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors. The Directors expressed their satisfaction with the evaluation process.

NUMBER OF MEETINGS OF THE BOARD

During the year under review, four Board meetings were held. The details of the meetings are given in Corporate Governance Report which forms part of this Report.

SHARE CAPTIAL

The paid-up Equity Share capital stood at ` 2,99,13,820/-. During the year under review, the Company has not issued equity shares with differential voting rights, sweat equity shares, employees stock options and not made any provision for purchase of its own shares.

REMUNERATION AND NOMINATION POLICY

The Board has framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The details of this policy is given in the Corporate Governance Report which forms part of this Report.

FA M I L I A R I Z AT I O N P R O G R A M M E F O R INDEPENDENT DIRECTORS

The Company has practice of conducting familiarization programme for Independent Directors of the Company. The details of the said programme are given in the Corporate Governance Report which forms part of this Report.

PARTICULARS OF EMPLOYEES

During the year, there was no employee in receipt of remuneration as prescribed in the Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The prescribed particulars of Employees 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 is attached as Annexure III and form part of this Report.

AUDITORS

Messrs, Khandelwal and Mehta LLP, Chartered Accountants, Mumbai (ICAI Firm Registration No. W100084), Auditors of the Company have submitted their Independent Auditors Report on the financial st statements of the Company for the year ended 31 March, 2021 which does not contain any qualification, reservation or adverse remark on the financial statements for the year under review. The Auditors have confirmed that they comply with all the requirements and criteria are otherwise qualified to continue to act as Auditors of the Company. No frauds have been reported by the Auditors under Section 143(12) of the Act.

SECRETARIALAUDIT

A Secretarial Audit was conducted during the year, in accordance with provisions of Section 204 of the Act. The Secretarial Auditor's Report is attached as Annexure II and forms part of this Report. There is no secretarial audit qualification, reservation or adverse remark for the year under review.

SECRETARIALSTANDARDS

The Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India on Board Meetings and Annual General Meetings.

CORPORATE GOVERNANCE

The Company has complied with the mandatory provisions of Corporate Governance requirements as stipulated under the Listing Regulations. A separate report on Corporate Governance along with the requisite Auditors' Certificate is annexed and forms part of this Report.

DIRECTOR'S RESPONSIBILITYSTATEMENT

Pursuant to Section 134(3)(C) read with Section 134(5) of the Act, and the Listing Regulations, on the basis of information placed before them, the Directors state that:

i. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
ii. appropriate accounting policies have been selected and applied consistently, and the judgments and estimates that have been made are reasonable and prudent so as to give a true and fair st view of the state of affairs of the Company as at 31 March, 2021 and the profit of the Company for the said period;
iii. proper and sufficient care has been taken for the 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 fraud and other irregularities;

iv. the annual accounts have been prepared on a going concern basis;
v. the internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and
vi. there is a proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

RELATED PARTYTRANSACTIONS

All Related Party Transactions that were entered into during the financial year were on an arm's length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Act and the Listing Regulations. There were no transactions during the year which would require to be reported in Form AOC-2. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large during the year that would have required Members approval under the Listing Regulations.

The policy on Related Party Transactions as approved by the Board is available on the Company's website. None of the Directors has any pecuniary relationships or transactions vis-à-vis the Company.

CORPORATE SOCIAL RESPONSIBILITY

During the year under review, the CSR Committee considered and recommended that since there is average loss for the preceding three financial year, there is no statutory requirement for spending on CSR activities in terms of the provisions of Section 135 of the Act. However, the Company and its management is committed to contribute towards the betterment of the society where we live and work as and when the Company's cash flow permits.

The details of Committee and its terms of reference are set out in Corporate Governance Report. The Annual Report on CSR activities is attached as Annexure I and forms part of this Report.

RISK MANAGEMENT

Risk management Policy has been developed and implemented. The Board is kept informed of the risk mitigation measures being taken through risk mitigation report/operation report. There are no current risks which threaten the existence of the Company.

INTERNAL CONTROLS SYSTEMS AND ADEQUACY

The Company has in place an adequate system of internal controls. It has documented policies and procedures covering all financial and operating functions and processes. These have been designed to provide a reasonable assurance with regard to maintaining of proper accounting controls for ensuring reliability of financial reporting, monitoring of operations, protecting assets from unauthorized use or losses and compliance with regulations. The details of the internal controls system are given in the Management Discussion and Analysis Report and forms part of this Report.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has a Vigil Mechanism/Whistle Blower Policy to deal with instance of fraud and mismanagement, if any. The detail of the Policy is explained in the Corporate Governance Report and is also available on the Company's website on http://www.simplex-group.com/upload\_pdf/24534 Whistle-Blower-Policy.pdf

ANNUAL RETURN

In terms of Section 92(3) of the Companies Act, 2013, copy of the Annual Return of the Company is placed on the website of the Company i.e. www.simplexgroup.com

STOCK EXCHANGE

The Company's equity shares are listed at BSE Limited and the Annual Listing Fees for the year 2021-2022 has been paid.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING C O N C E R N S TAT U S A N D C O M PA N Y ' S OPERATIONS IN FUTURE

During the financial year under review, no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and the Company's operations in future.

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

Considering the Company's business activities, the Directors have nothing to report under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 with reference to Conservation of Energy and Technology Absorption.

Foreign Exchange Transactions:	2020-21	2019-20
Foreign Exchange Earnings (`)	NIL	Nil
Foreign Exchange Outgo (`)	27,427/-	2,57,608/-

DISCLOSURE UNDER THE PREVENTION OF SEXUAL HARRASSMENT ACT, 2013

The Company has adopted a policy on prevention, prohibition and Redressal of Sexual harassment at workplace and has duly constituted an Internal Complaints Committee in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.

During the year under review, there was no complaint reported under the Prevention of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

MATERIAL CHANGES AFFECTING THE COMPANY

Due to the second wave of COVID-19 pandemic and in compliance with the directives of the Government of India / State Government / Local Authorities, the Company had during lockdown, suspended its on-going work at Goa site until permission is granted by the concerned authorities to resume the operations. The uncertainty arising from the extended lockdown and the evolving situation may delay in completion of interior work.

We are closely monitoring the situation and will take all necessary actions as may be required in the interest of all stakeholders.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIALYEAR

Not applicable as the Company has not made or received any application under the IBC during the financial year.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

The Company has not entered into any one-time settlement and thus, this clause is not applicable.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report for the Financial Year under review as stipulated under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, is attached and forms a part of this Report.

ACKNOWLEDGMENT

Your Directors place on record their appreciation for the assistance and support extended by all Government Authorities, Financial Institutions, Banks, Consultants, Solicitors and Members of the Company. The Directors express their appreciation for the dedicated and sincere services rendered by the employees of the Company.

For and on behalf of the Board of Directors

Nandan Damani Chairman and Managing Director

Mumbai, 31st May, 2021

ANNEXURE I

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY(CSR) ACTIVITIES

1. Brief Outline on CSR Policy of the Company: Our vision is to actively contribute to the social and economic development of the communities in which we operate. In doing, so to build a better, sustainable way of life for the weaker sections of society and raise the country's human development index.
2. Composition of the CSR Committee:

Sr. No.	Name of Director	Designation / Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1.	Shri Surendra Kumar Somany	Chairman	1	1
2.	Shri Nandan Damani	Member	1	1
3.	Shri Sanjay N Damani	Member	1	1

3. Web-link to the CSR Policy:

http://www.simplex-group.com/upload\_pdf/21524CSR%20Policy%20-%205.8.2015-SRL.pdf

4. Details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report): Not Applicable
5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any: Not Applicable
6. Average net loss of the company as per Section 135(5): ` 1,55,87,267/-
7.

Sr. No.	Particulars	Amount (`)
a.	Two percent of average net profit of the company as per section 135(5)	Nil
b.	Surplus arising out of the CSR projects or programmes or activities of the previous financial years.	Nil
c.	Amount required to be set off for the financial year, if any	Nil
d.	Total CSR obligation for the financial year (7a+7b-7c).	Nil

8. (a) CSR amount spent or unspent for the financial year: Not Applicable

Total Amount			Amount Unspent (in `)
Spent for the Financial Year. (in `)	as per Section 135(6).	Total Amount transferred to Unspent CSR Account	Amount transferred to any fund specified under Schedule VII as per second proviso to Section 135(5).
	Amount.	Date of transfer	Name of the Fund	Amount	Date of transfer
Nil	---	---	---	---	---

(1)	(2)	(3)	(4)	(5)		(6)	(7)	(8)	(9)	(10)		(11)
Sr. No.	Name of the Project	Item from the list of activities in Schedule VII to the Act.	Local area (Yes/No)		Location of the project State District	Project duration	Amount allocated for the project (in `) \| Amount<br>spent in the<br>current<br>financial<br>Year<br>(in`)	Amount transferred to Unspent CSR Account for the project as per Section 135(6) (in `)	Mode of Implementation - Direct (Yes/No)	Name	Mode of Implementation - Through Implementing Agency CSR Registration number
1	-	-	-	-	-	-	-	-	-	-	-	-

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

(c) Details of CSR amount spent against other than ongoing projects for the financial year: Not Applicable

(1)	(2)	(3)	(4)	(5)		(6)	(7)	(8)		(9)
Sr. No.	Name of the Project	Item from the list of activities in Schedule VII	Local Location of duration area the project (Yes/No)				Amount transferred to Unspent CSR Account for the project as per	Mode of Implementation - Direct (Yes/No)		Mode of Implementation - Through Implementing Agency
		to the Act.			State District		Section 135(6) (in `)		Name	CSR Registration number
1	-	-	-	-	-	-	-	-	-	-

(d) Amount spent in Administrative Overheads: Nil

(e) Amount spent on Impact Assessment, if applicable: Not Applicable

(f) Total amount spent for the Financial Year (8b+8c+8d+8e): Nil

(g) Excess amount for set off, if any: Not Applicable

Sr. No.	Particular	Amount (in `)
(I)	Two percent of average net profit of the company as per Section 135(5)
(ii)	Total amount spent for the Financial Year
(iii)	Excess amount spent for the financial year [(ii)-(I)]
(iv)	Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any
(v)	Amount available for set off in succeeding financial years [(iii)-(iv)]

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

Sr. No.	Preceding Financial Year	Amount transferred to Unspent CSR Account	Amount spent in the reporting		Amount transferred to any fund specified under Schedule VII as per section 135(6), if any		Amount remaining to be spent in succeeding
		under section 135 (6) (in `) \| Financial Year<br>(in`)	Name of the Fund	Amount (in `) \| Date of<br>transfer \| financial years.<br>(in`)
1	-	-	-	-	-	-	-

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

(1)	(2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)
Sr. No.	Project ID.	Name of the Project	Financial Year in which the project was commenced.	Project duration.	Total amount allocated for the project (in `) \| Amount spent on<br>the project in the<br>reporting Financial<br>Year (in`)	Cumulative amount spent at the end of reporting Financial Year. (in `)	Status of the project - Completed / Ongoing
1	-	-	-	-	-	-	-	-

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

(a) Date of creation or acquisition of the capital asset(s)
(b) Amount of CSR spent for creation or acquisition of capital asset.
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc.
(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset).

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):

The Company was not required to spend any amount on the CSR expenditure for the financial year 2020-2021 since the Company's average net loss for the three immediate preceding financial year is 1,55,87,267/- and does not meet with the criteria, in terms of the provisions of Section 135 of the Companies Act, 2013. `

Nandan Damani Chairman and Managing Director

Surendra Kumar Somany Chairman of CSR Committee

FORM NO. MR-3

SECRETARIAL AUDIT REPORT

st For the Financial Year ended on 31 March, 2021 [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To The Members, SIMPLEX REALTYLIMITED Mumbai

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Simplex Realty Limited (CIN: L17110MH1912PLC000351) and having its registered office at 30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Jacob Circle, Mumbai 400011 (hereinafter called 'the Company'). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing my opinion thereon.

Based on my verification of the Company's books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, the explanations and clarifications given to me and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and Exchange Board of India warranted due to the spread of the COVID-19 pandemic, I hereby report that in my opinion, the Company has, during the st audit period covering the financial year ended on 31 March, 2021 ("Review Period") complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I have examined the books, papers, minute books, forms and returns filed and other records maintained by st the Company for the financial year ended on 31 March, 2021 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made there under;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the

extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings (Not applicable to the Company during the Review Period);

(v) The following Regulations prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act'):
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
c. The Securities and Exchange Board of India (I s sue of Capital and Di s c losure Requirements) Regulations, 2018; (Not applicable to the Company during the Review Period);
d. The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (Not applicable to the Company during the Review Period);
e. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not applicable to the Company during the Review Period);
f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (Not applicable to the Company during the Review Period);
h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 (Not applicable to the Company during the Review Period);
i. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR);
(vi) The provisions of The Real Estate (Regulation and Development) Act, 2016 and the rules made there

under are specifically applicable to the Company based on their sector/industry.

I have also examined compliance with the applicable clauses of the Secretarial Standards issued by The Institute of Company Secretaries of India;

During the period under review and as per representations and clarifications provided by the management, I confirm that the Company has complied with the provisions of the Act, Rules, Regulations, Standards, Guidelines etc. mentioned above

I further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. There were no changes in the composition of the Board of Directors during the period under review and hence necessary compliance with the provisions of the Act was not applicable.

There was no prosecution initiated and no fines (except for the fines levied by BSE on the Company for late submission of certain documents for the quarter ended 31.03.2020 which were later waived off by BSE considering the request made by the Company; the delay which were on account of pandemic and lockdowns) or penalties were imposed during the year under review under the Act, SEBI Act, SCRA, Depositories Act, Listing Agreement and Rules, Regulations and Guidelines framed under these Acts against / on the Company, its Directors and Officers.

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.

I further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations, standards and guidelines.

I further report that during the audit period there were no major corporate events having a major bearing on the Company's affairs

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

Taher Sapatwala

Taher Sapatwala & Associates Company Secretaries FCS: 8029 C.P. No. 16149 UDIN:F008029C000375891

Place: Mumbai st Date: 31 May, 2021

Annexure A

To The Members, Simplex Realty Limited Mumbai

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

1. Maintenance of secretarial record is the responsibility of the management of the Company. My responsibility is to express an opinion on these secretarial records based on my audit.
1. I 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. I believe that the processes and practices, I followed provided a reasonable basis for my opinion.
1. I have not verified the correctness and appropriateness of financial records and Books of Account of the Company.
1. Where ever required, I have obtained the management representation about the compliance of laws, rules and regulations and happening of events etc.
1. The compliance of the provisions of Corporate and other applicable laws, rules, regulation, standards is the responsibility of management. My examination was limited to the verification of procedures on the test basis.
1. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Taher Sapatwala

Taher Sapatwala & Associates
Company Secretaries
FCS: 8029
C.P. No. 16149
UDIN:F008029C000375891

Annexure III

PARTICULAR OF EMPLOYEES

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

Sl. No.	Requirements	Details
I	The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year	Shri Nandan Damani : 276:14 Shri Sanjay N Damani : 45:14 Smt. Sandhya R Kini : 27:14
ii	The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year	During the year, there was no increase in the remuneration of any Director, Chief Financial Officer and Company Secretary.
iii	The percentage increase in the median remuneration of employees in the financial year	(11.43%)
iv	The number of permanent employees on the rolls of Company	28 employees as on 31.03.2021
v	Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;	There was no increase in the salaries of employees including managerial personnel in the financial year 2020-21.
vi	Affirmation that the remuneration is as per the remuneration policy of the Company	st Remuneration paid during the year ended 31 March, 2021 is as per the Remuneration Policy of the Company.

For and on behalf of the Board of Directors

st Mumbai, 31 May, 2021

Nandan Damani Chairman and Managing Director

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

1. OVERVIEW OF THE ECONOMY

Ever since the first outbreak of corona virus (covid-19) in Wuhan, China, the world has changed in more ways than one and it has impacted every nation. The spread of virus and subsequent containment measures disrupted economic activity across the country in the Q1 of FY 2021 and GDP contracted by record 24%. Most of advanced economies and some emerging economies are witnessing a strong recovery, while the rest of the world, including India, has fallen behind. The economy of India has suffered due to the second wave of Covid-19, but the impact is unlikely to be as devastating as last year. An unprecedented rise in Covid-19 cases is likely to slow down the India's economic recovery.

India has emerged as the fastest growing major economy in the world and is expected to be one of the top three economic powers in the world over the next 10-15 years, backed by its robust democracy and strong partnerships.

In an attempt to revive the economy and mitigate impact of the economy fallout, in May 2020 the government announced financial stimulus packages worth INR 20 lakh crore, to support stressed sectors such manufacturing, real estate, construction and MSME. India recorded the real GDP growth of 0.4% in the third quarter of Financial Year 2021. The Indian economy is now estimated to have contracted by more than 7% in FY 2021, according to National Statistics Office. As per the economic survey 2020-2021, India's real GDP growth for Financial Year 2022 is projected at 11%. The economy is expected to rebound strongly in FY 2022, with the IMF projecting real GDP growth of 11.5%, JP Morgan and Barclays paring it down to 9% and 9.2% respectively. The Government has projected a fiscal deficit for FY2021 of 9.5% of GDP and target for FY 2022 is projected to be 6.8% of GDP. India is expected to be the third largest consumer economy as its consumption may triple to US\$ 4 trillion by 2025, owing to shift in its consumer behavior and expenditure pattern. The world economy is expected to surge in 2021 and global GDP projected to rebound to 5.5% in 2021 from a contraction of 3.5% in 2020. India and China are expected to lead global recovery.

Numerous foreign companies are setting up their facilities in India on account of various Government initiatives like Make in India and Digital India. The Government of India, under its Make in India initiative, is trying to boost the contribution made by the manufacturing sector with an aim to take it to 25% of the GDP from the current 17%. Besides, the Government has also come up with Digital India initiative, which focuses on three core components: creation of digital infrastructure, delivering services digitally and to increase the digital literacy. The Government has selected 13 sectors like electronics, electricals, mobile phone, automobiles, textiles etc for production linked incentive (PLI) Schemes, The Scheme will provide incentives linked with production to the manufacturers.

2. I N D U S T R Y S T R U C T U R E A N D DEVELOPMENTS

Real estate was effected by the COVID-19 pandemic in a negative way. Demand in industrial & warehousing and data centres was increased during pandemic while office, retail and hospitality suffered a lot.

Real estate sector is one of the most globally recognized sectors. The real estate market in India is the second highest employment generator after agriculture. The sector contributes about 6-7% of the economy and is interlinked as many as 250 allied sectors. By 2025 the sector is expected to contribute around 13% of the India's economy. A major wealth creator and one of the largest employment generating sectors, it has undoubtedly feared unwanted consequences at the onset of the pandemic last year, but predicting the challenges early and injecting quick reforms – which included financial assistance including loan moratoriums, stamp duty cuts and tax reliefs through conducive government policies and comprehensive and well-calibrated strategies helped the sector crawled back to recovery by the end of year 2020. Housing sector is expected to remain at the top of government agenda by enabling mortgage environment, catalyzing construction of affordable housing projects etc. Market fundamentals are still strong with investors continuously looking for higher income yielding assets.

Real estate sector in India is expected to reach a market size of US\$ 1 trillion by 2030 from around US\$ 120 billion in 2017 and contribute 13% to the country's GDP by 2025. Indian real estate attracted U\$ 5 billion institutional investments in 2020, equivalent to 93% of transactions recorded in the previous year.

Today, undoubtedly the second wave of coronavirus has imbued uncertainty in the sector resulting in a temporary pause, but developers are now better prepared and well-versed with the know-hows of a pandemic. The Indian real estate sector is now a buyer's market and the ongoing inoculation program is boosting the confidence of homebuyers. It is most likely that the sector will resume its growth from second quarter of FY 2021- 22. We will see a steady flow of investments that will ensure growth opportunities with higher returns. The halt will be short-term and cheers and confidence in the market will return as soon as we successfully bend the Covid curve.

Foreseeing the perils of the pandemic early, the governments made quick and important decisions and announced relief measures. The Prime Minister boosted the morale of the stakeholders by launching the Aatmanirbhar Bharat campaign, which was strengthened by RBI's announcement of loan moratoriums. Stamp duty cuts, reduction in interest rates on home loan largely aided the developers during the volatile times. Strategies were re-envisioned quickly by adapting digitization and reaping benefits from emerging concepts like work-from-home model, remote offices, second homes, big spaces, etc. Ease in investment opportunities through flexibility in REITs and tax reliefs boosted market sentiments and today, the sector is on its road to recovery with home buyers and investors returning to the market.

Residential real estate

The residential real estate market had been passing through turbulent waters in recent years. The pandemic has been another blow to the residential market in Q1and Q2 of FY 2021. There was no demand in Q1 of FY 2021 due to lock down and further demand was plummeted in Q2 2021, with prospective buyers postponing their purchase decisions due to job security and fall in income levels. However, while overall volumes were significantly low initially, a majority of the markets showed signs of recovery in Q3 of FY 2021 on the back of the pent-up demand built during the lockdown months and to avail the benefits in the form of lower stamp duty, lowest home loan interest rates and other offers given by developers/builders. The residential sector is expected to grow significantly, with the central government aiming to build 20 million affordable houses in urban areas across the country by 2022, under the ambitious Pradhan Mantri Awas Yojana (PMAY) scheme of the Union Ministry of Housing and Urban Affairs. Expected growth in the number of housing units in urban areas will increase the demand for commercial and retail office space. The current shortage of housing in urban areas is estimated to be of 10 million units. An additional 25 million units of affordable housing are required by 2030 to meet the growth in the country's urban population.

The Government has been pushing for the affordable housing segment (less than 45 lacs). As a result of this during the year around 50% of the total residential sales accounts from this segment. Many new developers have entered in this segment. Affordable housing became popular for new launches and around 40% of new launches in top 7 cities was in affordable segment.

Commercial real estate

India has emerged as preferred outsourcing destination for setting up global in house and research and development centres by top most global firms. The office market in India reached at its peak in 2019 and the market was expected to continue and achieve new peak in 2020. However, the COVID-19 pandemic brought unprecedented challenges for office space sector in Q1 of FY 21. Companies were forced to adopt work from home model and many companies postponed their decisions related to buying office spaces. After unlock process started office market witnessed some sign of recovery. Strong market fundamentals in the form of sustained IT sector growth, increasing demand from sectors such as ecommerce, healthcare, FMCG and the growing presence of institutional investors will continue to drive the office market in the upcoming years. Many companies might consider to have hybrid work style combining work from home with office.

Retail space

The COVID-19 pandemic is a hard hit on retail space and it has been among the worst hit sectors due to pandemic. The retail sector was already reeling under the contrast of vacant space at a few unsuccessful malls and no or low occupancy in successful malls and tepid consumer demand resulting into dropping sales for the retailers and the COVID-19 pandemic has accelerated this trend. Online shopping has been in trend for some time and now during this pandemic it has become one of the best option for any kind of shopping. COVID-19 continues to pose significant impact on retail real estate. With almost zero sales amidst lockdown in Q1 of FY 2021 and thereafter also, retailers have closed their stores as a result of this average monthly rentals across major retail markets saw corrections. Even wherever malls have been allowed to reopen, many customers are not returning to retail malls partly due to ongoing fears about the risk in social interactions, but also now increasing preferences for online shopping. Amidst the COVID-19 pandemic, leasing activities in retail might be slow down significantly considering the business will remain muted for the next few months following decline in footfall.

3. OPPORTUNITIES

The pandemic has reiterated the importance of owning a home. The residential real estate has seen growth recovery in demand with buyer's preference moving largely to affordable and bigger size of apartments. Home buyers are also looking at moving towards peripheral locations, this will create new opportunities to consider development in peripheral areas of the cities. The Government of India along with the governments of respective States has taken several initiatives to encourage development in the sector. The Smart City Project, with a plan to build 100 smart cities, is a prime opportunity for real estate companies. Below are some of the other major Government initiatives:

Under Union Budget 2021-22, additional tax deduction up to ` 1.5 lakh for first time home buyers on interest on home loan, and tax holiday for affordable housing projects have st been extended to 31 March 2022. Amid the lower home loan interest rate, this will certainly boost demand for affordable housing and new launches in this segment.
In July 2020, the union cabinet had approved Affordable rental housing complex scheme (ARCHs) which would be launched through public private partnership (PPP) model. This

will open up a new area for development and one step towards achieving housing for all.

The lowest interest rate and easy liquidity regime to continue to lead to a positive push to the vision of 'Housing-For-All' in the year ahead.

4. THREATS

The Indian real estate sector is still highly unorganized with lots of middle men and depressed demand, together with increased construction costs - both material and labour which has been putting pressure on the cost of projects and profit margins.
Non-availability of land within city limits along with rising land and construction costs, making affordable housing projects unviable.
The lengthy and complex approval process leads to a high gestation period which eventually results in project cost escalation by 20-30 percent.
Finance plays an imperative role in the construction industry, liquidity crisis or any adverse move by the banking sector towards the lending policy on the real estate loans may adversely impact the execution of the projects and increase the cost of borrowing.
The delay in approvals of project and amendments in the various Rules and Regulations can adversely impact new launches and increase in the cost of the projects. Retrospective applicability of policy changes may impact profitability.
Acute shortage of skilled workforce at all levels.

5. ON GOING PROJECT

The Company continues to focus on consolidation of its operations, rationalization of business and exploring the opportunities in the development and redevelopment of residential projects.

6. OUTLOOK

Positive sentiment visible across the economy and GDP is showing signs of recovery. The central or state government/s have been rolling out a number of measures to revive and push the sector and economy at large. The industry is bullish for growth ahead and optimistic of an unprecedented recovery with demand gaining pace from first time home buyers as well as those looking to upgrade their property or scouting for second home. The residential real estate saw upsurge in demand for housing in Q3 and Q4 of FY 2021. Affordable housing to lead the way to recovery as the market for affordable housing is robust and there will be better demand and early recovery as against high ticket size houses. Going forward millennial will lead the demand in housing and NRI will also be looking to invest back home, as uncertainties fueled by the pandemic across the world has motivated the NRI to own a home in India as well. For commercial units the demand would continue to remain subdued during FY 22 with emergence of work from home and shared workspace concept. A report by ICICI Securities predicts that the recovery of the commercial office spaces market will be delayed to September 2021 (earlier prediction was July 2021). The current trend of office occupiers downsizing and delaying the expansion as well as new leasing decisions is expected to continue in the near term.

7. RISKS AND CONCERNS

The Company's ability to foresee and manage business risks is crucial in achieving favorable results. While management is positive about the Company's long term outlook, we are subject to few risks and uncertainties as given below

Market price fluctuation

The performance of your company may be affected by the sales at a price which are driven by prevailing market conditions, the nature and location of the projects.

Price risk of the input material

The primary building materials like steel and cement are subject to price volatility due to general economic conditions, competition, production levels, transportation costs and domestic and import duties and any adverse impact of rise in input cost will have impact on the profitability of the Company.

Development & regulatory risk

Development depends on several factors which include receipt of required approvals, weather conditions, labour availability, material shortages etc. and any of these factor may have an adverse impact on execution.

Economic risk

Any adverse change in any macroeconomic variables like GDP growth, interest rates, inflation, changes in tax, trade, fiscal and monetary policies etc. may adversely impact the Company's business, profitability and financial condition.

Health and safety risks

Real estate Companies constantly face the risk of injury or illness to the Company's or third parties' construction workers.

8. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has proper and adequate system of internal control procedure commensurate with its size and nature of the business so as to ensure that all assets are safeguarded from loss, damage or disposition and ensure that all transactions are authorized, recorded and reported correctly and adequately. All operations parameters are periodically monitored and strengthened. The Company continuously upgrades these systems in line with best accounting practices. The internal control system is further supplemented by a programme of internal audit conducted by an independent firm of Chartered Accountants. The Audit Committee of the Board of Directors reviews the effectiveness of internal controls and suggests improvements for strengthening them whenever required.

9. FINANCIALAND OPERATING PERFORMANCE

The total income of the Company for the current year is 9,24,15,433/- as against 13,82,74,206/ during the previous year. The Company has made a net profit of 46,50,333/- during the current year as against the net profit of 5,36,698/- in the previous year. The EPS for the current year is 1.55 as against 0.18 in the previous year.

10. KEYFINANCIAL RATIOS

The Key Financial Ratios for the financial year 31st March, 2021 are as under:

Particulars	2020-2021	2019-2020
Inventory Turnover	0.13	0.23
Interest Coverage Ratio	2.98	2.67
Current Ratio	31.22	31.02
Debt Equity Ratio	0.01	0.02
EBIDTA Margin (%)	8	8
Net Profit /(Loss) Margin (%)	5.03	0.39
Return on Net worth	0.42	0.05

During the FY 2020-21, there was lower sales compared to the previous year which has reduced inventory turnover ratio. In the FY 2020-21, the company made profit on sale of fixed assets and higher profit on sale of investments which has major impact on net profit margin and return on net worth. Interest coverage ratio has improved due to lower interest cost during the year. Debt equity ratio has improved due to partial prepayment of loan during the year.

11. HUMAN RESOURCES

Employees are the key to achieve the Company's objectives and strategies. The Company provides to the employees a fair equitable work environment and support from their peers with a view to develop their capabilities leaving them with the freedom to act and to take responsibilities for the tasks assigned. The Company strongly believes that its team of capable and committed manpower, which is its core strength, is the key factor behind its achievements, success and future growth.

We are continuously working to create and nurture an organization that is highly motivated, result oriented and adaptable to the changing business environment.

The industrial relations remained cordial during the year.

12. CAUTIONARYSTATEMENT

The statements in this report on "Management Discussion and Analysis", describing the Company's objectives, estimations, expectations or projections, outlook etc., may constitute forward looking statements within the meaning of the applicable Rules, Laws and Regulations. Actual results may vary from such expectations, projections etc., whether express or implied. These statements are based on certain assumptions and expectations of future events over which the Company has no direct control.

REPORT ON CORPORATE GOVERNANCE

1. COMPANY'S PHILOSOPHYON CODE OF GOVERNANCE

The Company's philosophy of Corporate Governance is aimed to enhance the confidence among the shareholders, customers, employees and ensuring a long-term relationship of trust by maintaining transparency and disclosures. The Company believes in maintaining highest standards of quality and ethical conduct, in all the activities of the Company.

A Report on compliance with the principles of Corporate Governance as prescribed by the SEBI in Chapter IV read with Clause C of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (the Listing Regulations) is given below:

2. BOARD OF DIRECTORS

a) Composition

The Board of Directors provides strategic direction and thrust to the operations of the Company. As on st 31 March, 2021, the Board comprises of three Executive Directors and five Non-Executive Directors. The composition of the Board is in compliance with the requirements of Regulation 17 of the Listing Regulations st as on 31 March, 2021.

None of the Directors on the Board is a Member of more than ten Committees and the Chairman in more than five Committees, across all companies in which they are Directors.

b) Attendance at Board Meetings and the last Annual General Meeting (AGM)

st During the year ended 31 March, 2021, 4 (four) Board Meetings were held. The dates on which the said meetings were held are as follows:

th th th rd 20 June, 2020, 30 July, 2020, 20 October, 2020 and 3 February, 2021.

Attendance of Directors at Board Meetings during 2020-2021 and Directorship(s) and Committee st Chairmanship(s)/Membership(s) of other companies as on 31 March, 2021

Name of the Director	Category	No. of Board Meetings held - 4		No. of Directorship(s) and Committee Chairmanship(s)/Membership(s)
		Attended	Other Directorship(s)*	Committee Chairmanship(s)**	Committee Membership(s)**	th 18 August, 2020
Shri Nandan Damani	Executive	4	5	1	2	Yes
Shri Sanjay N Damani	Executive	4	2	-	-	Yes
Smt. Sandhya R Kini	Executive	4	-	-	-	Yes
Shri V ishnubhai B. Haribhakti	Independent Non-Executive	4	1	1	1	Yes
Shri Surendra Kumar Somany	Independent Non-Executive	4	5	3	3	Yes
Smt. Renu Jain	Non-Executive	4	-	-	-	Yes
Shri Vijay S Jindal	Independent Non-Executive	3	-	-	-	Yes
Shri Sabhapti G Shukla	Independent Non-Executive	4	2	2	-	Yes

*The Directorships held by Directors as mentioned above, do not include Alternate Directorships and Directorships of Foreign Companies, Section 8 Companies and Private Limited Companies.

**Chairmanship(s)/Membership(s) of only the Audit Committee and Stakeholders' Relationship Committee of all Public Limited Companies have been considered.

Shri Nandan Damani and Shri Sanjay N Damani are related to each other.

Name	Name of Listed Company	Category
Shri Nandan Damani	Graphite India Limited	Independent Non-Executive
	Pudumjee Paper Products Limited	Independent Non-Executive
	AMJ Land Holdings Limited	Independent Non-Executive
Shri Sanjay N Damani	Nil	Nil
Smt. Sandhya R Kini	Nil	Nil
Shri Vishnubhai B Nil Haribhakti		Nil
Shri Surendra Kumar Somany	The Jamshri Ranjitsinghji Spinning Non-Executive & Weaving Mills Company Limited	Independent
	Soma Textiles & Industries Limited	Non-Executive - Non Independent
Shri Vijay S Jindal	Nil	Nil
Shri Sabhapati G. Simplex Mills Shukla	Company Limited	Independent Non-Executive
Smt. Renu Jain	Nil	Nil

c) Details of Directorship in other Listed Companies:

d) List of Core Skills / Expertise / Competences of Directors

The Board has identified the following skills / expertise / competences for the effective function of the Company which are currently available with the Board:

Industry	Experience in and knowledge of the industry in which the Company operates.
	Experience in and knowledge of broader industry environment and business planning.
Professional	Expertise in professional areas such as Technical, Accounting, Finance, Taxation, Legal, Management, Human Resources, Marketing, etc.
Governance	Experience in developing governance practices, serving the best interest of all stakeholders, maintaining the Board and management accountability, building long term effective stakeholder engagements and driving corporate ethics and values.
Behavioural	Knowledge and skills to function well as team Members, effective decision making process, integrity effective communication, innovative thinking.

e) Key Board Qualifications

Director	Area of Expertise
		Industry Professional	Governance	Behavioural
Shri Nandan Damani	ü	-	ü	ü
Shri Sanjay N Damani	ü	ü	ü	-
Smt. Sandhya R Kini	-	-	ü	ü
Shri Vishnubhai B Haribhakti	-	ü	ü	-
Shri SurendraKumar Somany	ü	-	-	ü
Shri Vijay S Jindal	ü	-	-	ü
Shri Sabhapati G. Shukla	-	ü	ü	-
Smt. Renu Jain	-	ü	-	ü

f) Other Disclosures

The Board confirms that the Independent Directors fulfill the conditions specified in the Listing Regulations and are independent of the management.
None of the Independent Directors have resigned during the year.

3. AUDIT COMMITTEE

st During the year ended 31 March, 2021, 4 (four) Audit Committee Meetings were held. The dates on which the said meetings were held are as follows:

th th th 20 June, 2020, 30 July, 2020, 20 October, 2020 rd and 3 February, 2021.

The composition of the Audit Committee and the number of meetings attended by each Member st during the year ended 31 March, 2021 is as follows:

Name of the Member	Designation	No. of Meetings held - 4
		Attended
Shri Vishnubhai B Haribhakti	Chairman	4
Shri Surendra Kumar Somany	Member	4
Shri Sabhapati G. Shukla	Member	4

All the Members of the Audit Committee are financially literate and one Member has accounting and related financial management expertise.

The Company Secretary acts as the Secretary to the Committee.

The Audit Committee, as and when considers appropriate, invites the Statutory Auditors and Internal Auditors at the meetings of the Committee.

The terms of reference of this Committee includes those specified under Regulation 18 read with Part C of Schedule II of the Listing Regulations in consonance with the provisions of Section 177 of the Companies Act, 2013 (the Act). The brief descriptions of terms of reference are as follows:

Overseeing the Company's financial reporting process and the disclosure of its financial information to ensure that the Financial Statement is correct, sufficient and credible.
Recommending the appointment/reappointment/replacement, if required, of Statutory Auditors, fixation of audit fees and approval of payments for any other services.
Reviewing with management, the annual Financial Statements before submission to the Board for approval with particular reference to:
Matters required to be included in the Directors' Responsibility Statement are included in the Directors' Report in terms of sub-section 3C of Section 134 of the Act;
Changes, if any, in accounting policies and practices and reasons for the same;
Major accounting entries involving estimates based on the exercise of judgment by the management;
Significant adjustments made in the financial statements arising out of audit findings;
Compliance with listing and other legal requirements relating to Financial Statements.
Disclosure of related party transactions; and
Un-modified opinion(s) in draft audit report.
Reviewing with management, quarterly Financial Statements before submission to the Board for approval;
Review and monitor the Auditor's independence and performance and effectiveness of Audit process;
Reviewing performance of Statutory and Internal Auditors, adequacy of the internal control systems;
Approval or any subsequent modification of transactions of the Company with related parties;
Scrutiny of inter-corporate loans and investments;
Valuation of undertakings or assets of the Company, wherever it is necessary;
Evaluation of internal financial controls and risk management systems;
Discussion with Statutory Auditors before the audit commences, about the nature and scope of audit as well as post audit discussion to ascertain any area of concern;
Discussion with Internal Auditors of any significant findings and follow-up thereon and reviewing the reports furnished by them;
Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;
To look into the reasons for substantial defaults in the payment to the shareholders (in case of non payment of declared dividends) and creditors;
To grant omnibus approval for related party transactions which are in the ordinary course of business and on an arm length pricing basis and to review and approve such transactions subject to the approval of the Board;
To review the functioning of the Whistle Blower mechanism;
Carrying out such other function as may be specifically referred to the Committee by the Board of Directors and/or other Committees of Directors of the Company

4. NO M I N AT ION A N D R E M U N E R AT ION COMMITTEE

st During the year ended 31 March, 2021, 2 (two) Nomination and Remuneration Committee Meetings were held. The dates on which the said meetings were held are as follows:

th th ²⁰ June, 2020 and 30 July, 2020.

The composition of the Nomination and Remuneration Committee and the number of meetings attended by each Member during the year ended 31st March, 2021 is as follows:

Name of the Member	Designation	No. of Meetings held - 2 Attended
Shri Vishnubhai B Haribhakti	Chairman	2
Shri Surendra Kumar Somany	Member	2
Shri Sabhapati G. Shukla	Member	2

The terms of reference of this Committee includes those specified under Regulation 19 read with Part D of Schedule II of the Listing Regulations in consonance with the provisions of Section 178 of the Act. The brief descriptions of terms of reference of the Committee inter-alia include the following:

Succession planning of the Board of Directors and other Senior Management Employees;
To identify persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down;
To formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy relating to remuneration for the Directors and Key Managerial Personnel and other Senior Management Employees;
Review the performance of the Board of Directors and other Senior Management Employees in accordance with the criteria laid down;
To oversee the matters pertaining to HR Policies.

Non-Executive Directors are paid remuneration by way of sitting fees. The Commission payable to Executive and Non-Executive Directors is decided by the Nomination and Remuneration Committee.

The Company Secretary acts as the Secretary to the Committee.

REMUNERATION TO DIRECTORS

The Non–Executive Directors are entitled to sitting fees for every meeting of the Board or Committee thereof attended by them. They are also entitled to commission not exceeding one percent of net profits of the Company, if paid.

The Nomination and Remuneration Policy, which was approved by the Board is available on the Company's website and the web-link for the same is http://www.simplex-group.com/upload_pdf/ 20173Nomination%20and%20Reumenration%20 Policy.pdf

Details of remuneration and sitting fees paid to st Directors during the year ended 31 March, 2021 are as under:

Name of the Director		Designation Remuneration (`)
Shri Nandan Damani	Chairman & Managing Director	58,80,000
Shri Sanjay N Damani	Executive Director	9,60,000
Smt. Sandhya R Kini	Executive Director	5,76,000

Name of the Non- Executive Director	Sitting fees (`)
Shri Vishnubhai B Haribhakti	1,00,000
Shri Surendra Kumar Somany	1,00,000
Smt. Renu Jain	40,000
Shri Vijay S Jindal	40,000
Shri Sabhapati G. Shukla	1,00,000

Details of shares of the Company held by Non-Executive Directors are as under:

Name of Member	No. of Equity Shares held
Shri Vishnubhai B Haribhakti	50
Shri Surendra Kumar Somany	900
Shri Sabhapati G. Shukla	135

5. STAKEHOLDERS RELATIONSHIP COMMITTEE

st During the year ended 31 March, 2021, 2 (two) Stakeholders' Relationship Committee Meetings were held. The dates on which the said meetings were held are as follows:

th th 20 June, 2020 and 20 October, 2020

The composition of the Stakeholders' Relationship Committee and the number of meetings attended st by each Member during the year ended 31 March, 2021 is as follows:

Name of Member	Designation	Number of Meetings held- 2
		Attended
Shri Surendra Kumar Somany	Chairman	2
Shri Nandan Damani	Member	2
Shri Sabhapati G. Shukla	Member	2

The brief descriptions of terms of reference of the Committee inter-alia, include the following:

To allot shares/securities from time to time;
To consider all matters pertaining to securities, including but not limited to offer of securities alongwith issue and allotment of securities, crediting of securities in depository system, listing and de-listing of securities on/from stock exchange in India, transfer and transmission of securities, demat and remat of securities, issue of duplicate securities certificate, consolidation and split of securities certificate and to do all acts required to be done under the applicable rules, regulations and guidelines, from time to time and to consider matters incidental thereto;
To monitor the shareholding pattern and related reports on securities;
To approve the opening, operations and closure of bank accounts for payment of interest and dividend, issue and redemption of securities, to authorize officials to open, operate and close the said accounts from time to time;
To consider and resolve the grievances of security holders of the Company;
To appoint/change and fix the fees and other charges payable to the Share Transfer Agents

(STA) for handling the work related to securities and to delegate powers to the STA as may be deemed fit and to monitor all activities of the STA;

To consider and resolve the matters / grievances of Shareholders / Investors in regard to the following:
transfer of shares
non-receipt of dividends
non-receipt of shares in demat account
non-receipt of annual report
any other matter of shareholder/investor grievance
To delegate any of the aforesaid matters to Director(s)/official(s) and/or the officials of the STA, as the Committee may deem fit.

Shri Paras Shah is the Compliance Officer of the Company.

INVESTOR RELATIONS

During the year ended 31st March, 2021, no complaints from the investors were received by the Company.

6. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

In compliance with Section 135 of the Act, the Board has constituted a Corporate Social Responsibility Committee. The Corporate Social Responsibility Policy, which was approved by the Board, is available on the Company's website and the web-link for the same is http://www.simplexgroup.com/upload_pdf/21524CSR%20Policy%20 -%205.8.2015- SRL.pdf

During the year ended 31st March, 2021, Corporate Social Responsibility Committee Meeting was held on 3rd February, 2021.

The composition of the Corporate Social Responsibility Committee and the number of meetings attended by each Member during the st year ended 31 March, 2021 is as follows:

Name of Member	Designation	Number of Meetings held- 1 Attended
Shri Surendra Kumar Somany	Chairman	1
Shri Nandan Damani	Member	1
Shri Sanjay N Damani	Member	1

The terms of reference of the Committee is to comply with the requirements of Section 135 of the Act, the Companies (Corporate Social Responsibility Policy) Rules, 2014 and all other relevant compliances.

7. INDEPENDENT DIRECTORS'MEETING

During the year under review, Independent rd Directors met on 3 February, 2021, inter- alia, to discuss:

Evaluation of the performance of Non-Independent Directors and the Board as a whole.
Evaluation of the performance of the Chairman of the Company, taking into account the views of the Executive and Non-Executive Directors.
Evaluation of the quality, quantity content and timeliness of flow of information between the Management and the Board.

8. GENERAL BODY MEETINGS

(i) Location, Time and Date of the AGMs held during the last three years:

Financial Year	Date of AGM	Time	Location of the Meeting
2017 – 2018	01.08.2018	11:30 A. M.	th M. C. Ghia Hall, 4 Floor, B h o g i l a l Ha r g o v i n d a s Building, 18/20, Kaikhushru Dubash Marg, Kala Ghoda, Mumbai – 400 001
2018 – 2019	07.08.2019	11:30 A. M.	Babubhai Chinai Committee n d Room, 2 Floor, Indian Merchants Chamber, IMC Marg, Churchgate, Mumbai – 400020
2019 – 2020	18.08.2020	11:00 A. M.	Due to the Covid-19 pandemic and in view of the various circulars issued by the Ministry of Corporate Affairs, the Meeting was conducted through Video Conferencing / Other Audio Visual Means

(ii) Special Resolutions passed in previous three AGMs:

	AGM Date of AGM	Special Resolutions
th 105	01.08.2018	Nil
th 106	07.08.2019	Re-appointment of Shri Vijay S Jindal as an Independent Director of the Company
th 107	18.08.2020	Nil

9. DIRECTORS

Resume and other information regarding the Directors seeking re-appointment as required by Regulation 36(3) of the Listing Regulations has been given in the Notice of the Hundred and Eight Annual General Meeting annexed to the Annual Report.

10. DISCLOSURES

a) Related party transactions

All transactions entered into with Related Parties as defined under the Act and 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. There were no materially significant transactions with related parties during the financial year which were in conflict with the interest of the Company. The Board has approved a policy for related party transactions which has been uploaded on the Company's website and the web-link for the same is - http://www.simplexgroup.com/upload_pdf/24517Revised%20R elated%20Party%20Policy.pdf

The detailed suitable disclosure as required by the Indian Accounting Standards (Ind AS) 24 on material significant related party transactions has been made in the notes to the Financial Statements.

b) Compliance by the Company

The Company has complied with the requirements of the Stock Exchange, SEBI and other statutory authorities on all matters relating to capital market during the last three years. No other penalties or strictures has been imposed on the Company by the Stock Exchange, SEBI or other statutory authorities except fines levied by the Stock Exchange for late submission of certain documents for the st quarter ended 31 March,2020, which were later waived off by the stock exchange, considering the request made by the Company as the delay were on account of pandemic and lockdown.

c) F a m i l i a ri z a t i o n P r o g r a m m e f o r Independent Director

At the time of appointment, a formal letter of appointment is given to Independent Directors which inter-alia explain the role, functions, duties and responsibilities expected from them as a Director of the Company. The Company conducts structure orientation programmes for the Independent Directors to understand and get updates on the business and operations of the Company on a continuous basis. Such programmes provide an opportunity to the Independent Directors to interact with Senior Leadership team of the Company and help them to understand the Company's strategy models, operations, services, product-offerings, finance, human resources and such other areas may arise from time to time. The Familiarization Programmes are available on the Company's website and the web-link for the same is http://www.simplex-group.com/upload\_pdf/ 26609Fami lari zation-Programm-for-Independent-Direcotrs-of-SRL.pdf

d) Vigil Mechanism/Whistle-blower Policy

The Company has adopted Vigil Mechanism / Whistle-blower Policy, which is available on the Company's website. No personnel has been denied access to the Audit Committee to lodge his/her grievances.

e) Code of Conduct

The Company has laid down a code of conduct for the Directors and Senior Management Personnel of the Company. The code has been posted on the website of the Company. A declaration to the effect that the Directors and Senior Managerial Personnel have adhered to the same, signed by the Managing Director of the Company, forms part of this report.

f) Disclosure of Accounting Treatment

In the preparation of the Financial Statements, the Company has followed Indian Accounting Standards (Ind AS) specified under section 133 of the Companies Act 2013.

g) Disclosure of Risk Management

The Company has a procedure to inform the Board about the risk assessment and minimization procedures. The Board of Directors periodically reviews the risk management framework of the Company.

h) CEO/CFO Certification

The Chairman and Managing Director and Chief Financial Officer of the Company gave Annual Certification on financial reporting and internal controls to the Board in terms of Regulation 17(8) read with Part B of Schedule II of the Listing Regulations and they have also given quarterly certification on the financial results while placing the financial results before the Board in terms of Regulation 33 of the Listing Regulations. The annual certification is being annexed to this report.

i) Review of Directors' Responsibility Statement

The Board in its report has confirmed that the st annual accounts for the year ended 31 March, 2021 have been prepared as per applicable Indian Accounting Standards (Ind AS) and policies and that sufficient care has been taken for maintaining adequate accounting records.

j) Recommendation of the Committee

During the financial year 2020-21, all the recommendations of the Committees of the Board, which were mandatorily required, have been accepted by the Board of Directors.

11. MEANS OF COMMUNICATION

a. The quarterly, half-yearly, nine months and full year results are published in The Financial Express (English edition) and Mumbai Lakshdeep (Regional edition).
b. The Company has its own website i.e. www.simplex-group.com and has been uploading financial results and quarterly shareholding pattern along with other relevant information useful to investors on Company's website.

c. At present, the Company does not make presentation to Institutional Investors or to the Analysts.
d. The Management Discussion and Analysis is given separately in this Annual Report.

12. CODE FOR PREVENTION OF INSIDER TRADING

The Company has adopted a Code for Prevention of Insider Trading in the shares of the Company which is in line with the Model Code as prescribed by the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 as amended. The said code, inter-alia prohibits purchase/sale of shares of the Company by Directors and Employees while in possession of unpublished price sensitive information in relation to the Company and the web-link for the same is http://www.simplexgroup.com/upload_pdf/6909 Final%20Policy%20Insider%20Trading%202015. pdf

13. G E N E R A L I N F O R M A T I O N F O R SHAREHOLDERS

i)	Date, Time and Venue of forthcoming AGM	Date : Wednesday, th 4 August, 2021 Time : 11:30 A.M. Through Video conferencing / Other Audio Video Means (OAVM)
ii)	Financial Calendar (2021 – 2022)	i) First Quarterly Results th Upto 14 August, 2021 ii) Second Quarterly Results th Upto 14 November, 2021 iii) Third Quarterly Results th Upto 14 February, 2022 iv) Annual Results th Upto 30 May, 2022
iii)	Date of Book Closure	th Thursday, the 29 July, 2021 to th Wednesday, the 4 August, 2021 (both days inclusive)
iv)	Dividend payment date	Not Applicable
v)	Listing on Stock Exchanges	BSE Limited (BSE) P. J.Towers, Dalal Street, Fort, Mumbai – 400 001
vi)	Security Code 503229 ISIN	INE167H01014

vii) Market Price Data

The monthly high and low quotations of shares traded on the BSE from April, 2020 to March, 2021 are as follows:

Month	Volume	Price (`)		BSE Sensex
	(No. of shares)	High	Low	High	Low
April, 2020	232	39.15	37.25	33887.25	27500.79
May, 2020	140	37.20	33.00	32845.48	29968.45
June, 2020	899	33.10	29.55	35706.55	32348.10
July, 2020	1824	39.45	32.55	38617.03	34927.20
August, 2020	1707	39.35	33.30	40010.17	36911.23
September, 2020	9855	45.25	40.90	39359.51	36495.98
October, 2020	36155	46.20	40.30	41048.05	38410.20
November, 2020	35504	47.35	38.30	44825.37	39334.92
December, 2020	38261	50.40	41.60	47896.97	44118.10
January, 2021	18788	56.75	44.05	50184.01	46160.46
February, 2021	7262	61.20	47.05	52516.76	46433.65
March, 2021	5893	55.85	45.25	51821.84	48236.35

Performance of the share price of the Company in comparision to the BSE Sensex:

viii) Share Transfer Agent

Freedom Registry Limited Plot No. 101/102, 19th Street, MIDC, Satpur, Nashik – 422 007 Tel.: (0253) 2354032 Fax : (0253) 2351126 E-mail: [email protected]

ix) Share Transfer System

In terms of Regulation 40(1) of SEBI Listing Regulations, as amended from time to time, securities can be transferred only in st dematerialized form with effect from 1 April, 2019, except in case of request received for transmission or transposition of securities. st Further, SEBI has fixed 31 March, 2021 as the cut-off date for re-lodgement of transfer deeds and the shares which are re-lodged for transfer shall be issued only in demat mode. Members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Transfers of equity shares in electronic form are effected through the depositories with no involvement of the Company. Al l requests for dematerialization of shares are processed and confirmations are given to the respective Depositories i.e. National Securities Depository Limited and Central Depository Services (India) Limited.

	Category	Number of shares held	Percentage of Shareholding
(A)	Shareholding of Promoter and Promoter Group	16,41,815	54.88
(B)	Public shareholding
(1)	Institutions
(a)	Mutual Funds/ UTI	400	0.01
(b)	Financial Institutions/ Banks	3,207	0.11
(c)	Insurance Companies	5,06,803	16.94
(d)	Central Govt.	-	-
(2)	Non-Institutions
(a)	Bodies Corporate	1,55,859	5.21
(b)	Individuals -
i.	holding nominal share capital up to `2 lac.	4,54,295	15.19
ii.	holding nominal share capital in excess of `2 lac.	94,422	3.16
(c)	Non Residents and Others	8,974	0.30
(d)	Directors and their Relatives	1,185	0.04
(e)	Others	1,24,422	4.16
	Total Public Shareholding (B)= (B)(1)+(B)(2)	13,49,567	45.12
	TOTAL (A)+(B)	29,91,382	100

st x) Shareholding Pattern as on 31 March, 2021

st Shareholding Pattern as on 31 March, 2021

Category	Number of Shareholders	Percentage of Total Number of Shareholders	Total Number of Shares	Percentage of Total Number of Shares
1 to 500	3,464	95.27	2,53,787	8.48
501 to 1,000	84	2.31	58,613	1.96
1,001 to 5,000	62	1.71	1,27,622	4.27
5,001 to 10,000	10	0.27	64,578	2.16
10,001 & above	16	0.44	24,86,782	83.13
Total	3,636	100	29,91,382	100.00

xi) Dematerialization of Shares and Liquidity

About 96.15 percent shares have been st dematerialized as on 31 March, 2021. The Equity shares of the Company are traded on BSE Limited.

The Company has paid the Listing fees for the year 2021-2022 to the BSE Limited on which its shares are listed.

xii) Outstanding ADRS, GDRS, Warrants or any convertible instruments, conversion date and impact on Equity

The Company has not made any ADRs, GDRs, Warrants or any convertible instruments issues in the recent past. Thus, there are no outstanding ADRs, GDRs.

xiii) Corporate Identification Number (CIN):

L17110MH1912PLC000351

Registered Office:

30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai-400 011

xiv) Address for Investor Correspondence

F o r a n y a s s i s t a n c e r e g a r d i n g dematerialization of shares, share transfers, transmissions, change of address or any other query relating to shares, please write to:

Simplex Realty Limited 30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai – 400 011 Tel. : (022) 2308 2951 Fax : (022) 2307 2773 E-mail: [email protected] Website: www.simplex-group.com

OR

Freedom Registry Limited Registered Office Plot No. 101/102, 19th Street, MIDC, Satpur, Nashik – 422 007 Tel. : (0253) 2354032 Fax : (0253) 2351126 E-mail: [email protected]

Liasioning Office

104, Bay Side Mall, 35/C ,M. M. Malviya Marg, Tardeo Road, Haji Ali, Mumbai-400 034 Tel. : (022) 23525589

xv) Compliance with the Listing Regulations

The Company has complied with all the mandatory requirements of the Listing Regulations. The certificate from Statutory Auditors of the Company on compliance of the conditions of Corporate Governance by the Company is annexed and form part of this Report.

xvi) Dematerialisation of Shares

Members are requested to convert their physical holdings to demat/electronic form through any of the registered Depository Participants (DPs) to avoid the hassles involved in dealing in physical shares such as possibility of loss, mutilation, etc. and also to ensure safe and speedy transaction in respect of the shares held by them.

xvii) Revalidation of Dividend Warrants

In respect of Members who have neither opted for NECS/ECS mandate nor have such facility with their banker and who have not encashed earlier dividends paid by the Company, are requested to write to the Company's Share Transfer Agent for revalidation of expired dividend warrants and failing their encashment for a period of seven years, they stand to lose the right to claim such dividend owing to transfer of unclaimed dividends beyond seven years to Investor Education and Protection Fund.

xviii)Update Address / E-Mail Address/Bank Details/Mobile No.

As a part of Green Initiative, the Act allow companies to go for paperless compliances by sending Notices, Annual Report and other related documents by e-mail to its Members. Many of the Members have not registered their e-mail address so far, may, as a support to this initiative, register their e-mail address by sending an e-mail to support @ freedomregistry.co.in quoting their Name, Folio No./DP ID/Client ID, E-mail address and Mobile No. to get registered with us for enabling us to send the said documents in electronic form.

xix) Certificate from Company Secretary in Practice

Mr. Binit Kumar, Practicing Company Secretary, has issued a certificate as required under the Listing Regulations, confirming that none of the directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as director of companies by the SEBI / Ministry of Corporate Affairs or any such statutory authority.

xx) Details of Total Fees Paid to Statutory Auditors

The details of total fees for all services paid by the Company, on a consolidated basis, to the Statutory Auditor and all entities in the network firm / network entity of which the statutory auditor is a part, are as follows:

Total	4,15,427
Re-imbursement	427
Tax Audit Fees	50,000
Audit Fees	3,65,000
	(In `)

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

st During the year ended 31 March, 2021, there were no complaints received by the Company.

DECLARATION UNDER REGULATION 26(3) READ WITH PART D OF SCHEDULE V OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

It is hereby declared that all the Board Members and Senior Management Personnel of the Company have affirmed st adherence to and compliance with the Code of Conduct for the year ended 31 March, 2021.

For Simplex Realty Limited

st Mumbai, 31 May, 2021

Nandan Damani Chairman and Managing Director

CERTIFICATE ON NON-DISQUALIFICATION OF DIRECTORS

To, The Members, Simplex Realty Limited

I, Mr. Binit Kumar (Practicing Company Secretary) have verified the relevant data and information available on the Ministry of Corporate affairs, MCA 21 Portal and various documents provided individually by the Directors to the Company, furnished to me for my review.

On the basis of the above and according to the information and data as available in public domain, in my opinion, none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of Companies by the SEBI/Ministry of Corporate Affairs or any such statutory authority.

CS Binit Kumar Company Secretary in Practice FCS No.: 10859 C.P. No.: 21698 UDIN No.:F010859C000428276

st Kolkata, 31 May, 2021

CERTIFICATE ON CORPORATE GOVERNANCE

To The Members of Simplex Realty Limited

We have examined the compliance of the conditions of Corporate Governance by Simplex Realty Limited for the year st ended 31 March, 2021 as stipulated in Chapter IV of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations) with the BSE Limited.

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

In our opinion and based on the information and according to explanations given to us and the representations made by the management and to the best of our knowledge and belief, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the Chapter IV of the Listing Regulations.

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 Khandelwal and Mehta LLP Chartered Accountants Firm's Reg. No. 102200W

Sunil L Khandelwal Partner Membership No:101388 UDIN No.: 21101388AAAAAP8427

st Mumbai, 31 May, 2021

CERTIFICATION BY CEO / CFO UNDER REGULATION 17(8) READ WITH PART B OF SCHEDULE II OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

The Board of Directors Simplex Realty Limited

We have reviewed the financial statements and the cash flow statement for the year ended 31st March, 2021 and that to the best of our knowledge and belief:

a) i. these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
ii. these statements together present a true and fair view of the Company's affairs and are in compliance with existing accounting standards, applicable laws and regulations.
b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company's code of conduct.
c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the Auditors and the Audit Committee, deficiencies in

the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

d) We have indicated, to the Auditors and the Audit committee:
i. significant changes in internal control over financial reporting during the year, if any
ii. significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements, if any, and
iii. instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company's internal control system over financial reporting.

Surendra Kabra

Chief Financial Officer Chairman and

Managing Director Nandan Damani

st Mumbai, 31 May, 2021

INDEPENDENT AUDITORS' REPORT

To the Members of Simplex Realty Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of Simplex Realty Limited ("the Company"), which comprise the balance sheet as at 31st March 2021, the statement of profit and loss, statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India,

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2021;
(b) in the case of the Statement of Profit and Loss (including Other Comprehensive Income), of the profit for the year ended on that date;
(c) in the case of the Statement of Changes in Equity, of the Changes in Equity for the year ended on that date; and

(d) in the case of the Statement of Cash Flow, of the Cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies Act, 2013('the Act'). Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion there on, and we do not provide a separate opinion on these matters.

Sr. No.	Key Audit Matters	Auditor's Response
1	Review of the value of realty stock in-trade & investments held by the company as on 31st March 2021	Principal Audit Procedures The assessment of various procedures adopted by the management which includes i) Ascertaining the value of investments and realty stock-in-trade held as at 31st March, 2021. ii) Considering the impact (if any) of Covid-19 pandemic on investments and stock-in-trade held as at date. iii) Verification of amount invested, current value of investments, regularity of receipt of income on those investments and it's fair classification and presentation in the audited financial statements. iv) Assessing the appropriateness of value of realty stock-in-trade disclosed in the financial statements.
2	Review of financial health of companies in which inter corporate deposits are held.	Principal Audit Procedures: The assessment of procedures adopted by management, including; i) Obtaining the latest audited financial statements of the companies to whom inter-corporate deposits are granted; thereby also assessing the financial soundness and the capability to repay the amount on demand or as per the terms of agreement; ii) Verification of amounts and regularity of receipt of interest income on such inter corporate deposits; iii) Obtaining regular confirmation of the closing balance of the deposits held by the borrowers with that of records in the company.
3	Review, effect and presentation of completed tax assessments	Principal Audit Procedures Obtained details of completed tax assessments and demands for the year ended March 31, 2021 from the management, followed by verification of tax refunds on completed tax assessments and treatment of the same in books of accounts and standalone financial statements.

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

The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board's Report including Annexures to Board's Report, and Shareholder's Information, but does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the 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.

Management's Responsibility for the Financial Statements

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 financial statements that give a true and fair view of the financial position, financial performance of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate implementation and maintenance of 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 financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the 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 also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

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

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

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal 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.
Conc lude on the appropriatenes s of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a

material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2016 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Companies Act, 2013, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.
1. As required by Section 143(3) of the Act, based on our audit we report 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 Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account.
(d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors of the Company and taken on record by the Board of Directors, none of the directors is disqualified as on 31st 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 B".
(g) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements – Refer Note 36 to the financial statements
ii. The Company did not have any longterm contracts including derivative contracts for which there were any material foreseeable losses.
iii. The amounts which were required to be transferred to Investor Education and Protection Fund by the Company have been transferred on due date.

For Khandelwal and Mehta LLP Chartered Accountants Firm Reg. No. W100084

Sunil Khandelwal Partner Membership No: 101388 UDIN : 21101388AAAACD2834

Place : Mumbai st Date : 31 May, 2021

ANNEXURE 'A' TO THE INDEPENDENT AUDITORS' REPORT

The Annexure referred to in our report to the members of Simplex Realty Limited ('the Company') for the year ended on 31st March, 2021. We report that:

i) a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
b) The Management of the Company has physically verified the fixed assets in accordance with its policy of physical verification at reasonable intervals. The discrepancies, if any noticed during such verification have been suitably adjusted in the books of account. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.
c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.
ii) a) According to the information and explanations given to us, the management has conducted physical verification of the inventories at reasonable intervals.
b) In our opinion and according to the information and explanations given to us, the procedures followed by the management for physical verification of inventory are reasonable and adequate in relation to the size of the Company and the nature of the business.
c) No material discrepancies have been noticed on physical verification of the stocks as compared to book records in so far as it appears from our examination of the books.
iii) According to the information and explanations given to us and on the basis of our examination of books of account, the Company has not granted unsecured loan to company covered under section 189 of the Companies Act, 2013. Accordingly, paragraph 3(iii) of the Order is not applicable.
iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 185 and 186 of the Act, with respect to the loans and investments made; the Company has not given any guarantee or security.
v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public.
vi) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 148(1) of the Act, and are of the opinion that prima facie the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the records with a view to determine whether they are accurate or complete.
vii) a) According to the records of the Company, undisputed statutory dues including provident fund, employees' state insurance, incometax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues have been regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of aforesaid dues were outstanding as at 31st March, 2021 for a period of more than six months from the date it became payable.
b) According to the records of the Company and information and explanations given to us and the records of the Company examined by us, there are no pending dues to be deposited of income tax, sales tax or service tax or duty of customs or duty of excise or value added tax on account of any disputes.
viii) On the basis of our examination of the books and according to the information and explanations given to us, during the year, there are no defaults in repayment of dues to financial institutions, banks, Government or debenture holders.
ix) The Company has not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable.
x) According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.

xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.
xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with Sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
xiv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
xv) 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 directors or persons connected with them. Accordingly, paragraph 3(xv) of the Order is not applicable.
xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act 1934.

For Khandelwal and Mehta LLP Chartered Accountants Firm Reg. No. W100084

Sunil Khandelwal Partner Membership No: 101388 UDIN : 21101388AAAACD2834

Place : Mumbai st Date : 31 May, 2021

ANNEXURE – 'B' TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF SIMPLEX REALTYLIMITED

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

We have audited the internal financial controls over financial reporting of Simplex Realty Limited ("the Company") as of 31st March, 2021 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

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

Auditors'Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical 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 auditor's 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.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

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 control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st 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 Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Khandelwal and Mehta LLP

Chartered Accountants Firm Reg. No. W100084

Sunil Khandelwal Partner

Membership No: 101388 UDIN : 21101388AAAACD2834

Place : Mumbai st Date : 31 May, 2021

BALANCE SHEET AS AT 31ST MARCH, 2021

			Note	As at 31.03.2021	As at 31.03.2020
A	ASSETS			`\|`
I	Non-Current Assets Property, Plant and Equipment		2	1,76,95,513	1,38,94,642
	Financial Assets: Investments		3a	27,59,57,515	26,13,34,110
	Loans		4	5,92,439	4,38,710
	Other Financial Assets		5	12,50,000	12,50,000
	Deferred Tax Assets (Net)		6	4,27,79,512	4,31,70,287
	Other Non-Current Assets Total Non-Current Assets		7	1,74,16,822 35,56,91,801	1,54,35,237 33,55,22,986
II	Current Assets
	Inventories Financial Assets:		8	31,63,53,468	35,14,14,528
	Investments		3b	6,61,28,037	10,05,21,233
	Cash and Cash Equivalents		9	24,88,601	21,74,653
	Bank Balances other than above		10	9,36,175	11,01,689
	Loans Other Financial Assets		11 12	29,58,35,000 3,02,24,230	22,38,20,000 4,93,67,862
	Other Current Assets		13	8,40,73,697	8,41,37,395
	Total Current Assets			79,60,39,208	81,25,37,360
	TOTAL ASSETS			1,15,17,31,009	1,14,80,60,346
B	EQUITY AND LIABILITIES
I	Equity Equity Share Capital		14	2,99,36,870	2,99,36,870
	Other Equity		15	1,08,61,51,661	1,07,16,35,899
	Total Equity			1,11,60,88,531	1,10,15,72,769
II	Liabilities Non-Current Liabilities Financial Liabilities:
	Borrowings		16	65,21,378	1,65,29,265
	Other Financial Liabilities Provisions		17 18	17,60,357 18,22,411	15,89,487 19,55,011
	Other Non-Current Liabilities		19	43,443	2,17,229
	Total Non-Current Liabilities			1,01,47,589	2,02,90,992
III	Current Liabilities Financial Liabilities : Trade Payables
	Total outstanding dues of Micro and Small Enterprises Others			- 15,48,751	- 14,77,620
	Other Financial Liabilities		20	1,74,89,271	1,81,39,030
	Other Current Liabilities		21	5,50,998	13,30,786
	Provisions Total Current Liabilities		22	59,05,869 2,54,94,889	52,49,149 2,61,96,585
	Total Liabilities			3,56,42,478	4,64,87,577
	TOTAL EQUITY AND LIABILITIES			1,15,17,31,009	1,14,80,60,346
	Significant Accounting Policies The accompanying notes form an integral part of the Financial Statements		1
	As per our report of even date attached				For and on behalf of the Board
	For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084	Surendra Kabra Chief Financial Officer			Nandan Damani Chairman and Managing Director
Partner	Sunil Khandelwal	Paras Shah Company Secretary			Surendra Kumar Somany Independent Director
	Membership No. 101388 Mumbai, 31st May, 2021				Mumbai, 31st May, 2021

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2021

		Note	2020-21	2019-20
			`\|`
	Income
I	Revenue from Operations	23	4,15,60,336	9,09,22,886
II	Other Income	24	5,08,55,097	4,73,51,320
III	Total Income (I+II)		9,24,15,433	13,82,74,206
IV	Expenses
	Cost of Sales	25	4,42,13,805	8,37,40,112
	Employee Benefits Expense	26	2,70,18,940	2,58,43,620
	Finance Costs	27	20,63,108	35,75,485
	Depreciation	2	12,34,978	18,20,081
	Other Expenses	28	1,38,03,490	1,73,08,239
	Total Expenses (IV)		8,83,34,321	13,22,87,537
V	Profit before Exceptional Item and Tax (III-IV)		40,81,112	59,86,669
VI	Exceptional Item		-	-
VII	Profit before Tax (V+/-VI)		40,81,112	59,86,669
VIII	Tax Expense:
	(1) Current tax		7,00,959	13,05,209
	(2) Deferred tax		(12,71,934)	42,10,878
	(3) Earlier year taxes		1,754	(66,116)
IX	Profit for the year (VII-VIII)		46,50,333	5,36,698
X	Other Comprehensive Income / (Expense) - (OCI): Items that will not be reclassified to Statement of Profit and Loss
	1. Re-measurement gains / (losses) on defined benefit plans		20,208	52,382
	2. Changes in fair values of equity instruments through OCI		65,01,057	(1,09,54,113)
	3. Income tax effect on above		(10,78,705)	10,61,795
			54,42,560	(98,39,936)
	Items that will be reclassified to Statement of Profit and Loss
	1. Changes in fair values of debt instruments through OCI		50,06,873	(10,91,098)
	2. Income tax effect on above		(5,84,004)	2,27,162
			44,22,869	(8,63,936)
	Total Other Comprehensive Income/(Expense) for the year, net of tax		98,65,429	(1,07,03,872)
	Total Comprehensive Income / (Expense) for the year (IX+X) Earnings per Equity Share (Face Value of `10/- each)		1,45,15,762	(1,01,67,174)
	Basic and Diluted Earnings Per Share (in `)		1.55	0.18

Significant Accounting Policies

The accompanying notes form an integral part of the Financial Statements

As per our report of even date attached For and on behalf of the Board

For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084

Sunil Khandelwal Partner Mumbai, 31st May, 2021 Membership No. 101388 Surendra Kabra Chief Financial Officer 1

Paras Shah Company Secretary

Nandan Damani Chairman and Managing Director

Surendra Kumar Somany Independent Director

Mumbai, 31st May, 2021

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2021

1. EQUITY SHARE CAPITAL

| | As at
31st March, 2021
| As at 31st March, 2020  |
|-------------------------------------------------|--------------------------------|--------------------------------|
| Balance at the beginning of the year | 2,99,36,870 | 2,99,36,870 |
| Changes in equity share capital during the year | - | - |
| Balance at the end of the reporting year | 2,99,36,870 | 2,99,36,870 |

2. OTHER EQUITY

			Reserves and Surplus			Other Comprehensive Income	Total Other
	Capital Reserve	Securities Premium	General Reserve	Retained Earnings	Equity instruments - FVTOCI	Debt instruments - FVTOCI	Equity
Balance as at 1st April, 2019		60,71,263 1,43,23,904		70,09,00,000 34,91,28,365 1,13,79,541		-	1,08,18,03,073
Profit for the year	-	-	-	5,36,698	-	-	5,36,698
Other comprehensive income / (expense)	-	-	-	39,198	(98,79,134)	(8,63,936)	(1,07,03,872)
Balance as at 31st March, 2020		60,71,263 1,43,23,904		70,09,00,000 34,97,04,261	15,00,407	(8,63,936)	1,07,16,35,899
Profit for the year	-	-	-	46,50,333	-	-	46,50,333
Other comprehensive income / (expense)	-	-	-	15,122	54,27,438	44,22,869	98,65,429
Transfer on sale FVTOCI designated instruments (Refer note 3)	-	-	-	39,31,677	(39,31,677)	-	-
Balance as at 31st March, 2021		60,71,263 1,43,23,904		70,09,00,000 35,83,01,393	29,96,168	35,58,933	1,08,61,51,661

Significant Accounting Policies - Note 1

The accompanying notes form an integral part of the Financial Statements

As per our report of even date attached For and on behalf of the Board

For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084

Sunil Khandelwal Partner Mumbai, 31st May, 2021 Membership No. 101388 Surendra Kabra Chief Financial Officer

Paras Shah Company Secretary

(In `)

Nandan Damani Chairman and Managing Director

Surendra Kumar Somany Independent Director

Mumbai, 31st May, 2021

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2021

| | | 2020-21
| 2019-20  |
|----|--------------------------------------------------------------------------------|---------------------------|-----------------------------|
| A. | CASH FLOW FROM OPERATING ACTIVITIES : | | |
| | PROFIT BEFORE TAX | 40,81,112 | 59,86,669 |
| | Adjustments for : | | |
| | Depreciation on property, plant and equipment | 12,34,978 | 18,20,081 |
| | Interest expenses | 20,63,108 | 35,75,485 |
| | Profit on sale of investments (net) | (25,34,605) | (6,50,293) |
| | Dividend income | (16,39,389) | (9,52,230) |
| | Interest income | (4,21,08,338) | (4,27,64,892) |
| | Profit on sale of fixed assets | (19,92,765) | - |
| | Changes in fair value of financial assets at fair value through profit or loss | 3,30,573 | (3,92,095) |
| | Unwinding of discount on security deposit | (1,73,786) | (1,73,786) |
| | OPERATING LOSS BEFORE EXCEPTIONAL ITEM AND WORKING CAPITAL | | |
| | CHANGES | (4,07,39,112) | (3,35,51,061) |
| | Adjustment for changes in working capital | | |
| | Adjustment for (increase) / decrease in operating assets: | | |
| | Inventories | 3,50,61,060 | 3,96,60,192 |
| | Other financial assets | 3,06,41,659 | (3,15,90,564) |
| | Other current assets | 63,698 | (76,33,531) |
| | Other bank balances | 1,65,514 | 1,40,389 |
| | Adjustment for increase / (decrease) in operating liabilities: | | |
| | Other financial liabilities | (17,36,488) | (23,26,177) |
| | Trade payables | 71,131 | (7,36,713) |
| | Long-term provisions | (1,12,392) | 4,08,639 |
| | Short-term provisions | 6,56,720 | 5,58,582 |
| | Other liabilities
CASH GENERATED FROM / (USED IN) OPERATIONS | (7,79,788)
2,32,92,002 | (6,42,770)
(3,57,13,014) |
| | Direct taxes (paid) / refund received | (26,84,298) | (26,85,552) |
| | NET CASH GENERATED FROM / (USED IN) OPERATING ACTIVITIES (A) | 2,06,07,704 | (3,83,98,566) |
| | | | |
| B. | CASH FLOW FROM INVESTING ACTIVITIES : | | |
| | Purchase of fixed assets | (51,43,084) | (9,27,056) |
| | Sale of fixed assets | 21,00,000 | - |
| | Purchase of investments | (18,48,65,883) | (37,95,78,736) |
| | Sale of investments | 21,76,61,425 | 14,39,63,815 |
| | Dividend received | 16,39,389 | 9,52,230 |
| | Interest received | 3,11,42,793 | 5,92,88,629 |
| | Loans / Inter corporate deposits refund / (given) - net | (7,20,15,000) | 22,95,46,290 |
| | NET CASH (USED IN) / GENERATED FROM INVESTING ACTIVITIES (B) | (94,80,360) | 5,32,45,172 |

SIMPLEX REALTY LIMITED

Mumbai, 31st May, 2021

| | | 2020-21
| 2019-20  |
|----|----------------------------------------------------------------|---------------|---------------|
| C. | CASH FLOW FROM FINANCING ACTIVITIES : | | |
| | Proceeds from / (repayment) of borrowings | (89,21,158) | (1,14,24,171) |
| | Interest paid | (18,92,238) | (34,21,199) |
| | NET CASH (USED IN) FINANCING ACTIVITIES
(C) | (1,08,13,396) | (1,48,45,370) |
| | NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) | 3,13,948 | 1,236 |
| | CASH AND CASH EQUIVALENTS - AT THE START OF THE YEAR | 21,74,653 | 21,73,417 |
| | CASH AND CASH EQUIVALENTS - AT THE END OF THE YEAR | 24,88,601 | 21,74,653 |
| | Cash and cash equivalents comprise of : | As on | As on |
| | | 31.03.21 | 31.03.20 |
| | Balances with Banks : | | |
| | - in Current accounts | 24,75,616 | 20,55,509 |
| | Cheques on hand | - | 12,890 |
| | Cash on hand | 12,985 | 1,06,254 |
| | Cash and cash equivalents (Note no.9) | 24,88,601 | 21,74,653 |

Significant Accounting Policies - Note 1 The accompanying notes form an integral part of the Financial Statements

As per our report of even date attached		For and on behalf of the Board
For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084	Surendra Kabra Chief Financial Officer	Nandan Damani Chairman and Managing Director
Sunil Khandelwal Partner Membership No. 101388	Paras Shah Company Secretary	Surendra Kumar Somany Independent Director

Mumbai, 31st May, 2021

CORPORATE INFORMATION

Simplex Realty Limited ("the Company") is a public limited company, incorporated and domiciled in India having its registered office at 30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai – 400 011, Maharashtra, India. The equity shares of the Company are listed on BSE Limited. The Company is in real estate development. The Company develops residential as well as commercial properties.

1. SUMMARYOF SIGNIFICANT ACCOUNTING POLICIES

(i) Basis of preparation:

The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 ("the Act") [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the Act. The financial statements have been prepared on the historical cost basis except for certain financial assets and liabilities, which are measured at fair value.

(ii) Current and non-current classification:

The normal operating cycle in respect of operation relating to under construction real estate project depend on signing of agreement, size of the project, type of development, project complexities, approvals needed and realization of project into cash and cash equivalent. Accordingly, project related assets and liabilities have been classified into current and non-current based on operating cycle of the respective project. All other assets and liabilities have been classified into current and non-current based on a period of twelve months.

(iii) Fair value measurement:

The Company's accounting policies and disclosures require the measurement of fair values for certain financial assets and liabilities.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1- Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2- Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3-Inputs based on unobservable market data.

(iv) Revenue Recognition:

Ind AS 115 - Revenue from Contracts with Customers, is mandatory for reporting periods beginning on or after 1st April, 2018. Under Ind AS-115, revenue is recognized when or as it satisfies each performance obligation by transferring a promised good or service to a customer. Agood or service is considered to be transferred when the customer obtains control. Under Ind AS-115, transfer of control of a good or service over time rather than at a point in time is considered when one of the following criteria are met:

The Customer simultaneously receives and consumes the benefits provided by the entity's performance as the entity performs.
The entity's performance creates or enhances an asset that the customer controls as the asset is created or enhanced.
The entity's performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date.

If it is not possible to demonstrate that the performance obligation is satisfied over time, the revenue cannot be recognized over time (means revenue is to be recognized following Completed Control Method, instead of Percentage of Completion Method (POCM).

Costs incurred is being used to measure progress towards completion as there is a direct relationship between input and productivity. Determination of revenue under percentage of completion method necessarily involves making estimates, some of which are of technical nature, concerning where relevant, the percentage of completion, cost to completion, the expected revenue from the project or activity and the foreseeable losses to completion. The effect of changes, if any, to estimates is recognized in the financial statements for the period in which such changes are determined.

Revenue in excess of invoicing are classified as contract assets (which is referred as unbilled revenue) while invoicing in excess of revenues are classified as contract liabilities (which is referred as unearned/deferred income).

Rental income from operating leases is recognized on a straight line basis over the lease term.

The Company receives maintenance amount from the customers and utilize the same towards the maintenance of the respective projects. The balance amount of maintenance expenses to be incurred is reflected as liability under the head other current liabilities.

Interest income is recognized on accrual basis at effective interest rate.

Dividend income is accounted when right to receive is established.

(v) Property, Plant and Equipment:

Recognition and measurement

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment, if any. The cost of property, plant and equipment includes purchase price, including freight, duties, taxes and expenses incidental to acquisition and installation. If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Property, plant and equipment are derecognized from financial statements, either on disposal or when no economic benefits are expected from its use or disposal. The gain or losses arising from disposal of property, plant and equipment are recognized in the Statement of Profit and Loss in the year of occurrence.

Subsequent expenditures

Subsequent expenditures related to an item of property, plant and equipment are added to its carrying value only when it is probable that the future economic benefits from the asset will flow to the Company and cost can be reliably measured. All other repair and maintenance costs are recognized in the Statement of Profit and Loss during the year in which they are incurred.

Depreciation

Depreciation is provided on all property, plant and equipment (excluding furniture and office equipments) on straight-line method and on furniture and office equipments on the written down value method on pro-rata basis over the useful lives of the assets as prescribed in the Schedule II to the Companies Act, 2013.

Assets class	Useful life
Buildings	60 years
Furniture and fixtures	5-10 years
Office equipments	5 years
Vehicles	8 years
Electrical installations	10 years
Computers	3 years

(vi) Impairment of Non-Financial Assets:

The Company assesses at each Balance Sheet date whether there is any indication that an asset may be impaired. If any such indication exists, the Company estimates the recoverable amount of the asset. The recoverable amount is the higher of an asset's or cash generating unit's (CGU) fair value less costs of disposal and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. If such recoverable amount of the asset or cash generating unit is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognized in the Statement of Profit and Loss. If at the Balance Sheet date, there is any indication that any impairment loss recognized for an asset in prior years may no longer exist or may have decreased, the recoverable amount is reassessed and such reversal of impairment loss is recognized in the Statement of Profit and Loss, to the extent the amount was previously charged to the Statement of Profit and Loss.

(vii) Leases:

Leases in which the Company does not transfer substantially all the risk and rewards of ownership of an asset are classified as operating leases. Rental income from operating lease is recognized on a straight line basis over the terms of the relevant lease unless the payments are structured to increase in line with general inflation to compensate expected inflationary cost increase.

Lease deposits received are financial instruments (financial liability) and need to be measured at fair value on initial recognition. The difference between the fair value and the nominal value of deposits is considered as deferred rental income and recognized over the lease term on a straight line basis. Unwinding of discount is treated as interest expense for deposit received and is accrued as per the effective interest rate method.

(viii) Investments in Associates:

Investments in equity shares and preference shares of Associates are recorded at cost and reviewed for impairment at each reporting date and if any impairment is required, the same is recognized in the Statement of Profit and Loss.

(ix) 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. Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instruments.

Financial Assets

Initial recognition and measurement

The Company recognizes financial assets when it becomes a party to the contractual provisions of the instrument. All financial assets are recognized initially at fair value plus transaction costs that are directly attributable to the acquisition of the financial asset.

Subsequent measurement

For the purpose of subsequent measurement, the financial assets are classified as under:

i) Financial assets at amortised cost

Afinancial asset is measured at the amortised cost, if both of the following conditions are met:

The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium and fees or costs that are an integral part of the EIR. Interest income from these financial assets is included in other income using the EIR in the Statement of Profit and Loss. The losses arising from impairment are recognized in the Statement of Profit and Loss.

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

Financial assets are classified as FVTOCI, if both of the following criteria are met:

These assets are held within a business model whose objective is achieved both by collecting contractual cash flows and selling the financial assets; and
Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

Fair value movements are recognised in the other comprehensive income (OCI), except for the recognition of impairment gains or losses, interest income and foreign exchange gains or losses which are recognised in the statement of profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognized in OCI is reclassified from equity to other income in the Statement of Profit and Loss.

iii) Financial assets at fair value through profit or loss (FVTPL)

Financial assets that do not meet the criteria for amortized cost or FVTOCI are measured at fair value through profit or loss. Again or loss on a debt investment that is subsequently measured at fair value through profit or loss including interest income and dividend income if any, recognised as other income in the Statement of Profit and Loss.

iv) Equity instruments :

All equity instruments other than investments in associates are measured at fair value. Equity instruments which are for trading are classified as FVTPL. All other equity instruments are measured at fair value through other comprehensive income (FVTOCI). The classification is made on initial recognition and is irrevocable.

Where the Company's management has elected to present fair value gains and losses on equity instruments in other comprehensive income, there is no subsequent reclassification of fair value gains and losses to profit or loss. Dividends from such investments are recognized in the Statement of Profit and Loss when the Company's right to receive payments is established.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the Statement of Profit and Loss.

Impairment of financial assets

The Company applies 'simplified approach' for recognition of impairment loss on financial assets for loans, deposits and trade receivables.

The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognizes impairment loss allowance based on lifetime Expected Credit Loss at each reporting date, right from its initial recognition.

De-recognition

Afinancial asset is derecognized when:

the rights to receive cash flows from the assets have expired, or
the Company has transferred substantially all the risk and rewards of the asset, or
the Company has neither transferred nor retained substantially all the risk and rewards of the asset, but has transferred control of the asset.

Financial Liabilities

• Initial recognition and measurement

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

• Subsequent measurement

Financial liabilities are subsequently measured at amortised cost using the effective interest rate method. For trade and other payables maturing within operating cycle, the carrying amounts approximate the fair value due to short maturity of these instruments.

• Loans and borrowings

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using Effective Interest Rate (EIR) method. Gain and losses are recognized in the Statement of Profit and Loss when the liabilities are derecognized.

Amortised cost is calculated by taking into account any discount or premium on acquisition and transaction costs. The EIR amortization is included as finance costs in the Statement of Profit and Loss.

• Derecognition

The Company derecognizes financial liabilities when, and only when, the Company's obligations are discharged, cancelled or have expired. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the Statement of Profit and Loss.

• Offsetting financial instruments

Financial assets and financial liabilities are offset and the net amount is reflected in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, to realize the assets and settle the liabilities simultaneously.

(x) Inventories:

Construction work-in-progress are valued at cost which includes cost of land, premium for development rights, construction cost, allocated interest and expenses incidental to the project undertaken by the Company. Inventory of completed flats/units is valued at lower of cost or net realisable value.

(xi) Taxes:

The tax expense comprises current and deferred tax. Tax is recognized in the Statement of Profit and Loss except to the extent that it relates to items recognized directly in equity or in OCI.

i. Current Tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. It is measured using tax rates enacted or substantially enacted at the reporting date.

Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognized amounts and there is an intention to settle the asset and the liability on a net basis.

ii. Deferred Tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities for financial reporting purpose and the amount used for taxation purposes.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are recognized for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which those deductible temporary differences can be utilised. The carrying amount of deferred tax asset 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 asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.

(xii) Employee benefits:

Short term employee benefits

The undiscounted amount of short term employee benefits expected to be paid in exchange for the services rendered by employees are recognized as an expense during the period when the employees render the services.

Defined contribution plans

The Company's contribution to Provident Fund, Pension, Superannuation Fund and Employees State Insurance Fund are considered as defined contribution plans, as the Company does not carry any further obligations apart from the contribution made to the respective fund/scheme and are charged as an expense based on the amount of contribution required to be made.

Defined benefit plans

The liability recognized in the balance sheet in respect of defined benefit plans is the present value of the defined benefit obligation at the end of the reporting period. The defined benefits obligation is calculated annually by actuaries using the projected unit credit method.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation. This cost is included in employee benefit expense in the Statement of Profit and Loss.

Remeasurement gain and losses arising from experience adjustments, changes in actuarial assumptions are recognized in the period in which they occur, directly in other comprehensive income (OCI). They are included in

retained earnings in the Statement of Change in Equity and in the Balance Sheet.

Compensated absences

The liabilities for accumulated leave are measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of reporting period using the projected unit credit method. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognized in profit or loss.

The Company presents the entire leave as a current liability in the balance sheet, since it does not have an unconditional right to defer its settlement for 12 months after the reporting date.

(xiii) Borrowing Costs:

Borrowing costs attributable to the acquisition or construction of qualifying assets are Captialised as part of the cost of such assets. Aqualifying asset is one that necessarily takes a substantial period of time to get ready for its intended use.

Interest and other costs incurred in connection with borrowing of funds, which are incurred for the development of long term projects, are transferred to construction work-in- progress, as part of the cost of the project upto the time all the activities necessary to prepare these projects for its intended use or sale are complete.

All other borrowing costs are recognized as expense in the period in which these are incurred.

(xiv) Cash and Cash Equivalents:

Cash and cash equivalents in the balance sheet comprise cash at banks and on hand, demand deposit and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.

(xv) Provisions and Contingent Liabilities:

The Company recognizes a provision when there is a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made.

(xvi) Earnings Per Share:

Basic earnings per share is calculated by dividing the profit / (loss) for the year attributable to the equity shareholders by weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit / (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.

(xvii)Dividend:

Dividend to the equity shareholders is recognized as a liability in the Company's financial statements in the period in which the dividend is approved by the shareholders.

1 (a)USE OF ESTIMATES AND JUDGEMENTS

The preparation of financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, income, expenses and disclosures of contingent liabilities at the reporting date. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

Estimates and underlying assumptions are reviewed at each reporting date. Any revision to accounting estimates and assumptions are recognised prospectively i.e. recognised in the period in which the estimate is revised and future periods affected.

i. Evaluation of percentage completion

Determination of revenues under the percentage of completion method necessarily involves making estimates, some of which are of a technical nature, concerning, where relevant, the percentage of completion, cost to completion, the expected revenue from the project or activity and the foreseeable losses to completion. Estimates of project income, as well as project costs, are reviewed periodically. The effect of changes, if any, to estimates is recognised in the financial statements for the period in which such changes are determined.

ii. Recognition and measurement of defined benefit obligations

The cost of defined benefit plans and the present value of the defined benefit obligation are based on actuarial valuations using the projected unit credit method. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of discount rate, future salary increase and mortality rates. 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.

iii. Fair value measurement of financial instruments

When the fair values of the financial assets and liabilities recorded in the balance sheet cannot be measured based on the quoted market prices in active markets, their fair value is measured using valuation techniques. The inputs to these models are taken from the observable market, where possible, but where this is not feasible, a review of judgement is required in establishing fair values. Changes in assumptions relating to these assumptions could affect the fair value of financial instruments.

iv. Deferred taxes

Deferred tax is recorded on temporary differences between tax bases of assets and liabilities and their carrying amounts, at the rates that have been enacted or substantively enacted at the reporting date. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable profit during the periods in which those temporary differences and the tax loss carry forwards become deductible. The Company considers the expected reversal of deferred tax liabilities and projected future taxable income in making this assessment. The amount of deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carry forward periods are reduced.

Estimation of uncertainties relating to the global health pandemic from COVID-19

The Company, as at the date approval of these financial statements has considered internal and external sources of information, in assessing the possible effects that may result from the global health pandemic relating to Covid-19 on the carrying amounts of loans, investments, receivables, inventories and other assets. As on the date of approval of these financial statements, the Company has concluded that the impact of Covid-19 pandemic is not material based on these estimates and expects to recover the carrying amount of these assets. The impact of Covid-19 on the Company's Financial Statements may differ from that estimated as at the date of approval of these financial statements. pandemic

2. PROPERTY, PLANT AND EQUIPMENT

										(In `)
	GROSS CARRYING AMOUNT				DEPRECIATION				NET CARRYING AMOUNT
	As at st 1 April, 2020	Additions during the year	Deductions/ Adjustments 31 March, during the year	As at st 2021	Upto st 31 March, 2020	Provided during the year	On Deductions/ Adjustments	Upto st 31 March, 2021	As at st 31 March, 2021	As at st 31 March, 2020
Freehold Land	50,00,318	-	1,07,235	48,93,083	-	-	-	-	48,93,083	50,00,318
Buildings	37,94,615	-	-	37,94,615	2,89,803	78,840	-	3,68,643	34,25,972	35,04,812
Computers	13,79,639	1,33,729	-	15,13,368	7,76,792	3,13,123	-	10,89,915	4,23,453	6,02,847
Electrical Installations	25,99,735	-	-	25,99,735	5,51,734	2,45,589	-	7,97,323	18,02,412	20,48,001
Furniture and Fixtures	6,14,209	-	-	6,14,209	3,70,456	40,455	-	4,10,911	2,03,298	2,43,753
Vehicles		58,83,666 50,04,155	-		1,08,87,821 36,36,007	4,64,640	-	41,00,647	67,87,174	22,47,659
Office Equipments	4,87,345	5,200	-	4,92,545	2,40,093	92,331	-	3,32,424	1,60,121	2,47,252
Total	1,97,59,527 51,43,084			1,07,235 2,47,95,376		58,64,885 12,34,978	-	70,99,863	1,76,95,513 1,38,94,642

(In `)

	GROSS CARRYING AMOUNT				DEPRECIATION				NET CARRYING AMOUNT
	As at st 1 April, 2019	Additions during the year	Deductions/ Adjustments during the year	As at st 31 March, 2020	Upto st 31 March, 2019	Provided during the year	On Deductions/ Adjustments	Upto st 31 March, 2020	As at st 31 March, 2020	As at st 31 March, 2019
Freehold Land	50,00,318	-	-	50,00,318	-	-	-	-	50,00,318	50,00,318
Buildings	32,57,166	5,37,449	-	37,94,615	2,12,312	77,491	-	2,89,803	35,04,812	30,44,854
Computers	11,77,832	2,01,807	-	13,79,639	4,78,384	2,98,408	-	7,76,792	6,02,847	6,99,448
Electrical Installations	25,99,735	-	-	25,99,735	3,06,145	2,45,589	-	5,51,734	20,48,001	22,93,590
Furniture and Fixtures	5,47,909	66,300	-	6,14,209	3,12,643	57,813	-	3,70,456	2,43,753	2,35,266
Vehicles	58,83,666	-	-		58,83,666 26,25,183 10,10,824		-	36,36,007	22,47,659	32,58,483
Office Equipments	3,65,845	1,21,500	-	4,87,345	1,10,137	1,29,956	-	2,40,093	2,47,252	2,55,708
Total	1,88,32,471	9,27,056	-	1,97,59,527 40,44,804 18,20,081			-		58,64,885 1,38,94,642 1,47,87,667

3 (a) NON-CURRENT INVESTMENTS

Sr.	Particulars	Associate /	Face value -	No. of Shares/Units		Value (`)
No.		Others	fully paid	31.03.2021	31.03.2020	31.03.2021	31.03.2020
	In Associates
I	Investments in Equity Instruments
	Quoted - (At cost)
	(a) Simplex Mills Company Ltd.	Associate	10	14,70,000	14,70,000	1,46,10,800	1,46,10,800
	(b) Simplex Papers Ltd.	Associate	10	14,71,000	14,71,000	1,47,25,431	1,47,25,431
						2,93,36,231	2,93,36,231
	Less: Impairment in value of investments					(1,03,85,981)	(1,03,85,981)
II	Investments in Preference Shares - Unquoted - In associate (At cost)
	Non-Cumulative Redeemable Preference Shares of Simplex Mills Company Ltd.	Associate	10	90,00,000	90,00,000	9,00,00,000	9,00,00,000
	Other Investments
I	Investment in Preference Shares -Unquoted Others- (At FVTOCI)
	7.50% Tata Capital Limited - Non Convertible Redeemable Preference shares	Others	1000	20,000	20,000	1,95,34,000	2,00,00,000
II	Investments in Bonds/Debentures Quoted (At FVTOCI)
	8.75% Axis Bank Limited unsecured perpetual, additional tier I, Basel III, Non Convertible Debenture - Series 28 (with first call option 28/06/2022)	Others	1000000	20	20	2,01,00,000	2,00,84,000
	9.60% Aadhar Housing Finance Limited- secured Non Convertible Debenture (29/09/2021)	Others	1000	-	10,000	-	1,00,59,000
	10.32% Andhra Pradesh Capital Region Development Authority- unsecured redeemable Non Convertible Bonds - series E (16/08/2028)	Others	200000	50	50	1,07,06,000	1,00,50,000
	10.88% Cholamandalam Investment and Finance Company Limited, unsecured Non Convertible Debenture series PDI 20 (with first call option 12/02/2029)	Others	500000	60	60	3,22,05,000	3,00,15,000
	8.15% State Bank of India perpetual series IV additional tier I bonds under Basel III (with first call option 02/08/2022)	Others	1000000	10	10	1,00,42,000	99,62,000
	11.40% The Tata Power Company Limited unsecured perpetual Non Convertible Debenture (call date 02/06/2021)	Others	1000000	-	10	-	1,02,28,000
	8.97% UP Power Corporation Limited- Non Convertible Bonds Series III 2016-17 (25% each on 14/05/2021, 16/08/2021, 15/11/2021 and 15/02/2022 )	Others	1000000	-	10	-	97,16,000
	10.15% UP Power Corporation Limited-Non Convertible Bonds Series II- 2017-18 (20/01/2028)	Others	1000000	20	20	2,06,56,000	1,91,10,000
	10.75% The Tata Power Company Limited-NCD perpetual 2072 (call date 21/08/2022)	Others	1000000	10	-	1,04,68,000	-
	7.74% SBI AT1 Bonds in the nature of Debentures Series I (call date 09/09/2025)	Others	1000000	10	-	1,00,24,000	-
	8.50% BOB Perp Series XIII (call date 28/07/2025)	Others	1000000	10	-	99,90,000	-
	Investments in Bonds/Debentures- Unquoted (At FVTOCI)
	9.67% Tata Sons Pvt Ltd NCD 13SP22 (13/09/2022)	Others	1000000	9	-	94,41,000	-
III	Investments in Alternate Investment Fund - Unquoted - (At FVTPL)
	India Realty Excellence Fund IV					60,00,000	65,00,000
	Walton Street Blacksoil Real Estate Fund					78,41,265	66,59,860
				Total Non-Current Investments		27,59,57,515	26,13,34,110

Details of total investments:	31.03.2021	31.03.2020
Financial assets measured at cost	10,89,50,250	10,89,50,250
Financial assets measured at Fair Value through Other Comprehensive Income (FVTOCI)	15,31,66,000	13,92,24,000
Financial assets measured at Fair Value through Profit or Loss (FVTPL)	1,38,41,265	1,31,59,860

3 (b) CURRENT INVESTMENTS

Sr.	Particulars	Associate /	Face value -	No. of Shares/Units		Value (`)
No.		Others	fully paid	31.03.2021	31.03.2020	31.03.2021	31.03.2020
I	Investments in Equity Instruments * - (measured at Fair Value Through Other Comprehensive Income - FVTOCI)
	Quoted - fully paid up
(a)	Peninsula Land Ltd.	Others	2	-	10,750	-	25,155
(b)	Prime Urban Development (I) Ltd.	Others	2	-	2,500	-	12,950
(c)	HDFC Ltd.	Others	2	1,400	1,400	34,98,530	22,82,630
(d)	Piramal Enterprises Ltd.	Others	2	3,000	6,250	52,56,000	58,67,500
(e)	Hindustan Unilever Ltd.	Others	1	360	360	8,75,088	8,27,334
(f)	Delta Magnets Ltd.	Others	10	-	750	-	20,925
(g)	Morarjee Textiles Ltd.	Others	7	-	2,109	-	17,273
(h)	Integra Garments and Textiles Ltd.	Others	3	-	2,109	-	3,143
(i)	Reliance Industries Ltd.	Others	10	-	1,250	-	13,90,562
	Total quoted current investments in equity instruments					96,29,618	1,04,47,472
	Unquoted - fully paid up
(j)	Universal Conveyor Beltings Ltd.	Others	10	27,500	27,500	-	-
	Total unquoted current investments in equity instruments					-	-
II	Investments in Bonds/Debentures- Quoted (At FVTOCI)
	9.95 Future Consumers Ltd secured Non Convertible Debenture series III	Others	100000	100	100	1,00,00,000	1,00,06,000
	11.40% The Tata Power Company Ltd unsecured perpetual Non Convertible Debenture (call date 02/06/2021)	Others	1000000	10	-	1,00,68,000	-
	8.97% UP Power Corporation Limited- Non Convertible Bonds Series III 2016-17 (25% each on 14/05/2021, 16/08/2021, 15/11/2021 and 15/02/2022 )	Others	1000000	10	-	1,00,65,000	-
	9.50% Indusind Bank Ltd perpetual bond (call date 22/03/2022)	Others	1000000	5	-	49,54,500	-
III	Investments in Bonds/Debentures- Quoted (At Amortised cost)
	9.56% Tamilnadu Power Finance and Infra Development Corp Ltd-Series 2 (30% on 09/01/2021, 30% on 09/01/2022 and 40% on 09/01/2023 )	Others	1000000	6	-	42,31,933	-
	9.72% Tamilnadu Generation and Distribution Corp. Ltd. -Series 2 (call date 16/07/2021)	Others	1000000	4	-	40,08,509	-
	9.75% UP Power Corporation Ltd (25% each on 20/01/2021, 20/04/2021, 20/07/2021 and 20/10/2021 )	Others	1000000	10	-	75,22,068	-
	Total current investments in bonds/debentures					5,08,50,010	1,00,06,000

Sr.	Particulars	Associate /	Face value -	No. of Shares/Units		Value (`)
No.		Others	fully paid	31.03.2021	31.03.2020	31.03.2021	31.03.2020
IV	Investments in Mutual Funds-Unquoted (at FVTPL)
	DSP Overnight Fund - Regular-Growth	Others	1000	649.419	1345.799	7,14,407	14,36,486
	Tata Liquid Fund - Direct Plan-Growth	Others	1000	-	18686.711	-	5,85,26,495
	Tata Money Market Fund - Direct Plan -Growth	Others	1000	1344.461	1451.960	49,34,002	50,32,720
	Tata Treasury Advantage Fund - Direct Plan -Growth	Others	1000	-	5157.020	-	1,50,72,060
	Total investments in mutual funds					56,48,409	8,00,67,761
	Total Current Investments					6,61,28,037	10,05,21,233

Details of total investments:	31.03.2021	31.03.2020
Financial assets measured at fair value through Other Comprehensive Income (FVTOCI)	4,47,17,118	2,04,53,472
Financial assets measured at fair value through Profit or Loss (FVTPL)	56,48,409	8,00,67,761
Financial assets measured at amortised cost	1,57,62,510	-
Total Current Investments	6,61,28,037	10,05,21,233

	Value (`)
	31.03.2021	31.03.2020
Aggregate market value of quoted investments
Non-Current	14,70,36,440	13,52,62,500
Current	6,03,85,018	2,04,53,472
Aggregate carrying value of unquoted investments
Non-Current	13,28,16,265	12,31,59,860
Current	56,48,409	8,00,67,761
Aggregate amount of impairment in value of investments
Non-Current	(1,03,85,981)	(1,03,85,981)

*During the year, the company has sold its certain equity investments, upon sale, the Company has reclassified the cumulative fair value changes of ` 39,31,677/ from Other Comprehensive Income to Retained Earnings.

| 4. LOANS - NON-CURRENT
(Considered good-Unsecured) | 31.03.2021
| 31.03.2020  | |
|-------------------------------------------------------|-----------------|-----------------|--|
| Security deposits | 3,34,439 | 4,38,710 | |
| Loans to employees | 2,58,000 | - | |
| | 5,92,439 | 4,38,710 | |
| 5. OTHER FINANCIAL
ASSETS - NON-CURRENT | 31.03.2021
| 31.03.2020  | |
| Bank deposit with more than 12 months maturity | 12,50,000 | 12,50,000 | |
| | 12,50,000 | 12,50,000 | |

The above bank deposit is given to the bank as security for issuing bank guarantee.

(In `)

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2021

| 6. DEFERRED TAX ASSET (NET) | 31.03.2021
| 31.03.2020  |
|------------------------------------------------------------------|-----------------|-----------------|
| Deferred Tax Liability | | |
| Long term capital gain on conversion of land into stock-in-trade | (6,77,655) | (6,77,655) |
| Others | (5,641) | (4,908) |
| Deferred Tax Assets | | |
| Property, plant and equipment | 1,77,653 | 3,39,955 |
| Expenses that are allowed on payment basis | 4,79,812 | 4,43,863 |
| Unused tax losses | 4,00,52,430 | 4,00,52,430 |
| Others | 27,52,913 | 30,16,602 |
| Net deferred tax asset | 4,27,79,512 | 4,31,70,287 |

a) Movement in deferred tax balances

Movement in deferred tax during the year ended 31st March, 2021

Opening Recognised Recognised Closing balance as at in profit in OCI balance as at 01.04.2020 or loss 31.03.2021 Property, plant and equipment 3,39,955 (1,62,302) - 1,77,653 Expenses that are allowed on payment basis 4,43,863 35,949 - 4,79,812 Unused tax losses 4,00,52,430 - - 4,00,52,430 Long term capital gain on conversion of land into stock-in-trade (6,77,655) - - (6,77,655) Provision for employee benefits 18,13,143 1,36,997 (5,086) 19,45,054 Interest income on unwinding of financial liability (4,908) (733) - (5,641) Others 12,03,459 12,62,023 (16,57,623) 8,07,859 Net deferred tax asset 4,31,70,287 12,71,934 (16,62,709) 4,27,79,512

(In `)

Movement in deferred tax during the year ended 31st March, 2020

	Opening balance as at 01.04.2019	Recognised in profit or loss	Recognised in OCI	Closing balance as at 31.03.2020
Property, plant and equipment	3,56,030	(16,075)	-	3,39,955
Expenses that are allowed on payment basis	4,50,897	(7,034)	-	4,43,863
Unused tax losses	4,42,72,831	(42,20,401)	-	4,00,52,430
Long term capital gain on conversion of land into stock-in trade	(7,25,091)	47,436	-	(6,77,655)
Provision for employee benefits	17,49,689	76,638	(13,184)	18,13,143
Interest income on unwinding of financial liability	(12,148)	7,240	-	(4,908)
Others	-	(98,682)	13,02,141	12,03,459
Net deferred tax asset	4,60,92,208	(42,10,878)	12,88,957	4,31,70,287
b) Income tax recognised in profit and loss			31.03.2021 `\| 31.03.2020<br>`
Current tax
In respect of current year			7,00,959	13,05,209
In respect of earlier years			1,754	(66,116)
Deferred tax
Relating to origination and reversal of temporary differences			(12,71,934)	42,10,878
Total income tax recognised for the year			(5,69,221)	54,49,971
c) Income tax recognised in other comprehensive income			31.03.2021 `\| 31.03.2020<br>`
Deferred tax arising on income and expenses recognised in other comprehensive income
Remeasurement of defined benefit obligations			(5,086)	(13,184)
Changes in fair value of equity instruments through FVTOCI			(10,73,619)	10,74,979
Changes in fair value of debt instruments through FVTOCI			(5,84,004)	2,27,162
Total income tax recognised in other comprehensive income			(16,62,709)	12,88,957

d) The income tax expense for the year can be reconciled to the accounting profit / (loss) as follows:

| | 31.03.2021
| 31.03.2020  |
|------------------------------------------------------------------------------|-----------------|-----------------|
| Profit before tax | 40,81,112 | 59,86,669 |
| Tax expense calculated at 25.168% (2019-20:25.168%) | 10,27,134 | 15,06,725 |
| Effect of expenses that are not deductible or deductible on payment basis | 6,50,645 | 8,43,811 |
| Effect of incomes which are exempt from tax | - | (2,39,657) |
| Effect of expenses that are deductible under Income tax act | (9,23,058) | (7,09,456) |
| Others | (13,25,696) | (3,00,858) |
| Adjustment due to changes in tax rates | - | 44,15,522 |
| | (5,70,975) | 55,16,087 |
| Adjustments recognised in the current year in relation to the current tax of | | |
| earlier years | 1,754 | (66,116) |
| Income tax expense recognised in the statement of profit and loss | (5,69,221) | 54,49,971 |

The tax rate used for the above reconciliations is the corporate tax rate of 25.168% for the year 2020-21 and 2019-20 payable by the Company.

In assessing the realizability of deferred tax assets, the Company considers the extent to which it is probable that the deferred tax asset will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable profits during the period in which those temporary differences and tax loss carry- forwards become deductible. The Company considers the expected reversal of deferred tax liabilities, projected future taxable income in making this assessment.

Based on this, the Company believes that it is probable that the Company will realize the benefits of these deductible differences. The amount of deferred tax asset considered realizable, however, could be reduced in the near term if the estimates of future taxable income during the carry-forward period are reduced.

As at 31st March, 2021, the Company has recognized deferred tax asset of 4,00,52,430/- ( as at 31st March, 2020 4,00,52,430/-) on unused tax losses. Such tax losses include major items which are not expected to recur in future. Based on realistic estimates of future earnings, there is resasonable certainty that the Company will generate sufficient taxable income to utilise such tax losses.

| 7. OTHER NON-CURRENT ASSETS | 31.03.2021
| 31.03.2020  |
|-----------------------------------------------------------------------------------------------------------|-----------------|-----------------|
| Advance income tax (net of provisions) | 1,74,16,822 | 1,54,35,237 |
| (net of provision of 11,00,60,796/- as at 31st March, 2021, 10,93,58,083/-
as at 31st March, 2020) | 1,74,16,822 | 1,54,35,237 |

| 8. INVENTORIES | 31.03.2021
| 31.03.2020  | |
|----------------------------------------------|-----------------|-----------------|--|
| Construction work-in-progress | 19,79,16,748 | 18,84,21,724 | |
| Realty stock-in-trade | 11,84,36,720 | 16,29,92,804 | |
| | 31,63,53,468 | 35,14,14,528 | |
| 9. CASH AND CASH EQUIVALENTS | 31.03.2021 | 31.03.2020 | |
| Balances with banks: | | | |
| In current accounts | 24,75,616 | 20,55,509 | |
| Cheques on hand | - | 12,890 | |
| Cash on hand | 12,985 | 1,06,254 | |
| | 24,88,601 | 21,74,653 | |
| | | | |
| 10. OTHER BANK BALANCES | 31.03.2021
| 31.03.2020  | |
| Unclaimed dividend accounts | 9,36,175 | 11,01,689 | |
| | 9,36,175 | 11,01,689 | |
| 11. LOANS-CURRENT | 31.03.2021 | 31.03.2020 | |
| Loans receivable considered good - Unsecured | | | |
| Inter corporate deposits | 29,56,61,000 | 22,37,90,000 | |
| Loans to employees* | 1,74,000 | 30,000 | |
| | 29,58,35,000 | 22,38,20,000 | |
| * includes due from officers of the Company | - | - | |
| 12. OTHER CURRENT FINANCIAL
ASSETS | 31.03.2021
| 31.03.2020  | |
| Interest receivable | 2,81,95,671 | 1,65,43,915 | |
| Deposits | - | 3,00,00,000 | |
| Others | 20,28,559 | 28,23,947 | |
| | 3,02,24,230 | 4,93,67,862 | |

| 13. OTHER CURRENT ASSETS | 31.03.2021
| 31.03.2020  |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------|-----------------|
| Income tax paid against disputed demand | 6,87,03,074 | 6,87,03,074 |
| Balances with government authorities | 99,53,400 | 1,00,08,994 |
| Prepaid expenses | 3,01,507 | 2,78,419 |
| Other advances | 51,15,716 | 51,46,908 |
| | 8,40,73,697 | 8,41,37,395 |
| 14. EQUITY SHARE CAPITAL | 31.03.2021
| 31.03.2020  |
| AUTHORISED | | |
| 1,00,00,000 (31st March, 2020 - 1,00,00,000) Equity Shares of 10/- each | 10,00,00,000 | 10,00,00,000 | | ISSUED, SUBSCRIBED AND PAID UP | | | | 29,91,382 (31st March, 2020- 29,91,382) Equity shares of10/- each fully
paid
up (of which 360 (31st March, 2020 - 360) shares remain to be
exchanged for fractional certificates) | 2,99,13,820 | 2,99,13,820 |
| Add : Forfeited shares account | 23,050 | 23,050 |
| Total issued, subscribed and fully paid up share capital | 2,99,36,870 | 2,99,36,870 |

a. Reconciliation of the shares outstanding at the beginning and at the end of the year

Particulars	31.03.2021		31.03.2020
	Equity Shares		Equity Shares
	Number	`\| Number \|`
Shares outstanding at the beginning of the year	29,91,382	2,99,13,820	29,91,382	2,99,13,820
Shares issued during the year	-	-	-	-
Shares bought back during the year	-	-	-	-
Shares outstanding at the end of the year	29,91,382	2,99,13,820	29,91,382	2,99,13,820

b. Terms/rights attached to the equity shares

The Company has one class of equity shares having a par value of ` 10/- per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding..

c. Details of the shareholders holding more than 5% shares in the Company

Name of Shareholder	As at 31st March, 2021			As at 31st March, 2020
	No. of Shares held	% of Holding	No. of Shares held	% of Holding
Lucky Vyapaar and Holdings Pvt. Ltd.	7,43,040	24.84	7,43,040	24.84
Life Insurance Corporation of India	4,15,903	13.90	5,07,754	16.97
New Textiles LLP (formerly known as New Textiles Pvt. Ltd.)	5,99,123	20.03	5,99,123	20.03
15. OTHER EQUITY			31.03.2021 `\| 31.03.2020<br>`
CAPITAL RESERVE
Opening balance			60,71,263	60,71,263
Addition during the year			-	-
Closing balance			60,71,263	60,71,263
SECURITIES PREMIUM ACCOUNT
Opening balance			1,43,23,904	1,43,23,904
Addition/(utilisation) during the year			-	-
Closing balance			1,43,23,904	1,43,23,904
GENERAL RESERVE
Opening balance			70,09,00,000	70,09,00,000
Addition/(utilisation) during the year			-	-
Closing balance			70,09,00,000	70,09,00,000
OTHER COMPREHENSIVE INCOME- EQUITY INSTRUMENTS (FVTOCI) Opening balance			15,00,407	1,13,79,541
Add/(less): Changes in fair value during the year of FVTOCI equity instruments
(net of tax)			54,27,438	(98,79,134)
Less: Transfer on sale of FVOTCI designated instruments			(39,31,677)	-
Closing balance			29,96,168	15,00,407
OTHER COMPREHENSIVE INCOME- DEBT INSTRUMENTS (FVTOCI)
Opening balance			(8,63,936)	-
Add/(less): Changes in fair value during the year of FVTOCI debt instruments
(net of tax)			44,22,869	(8,63,936)
Closing balance			35,58,933	(8,63,936)
RETAINED EARNINGS
Opening balance			34,97,04,261	34,91,28,365
Add: Transfer on sale of FVOTCI designated instruments			39,31,677	-
Profit for the year			46,50,333	5,36,698
Items of other comprehensive income recognised directly in retained earnings:
Remeasurement of defined benefit obligation (net of tax) Closing balance			15,122 35,83,01,393	39,198 34,97,04,261
Total other equity			1,08,61,51,661	1,07,16,35,899

CAPITAL RESERVE

Pertains to share application money forfeited in the case where remaining amount was not paid. The reserve can be utilised in accordance with the provisions of the Act.

SECURITIES PREMIUM RESERVE

Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the Act.

GENERAL RESERVE

General Reserve represents amounts transferred from Retained Earnings in earlier years as per the requirements of the erstwhile Companies Act, 1956. The reserve can be utilised in accordance with the provisions of the Act. Declaration of dividend out of such reserve shall not be made except in accordance with the rules prescribed in this behalf under the Act.

OTHER COMPREHENSIVE INCOME - EQUITYINSTRUMENTS (FVTOCI)

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVTOCI equity instruments reserve within equity. The Company transfer amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

OTHER COMPREHENSIVE INCOME- DEBT INSTRUMENTS (FVTOCI)

This reserve represents the cumulative gains (net of losses) arising on revaluation of debt instruments measured at fair value through Other Comprehensive Income. When the financial asset is derecognised, the cumulative gains or losses previously recognised in this reserve is reclassified from equity to Profit or Loss.

| 16. BORROWINGS - NON-CURRENT | 31.03.2021
| 31.03.2020  |
|------------------------------|-----------------|-----------------|
| Unsecured loan from other | | |
| Term loan | 65,21,378 | 1,65,29,265 |
| | 65,21,378 | 1,65,29,265 |

(Unsecured loan availed against the security of assets given by a company in which Directors are interested and carries interest @ 11.55% per annum (previous year @ 11.55% p.a.) and is repayable in equated monthly installment over a period of 2 years (previous year 5 years) last installment is in May 2023.)

| 31.03.2021
| 31.03.2020  |
|-----------------|-----------------|
| 17,60,357 | 15,89,487 |
| 17,60,357 | 15,89,487 |
| | |

| 18. PROVISIONS - NON-CURRENT | 31.03.2021
| 31.03.2020  | |
|-----------------------------------------------------|-----------------|-----------------|--|
| For employee benefits- Gratuity (refer note 29) | 18,22,411 | 19,55,011 | |
| | 18,22,411 | 19,55,011 | |
| 19. OTHER LIABILITIES - NON-CURRENT | 31.03.2021
| 31.03.2020  | |
| Deferred income | 43,443 | 2,17,229 | |
| | 43,443 | 2,17,229 | |
| 20. OTHER FINANCIAL LIABILITIES - CURRENT | 31.03.2021
| 31.03.2020  | |
| Current maturities of long term debt | 50,01,542 | 39,14,813 | |
| Unpaid dividends | 9,36,175 | 11,01,689 | |
| Other liabilities | 86,63,313 | 1,03,40,461 | |
| Retention money | 28,88,241 | 27,82,067 | |
| | 1,74,89,271 | 1,81,39,030 | |
| 21. OTHER CURRENT LIABILITIES | 31.03.2021
| 31.03.2020  | |
| Statutory dues | 3,77,214 | 5,26,002 | |
| Deferred income | 1,73,784 | 1,73,784 | |
| Others | - | 6,31,000 | |
| | 5,50,998 | 13,30,786 | |
| 22. PROVISIONS - CURRENT | 31.03.2021
| 31.03.2020  | |
| For employee benefits - (refer note 29)
Gratuity | 22,95,400 | 20,97,422 | |
| Leave benefits | 36,10,469 | 31,51,727 | |
| | 59,05,869 | 52,49,149 | |

| 23. REVENUE FROM OPERATIONS | 2020-21
| 2019-20  |
|-----------------------------------------------------------------------------------------------|--------------|--------------|
| Sale of products | 3,44,56,550 | 8,32,79,100 |
| Rental income | 71,03,786 | 76,43,786 |
| | 4,15,60,336 | 9,09,22,886 |
| 24. OTHER INCOME | 2020-21
| 2019-20  |
| Interest income on financial assets | | |
| Bank deposits | 81,936 | 91,751 |
| Inter corporate deposits | 2,06,87,425 | 3,21,46,054 |
| Interest income on financial assets fair valued through other
comprehensive income | 1,44,78,485 | 61,41,992 |
| Interest income on financial assets carried at amortised cost | 33,32,067 | - |
| Interest income on financial assets carried at fair value through profit or loss | 21,61,233 | 16,45,795 |
| Interest on deposits | 13,57,044 | 21,31,346 |
| Others | 10,148 | 14,230 |
| Interest on income tax refund | - | 5,93,724 |
| Dividend income from equity instruments designated at FVTOCI | 1,30,400 | 1,94,761 |
| Dividend income on other investments | 15,08,989 | 7,57,469 |
| Building rent | 25,80,000 | 25,80,000 |
| Other non-operating income | - | 11,810 |
| Profit on sale/redemption of investments
(designated at fair value through profit or loss) | 25,22,057 | 6,50,293 |
| Profit on sale/redemption of investments carried at FVTOCI | 12,548 | - |
| Profit on sale of fixed assets | 19,92,765 | - |
| Changes in fair value of financial assets at fair value through profit or loss (FVTPL) | - | 3,92,095 |
| | 5,08,55,097 | 4,73,51,320 |

| Opening stock
Construction work-in-progress
18,84,21,724
14,27,05,077
Finished stock
16,29,92,804
24,83,69,643
Add: Expenses incurred during the year
Materials, structural, labour and contract cost incurred
49,61,452
1,77,22,792
Rates and taxes
17,522
1,44,330
Professional charges
39,12,601
2,45,77,574
Other costs-net
2,61,170
16,35,224
91,52,745
4,40,79,920
Less: Closing stock
Construction work-in-progress
19,79,16,748
18,84,21,724
Finished stock
11,84,36,720
16,29,92,804
Cost of sales
4,42,13,805
8,37,40,112
26. EMPLOYEE BENEFITS EXPENSE
2020-21
2019-20
 
Salaries and wages
2,53,32,724
2,40,26,414
Contribution to provident and other funds
7,58,715
7,92,156
Staff welfare expenses
9,27,501
10,25,050
2,70,18,940
2,58,43,620
27. FINANCE COSTS
2020-21
2019-20
 
Interest on
Term loan
18,52,006
30,89,512
Income tax
40,232
2,87,012
Others
1,70,870
1, |------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 98,961
20,63,108
35,75,485 | 25. COST OF SALES | 2020-21
| 2019-20  | | | | | |
-------------------|--------------|--------------|--|--|--|--|--|
| | | | | | | |
| | | | | | | |
| | | | | | | |
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| | | | | | | |
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| | | | | | | |
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| | | | | | | |
| | | | | | | |
| | | | | | | |
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| 28. OTHER EXPENSES | | 2020-21
| | 2019-20  |
|-----------------------------------------------------------------|----------|--------------|----------|--------------|
| Electricity | | 4,93,568 | | 8,04,448 |
| Repairs to | | | | |
| Buildings | | 13,879 | | 5,84,304 |
| Machinery | | 1,46,806 | | 1,80,707 |
| Others | | 1,24,812 | | 3,56,462 |
| Insurance | | 72,988 | | 73,560 |
| Rent | | 64,784 | | 63,357 |
| Rates and taxes | | 9,44,029 | | 9,44,970 |
| Advertisements | | 30,362 | | 37,104 |
| Business promotion expenses | | 1,10,192 | | 4,42,228 |
| Travelling and conveyance expenses | | 5,62,829 | | 16,57,337 |
| Legal and professional fees | | 6,59,973 | | 5,12,836 |
| Retainership fees | | 11,14,200 | | 11,23,120 |
| Printing, stationery and communication expenses | | 5,20,065 | | 7,61,280 |
| Bank charges | | 4,930 | | 5,795 |
| Vehicles expenses | | 5,02,161 | | 8,04,810 |
| Flat maintenance expenses | | 10,15,008 | | 11,85,232 |
| Commission and brokerage | | 4,30,000 | | 3,49,500 |
| Membership and subscription charges | | 6,75,555 | | 5,98,750 |
| Security charges | | 11,02,500 | | 12,93,015 |
| Goods and Service tax paid | | 6,80,626 | | 7,52,434 |
| Changes in fair value of financial assets at fair value through | | | | |
| profit or loss (FVTPL) | | 3,30,573 | | - |
| Sundry expenses | | 14,23,891 | | 16,87,090 |
| Directors' sitting fees | | 3,80,000 | | 3,70,000 |
| Society maintenance charges | | 19,84,332 | | 22,69,709 |
| Auditors' remuneration | | | | |
| As Auditor | | | | |
| Audit fee | 3,65,000 | | 3,65,000 | |
| Tax audit fee | 50,000 | | 50,000 | |
| For taxation matters | - | | 30,000 | |
| For reimbursement of expenses | 427 | 4,15,427 | 5,191 | 4,50,191 |
| | | 1,38,03,490 | | 1,73,08,239 |

29. EMPLOYEE BENEFITS

I) Defined Contribution Plans

a) Provident fund
b) Superannuation fund and Pension scheme,1995
c) Employer's contribution to Employees state insurance

The Company has recognized the following amounts in the Statement of Profit and Loss which are included under Contribution to Provident and other funds;

| Contribution to: | 2020-21
| 2019-20  |
|--------------------------------|--------------|--------------|
| Provident fund | 1,04,006 | 1,03,985 |
| Superannuation fund | 5,04,000 | 5,22,667 |
| Pension fund | 87,036 | 83,337 |
| Employees State Insurance fund | 63,673 | 82,167 |

Disclosures for defined benefit plan based on actuarial valuation report:

II) Defined Benefit Plan

| | GRATUITY | 2020-21
| 2019-20  |
|----|-----------------------------------------------------------------------------|--------------|--------------|
| A. | Changes in defined benefit obligations | | |
| | Present value of defined benefit obligation as at the beginning of the year | 40,52,433 | 36,78,053 |
| | Interest cost | 2,03,352 | 2,05,268 |
| | Current service cost | 2,88,501 | 2,21,494 |
| | Past service cost- vested benefits | - | - |
| | Benefit paid | (4,06,267) | - |
| | Actuarial (gain) / loss due to changes in financial assumption | (1,19,422) | 26,499 |
| | Actuarial (gain) / loss due to changes in experience adjustments | 99,214 | (78,881) |
| | Present value of defined benefit obligation as at the end of the year | 41,17,811 | 40,52,433 |
| B. | Amount recognized in the Balance Sheet | | |
| | Present value of defined benefit obligation as at the end of the year | 41,17,811 | 40,52,433 |
| | Fair value of plan assets at end of the year | - | - |
| | Net liability recognized in the Balance Sheet | 41,17,811 | 40,52,433 |
| | - Current provision | 22,95,400 | 20,97,422 |
| | - Non-current provision | 18,22,411 | 19,55,011 |

| | | 2020-21
| 2019-20  |
|----|-----------------------------------------------------------------------------------|-----------------------------------------------------|-----------------------------------------------------|
| C. | Expenses recognized in the Statement of Profit and Loss | | |
| | Interest cost | 2,03,352 | 2,05,268 |
| | Current service cost | 2,88,501 | 2,21,494 |
| | Past service cost- vested benefits | - | - |
| | Expenses recognized in the Statement of Profit and Loss | 4,91,853 | 4,26,762 |
| D. | Expenses recognized in the Other Comprehensive Income (OCI) | | |
| | Remeasurement (gain) / loss | (20,208) | (52,382) |
| | Actuarial (gain) / loss due to changes in financial assumptions | (1,19,422) | 26,499 |
| | Actuarial (gain) / loss due to changes in experience adjustments | 99,214 | (78,881) |
| E. | Movement in the present value of net defined benefit obligation
are as follows | | |
| | Opening net liability | 40,52,433 | 36,78,053 |
| | Expenses recognised in the Statement of Profit and Loss | 4,91,853 | 4,26,762 |
| | Expenses recognised in OCI | (20,208) | (52,382) |
| | Contributions paid | (4,06,267) | - |
| | Closing net liability | 41,17,811 | 40,52,433 |
| | | | (In ) | | | Maturity profile of defined benefit obligation | Estimated for the year ended 31st March, 2021 | Estimated for the year ended 31st March, 2020 | | | 1st following year | 22,95,400 | 20,97,422 | | | 2nd following year | 10,194 | 1,87,585 | | | 3rd following year | 2,27,363 | 10,031 | | | 4th following year | 10,357 | 1,97,600 | | | 5th following year | 11,962 | 10,602 | | | Sum of years 6 to 10 | 9,22,934 | 8,75,394 | | | Sensitivity analysis | 2020-21 | 2019-20 
` |
| | Impact of +1% change in discount rate | 39,14,322 | 38,29,307 |
| | Impact of -1% change in discount rate | 43,60,389 | 43,19,791 |
| | Impact of +1% change in salary escalation rate | 42,54,404 | 42,88,931 |
| | Impact of -1% change in salary escalation rate | 39,15,427 | 38,24,567 |

The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefits obligation to significant actuarial assumptions, the same method (present value of defined benefits obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The estimates of future salary increases, considered in actuarial valuation, taking account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

Actuarial assumptions	As at 31st March, 2021	As at 31st March, 2020
Discount rate	6.70%	6.77%
Salary escalation rate	5.00%	5.00%
Attrition rate	0.50%	0.50%

30. RELATED PARTY DISCLOSURE

(i) List of Related Parties as required by Ind AS-24 "Related Party Disclosures" are given below:

(a)	Associates	Simplex Papers Ltd. Simplex Mills Company Ltd.
(b)	Key management personnel and their relatives	Shri Nandan Damani - Managing Director Shri Sanjay N Damani - Executive Director Smt. Sandhya R Kini - Executive Director Smt. Shivani V Jatia Smt. Shashi A Patodia Smt. Shreelekha N Damani
(c)	Non Executive/Independent Directors	Shri V.B.Haribhakti Shri S.K.Somany Smt. Renu Jain Shri Vijay S Jindal Shri Sabhapati G. Shukla
(d)	Where persons mentioned in (b) exercise significant influence	The Nav Bharat Refrigeration And Industries Ltd. Shreelekha Global Finance Ltd. New Textiles LLP (formerly known as New Textiles Pvt Ltd.) Lucky Vyapaar and Holdings Pvt. Ltd.

(ii) Transactions with related parties (In `)

Type of related party	Description of the nature of transactions	Volume of transactions during 2020-21	Volume of transactions during 2019-20	Balance as on 31.03.21 Receivable/ (Payable)	Balance as on 31.03.20 Receivable/ (Payable)
(a) Associates Simplex Mills Co.Ltd.	Reimbursement of expenses	(51,891)	(42,634)	-	-
(b) Key management personnel and their relatives	Remuneration#	74,16,000	74,16,100	-	-
(c) Non Executive/ Independent Directors	Sitting fees Shri V.B.Haribhakti Shri S.K.Somany Smt. Renu Jain Shri Vijay S Jindal Shri Sabhapati G. Shukla	1,00,000 1,00,000 40,000 40,000 1,00,000	1,00,000 1,00,000 40,000 30,000 1,00,000	- - - -	- - - -
(d) Where persons mentioned in (b) exercise significant influence
a) Reimbursement of expenses-net
	The Nav Bharat Refrigeration and Industries Ltd.	23,152	2,61,577	-	-
Lucky Vyapaar and Holdings Pvt. Ltd.		1,78,516	2,18,859	-	-
b) Security
	Security offered by Lucky Vyapaar and Holdings
Pvt. Ltd for loan availed				1,15,22,920	2,04,44,078

Excludes provision for compensated leave and gratuity for key managerial personnel as separate actuarial valuation is not available.

Terms and conditions of transactions with related parties

Transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year end are unsecured and settlement occurs in cash.

31. FINANCIAL INSTRUMENTS-FAIR VALUE AND RISK MANAGEMENT

a) Financial instruments by category

(In `)

	31.03.2021				31.03.2020
Particulars	At FVTOCI	At FVTPL	At Amortised cost	At FVTOCI	At FVTPL	At Amortised cost
Financial Assets
Investments	19,78,83,118	1,94,89,674		1,57,62,510 15,96,77,472 9,32,27,621		-
Loans	-	-	29,64,27,439	-	-	22,42,58,710
Cash and cash equivalents	-	-	24,88,601	-	-	21,74,653
Other bank balances	-	-	9,36,175	-	-	11,01,689
Other financial assets	-	-	3,14,74,230	-	-	5,06,17,862
	19,78,83,118	1,94,89,674		34,70,88,955 15,96,77,472 9,32,27,621		27,81,52,914
Financial Liabilities
Borrowings	-	-	1,15,22,920	-	-	2,04,44,078
Trade payables	-	-	15,48,751	-	-	14,77,620
Other financial liabilities	-	-	1,42,48,086	-	-	1,58,13,704
	-	-	2,73,19,757	-	-	3,77,35,402

b) Fair value hierarchy and method of valuation

The following table shows fair value hierarchy of financial assets measured at fair value on a recurring basis. Except for these financial instruments, the Company considers that the carrying value amount recognised in the financial statements approximate their fair value largely due to the short term maturities of these instruments.

						(In `)
		31.03.2021			31.03.2020
Financial assets	Level 1	Level 2	Level 3	Level 1	Level 2	Level 3
Measured at Amortised Cost
Investments in bonds/debentures	-	1,57,62,510	-	-	-	-
Measured at FVTOCI
Investments in equity instruments	96,29,618	-	-	1,04,47,472	-	-
Investments in preference shares	-	1,95,34,000	-		2,00,00,000	-
Investments in bonds/debentures	-	16,87,19,500	-	-	12,92,30,000	-
Measured at FVTPL
Investments in mutual funds	-	56,48,409	-	-	8,00,67,761	-
Investments in alternate investment funds	-	1,38,41,265	-	-	1,31,59,860	-

Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities. This includes listed equity instruments that have quoted price. The fair value of equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.

Level 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

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

The fair value of investments in bonds, debentures and mutual funds is measured at quoted price, dealer quotes or NAV.

c) Risk management framework

The Company's principal financial liabilities includes borrowings, trade and other payables. The Company's principal financial assets includes loans, trade receivables, investments (equity shares/bonds/debentures/mutual funds), cash and cash equivalents and others. The Company is exposed to credit risk, liquidity risk and market risk. The Company's senior management oversees the management of these risks. The Company's senior management provides assurance that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives.

d) Financial Risk Management

The Company has exposure to the following risks arising from financial instruments:

i) Credit Risk
ii) Liquidity Risk
iii) Market Risk

i) Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's receivables from customers, investments in inter corporate deposits, bonds or debentures.

The carrying amount of following financial assets represents the maximum credit exposure:

Trade receivables

The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However credit risk with regards to trade receivables is almost negligible in case of its residential, commercial sale and lease rental as the same is due to the fact that in case of its residential and commercial sale business, it does not handover possession till entire outstanding is received. Similarly, in case of lease rental business, the Company keeps 3 to 6 months rental amount as deposit from the occupants.

No impairment is observed on the carrying value of trade receivables.

Other financial assets

Credit risk from balances with banks, loans and investments is managed by Company's finance department. Investments of surplus funds are primarily made in fixed deposits, with banks and companies; bonds or debentures of investment grade issued by government institutions, public sector undertakings, corporates. These counter parties are shortlisted and exposure limits determined on the basis of their credit rating, financial statements and other relevant informations. As these counter parties are government institutions, public sector undertaking and corporates with investment grade credit ratings, the counter party risk attached to such assets is considered to be insignificant. Impairment in the value of investments in associates is recognised, if required, as on the reporting date.

ii) Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach in managing liquidity is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed condition, without incurring unacceptable losses or risking damage to the Company's reputation.

The Management monitors rolling forecasts of the Company's liquidity position on the basis of expected cash flows. The Company's objective is to maintain a balance between continuity of funding and flexibility through the use of surplus funds and inter-corporate loans.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date.

(In `)

st As at 31 March, 2021	Carrying	Contractual cash flows
	amount	Total	Within 1 year	1-2 years	2-5 years	More than 5 years
Financial Liabilities
Borrowings	1,15,22,920	1,15,22,920	50,01,542	56,10,803	9,10,575	-
Trade Payables	15,48,751	15,48,751	15,48,751	-	-	-
Other Financial Liabilities	1,42,48,086	1,42,48,086	1,24,87,729	17,60,357	-	-
	2,73,19,757	2,73,19,757	1,90,38,022	73,71,160	9,10,575	-

st As at 31 March, 2020	Carrying	Contractual cash flows
	amount	Total	Within 1 year	1-2 years	2-5 years	More than 5 years
Financial Liabilities
Borrowings	2,04,44,078	2,04,44,078	39,14,813	43,91,695	1,21,37,570	-
Trade Payables	14,77,620	14,77,620	14,77,620	-	-	-
Other Financial Liabilities	1,58,13,704	1,58,13,704	1,42,24,217	-	15,89,487	-
	3,77,35,402	3,77,35,402	1,96,16,650	43,91,695	1,37,27,057	-

iii) Market Risk

Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and commodity prices which will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market exposures within acceptable parameters, while optimising the return. The Company's investments are held in bonds/debentures,fixed deposits and debt mutual funds. Investments in bonds/debenture are measured either fair value through other comprehensive income or fair valued through profit or loss to recognise market volatility, which is not considered to be significant. Fixed deposits are held with highly rated banks and companies and are not subject to interest rate volatility.

The Company invests in mutual funds. Mutual fund investments are susceptible to market price risks that arise mainly from change in interest rate which may impact the return and value of such investments.

Currency risk

Currency risk is not material, as the Company's primary business activities are within India and does not have any exposure in foreign currency.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The management is responsible for the monitoring of the Company's interest rate position. The exposure of the Company's borrowing to the interest rate risk at the end of the reporting period is as follows:

		(In `)
Particulars	As at	As at
	31st March, 2021	31st March, 2020
Floating rate borrowing	1,15,22,920	2,04,44,078
	1,15,22,920	2,04,44,078

The sensitivity analysis below have been determined based on the exposure to interest rate for liabilities at the end of the reporting period. The analysis is prepared assuming the amount of the liabilities outstanding at the end of the reporting period was outstanding for the whole year. The amount indicated below may have an impact on reported profit / (loss) for the year.

A reasonable possible change of 100 basis points in interest rate would have resulted in variation in the interest expenses for the Company by the amounts as follows:

		(In `)
Particulars	2020-21	2019-20
Interest rate - Increase by 100 basis points	1,15,229	2,04,441
Interest rate - Decrease by 100 basis points	(1,15,229)	(2,04,441)

Commodity price risk

The Company's activities are exposed to steel and cement price risks and therefore its overall risk management program focuses on the volatile nature of the steel and cement market, thus seeking to minimize potential adverse effects on the Company's financial performance on account of such volatility.

32. CAPITAL MANAGEMENT

The Company manages its capital to ensure that it will be able to continue as going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt and the total equity of the Company. For this purpose, net debt is defined as total borrowings less cash and cash equivalents.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The funding requirements are met through short-term/long-term borrowings. The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.

The Company's net debt to equity ratio is as follows:

		(In `)
	As at	As at
	31st March, 2021	31st March, 2020
Borrowings	1,15,22,920	2,04,44,078
Less: Cash and cash equivalents	(24,88,601)	(21,74,653)
Net Debt	90,34,319	1,82,69,425
Total equity	1,11,60,88,531	1,10,15,72,769
Debt/Equity ratio	0.01	0.02

33. EARNINGS PER SHARE – EPS is calculated by dividing the profit / (loss) attributable to the equity shareholders by weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit / (loss) for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares, except when the results would be anti-dilutive.

Particulars	2020-21	2019-20
1. Profit after tax – `	46,50,333	5,36,698
2. Weighted average number of shares outstanding during the year	29,91,382	29,91,382
3. Face value of shares – `	10/-	10/-
4. Basic / Diluted EPS - `	1.55	0.18

34. LEASES

The Company's significant leasing arrangements are in respect of operating leases for Commercial and Residential premises. Lease income from operating leases is recognised on a straight-line basis over the period of lease. The particulars of the premises given under operating leases are as under:

		(In `)
Particulars	As at 31st March, 2021	As at 31st March, 2020
Future minimum lease rental receivable under operating leases are as follows:
Not later than 1 year	1,04,23,500	1,01,40,000
Later than 1 year not later than 5 years	19,84,500	98,28,000
Later than 5 years	-	-

35. CORPORATE SOCIAL RESPONSIBILITY

During the year, the Company was not required to spend any money as per the provision of Section 135 of the Companies Act, 2013 towards Corporate Social Responsibility (CSR) activities.

Gross amount required to be spent by the Company during the year Nil (previous year Nil)

36. CONTINGENT LIABILITIES NOT PROVIDED FOR

a) Claims against the Company not acknowledged as debt:

		(In `)
Particulars	As at	As at
	31st March, 2021	31st March, 2020
Appeals filed in respect of disputed demands:
Relating to income tax where the Company is in appeal	4,77,38,205	4,77,38,205
Relating to income tax where Department is in appeal	28,04,25,028	28,04,25,028
Labour matters	1,35,327	1,35,327
Legal cases	34,05,600	34,05,600
Bank guarantee	12,50,000	12,50,000

b) Others

The Company had received a demand notice of 17,15,65,324/- (as at 31st March, 2020 17,15,65,324/-) from the State Revenue Department on account of permission required for transfer of flats built out of FSI relating to Leasehold land in project "Planet Godrej". The Company filed a writ petition against the demand in the Honb'le High Court of Bombay ("the Court'') and the Court has stayed the demand order until a formal policy applicable to all leasehold lands is framed by the State. Further, the Court has ordered that as and when the policy is framed by the State, thereafter, the State shall approach the Honb'le High Court of Bombay for amending the present order.

37. Based on the intimations received from "suppliers" regarding their status under as Micro, Small and Medium Enterprises Development Act, 2006 (MSMED), there are no amounts outstanding to MSME at 31st March, 2021 and no amounts were overdue during the year for which disclosure requirements under MSMED are applicable.
38. The lease of the land at Mumbai has expired and it is yet to be renewed by the Collector of Mumbai ("the Collector"). Pending renewal of the lease, the previously agreed lease rent continues to be paid by the Company on the basis of the expired lease agreement. The demands previously raised by the Collector have been set aside by the Honb'le High Court of Bombay ("the Court''), and the Court has directed the Collector to re-assess the lease rent. As of the Balance Sheet date, no revised demand is received.
39. The Company's main business activity constitutes developing real estate, which is the only reporting segment. The Company does not have any reportable geographical segment.
40. The Financial Statements of the Company for the year ended 31st March, 2021 were approved by the Board of Directors on 31st May, 2021.
41. Previous year's figures have been reclassified, wherever necessary, to conform current year's presentation.

As per our report of even date attached		For and on behalf of the Board
For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084	Surendra Kabra Chief Financial Officer	Nandan Damani Chairman and Managing Director
Sunil Khandelwal	Paras Shah	Surendra Kumar Somany
Partner Membership No. 101388	Company Secretary	Independent Director
Mumbai, 31st May, 2021		Mumbai, 31st May, 2021

Mumbai, 31st May, 2021

st Mumbai, 31 May, 2021

Nandan Damani Chairman and Managing Director

For and on behalf of the Board of Directors

*There are unrecognized share of losses of previous years, hence share in profit for the year not considered for consolidation.

Profit / (Loss) for the year	Consolidation Considered Not in	2,51,146*	9,19,498
	Consolidation Considered in	N.A.	8,83,087
Shareholding attributable Networth Balance audited as per latest Sheet to		(5,69,60,557)	(1,93,00,090)
Reason why consolidated associate/ venture is joint the not		N.A.	N.A.
Description significant influence there is of how		shareholding Based on	shareholding Based on
	Extend of Holding %	49.01	48.99
Shares of Associates/Joint Ventures held by the Company	Investment Amount of Associates/ Venture Joint in	1,47,25,431	Equity Value Shares Value Preference 1,46,10,800 9,00,00,000
	Nos.	14,71,000	14,70,000
Sheet Date Audited Balance Latest		31.03.2021	31.03.2021
Joint Ventures Associates/ Name of		mplex Papers mited Si Li	mited mplex Mills Company Li Si

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

INDEPENDENT AUDITORS' REPORT

To The Members of Simplex Realty Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of Simplex Realty Limited ('the Company') and its associates (collectively referred to as "the Group"), comprising of the Consolidated Balance Sheet as at 31st March, 2021, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Changes in Equity and the Consolidated Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the consolidated financial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated financial statements, give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India,

a) in the case of the Consolidated Balance Sheet, of the consolidated state of affairs of the Group as at 31st March, 2021;
b) in the case of the Consolidated Statement of Profit and Loss, of the consolidated profit for the year ended on that date; and
c) in the case of the Consolidated Statement of Changes in Equity, of the changes in equity for the year ended on that date; and
d) in the case of the Consolidated Cash Flow Statement, of the consolidated cash flows for the year ended on that date.

Basis for Opinion

Emphasis of Matter

We draw attention to Note 38 to the Consolidated Financial statements which, indicates that the two associates which have been audited by another auditor has accumulated losses and its net worth has been fully eroded. This situation, along with other matters indicates the existence of an uncertainty that may cast doubt about the two associate's ability to continue as a going concern. However, the financial statements of both the associates have been prepared on a going concern basis for the reason stated in the said note.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion there on, and we do not provide a separate opinion on these matters.

Sr. No.	Key Audit Matters	Auditor's Response
1	Review of the value of realty stock in-trade & investments held by the company as on 31st March 2021	Principal Audit Procedures The assessment of various procedures adopted by the management which includes i) Ascertaining the value of investments and realty stock-in-trade held as at 31st March, 2021. ii) Considering the impact (if any) of Covid-19 pandemic on investments and stock-in-trade held as at date. iii) Verification of amount invested, current value of investments, regularity of receipt of income on those investments and it's fair classification and presentation in the audited Consolidated financial statements. iv) Assessing the appropriateness of value of realty stock-in-trade disclosed in the Consolidated financial statements.
2	Review of financial health of companies in which inter corporate deposits are held.	Principal Audit Procedures: The assessment of procedures adopted by management, including; i) Obtaining the latest audited financial statements of the companies to whom inter-corporate deposits are granted; thereby also assessing the financial soundness and the capability to repay the amount on demand or as per the terms of agreement; ii) Verification of amounts and regularity of receipt of interest income on such inter corporate deposits; iii) Obtaining regular confirmation of the closing balance of the deposits held by the borrowers with that of records in the company.
3	Review, effect and presentation of completed tax assessments	Principal Audit Procedures Obtained details of completed tax assessments and demands for the year ended 31st March, 2021 from the management, followed by verification of tax refunds on completed tax assessments and treatment of the same in books of accounts and standalone financial statements.

Information Other than the Consolidated Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Corporate Governance and Shareholder's Information, but does not include the consolidated financial statements and our auditor's report thereon.

Our opinion on the consolidated 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 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.

Management's Responsibility for the Consolidated Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 with respect to the preparation of these consolidated financial statements that give a true and fair view of the financial position, financial performance, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 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 Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

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 SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated 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 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.
Conc lude on the appropriatenes s 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 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 consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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.

Other Matters

The consolidated financial statements include the Group's share of net profit of 8,83,087/- out of the total comprehensive income of 1,53,98,849/- for the year ended 31st March, 2021, as considered in the

consolidated financial statements, in respect of associates which are Simplex Mills Company Limited and Simplex Papers Limited, whose financial statements have not been audited by us. The financial statements of Simplex Mills Company Limited and Simplex Papers Limited have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these associates, and our report in terms of sub-section (3) and (11) of Section 143 of the Act, in so far as it relates to the aforesaid associates, is based solely on the reports of the other auditors.

Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matter with respect to our reliance on the work done and the reports of the other auditors and the financial statements certified by the Management.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, we report 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 of the aforesaid consolidated financial statements.
(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books and the reports of the other auditors.
(c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, the consolidated Statement of Changes in Equity and the Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements.
(d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors of the Holding Company as on 31st March, 2021 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its associate companies incorporated in India, none of the directors of the Group companies, is disqualified as on 31st March, 2021 from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of internal financial controls over financial reporting of the Group and the operating effectiveness of such controls, refer to our separate report in Annexure.
(g) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditor's) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The consolidated financial statements disclose the impact of pending litigations on the consolidated financial position of the Group – (refer note no. 40 of the consolidated financial statement),
ii. The Company did not have any longterm contracts including derivative contracts for which there were any material foreseeable losses.
iii. The amounts which were required to be transferred to Investor Education and Protection Fund by the Group have been transferred on due date.

For Khandelwal and Mehta LLP Chartered Accountants Firm Reg. No. W100084

Sunil Khandelwal Partner Membership No: 101388 UDIN : 21101388AAAACC3055

Place : Mumbai st Date : 31 May, 2021

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

In conjunction with our audit of the consolidated financial statements of Simplex Realty Limited ("the Company") as of and for the year ended 31st March, 2021, we have audited the internal financial controls over financial reporting the Group for the year ended on that date.

Management's Responsibility for Internal Financial Controls

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

Auditors'Responsibility

Our responsibility is to express an opinion on the Group's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to these consolidated financial statements 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 with reference to these consolidated financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, with reference to these consolidated financial statements, 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 auditor's 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 and the audit evidence obtained by other auditors in terms of their reports referred to in the Other Matters paragraph is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting with reference to these consolidated financial statements.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting with reference to these consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting with reference to these consolidated financial statements, 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 with reference to these consolidated financial statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these consolidated financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of information and according to the explanations given to us and based on the consideration of reports of other auditors, as referred to in Other Matters paragraph, the Group has, in all material respects, an adequate internal financial controls system over financial reporting with reference to these consolidated financial statements and such internal financial controls over financial reporting with reference to these consolidated financial statements were operating effectively as at 31st 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 Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Khandelwal and Mehta LLP Chartered Accountants Firm Reg. No. W100084

Sunil Khandelwal Partner Membership No: 101388 UDIN : 21101388AAAACC3055

Place : Mumbai st Date : 31 May, 2021

CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2021

			Note	As at 31.03.2021	As at 31.03.2020
A ASSETS I Non-Current Assets				`\|`
Property, Plant and Equipment Financial Assets:			2	1,76,95,513	1,38,94,642
	Investments accounted for using the Equity Method		3 a	7,06,99,910	6,98,16,823
Investments - Others			3 b	16,70,07,265	15,23,83,860
Loans			4	5,92,439	4,38,710
Other Financial Assets			5	12,50,000	12,50,000
Deferred Tax Assets (Net)			6	4,27,79,512	4,31,70,287
Other Non-Current Assets Total Non-Current Assets			7	1,74,16,822 31,74,41,461	1,54,35,237 29,63,89,559
II Current Assets
Inventories			8	31,63,53,468	35,14,14,528
Financial Assets: Investments			3 c	6,61,28,037	10,05,21,233
Cash and Cash Equivalents			9	24,88,601	21,74,653
	Bank Balances other than above		10	9,36,175	11,01,689
Loans			11	29,58,35,000	22,38,20,000
Other Financial Assets			12	3,02,24,230	4,93,67,862
Other Current Assets			13	8,40,73,697	8,41,37,395
Total Current Assets				79,60,39,208	81,25,37,360
TOTAL ASSETS				1,11,34,80,669	1,10,89,26,919
B EQUITY AND LIABILITIES
I Equity Equity Share Capital			14	2,99,36,870	2,99,36,870
Other Equity			15	1,04,79,01,321	1,03,25,02,472
Total Equity				1,07,78,38,191	1,06,24,39,342
II Liabilities Non-Current Liabilities
Financial Liabilities :
Borrowings			16	65,21,378	1,65,29,265
Other Financial Liabilities			17	17,60,357	15,89,487
Provisions			18	18,22,411	19,55,011
Other Non-Current Liabilities			19	43,443	2,17,229
Total Non-Current Liabilities				1,01,47,589	2,02,90,992
III Current Liabilities Financial Liabilities :
Trade Payables
Others	Total outstanding dues of Micro and Small Enterprises			- 15,48,751	- 14,77,620
Other Financial Liabilities			20	1,74,89,271	1,81,39,030
Other Current Liabilities			21	5,50,998	13,30,786
Provisions			22	59,05,869	52,49,149
Total Current Liabilities				2,54,94,889	2,61,96,585
Total Liabilities				3,56,42,478	4,64,87,577
TOTAL EQUITY AND LIABILITIES				1,11,34,80,669	1,10,89,26,919
Significant Accounting Policies		The accompanying notes form an integral part of the Financial Statements	1
As per our report of even date attached					For and on behalf of the Board
For Khandelwal and Mehta LLP		Surendra Kabra			Nandan Damani
Chartered Accountants Firm's Registration No. W100084		Chief Financial Officer			Chairman and Managing Director
Sunil Khandelwal		Paras Shah			Surendra Kumar Somany
Partner		Company Secretary			Independent Director
Membership No. 101388 Mumbai, 31st May, 2021					Mumbai, 31st May, 2021

CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2021

		Note		2020-21	2019-20
				`\|`
I	Income Revenue from Operations	23		4,15,60,336	9,09,22,886
II	Other Income	24		5,08,55,097	4,73,51,320
III	Total Income (I+II)			9,24,15,433	13,82,74,206
IV	Expenses
	Cost of Sales	25		4,42,13,805	8,37,40,112
	Employee Benefits Expense	26		2,70,18,940	2,58,43,620
	Finance Costs	27		20,63,108	35,75,485
	Depreciation	2		12,34,978	18,20,081
	Other Expenses	28		1,38,03,490	1,73,08,239
	Total Expenses (IV)			8,83,34,321	13,22,87,537
V	Profit before share of profit / (loss) of associate and
	exceptional item and tax (III-IV)			40,81,112	59,86,669
VI	Share of Profit of associate accounted for using equity
	method (refer note 39)			8,83,087	28,24,089
VII	Profit before Exceptional Item and Tax (V+/-VI)			49,64,199	88,10,758
VIII	Exceptional Item			-	-
IX	Profit before Tax (VII+/-VIII)			49,64,199	88,10,758
X	Tax Expense:
	(1) Current tax			7,00,959	13,05,209
	(2) Deferred tax			(12,71,934)	42,10,878
	(3) Earlier year taxes			1,754	(66,116)
XI	Profit for the year (IX-X)			55,33,420	33,60,787
XII	Other Comprehensive Income / (Expense) - (OCI): Items that will not be reclassified to Statement of Profit and Loss
	1. Re-measurement gains / (losses) on defined benefit plans			20,208	52,382
	2. Changes in fair values of equity instruments through OCI			65,01,057	(1,09,54,113)
	3. Income tax effect on above			(10,78,705)	10,61,795
				54,42,560	(98,39,936)
	Items that will be reclassified to Statement of Profit and Loss
	1. Changes in fair values of debt instruments through OCI			50,06,873	(10,91,098)
	2. Income tax effect on above			(5,84,004)	2,27,162
				44,22,869	(8,63,936)
	Total Other Comprehensive Income/(Expense) for the year, net of tax			98,65,429	(1,07,03,872)
	Total Comprehensive Income / (Expense) for the year(XI+XII)			1,53,98,849	(73,43,085)
	Earnings per Equity Share (Face Value of `10/- each)
	Basic and Diluted Earnings Per Share (in `)			1.85	1.12

	Significant Accounting Policies The accompanying notes form an integral part of the Financial Statements		1
	As per our report of even date attached				For and on behalf of the Board
	For Khandelwal and Mehta LLP	Surendra Kabra			Nandan Damani
	Chartered Accountants Firm's Registration No. W100084	Chief Financial Officer			Chairman and Managing Director
	Sunil Khandelwal	Paras Shah			Surendra Kumar Somany
Partner	Membership No. 101388	Company Secretary			Independent Director

Mumbai, 31st May, 2021

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2021

1. EQUITY SHARE CAPITAL

2. OTHER EQUITY

Balance as at 1st April, 2019 13,61,05,795 1,43,23,904 58,24,58,692 29,55,77,625 1,13,79,541 - 1,03,98,45,557 - Profit for the year - - - 33,60,787 - - 33,60,787 - Other comprehensive income/ (expense) - - - 39,198 (98,79,134) (8,63,936) (1,07,03,872) - Balance as at 31st March, 2020 13,61,05,795 1,43,23,904 58,24,58,692 29,89,77,610 15,00,407 (8,63,936) 1,03,25,02,472 - Profit for the year - - - 55,33,420 - - 55,33,420 - Other comprehensive income/ (expense) - - - 15,122 54,27,438 48,58,556 1,03,01,116 - Transfer on sale of FVTOCI designated instruments (Refer note 3) - - - 39,31,677 (39,31,677) - - - Balance as at 31st March, 2021 13,61,05,795 1,43,23,904 58,24,58,692 30,84,57,829 29,96,168 39,94,620 1,04,83,37,008 - Reserves and Surplus Other Comprehensive Income Total Other Equity-Attributable to the owners of Simplex Realty Limited Capital Reserve Securities Premium General Reserve Retained Earnings Equity instruments - FVTOCI Debt instruments - FVTOCI Noncontrolling Interest (In `)

The accompanying notes form an integral part of the Financial Statements Significant Accounting Policies - Note 1

As per our report of even date attached For and on behalf of the Board

For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084

Sunil Khandelwal Partner Mumbai, 31st May, 2021 Membership No. 101388 Surendra Kabra Chief Financial Officer

Paras Shah Company Secretary

Nandan Damani Chairman and Managing Director

Surendra Kumar Somany Independent Director

Mumbai, 31st May, 2021

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2021

		2020-21	2019-20
		`\|`
A.	CASH FLOW FROM OPERATING ACTIVITIES :
	PROFIT BEFORE TAX	49,64,199	88,10,758
	Adjustments for :
	Depreciation on property, plant and equipment	12,34,978	18,20,081
	Interest expenses	20,63,108	35,75,485
	Profit on sale of investments (net)	(25,34,605)	(6,50,293)
	Dividend income	(16,39,389)	(9,52,230)
	Interest income	(4,21,08,338)	(4,27,64,892)
	Profit on sale of fixed assets	(19,92,765)	-
	Share of (profit) / loss of associate	(8,83,087)	(28,24,089)
	Changes in fair value of financial assets at fair value through profit or loss	3,30,573	(3,92,095)
	Unwinding of discount on security deposit	(1,73,786)	(1,73,786)
	OPERATING LOSS BEFORE EXCEPTIONAL ITEM AND WORKING CAPITAL
	CHANGES	(4,07,39,112)	(3,35,51,061)
	Adjustment for changes in working capital
	Adjustment for (increase) / decrease in operating assets:
	Inventories	3,50,61,060	3,96,60,192
	Other financial assets	3,06,41,659	(3,15,90,564)
	Other current assets	63,698	(76,33,531)
	Other bank balances	1,65,514	1,40,389
	Adjustment for increase / (decrease) in operating liabilities:
	Other financial liabilities	(17,36,488)	(23,26,177)
	Trade payables	71,131	(7,36,713)
	Long-term provisions	(1,12,392)	4,08,639
	Short-term provisions	6,56,720	5,58,582
	Other liabilities	(7,79,788)	(6,42,770)
	CASH GENERATED FROM / (USED IN) OPERATIONS	2,32,92,002	(3,57,13,014)
	Direct taxes (paid) / refund received	(26,84,298)	(26,85,552)
	NET CASH GENERATED FROM / (USED IN) OPERATING ACTIVITIES (A)	2,06,07,704	(3,83,98,566)
B.	CASH FLOW FROM INVESTING ACTIVITIES :
	Purchase of fixed assets	(51,43,084)	(9,27,056)
	Sale of fixed assets	21,00,000	-
	Purchase of investments	(18,48,65,883)	(37,95,78,736)
	Sale of investments	21,76,61,425	14,39,63,815
	Dividend received	16,39,389	9,52,230
	Interest received	3,11,42,793	5,92,88,629
	Loans / Inter corporate deposits (given) - net	(7,20,15,000)	22,95,46,290
	NET CASH (USED IN) / GENERATED FROM INVESTING ACTIVITIES (B)	(94,80,360)	5,32,45,172

SIMPLEX REALTY LIMITED

		2020-21	2019-20
		`\|`
C.	CASH FLOW FROM FINANCING ACTIVITIES :
	Proceeds from / (repayment) of borrowings	(89,21,158)	(1,14,24,171)
	Interest paid	(18,92,238)	(34,21,199)
	NET (CASH USED) IN FINANCING ACTIVITIES (C)	(1,08,13,396)	(1,48,45,370)
	NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C)	3,13,948	1,236
	CASH AND CASH EQUIVALENTS - AT THE START OF THE YEAR	21,74,653	21,73,417
	CASH AND CASH EQUIVALENTS - AT THE END OF THE YEAR	24,88,601	21,74,653
	Cash and cash equivalents comprise of :	As on	As on
		31.03.21	31.03.20
	Balances with Banks :
	- in Current accounts	24,75,616	20,55,509
	Cheques on hand	-	12,890
	Cash on hand	12,985	1,06,254
	Cash and cash equivalents (Note no.9)	24,88,601	21,74,653
	Significant Accounting Policies - Note 1 The accompanying notes form an integral part of the Financial Statements

As per our report of even date attached For and on behalf of the Board

For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084 Surendra Kabra Chief Financial Officer

Nandan Damani Chairman and Managing Director

Sunil Khandelwal Partner Mumbai, 31st May, 2021 Membership No. 101388 Paras Shah Company Secretary

Surendra Kumar Somany Independent Director

Mumbai, 31st May, 2021

CORPORATE INFORMATION

1. SUMMARYOF SIGNIFICANT ACCOUNTING POLICIES

(i) Basis of preparation:

The consolidated financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 ("the Act") [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the Act. The consolidated financial statements have been prepared on the historical cost basis except for certain financial assets and liabilities, which are measured at fair value.

(ii) Principles of consolidation:

• Associates

An associate is an entity over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but does not have control or joint control over those policies. Investments in associates are accounted for using the equity method of accounting whereby the investment is initially recorded at cost.

Under the equity method of accounting, the investments are initially recognized at cost and adjusted thereafter to recognize the Company's share of post-acquisition profits or losses of the investee in the Consolidated Statement of Profit and Loss, and the Company's share of other comprehensive income or expense of the investee in other comprehensive income or expense.

Unrealised gains or losses on transactions between the Company and its associates are eliminated to the extent of the Company's interest in these entities. When the Company's share of losses exceeds its interest in associates, the carrying amount of that interest (including any long term investments) is reduced to zero and the recognition of further losses is discontinued. Additional losses are recognized only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate. If the associate subsequently reports profits, the Company resumes recognizing its share of those profits/loss only after its share of the profits equals the share of losses not recognized.

After application of the equity method, the Company determines whether it is necessary to recognize an impairment loss on its investment in associate. The Company determines at each reporting date whether there is any objective evidence that the investment in the associate is impaired. If there is such evidence, the Company calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value and recognizes the loss as 'Share of profit/loss of an associate' in the Consolidated Statement of Profit and Loss.

(iii) Current and non-current classification:

(iv) Fair value measurement:

The Company's accounting policies and disclosures require the measurement of fair values for certain financial assets and liabilities.

Level 1- Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2- Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3-Inputs based on unobservable market data.

(v) Revenue Recognition:

Ind AS-115 Revenue from Contracts with Customers is mandatory for reporting periods beginning on or after April 1, 2018. Under Ind AS-115 revenue is recognized when or as it satisfies each performance obligation by transferring a promised good or service to a customer. Agood or service is considered to be transferred when the customer obtains control. Under Ind AS-115 transfer of control of a good or service over time rather than at a point in time is considered when one of the following criteria are met:

The Customer simultaneously receives and consumes the benefits provided by the entity's performance as the entity performs.
The entity's performance creates or enhances an asset that the customer controls as the asset is created or enhanced.
The entity's performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date.

Rental income from operating leases is recognized on a straight line basis over the lease term.

Interest income is recognized on accrual basis at effective interest rate.

Dividend income is accounted when right to receive is established.

(vi) Property, Plant and Equipment:

Recognition and measurement:

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment, if any. The cost of property, plant and equipment includes purchase price, including freight, duties, taxes and expenses incidental to acquisition and installation. If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Property, plant and equipment are derecognized from consolidated financial statements, either on disposal or when no economic benefits are expected from its use or disposal. The gain or losses arising from disposal of property, plant and equipment are recognized in the Consolidated Statement of Profit and Loss in the year of occurrence.

Subsequent expenditures:

Subsequent expenditures related to an item of property, plant and equipment are added to its carrying value only when it is probable that the future economic benefits from the asset will flow to the Company and cost can be reliably measured. All other repair and maintenance costs are recognized in the Consolidated Statement of Profit and Loss during the year in which they are incurred.

Depreciation:

Assets class	Useful life
Buildings	60 years
Furniture and fixtures	5-10 years
Office equipments	5-10 years
Vehicles	8 years
Electrical installation	10 years
Computers	3 years

(vii) Impairment of Non-Financial Assets:

The Company assesses at each Balance Sheet date whether there is any indication that an asset may be impaired. If any such indication exists, the Company estimates the recoverable amount of the asset. The recoverable amount is the higher of an asset's or cash generating unit's (CGU) fair value less costs of disposal and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. If such recoverable amount of the asset or cash generating unit is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognized in the Consolidated Statement of Profit and Loss. If at the Balance Sheet date, there is any indication that any impairment loss recognized for an asset in prior years may no longer exist or may have decreased, the recoverable amount is reassessed and such reversal of impairment loss is recognized in the Consolidated Statement of Profit and Loss, to the extent the amount was previously charged to the Consolidated Statement of Profit and Loss.

(viii) Leases:

(ix) Financial Instruments

Financial Assets

Initial recognition and measurement

Subsequent measurement

For the purpose of subsequent measurement, the financial assets are classified as under:

i) Financial assets at amortised cost

Afinancial asset is measured at the amortised cost, if both of the following conditions are met:

The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium and fees or costs that are an integral part of the EIR. Interest income from these financial assets is included in other income using the EIR in the Consolidated Statement of Profit and Loss. The losses arising from impairment are recognized in the Consolidated Statement of Profit and Loss.

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

Financial assets are classified as FVTOCI, if both of the following criteria are met:

These assets are held within a business model whose objective is achieved both by collecting contractual cash flows and selling the financial assets; and
Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

Fair value movements are recognised in the other comprehensive income (OCI), except for the recognition of impairment gains or losses, interest income and foreign exchange gains or losses which are recognised in the Consolidated Statement of profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognized in OCI is reclassified from equity to other income in the Consolidated Statement of Profit and Loss.

iii) Financial assets at fair value through profit or loss (FVTPL)

profit or loss including interest income and dividend income if any, recognised as other income in the Consolidated Statement of Profit and Loss.

iv) Equity instruments:

Where the Company's management has elected to present fair value gains and losses on equity instruments in other comprehensive income, there is no subsequent reclassification of fair value gains and losses to profit or loss. Dividends from such investments are recognized in the Consolidated Statement of Profit and Loss when the Company's right to receive payments is established.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the Consolidated Statement of Profit and Loss.

Impairment of financial assets

The Company applies 'simplified approach' for recognition of impairment loss on financial assets for loans, deposits and trade receivables.

De-recognition

Afinancial asset is derecognized when:

the rights to receive cash flows from the assets have expired, or
the Company has transferred substantially all the risk and rewards of the asset, or
the Company has neither transferred nor retained substantially all the risk and rewards of the asset, but has transferred control of the asset.

Financial Liabilities

• Initial recognition and measurement

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

• Subsequent measurement

• Loans and borrowings

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using Effective Interest Rate (EIR) method. Gain and losses are recognized in the Consolidated Statement of Profit and Loss when the liabilities are derecognized.

Amortised cost is calculated by taking into account any discount or premium on acquisition and transaction costs. The EIR amortization is included as finance costs in the Consolidated Statement of Profit and Loss.

• Derecognition

• Offsetting financial instruments

(x) Inventories:

(xi) Taxes:

The tax expense comprises current and deferred tax. Tax is recognized in the Consolidated Statement of Profit and Loss except to the extent that it relates to items recognized directly in equity or in OCI.

i. Current Tax

ii. Deferred Tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities for financial reporting purpose and the amount used for taxation purposes.

(xii) Employee benefits:

Short term employee benefits

Defined contribution plans

The Company's contribution to Provident Fund, Pension, Superannuation and Employees State Insurance Contribution are considered as defined contribution plans, as the Company does not carry any further obligations apart from the contribution made to the respective fund/scheme and are charged as an expense based on the amount of contribution required to be made.

Defined benefit plans

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation. This cost is included in employee benefit expense in the Consolidated Statement of Profit and Loss.

Compensated absences

The Company presents the entire leave as a current liability in the balance sheet, since it does not have an unconditional right to defer its settlement for 12 months after the reporting date.

(xiii) Borrowing Costs:

Borrowing costs attributable to the acquisition or construction of qualifying assets are capitalised as part of the cost of such assets. A qualifying asset is one that necessarily takes a substantial period of time to get ready for its intended use.

All other borrowing costs are recognized as expense in the period in which these are incurred.

(xiv) Cash and Cash Equivalents:

(xv) Provisions & Contingent Liabilities:

(xvi) Earnings per share:

Basic earnings per share is calculated by dividing the net profit / (loss) for the year attributable to the equity shareholders by weighted average number of equity shares outstanding during the year.

(xvii) Dividend:

Dividend to the equity shareholders is recognized as a liability in the Company's consolidated financial statements in the period in which the dividend is approved by the shareholders.

1(a) USE OF ESTIMATES AND JUDGEMENTS

The preparation of consolidated financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, income, expenses and disclosures of contingent liabilities at the reporting date. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

i. Evaluation of percentage completion

Determination of revenues under the percentage of completion method necessarily involves making estimates, some of which are of a technical nature, concerning, where relevant, the percentage of completion, cost to completion, the expected revenue from the project or activity and the foreseeable losses to completion. Estimates of project income, as well as project costs, are reviewed periodically. The effect of changes, if any, to estimates is recognised in the consolidated financial statements for the period in which such changes are determined

ii. Recognition and measurement of defined benefit obligations

iii. Fair value measurement of financial instruments

iv. Deferred taxes

Estimation of uncertainties relating to the global health pandemic from COVID-19

The Group, as at the date approval of these consolidated financial statements has considered internal and external sources of information, in assessing the possible effects that may result from the global health pandemic relating to Covid-19 on the carrying amounts of loans, investments, receivables, inventories and other assets. As on the date of approval of these consolidated financial statements, the group has concluded that the impact of Covid-19 is not material based on these estimates and expects to recover the carrying amount of these assets. The impact of Covid-19 on the Group's Consolidated Financial Statements may differ from that estimated as at the date of approval of these consolidated financial statements. pandemic pandemic

2. PROPERTY, PLANT AND EQUIPMENT

	(In `)
	GROSS CARRYING AMOUNT					DEPRECIATION			NET CARRYING AMOUNT
	As at st 1 April, 2020	Additions during the year	Deductions/ Adjustments 31 March, during the year	As at st 2021	Upto st 31 March, 2020	Provided during the year	On Deductions/ Adjustments	Upto st 31 March, 2021	As at st 31 March, 2021	As at st 31 March, 2020
Freehold Land	50,00,318	-	1,07,235	48,93,083	-	-	-	-	48,93,083	50,00,318
Buildings	37,94,615	-	-	37,94,615	2,89,803	78,840	-	3,68,643	34,25,972	35,04,812
Computers	13,79,639	1,33,729	-	15,13,368	7,76,792	3,13,123	-	10,89,915	4,23,453	6,02,847
Electrical Installations	25,99,735	-	-	25,99,735	5,51,734	2,45,589	-	7,97,323	18,02,412	20,48,001
Furniture and Fixtures	6,14,209	-	-	6,14,209	3,70,456	40,455	-	4,10,911	2,03,298	2,43,753
Vehicles		58,83,666 50,04,155	-	1,08,87,821 36,36,007		4,64,640	-	41,00,647	67,87,174	22,47,659
Office Equipments	4,87,345	5,200	-	4,92,545	2,40,093	92,331	-	3,32,424	1,60,121	2,47,252
Total	1,97,59,527 51,43,084		1,07,235		2,47,95,376 58,64,885 12,34,978		-		70,99,863 1,76,95,513 1,38,94,642

(In `)

			GROSS CARRYING AMOUNT			DEPRECIATION			NET CARRYING AMOUNT
	As at st 1 April, 2019	Additions during the year	Deductions/ Adjustments during the year	As at st 31 March, 2020	Upto st 31 March, 2019	Provided during the year	On Deductions/ Adjustments	Upto st 31 March, 2020	As at st 31 March, 2020	As at st 31 March, 2019
Freehold Land	50,00,318	-	-	50,00,318	-	-	-	-	50,00,318	50,00,318
Buildings	32,57,166	5,37,449	-	37,94,615	2,12,312	77,491	-	2,89,803	35,04,812	30,44,854
Computers	11,77,832	2,01,807	-	13,79,639	4,78,384	2,98,408	-	7,76,792	6,02,847	6,99,448
Electrical Installations	25,99,735	-	-	25,99,735	3,06,145	2,45,589	-	5,51,734	20,48,001	22,93,590
Furniture and Fixtures	5,47,909	66,300	-	6,14,209	3,12,643	57,813	-	3,70,456	2,43,753	2,35,266
Vehicles	58,83,666	-	-	58,83,666		26,25,183 10,10,824	-	36,36,007	22,47,659	32,58,483
Office Equipments	3,65,845	1,21,500	-	4,87,345	1,10,137	1,29,956	-	2,40,093	2,47,252	2,55,708
Total	1,88,32,471	9,27,056	-		1,97,59,527 40,44,804 18,20,081		-		58,64,885 1,38,94,642 1,47,87,667

3 (a) NON-CURRENT INVESTMENTS - ACCOUNTED FOR USING THE EQUITY METHOD

Sr.	Particulars	Associate /	Face value -	No. of Shares/Units		Value (`)
No.		Others	fully paid	31.03.2021	31.03.2020	31.03.2021	31.03.2020
	In Associates
I	Investments in Equity Instruments
	Quoted- (At cost)
(a)	Simplex Mills Company Ltd.	Associate	10	14,70,000	14,70,000	-	-
(b)	Simplex Papers Ltd.	Associate	10	14,71,000	14,71,000	-	-
II	Investments in Preference Shares - Unquoted - (At cost)
	Non-Cumulative Redeemable Preference Shares of Simplex Mills Company Ltd.	Associate	10	90,00,000	90,00,000	7,06,99,910	6,98,16,823
	Total Equity Accounted Investments					7,06,99,910	6,98,16,823

3 (b) - OTHERS NON-CURRENT INVESTMENTS

Sr.	Particulars	Associate /	Face value -	No. of Shares/Units		Value (`)
No.		Others	fully paid	31.03.2021	31.03.2020	31.03.2021	31.03.2020
I	Investments in Preference Shares - Unquoted - (At FVTOCI)
	7.50% Tata Capital Limited - Non Convertible Redeemable Preference shares	Others	1000	20,000	20,000	1,95,34,000	2,00,00,000
II	Investments in Bonds/Debentures- Quoted (At FVTOCI)
	8.75% Axis Bank Limited unsecured perpetual, additional tier I, Basel III, Non Convertible Debenture - Series 28 (with first call option 28/06/2022)	Others	1000000	20	20	2,01,00,000	2,00,84,000
	9.60% Aadhar Housing Finance Limited- secured Non Convertible Debenture (29/09/2021)	Others	1000	-	10,000	-	1,00,59,000
	10.32% Andhra Pradesh Capital Region Development Authority- unsecured redeemable Non Convertible Bonds - series E (16/08/2028)	Others	200000	50	50	1,07,06,000	1,00,50,000
	10.88% Cholamandalam Investment and Finance Company Limited, unsecured Non Convertible Debenture series PDI 20 (with first call option 12/02/2029)	Others	500000	60	60	3,22,05,000	3,00,15,000
	8.15% State Bank of India perpetual series IV additional tier I bonds under Basel III (with first call option 02/08/2022)	Others	1000000	10	10	1,00,42,000	99,62,000
	11.40% The Tata Power Company Ltd. unsecured perpetual Non Convertible Debenture (call date 02/06/2021)	Others	1000000	-	10	-	1,02,28,000
	8.97% UP Power Corporation Limited- Non Convertible Bonds Series III 2016-17 (25% each on 14/05/2021, 16/08/2021, 15/11/2021 and 15/02/2022 )	Others	1000000	-	10	-	97,16,000
	10.15% UP Power Corporation Limited-Non Convertible Bonds Series II- 2017-18 (20/01/2028)	Others	1000000	20	20	2,06,56,000	1,91,10,000
	10.75% The Tata Power Company Limited-NCD perpetual 2072 (call date 21/08/2022)	Others	1000000	10	-	1,04,68,000	-
	7.74% SBI AT1 Bonds in the nature of Debentures Series I (call date 09/09/2025)	Others	1000000	10	-	1,00,24,000	-
	8.50% BOB Perp Series XIII (call date 28/07/2025)	Others	1000000	10	-	99,90,000	-
	Investments in Bonds/Debentures- Unquoted (At FVTOCI)
	9.67% Tata Sons Pvt Ltd (13/09/2022)	Others	1000000	9	-	94,41,000

Investments in Alternate Investment Funds-Unquoted - (At FVTPL)	31.03.2021	31.03.2020
India Realty Excellence Fund IV	60,00,000	65,00,000
Walton Street Blacksoil Real Estate Fund	78,41,265	66,59,860
Total Non-Current Investments	16,70,07,265	15,23,83,860
Details of total investments:	31.03.2021	31.03.2020
Financial assets measured at cost (accounted using Equity Method)	7,06,99,910	6,98,16,823
Financial assets measured at fair value through Other Comprehensive Income (FVTOCI)	15,31,66,000	13,92,24,000
Financial assets measured at fair value through Profit or Loss (FVTPL)	1,38,41,265	1,31,59,860

3 (c) CURRENT INVESTMENTS

Sr.	Particulars	Associate /	Face value -	No. of Shares/Units		Value (`)
No.		Others	fully paid	31.03.2021	31.03.2020	31.03.2021	31.03.2020
I	Investments in Equity Instruments *- (measured at Fair Value Through Other Comprehensive Income - FVTOCI)
	Quoted- fully paid up
(a)	Peninsula Land Ltd.	Others	2	-	10,750	-	25,155
(b)	Prime Urban Development (I) Ltd.	Others	2	-	2,500	-	12,950
(c)	HDFC Ltd.	Others	2	1,400	1,400	34,98,530	22,82,630
(d)	Piramal Enterprises Ltd.	Others	2	3,000	6,250	52,56,000	58,67,500
(e)	Hindustan Unilever Ltd.	Others	1	360	360	8,75,088	8,27,334
(f)	Delta Magnets Ltd.	Others	10	-	750	-	20,925
(g)	Morarjee Textiles Ltd.	Others	7	-	2,109	-	17,273
(h)	Integra Garments and Textiles Ltd.	Others	3	-	2,109	-	3,143
(i)	Reliance Industries Ltd.	Others	10	-	1,250	-	13,90,562
	Total quoted current investments in equity instruments					96,29,618	1,04,47,472
	Unquoted-fully paid up
(j)	Universal Conveyor Beltings Ltd.	Others	10	27,500	27,500	-	-
	Total unquoted current investments in equity instruments					-	-
II	Investments in Bonds/Debentures- Quoted (At FVTOCI)
	9.95 Future Consumers Ltd. secured Non Convertible Debenture series III	Others	100000	100	100	1,00,00,000	1,00,06,000
	11.40% The Tata Power Company Ltd. unsecured perpetual Non Convertible Debenture (call date 02/06/2021)	Others	1000000	10	-	1,00,68,000	-
	8.97% UP Power Corporation Limited- Non Convertible Bonds Series III 2016-17 (25% each on 14/05/2021, 16/08/2021, 15/11/2021 and 15/02/2022 )	Others	1000000	10	-	1,00,65,000	-
	9.50% Indusind Bank Ltd. perpetual bond (22/03/2022)	Others	1000000	5	-	49,54,500	-
III	Investments in Bonds/Debentures- Quoted (At Amortised cost)
	9.56% Tamilnadu Power Finance and Infra Development Corp Ltd.-Series 2 (30% on 09/01/2021, 30% on 09/01/2022 and 40% on 09/01/2023 )	Others	1000000	6	-	42,31,933
	9.72% Tamilnadu Generation and Distribution Corp Ltd.-Series 2 (call date 16/07/2021)	Others	1000000	4	-	40,08,509	-
	9.75% UP Power Corporation Ltd. (25% each on 20/01/2021, 20/04/2021, 20/07/2021 and 20/10/2021 )	Others	1000000	10	-	75,22,068	-
	Total current investments in bonds/debentures					5,08,50,010	1,00,06,000

Sr.	Particulars	Associate /	Face value -		No. of Shares/Units		Value (`)
No.		Others	fully paid	31.03.2021	31.03.2020	31.03.2021	31.03.2020
IV	Investments in Mutual Funds-Unquoted (at FVTPL)
	DSP Overnight Fund - Regular-Growth	Others	1000	649.419	1345.799	7,14,407	14,36,486
	Tata Liquid Fund - Direct Plan-Growth	Others	1000	-	18686.711	-	5,85,26,495
	Tata Money Market Fund - Direct Plan - Growth	Others	1000	1344.461	1451.960	49,34,002	50,32,720
	Tata Treasury Advantage Fund - Direct Plan - Growth	Others	1000	-	5157.020	-	1,50,72,060
	Total investments in mutual funds					56,48,409	8,00,67,761
	Total Current Investments					6,61,28,037	10,05,21,233
	Details of total investments:					31.03.2021	31.03.2020
	Financial assets measured at fair value through Other Comprehensive Income (FVTOCI)					4,47,17,118	2,04,53,472
	Financial assets measured at fair value through Profit or Loss (FVTPL)					56,48,409	8,00,67,761
	Financial assets measured at amortised cost					1,57,62,510	-
	Total Current Investments					6,61,28,037	10,05,21,233

	Value (`)
	31.03.2021	31.03.2020
Aggregate market value of quoted investments
Non-Current	14,70,36,440	13,52,62,500
Current	6,03,85,018	2,04,53,472
Aggregate carrying value of unquoted investments
Non-Current	4,28,16,265	3,31,59,860
Current	56,48,409	8,00,67,761
Aggregate amount of impairment in value of investments	-	-

*During the year, the group has sold its certain equity investments, upon sale, the group has reclassified the cumulative fair value changes of ` 39,31,677/- from Other Comprehensive Income to Retained Earnings.

The above bank deposit is given to the bank as security for issuing bank guarantee.

| 6. DEFERRED TAX ASSET (NET) | 31.03.2021
| 31.03.2020  |
|------------------------------------------------------------------|-----------------|-----------------|
| Deferred Tax Liability | | |
| Long term capital gain on conversion of land into stock-in-trade | (6,77,655) | (6,77,655) |
| Other items | (5,641) | (4,908) |
| Deferred Tax Assets | | |
| Property, Plant and Equipment | 1,77,653 | 3,39,955 |
| Expenses that are allowed on payment basis | 4,79,812 | 4,43,863 |
| Unused tax losses | 4,00,52,430 | 4,00,52,430 |
| Others | 27,52,913 | 30,16,602 |
| Net deferred tax asset | 4,27,79,512 | 4,31,70,287 |

a) Movement in deferred tax balances

Movement in deferred tax during the year ended 31st March, 2021

	Opening balance as at 01.04.2020	Recognised in profit or loss	Recognised	Closing in OCI balance as at 31.03.2021
Property, plant and equipment	3,39,955	(1,62,302)	-	1,77,653
Expenses that are allowed on payment basis	4,43,863	35,949	-	4,79,812
Unused tax losses	4,00,52,430	-	-	4,00,52,430
Long term capital gain on conversion of land into stock-in-trade	(6,77,655)	-	-	(6,77,655)
Provision for employee benefits	18,13,143	1,36,997	(5,086)	19,45,054
Interest income on unwinding of financial liability	(4,908)	(733)	-	(5,641)
Others	12,03,459	12,62,023	(16,57,623)	8,07,859
Net deferred tax asset	4,31,70,287	12,71,934	(16,62,709)	4,27,79,512

(In `)

Movement in deferred tax during the year ended 31st March, 2020

				(In `)
	Opening balance as at 01.04.2019	Recognised in profit or loss	Recognised in OCI	Closing balance as at 31.03.2020
Property, plant and equipment	3,56,030	(16,075)	-	3,39,955
Expenses that are allowed on payment basis	4,50,897	(7,034)	-	4,43,863
Unused tax losses	4,42,72,831	(42,20,401)	-	4,00,52,430
Long term capital gain on conversion of land into stock-in-trade	(7,25,091)	47,436	-	(6,77,655)
Provision for employee benefits	17,49,689	76,638	(13,184)	18,13,143
Interest income on unwinding of financial liability	(12,148)	7,240	-	(4,908)
Others	-	(98,682)	13,02,141	12,03,459
	4,60,92,208	(42,10,878)	12,88,957	4,31,70,287

b) Income tax recognised in profit and loss			31.03.2021	31.03.2020
Current tax			`\|`
In respect of current year			7,00,959	13,05,209
In respect of earlier years			1,754	(66,116)
Deferred tax
Relating to origination and reversal of temporary differences			(12,71,934)	42,10,878
Total income tax recognised for the year			(5,69,221)	54,49,971

c) Income tax recognised in other comprehensive income			31.03.2021 `\| 31.03.2020<br>`
Deferred tax arising on income and expenses recognised in other comprehensive income
Remeasurement of defined benefit obligation			(5,086)	(13,184)
Changes in fair value of equity instruments through FVTOCI			(10,73,619)	10,74,979
Changes in fair value of debt instruments through FVTOCI			(5,84,004)	2,27,162
Total income tax recognised in other comprehensive income			(16,62,709)	12,88,957

d) The income tax expense for the year can be reconciled to the accounting profit / (loss) as follows:

| | 31.03.2021
| 31.03.2020  |
|-----------------------------------------------------------------------------------------------|-----------------|-----------------|
| Profit before tax and share of profit/(loss) in associate | 40,81,112 | 59,86,669 |
| Tax expense / (income) calculated at 25.168% (2019-20:25.168%) | 10,27,134 | 15,06,725 |
| Effect of expenses that are not deductible or deductible on payment basis | 6,50,645 | 8,43,811 |
| Effect of incomes which are exempt from tax | - | (2,39,657) |
| Effect of expenses that are deductible under Income tax act | (9,23,058) | (7,09,456) |
| Others | (13,25,696) | (3,00,858) |
| Adjustment due to changes in tax rates | - | 44,15,522 |
| | (5,70,975) | 55,16,087 |
| Adjustments recognised in the current year in relation to the current tax of
earlier years | 1,754 | (66,116) |
| Income tax expense recognised in profit and loss | (5,69,221) | 54,49,971 |

The tax rate used for the above reconciliations is the corporate tax rate of 25.168% for the year 2020-21 and 2019-20 payable by the Company.

In assessing the realizability of deferred tax assets, the Company considers the extent to which it is probable that the deferred tax asset will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable profits during the period in which those temporary differences and tax loss carry-forwards become deductible. The Company considers the expected reversal of deferred tax liabilities, projected future taxable income in making this assessment.

As at 31st March, 2021, the Company has recognized deferred tax asset of 4,00,52,430/- ( as at 31st March, 2020 4,00,52,430/-) on unused tax losses. Such tax losses include major items which are not expected to recur in future. Based on realistic estimates of future earnings there is resasonable certainty that the Company will generate sufficient taxable income to utilise such tax losses.

| 7. OTHER NON-CURRENT ASSETS | 31.03.2021
| 31.03.2020  |
|-----------------------------------------------------------------------------------------------------------|-----------------|-----------------|
| Advance tax (net of provisions) | 1,74,16,822 | 1,54,35,237 |
| (net of provision of 11,00,60,796/- as at 31st March, 2020, 10,93,58,083/-
as at 31st March, 2020) | 1,74,16,822 | 1,54,35,237 |

| 8. INVENTORIES | 31.03.2021
| 31.03.2020  | |
|---------------------------------------------|-----------------|-----------------|--|
| Construction work-in-progress | 19,79,16,748 | 18,84,21,724 | |
| Realty Stock-in trade | 11,84,36,720 | 16,29,92,804 | |
| | 31,63,53,468 | 35,14,14,528 | |
| 9. CASH AND CASH EQUIVALENTS | 31.03.2021 | 31.03.2020 | |
| Balances with banks: | | | |
| In current accounts | 24,75,616 | 20,55,509 | |
| Cheques on hand | - | 12,890 | |
| Cash on hand | 12,985 | 1,06,254 | |
| | 24,88,601 | 21,74,653 | |
| 10. OTHER BANK BALANCES | 31.03.2021 | 31.03.2020 | |
| | | | |
| Unclaimed dividend accounts | 9,36,175 | 11,01,689 | |
| | 9,36,175 | 11,01,689 | |
| 11. LOANS - CURRENT | 31.03.2021 | 31.03.2020 | |
| Loans receivable considered good- Unsecured | | | |
| Inter corporate deposits | 29,56,61,000 | 22,37,90,000 | |
| Loans to employees* | 1,74,000 | 30,000 | |
| | 29,58,35,000 | 22,38,20,000 | |
| * includes due from officers of the Company | - | - | |
| 12. OTHER CURRENT FINANCIAL
ASSETS | 31.03.2021
| 31.03.2020  | |
| Interest receivable | 2,81,95,671 | 1,65,43,915 | |
| Deposits | - | 3,00,00,000 | |
| Others | 20,28,559 | 28,23,947 | |
| | 3,02,24,230 | 4,93,67,862 | |

| 13. OTHER CURRENT ASSETS | 31.03.2021
| 31.03.2020  | |
|-----------------------------------------|-----------------|-----------------|--|
| Income tax paid against disputed demand | 6,87,03,074 | 6,87,03,074 | |
| Balances with government Authorities | 99,53,400 | 1,00,08,994 | |
| Prepaid expenses | 3,01,507 | 2,78,419 | |
| Other advances | 51,15,716 | 51,46,908 | |
| | 8,40,73,697 | 8,41,37,395 | |
| 14. EQUITY SHARE CAPITAL | 31.03.2021 | 31.03.2020 | |

| | | |
|-------------------------------------------------------------------------------------------------------------------------------------------------|--------------|--------------|
| AUTHORISED | | |
| 1,00,00,000 (31st March, 2020 - 1,00,00,000) Equity Shares of 10/- each | 10,00,00,000 | 10,00,00,000 | | ISSUED, SUBSCRIBED AND PAID UP | | | | 29,91,382 (31st March, 2020- 29,91,382 ) Equity shares of10/- each fully
paid up (of which 360 (31st March, 2020- 360) shares remain to be | | |
| exchanged for fractional certificates) | 2,99,13,820 | 2,99,13,820 |
| Add : Forfeited shares account | 23,050 | 23,050 |
| Total issued, subscribed and fully paid up share capital | 2,99,36,870 | 2,99,36,870 |

a. Reconciliation of the shares outstanding at the beginning and at the end of the year

Particulars	31.03.2021		31.03.2020
	Equity Shares				Equity Shares
	Number	`\| Number \|`
Shares outstanding at the beginning of the year	29,91,382	2,99,13,820	29,91,382	2,99,13,820
Shares issued during the year	-	-	-	-
Shares bought back during the year	-	-	-	-
Shares outstanding at the end of the year	29,91,382	2,99,13,820	29,91,382	2,99,13,820

b. Terms/rights attached to the equity shares

Name of Shareholder		As at 31st March, 2021		As at 31st March, 2020
	No. of Shares held	% of Holding	No. of Shares held	% of Holding
Lucky Vyapaar and Holdings Pvt. Ltd.	7,43,040	24.84	7,43,040	24.84
Life Insurance Corporation of India	4,15,903	13.90	5,07,754	16.97
New Textiles LLP (formerly known as New Textiles Pvt. Ltd.)	5,99,123	20.03	5,99,123	20.03
15. OTHER EQUITY			31.03.2021 `\| 31.03.2020<br>`
CAPITAL RESERVE
Opening balance			60,71,263	60,71,263
Add: Capital reserve on investments in associates			13,00,34,532	13,00,34,532
Addition during the year			-	-
Closing balance			13,61,05,795	13,61,05,795
SECURITIES PREMIUM ACCOUNT
Opening balance			1,43,23,904	1,43,23,904
Addition/(utilisation) during the year			-	-
Closing balance			1,43,23,904	1,43,23,904
GENERAL RESERVE Opening balance			70,09,00,000	70,09,00,000
Addition/(utilisation) during the year			-	-
Less: Share of loss in associates			11,84,41,308	11,84,41,308
Closing balance			58,24,58,692	58,24,58,692
OTHER COMPREHENSIVE INCOME - EQUITY INSTRUMENTS (FVTOCI)
Opening balance			15,00,407	1,13,79,541
Add/(less): Changes in fair value during the year of FVTOCI equity instruments
(net of tax)			54,27,438	(98,79,134)
Less: Transfer on sale of FVOTCI designated instruments			(39,31,677)	-
Closing balance			29,96,168	15,00,407
OTHER COMPREHENSIVE INCOME- DEBT INSTRUMENTS (FVTOCI)
Opening balance			(8,63,936)	-
Add/(less): Changes in fair value during the year of FVTOCI debt instruments
(net of tax) Closing balance			44,22,869 35,58,933	(8,63,936) (8,63,936)
RETAINED EARNINGS
Opening balance			29,89,77,610	29,55,77,625
Add: Transfer on sale of FVOTCI designated instruments			39,31,677	-
Profit for the year			55,33,420	33,60,787
Items of other comprehensive income recognised directly in retained earnings:
Remeasurement of defined benefit obligation (net of tax)			15,122	39,198
Closing balance			30,84,57,829	29,89,77,610
Total other equity			1,04,79,01,321	1,03,25,02,472

c. Details of the shareholders holding more than 5% shares in the Company

CAPITAL RESERVE

Pertains to share application money forfeited in the case where remaining amount was not paid. The reserve can be utilised in accordance with the provisions of the Act.

SECURITIES PREMIUM RESERVE

Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the Act.

GENERAL RESERVE

General Reserve represent amounts transferred from Retained Earnings in earlier years as per the requirements of the erstwhile Companies Act, 1956. The reserve can be utilised in accordance with the provisions of the Act. Declaration of dividend out of such reserve shall not be made except in accordance with the rules prescribed in this behalf under the Act.

OTHER COMPREHENSIVE INCOME - EQUITYINSTRUMENTS (FVTOCI)

OTHER COMPREHENSIVE INCOME- DEBT INSTRUMENTS (FVTOCI)

(Unsecured loan availed against the security of assets given by a company in which Directors are interested and carries interest @11.55% per annum (previous year @ 11.55% p.a.) and is repayable in equated monthly installment over a period of 2 years (previous year 5 years) last installment is in May 2023).

| 17. OTHER FINANCIAL LIABILITIES - NON-CURRENT | 31.03.2021
| 31.03.2020  |
|-----------------------------------------------|-----------------|-----------------|
| Security deposit | 17,60,357 | 15,89,487 |
| | 17,60,357 | 15,89,487 |

| 18. PROVISIONS - NON-CURRENT | 31.03.2021
| 31.03.2020  | |
|-------------------------------------------------|-----------------|-----------------|--|
| For employee benefits- Gratuity (refer note 29) | 18,22,411 | 19,55,011 | |
| | 18,22,411 | 19,55,011 | |
| 19. OTHER LIABILITIES - NON-CURRENT | 31.03.2021
| 31.03.2020  | |
| Deferred income | 43,443 | 2,17,229 | |
| | 43,443 | 2,17,229 | |
| 20. OTHER FINANCIAL LIABILITIES - CURRENT | 31.03.2021
| 31.03.2020  | |
| Current maturities of long term debt | 50,01,542 | 39,14,813 | |
| Unpaid dividends | 9,36,175 | 11,01,689 | |
| Other liabilities | 86,63,313 | 1,03,40,461 | |
| Retention money | 28,88,241 | 27,82,067 | |
| | 1,74,89,271 | 1,81,39,030 | |
| 21. OTHER CURRENT LIABILITIES | 31.03.2021
| 31.03.2020  | |
| Statutory dues | 3,77,214 | 5,26,002 | |
| Deferred income | 1,73,784 | 1,73,784 | |
| Others | - | 6,31,000 | |
| | 5,50,998 | 13,30,786 | |
| 22. PROVISIONS - CURRENT | 31.03.2021 | 31.03.2020 | |
| For employee benefits - (refer note 29) | | | |
| Gratuity | 22,95,400 | 20,97,422 | |
| Leave benefits | 36,10,469 | 31,51,727 | |
| | 59,05,869 | 52,49,149 | |

| 23. REVENUE FROM OPERATIONS | 2020-21
| 2019-20  | |
|----------------------------------------------------------------------------------------|--------------|--------------|--|
| Sale of products | 3,44,56,550 | 8,32,79,100 | |
| Rental income | 71,03,786 | 76,43,786 | |
| | 4,15,60,336 | 9,09,22,886 | |
| 24. OTHER INCOME | 2020-21
| 2019-20  | |
| Interest income on financial assets | | | |
| Bank deposits | 81,936 | 91,751 | |
| Inter corporate deposits | 2,06,87,425 | 3,21,46,054 | |
| Interest income on financial assets fair valued through other
comprehensive income | 1,44,78,485 | 61,41,992 | |
| Interest income on financial assets carried at amortised cost | 33,32,067 | - | |
| Interest income on financial assets carried at fair value through profit or loss | 21,61,233 | 16,45,795 | |
| Interest on deposits | 13,57,044 | 21,31,346 | |
| Others | 10,148 | 14,230 | |
| Interest on income tax refund | - | 5,93,724 | |
| Dividend income from equity instruments designated at FVTOCI | 1,30,400 | 1,94,761 | |
| Dividend income on other investments | 15,08,989 | 7,57,469 | |
| Building rent | 25,80,000 | 25,80,000 | |
| Other non-operating income | - | 11,810 | |
| Profit on sale/redemption of investments carried at fair value through profit or loss | 25,22,057 | 6,50,293 | |
| Profit on sale/redemption of investments carried at FVTOCI | 12,548 | - | |
| Profit on sale of fixed assets | 19,92,765 | - | |
| Changes in fair value of financial assets at fair value through profit or loss (FVTPL) | - | 3,92,095 | |
| | 5,08,55,097 | 4,73,51,320 | |

| 25. COST OF SALES | 2020-21
| 2019-20  | |
|----------------------------------------------------------|--------------|--------------|--|
| Opening stock | | | |
| Construction work-in-progress | 18,84,21,724 | 14,27,05,077 | |
| Finished stock | 16,29,92,804 | 24,83,69,643 | |
| Add: Expenses incurred during the year | | | |
| Materials, structural, labour and contract cost incurred | 49,61,452 | 1,77,22,792 | |
| Rates and taxes | 17,522 | 1,44,330 | |
| Professional charges | 39,12,601 | 2,45,77,574 | |
| Other costs-net | 2,61,170 | 16,35,224 | |
| | 91,52,745 | 4,40,79,920 | |
| Less: Closing stock | | | |
| Construction work in progress | 19,79,16,748 | 18,84,21,724 | |
| Finished stock | 11,84,36,720 | 16,29,92,804 | |
| Cost of sales | 4,42,13,805 | 8,37,40,112 | |
| 26. EMPLOYEE BENEFITS EXPENSE | 2020-21
| 2019-20  | |
| Salaries and wages | 2,53,32,724 | 2,40,26,414 | |
| Contribution to provident and other funds | 7,58,715 | 7,92,156 | |
| Staff welfare expenses | 9,27,501 | 10,25,050 | |
| | 2,70,18,940 | 2,58,43,620 | |
| | | | |
| 27. FINANCE COSTS | 2020-21
| 2019-20  | |
| Interest expenses on | | | |
| Term loan | 18,52,006 | 30,89,512 | |
| Income tax | 40,232 | 2,87,012 | |
| Others | 1,70,870 | 1,98,961 | |
| | 20,63,108 | 35,75,485 | |

| 28. OTHER EXPENSES | | 2020-21
| | 2019-20  |
|-------------------------------------------------------------------------------------------|----------|--------------|----------|--------------|
| Electricity | | 4,93,568 | | 8,04,448 |
| Repairs to | | | | |
| Buildings | | 13,879 | | 5,84,304 |
| Machinery | | 1,46,806 | | 1,80,707 |
| Others | | 1,24,812 | | 3,56,462 |
| Insurance | | 72,988 | | 73,560 |
| Rent | | 64,784 | | 63,357 |
| Rates and taxes | | 9,44,029 | | 9,44,970 |
| Advertisements | | 30,362 | | 37,104 |
| Business promotion expenses | | 1,10,192 | | 4,42,228 |
| Travelling and conveyance expenses | | 5,62,829 | | 16,57,337 |
| Legal and professional fees | | 6,59,973 | | 5,12,836 |
| Retainership fees | | 11,14,200 | | 11,23,120 |
| Printing, stationery and communication expenses | | 5,20,065 | | 7,61,280 |
| Bank charges | | 4,930 | | 5,795 |
| Vehicles expenses | | 5,02,161 | | 8,04,810 |
| Flat maintenance expenses | | 10,15,008 | | 11,85,232 |
| Commission and brokerage | | 4,30,000 | | 3,49,500 |
| Membership and subscription charges | | 6,75,555 | | 5,98,750 |
| Security charges | | 11,02,500 | | 12,93,015 |
| Goods and Service tax paid | | 6,80,626 | | 7,52,434 |
| Changes in fair value of financial assets at fair value through
profit or loss (FVTPL) | | 3,30,573 | | - |
| Sundry expenses | | 14,23,891 | | 16,87,090 |
| Directors' sitting fees | | 3,80,000 | | 3,70,000 |
| Society maintenance charges | | 19,84,332 | | 22,69,709 |
| Auditors' remuneration | | | | |
| As Auditor | | | | |
| Audit fee | 3,65,000 | | 3,65,000 | |
| Tax audit fee | 50,000 | | 50,000 | |
| For taxation matters | - | | 30,000 | |
| For reimbursement of expenses | 427 | 4,15,427 | 5,191 | 4,50,191 |
| | | 1,38,03,490 | | 1,73,08,239 |

29. EMPLOYEE BENEFITS

I) Defined Contribution Plans

a) Provident fund
b) Superannuation fund and Pension scheme,1995
c) Employer's contribution to Employees state insurance

The Company has recognized the following amounts in the Statement of Profit and Loss which are included under Contribution to Provident and other funds;

	2020-21	2019-20
Contribution to:	`\|`
Provident fund	1,04,006	1,03,985
Superannuation fund	5,04,000	5,22,667
Pension fund	87,036	83,337
Employees State Insurance fund	63,673	82,167

Disclosures for defined benefit plan based on actuarial valuation report:

II) Defined Benefit Plan

| GRATUITY | 2020-21
| 2019-20  |
|-----------------------------------------------------------------------------|--------------|--------------|
| A.
Changes in defined benefit obligations | | |
| Present value of defined benefit obligation as at the beginning of the year | 40,52,433 | 36,78,053 |
| Interest cost | 2,03,352 | 2,05,268 |
| Current service cost | 2,88,501 | 2,21,494 |
| Past service cost- vested benefits | - | - |
| Benefit paid | (4,06,267) | - |
| Actuarial (gain)/loss due to changes in financial assumption | (1,19,422) | 26,499 |
| Actuarial (gain)/loss due to changes in experience adjustments | 99,214 | (78,881) |
| Present value of defined benefit obligation as at the end of the year | 41,17,811 | 40,52,433 |
| B.
Amount recognized in the Balance Sheet | | |
| Present value of defined benefit obligation at the end of the year | 41,17,811 | 40,52,433 |
| Fair value of plan assets at end of the year | - | - |
| Net liability recognized in the Balance Sheet | 41,17,811 | 40,52,433 |
| - Current provision | 22,95,400 | 20,97,422 |
| - Non-current provision | 18,22,411 | 19,55,011 |

| | | 2020-21
| 2019-20  |
|----|--------------------------------------------------------------------------------|-----------------------------------------------------|-----------------------------------------------------|
| C. | Expenses recognized in the Consolidated Statement of Profit and Loss | | |
| | Interest cost | 2,03,352 | 2,05,268 |
| | Current service cost | 2,88,501 | 2,21,494 |
| | Past service cost- vested benefits | - | - |
| | Expenses recognized in the Consolidated
Statement of Profit and Loss | 4,91,853 | 4,26,762 |
| D. | Expenses recognized in the Other Comprehensive Income (OCI) | | |
| | Remeasurement (gain) / loss | (20,208) | (52,382) |
| | Actuarial (gain)/loss due to changes in financial assumptions | (1,19,422) | 26,499 |
| | Actuarial (gain)/loss due to changes in experience adjustments | 99,214 | (78,881) |
| E. | Movement in the present value of net defined benefit obligation are as follows | | |
| | Opening net liability | 40,52,433 | 36,78,053 |
| | Expenses recognised in the Consolidated Statement of Profit and Loss | 4,91,853 | 4,26,762 |
| | Expenses recognised in OCI | (20,208) | (52,382) |
| | Contributions paid | (4,06,267) | - |
| | Closing net liability | 41,17,811 | 40,52,433 |
| | | | (In ) | | | Maturity profile of defined benefit obligation | Estimated for the year ended 31st March, 2021 | Estimated for the year ended 31st March, 2020 | | | 1st following year | 22,95,400 | 20,97,422 | | | 2nd following year | 10,194 | 1,87,585 | | | 3rd following year | 2,27,363 | 10,031 | | | 4th following year | 10,357 | 1,97,600 | | | 5th following year | 11,962 | 10,602 | | | Sum of years 6 to 10 | 9,22,934 | 8,75,394 | | | Sensitivity analysis | 2020-21  | 2019-20
` |
| | Impact of +1% change in discount rate | 39,14,322 | 38,29,307 |
| | Impact of -1% change in discount rate | 43,60,389 | 43,19,791 |
| | Impact of +1% change in salary escalation rate | 42,54,404 | 42,88,931 |
| | Impact of -1% change in salary escalation rate | 39,15,427 | 38,24,567 |

The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefits obligation to significant actuarial assumptions the same method (present value of defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

Actuarial assumptions	As at 31st March, 2021	As at 31st March, 2020
Discount rate	6.70%	6.77%
Salary escalation rate	5.00%	5.00%
Attrition rate	0.50%	0.50%

30. RELATED PARTY DISCLOSURE

(i) List of Related Parties as required by Ind AS-24 "Related Party Disclosures" are given below:

(a)	Associates	Simplex Papers Ltd. Simplex Mills Company Ltd.
(b)	Key management personnel and their relatives	Shri Nandan Damani - Managing Director Shri Sanjay N Damani - Executive Director Smt. Sandhya R Kini - Executive Director Smt. Shivani V Jatia Smt. Shashi A Patodia Smt. Shreelekha N Damani
(c)	Non Executive/Independent Directors	Shri V.B.Haribhakti Shri S.K.Somany Smt. Renu Jain Shri Vijay S Jindal Shri Sabhapati G. Shukla
(d)	Where persons mentioned in (b) exercise significant influence	The Nav Bharat Refrigeration And Industries Ltd. Shreelekha Global Finance Ltd. New Textiles LLP (formerly known as New Textiles Pvt Ltd.) Lucky Vyapaar and Holdings Pvt. Ltd.

(ii) Transactions with related parties (In `)

Type of related party	Description of the nature of transactions	Volume of transactions during 2020-21	Volume of transactions during 2019-20	Balance as on 31.03.21 Receivable/ (Payable)	Balance as on 31.03.20 Receivable/ (Payable)
(a) Associates
Simplex Mills Co.Ltd.	Reimbursement of expenses	(51,891)	(42,634)
(b) Key management personnel and their relatives	Remuneration#	74,16,000	74,16,100	-	-
(c) Non Executive/ Independent Directors	Sitting fees Shri V.B.Haribhakti Shri S.K.Somany Smt. Renu Jain Shri Vijay Jindal Shri Sabhapati G. Shukla	1,00,000 1,00,000 40,000 40,000 1,00,000	1,00,000 1,00,000 40,000 30,000 1,00,000	- - - -	- - - -
influence	(d) Where persons mentioned in (b) exercise significant
a) Reimbursement of expenses- net
The Nav Bharat Refrigeration and Industries Ltd.		23,152	2,61,577	-	-
Lucky Vyapar and Holdings Pvt. Ltd.		1,78,516	2,18,859	-	-
b) Security
for loan availed	Security offered by Lucky Vyapaar and Holdings Pvt. Ltd			1,15,22,920	2,04,44,078

Excludes provision for compensated leave and gratuity for key managerial personnel as separate actuarial valuation is not available.

Terms and conditions of transactions with related parties

Transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year end are unsecured and settlement occurs in cash.

31. FINANCIAL INSTRUMENTS-FAIR VALUE AND RISK MANAGEMENT

a) Financial instruments by category (In `)

Financial Assets Investments 19,78,83,118 1,94,89,674 1,57,62,510 15,96,77,472 9,32,27,621 - Loans - - 29,64,27,439 - - 22,42,58,710 Cash and cash equivalents - - 24,88,601 - - 21,74,653 Other bank balances - - 9,36,175 - - 11,01,689 Other financial assets - - 3,14,74,230 - - 5,06,17,862 19,78,83,118 1,94,89,674 34,70,88,955 15,96,77,472 9,32,27,621 27,81,52,914 Financial Liabilities Borrowings - 1,15,22,920 - 2,04,44,078 Trade payables - 15,48,751 - 14,77,620 Other financial liabilities - 1,42,48,086 - 1,58,13,704 - 2,73,19,757 - 3,77,35,402 31.03.2021 31.03.2020 Particulars At FVTOCI At FVTPL At Amortised cost At FVTOCI At FVTPL At Amortised cost

*Exclude investments in Associate [7,06,99,910/-(previous year 6,98,16,823/- )] measured at cost (accounted using Equity Method).

b) Fair value hierarchy and method of valuation

The following table shows fair value measurement hierarchy. Except for these financial instruments, the Company considers that the carrying value amount recognised in the financial statements approximate their fair value largely due to the short term maturities of these instruments.

						(In `)
	31.03.2021		31.03.2020
Financial assets	Level 1	Level 2	Level 3	Level 1	Level 2	Level 3
Measured at Amortised Cost
Investments in bonds/debentures	-	1,57,62,510	-	-	-	-
Measured at FVTOCI
Investments in equity instruments	96,29,618	-	-	1,04,47,472	-	-
Investments in preference shares	-	1,95,34,000	-	-	2,00,00,000	-
Investments in bonds/debentures	-	16,87,19,500	-	-	12,92,30,000	-
Measured at FVTPL
Investments in mutual funds	-	56,48,409	-	-	8,00,67,761	-
Investments in alternate investment funds	-	1,38,41,265	-	-	1,31,59,860	-

Level 2: Inputs other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

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

The fair value of investments in bonds, debentures and mutual funds is measured at quoted price, dealer quotes or NAV.

c) Risk management framework

d) Financial Risk Management

The Company has exposure to the following risks arising from financial instruments:

i) Credit Risk
ii) Liquidity Risk
iii) Market Risk

i) Credit Risk

The carrying amount of following financial assets represents the maximum credit exposure:

Trade receivables

No impairment is observed on the carrying value of trade receivables.

Other financial assets

Credit risk from balances with banks, loans and investments is managed by Company's finance department. Investments of surplus funds are primarily made in fixed deposits, with banks and companies; bonds or debentures of investment grade issued by government institutions, public sector undertakings, corporates. These counter parties are shortlisted and exposure limits determined on the basis of their credit rating, financial statements and other relevant informations. As these counter parties are government institutions,public sector undertaking and corporates with investment grade credit ratings, the counter party risk attached to such assets is considered to be insignificant. Impairment in the value of investments in associates is recognised, if required, as on the reporting date.

ii) Liquidity Risk

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date.

						(In `)
As at 31st March, 2021	Carrying		Contractual cash flows
amount		Total	Within 1 year	1-2 years	2-5 years	More than 5 years
Financial liabilities
Borrowings	1,15,22,920	1,15,22,920	50,01,542	56,10,803	9,10,575	-
Trade Payables	15,48,751	15,48,751	15,48,751	-	-	-
Other Financial Liabilities	1,42,48,086	1,42,48,086	1,24,87,729	17,60,357	-	-
	2,73,19,757	2,73,19,757	1,90,38,022	73,71,160	9,10,575	-

As at 31st March, 2020	Carrying	Contractual cash flows
	amount	Total	Within 1 year	1-2 years	2-5 years	More than 5 years
Financial liabilities
Borrowings	2,04,44,078	2,04,44,078	39,14,813	43,91,695	1,21,37,570	-
Trade Payables	14,77,620	14,77,620	14,77,620	-	-	-
Other Financial Liabilities	1,58,13,704	1,58,13,704	1,42,24,217	-	15,89,487	-
	3,77,35,402	3,77,35,402	1,96,16,650	43,91,695	1,37,27,057	-

iii) Market Risk

Currency risk

Currency risk is not material, as the Company's primary business activities are within India and does not have any exposure in foreign currency.

Interest rate risk

		(In `)
Particulars	As at 31st March, 2021	As at 31st March, 2020
Floating rate borrowing	1,15,22,920	2,04,44,078
	1,15,22,920	2,04,44,078

The sensitivity analysis below have been determined based on the exposure to interest rate for liabilities at the end of the reporting period. For floating rate liabilities,the analysis is prepared assuming the amount of the liabilities outstanding at the end of the reporting period was outstanding for the whole year. The amount indicated below may have an impact on reported profit / (loss) for the year.

A reasonable possible change of 100 basis points in interest rate would have resulted in variation in the interest expenses for the Company by the amounts as follows:

		(In `)
Particulars	2020-21	2019-20
Interest rate - Increase by 100 basis points	1,15,229	2,04,441
Interest rate - Decrease by 100 basis points	(1,15,229)	(2,04,441)

Commodity price risk

32. CAPITAL MANAGEMENT

The Company's net debt to equity ratio is as follows:

The Company's net debt to equity ratio is as follows:		(In `)
	As at	As at
	31st March, 2021	31st March, 2020
Borrowings	1,15,22,920	2,04,44,078
Less: Cash and cash equivalents	(24,88,601)	(21,74,653)
Net Debt	90,34,319	1,82,69,425
Total equity	1,07,78,38,191	1,06,24,39,342
Debt/Equity ratio	0.01	0.02

33. EARNINGS PER SHARE – EPS is calculated by dividing the profit / (loss) attributable to the equity share holders by weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit / (loss) for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares, except when the results would be anti-dilutive.

Particulars	2020-21	2019-20
1. Profit / (Loss) after tax – `	55,33,420	33,60,787
2. Weighted average number of shares outstanding during the year	29,91,382	29,91,382
3. Face value of shares – `	10/-	10/-
4. Basic / Diluted EPS - `	1.85	1.12

34. INFORMATION ON SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES

Information on Associates

Name of Company	Country of Incorporation	Percentage of holding
		As at	As at
		31st March, 2021	31st March, 2020
Simplex Mills Company Ltd.	India	48.99	48.99
Simplex Papers Ltd.	India	49.01	49.01

(In `)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2021

35. LEASES

Particulars	As at 31st March, 2021	As at 31st March, 2020
Future minimum lease rental receivable under operating leases are as follows:
Not later than 1 year	1,04,23,500	1,01,40,000
Later than 1 year not later than 5 years	19,84,500	98,28,000
Later than 5 years	-	-

36. CORPORATE SOCIAL RESPONSIBILITY

During the year, the Company was not required to spend any money as per the provision of Section 135 of the Companies Act, 2013 towards Corporate Social Responsibility (CSR) activities.

Gross amount required to be spent by the Company during the year Nil (previous year Nil)

37. INTEREST IN ASSOCIATES

The Company has 48.99% and 49.01% shareholding in Simplex Mills Company Ltd. (SMCL) and Simplex Papers Ltd.(SPL) respectively. The Company has the ability to appoint directors on the Board of SMCL and SPL, giving it the power to participate in the financial and operating policy decisions. The Company has significant influence by virtue of its shareholding in SMCL and SPL making them as associates. The Company's interest is accounted for using the equity method in the consolidated financial statements. As per the equity method if an entity's share of losses of an associates equals or exceeds its interest in the associate, the entity discontinues recognizing its shares of further losses. The Company's share of losses in SPL had already exceeded its interest in the associates, hence no further losses are being recognized.

Name of the Company	Investment in	Principal		Carrying amount (`)
		place of business	As at 31st March, 2021	As at 31st March, 2020	% of ownership interest
Simplex Mills Company Ltd.	Equity Shares	India	-	-	48.99%
Simplex Mills Company Ltd.	Redeemable Preference Shares	India		7,06,99,910 6,98,16,823	-
Simplex Papers Ltd.	Equity Shares	India	-	-	49.01%

Significant financial information for associates

Summarised Balance Sheet of Simplex Mills Company Limited

As at 31st March, 2021 Particulars As at 31st March, 2020 Current assets 2,41,51,829 2,63,92,973 Non-current assets 4,29,69,194 4,35,04,098 Current liabilities 2,63,33,368 2,87,12,000 Non-current liabilities 8,01,83,634 8,23,83,635 Equity (3,93,95,979) (4,11,98,564)

Summarised Statement of Profit and Loss of Simplex Mills Company Limited		(In `)
Particulars	As at 31st March, 2021	As at 31st March, 2020
Revenue (including other income)	72,12,692	70,62,446
Profit for the year	18,02,585	57,64,624
Other comprehensive income	-	-
Total comprehensive income/(expense)	18,02,585	57,64,624
Summarised Balance Sheet of Simplex Papers Limited		(In `)
Particulars	As at 31st March, 2021	As at 31st March, 2020
Current assets	1,37,57,736	1,35,49,955
Non-current assets	9,44,176	9,57,805
Current liabilities	13,09,24,228	13,09,81,222
Non-current liabilities	-	-
Equity	(11,62,22,316)	(11,64,73,462)
Summarised Statement of Profit and Loss of Simplex Papers Limited		(In `)
Particulars	As at 31st March, 2021	As at 31st March, 2020
Revenue (including other income)	-	5,97,921
Profit/(Loss) for the year	2,51,146	(58,79,122)
Other comprehensive income	-	-

38. DISCLOSURE MANDATED BYSCHEDULE III BYWAYOF ADDITIONALINFORMATION

Name of the entity	Net Assets (total assets minus total liabilities)		Profit or (loss)	Share in	Share in other income	comprehensive	Share in total comprehensive income
	As % of consolidated	`\| As % of<br>consolidated \|`	As % of consolidated	`\| As % of<br>consolidated \|`
Simplex Realty Limited
Balance as at March 31,2021	104%	1,11,60,88,531	84%	46,50,333	100%	98,65,429	94%	1,45,15,762
Balance as at March 31,2020	104%	1,10,15,72,769	16%	5,36,698	100%	(1,07,03,872)	138%	(1,01,67,174)
Associates*
Simplex Mills Company Limited
Balance as at March 31,2021	-	-	16%	8,83,087	-	-	6%	8,83,087
Balance as at March 31,2020	-	-	84%	28,24,089	-	-	-38%	28,24,089
Simplex Papers Limited #
Balance as at March 31,2021	-	-	-	-	-	-	-	-
Balance as at March 31,2020	-	-	-	-	-	-	-	-
Adjustments arising out of consolidation
March 31,2021	4%	3,82,50,340	-	-	-	-	-	-
March 31,2020	4%	3,91,33,427	-	-	-	-	-	-
Total for March 31, 2021	100%	1,07,78,38,191	100%	55,33,420	100%	98,65,429	100%	1,53,98,849
Total for March 31, 2020	100%	1,06,24,39,342	100%	33,60,787	100%	(1,07,03,872)	100%	(73,43,085)

Total comprehensive income/(expense) 2,51,146 (58,79,122)

* The net assets of these entities have not been consolidated under the equity method.

Share in profit for the year has not been recognised as there are unrecognised share of losses of previous years.

39. Investments in associates are accounted for using the equity method of accounting. Under the equity method, an investor needs to recognize its share of profit or loss in the investee to the extent of its interest in the associates. The interest in an associate is the carrying amount of the investment in the associate determined using equity method together with any long term interest. Losses recognized using the equity method in excess of the entity's investment in ordinary shares are applied to the other components of the entity's interest in an associate. The Company's share in profit for the period ended 31st March, 2021 amounting to 8,83,087/- has been recognized in the consolidated financial statement and for the previous year ended 31st March, 2020 profit amounting to 28,24,089/- was recognized.

40. CONTINGENT LIABILITIES NOT PROVIDED FOR

a) Claims against the Company not acknowledged as debt:

		(In `)
Particulars	As at	As at
	31st March, 2021	31st March, 2020
a) Appeals filed in respect of disputed demands:
Relating to income tax where the Company is in appeal	4,77,38,205	4,77,38,205
Relating to income tax where Department is in appeal	28,04,25,028	28,04,25,028
b) Labour matters	1,35,327	1,35,327
c) Legal cases	34,05,600	34,05,600
d) Bank guarantee	12,50,000	12,50,000

b) Contingent liabilities of associates, to the extent of Company's holding in associates:

		(In `)
Particulars	As at 31st March, 2021	As at 31st March, 2020
a) Appeals filed in respect of disputed demands:
i) Central Excise	16,85,37,197	16,85,37,197
ii) Labour Matters	21,50,650	21,50,650
b) Other claims	-	35,35,926
c) SICOM/Joint Director of Industries	1,09,63,826	1,04,39,092

c) Others

41. Based on the intimations received from "suppliers" regarding their status under as Micro, Small and Medium st Enterprises Development Act, 2006 (MSMED), there are no amounts outstanding to MSME at 31 March, 2021 and no amounts were overdue during the year for which disclosure requirements under MSMED are applicable.

42. The lease of the land at Mumbai has expired and it is yet to be renewed by the Collector of Mumbai ("the Collector"). Pending renewal of the lease, the previously agreed lease rent continues to be paid by the Company on the basis of the expired lease agreement. The demands previously raised by the Collector have been set aside by the Honb'le High Court of Bombay ("the Court''), and the Court has directed the Collector to re-assess the lease rent. As of the Balance Sheet date, no revised demand is received.
43. The Company's main business activity constitutes developing real estate, which is the only reporting segment. The Company does not have any reportable geographical segment.
st 44. The Consolidated Financial Statements of the Company for the year ended 31 March, 2021 were approved by st the Board of Directors on 31 May, 2021.
45. Previous year's figures have been reclassified, wherever necessary, to conform current year's presentation.

As per our report of even date attached For and on behalf of the Board For Khandelwal and Mehta LLP Chartered Accountants Firm's Registration No. W100084

Sunil Khandelwal Partner Mumbai, 31st May, 2021 Membership No. 101388 Surendra Kabra Chief Financial Officer

Paras Shah Company Secretary

Nandan Damani Chairman and Managing Director

Surendra Kumar Somany Independent Director

Mumbai, 31st May, 2021

Form No. SH-13 Nomination Form

[Pursuant to Section 72 of the Companies Act, 2013 and Rule 19(1) of the Companies (Share Capital and Debentures) Rules, 2014]

To Simplex Realty Limited 30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai - 400 011

I/We______________________ the holder(s) of the securities, particulars of which are given hereunder, wish to make nomination and do hereby nominate the following persons in whom shall vest, all the rights in respect of such securities in the event of my/our death.

PARTICULARS OF THE SECURITIES (in respect of which nomination is being made):

Nature of securities	Folio No.	No. of securities	Certificate No.	Distinctive No.

2. PARTICULARS OF NOMINEE/S –

a. Name:
b. Date of Birth:
c. Father's / Mother's / Spouse's name:
d. Occupation:
e. Nationality:
f. Address:
g. E-mail Id. & Telephone No.:
h. Relationship with the security holder(s):

3. IN CASE NOMINEE IS AMINOR –

a. Date of birth:
b. Date of attaining majority:
c. Name of guardian:
d. Address of guardian:

4. PARTICULARS OF NOMINEE IN CASE MINOR NOMINEE DIES BEFORE ATTAINING AGE OF MAJORITY–

a. Name:
b. Date of Birth:
c. Father's / Mother's / Spouse's name:
d. Occupation:
e. Nationality:
f. Address:
g. E-mail Id. & Telephone No.:
h. Relationship with the security holder(s)
i. Relationship with the minor nominee:

Name(s) and Address of Security holder(s) Signature(s)

Name(s) and Address of Witness Signature

Form No. SH-14 Cancellation or Variation of Nomination Form

[Pursuant to sub- section (3) of Section 72 of the Companies Act, 2013 and Rule 19(9) of the Companies (Share Capital and Debentures) Rules, 2014]

To Simplex Realty Limited 30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai - 400 011

I/We hereby cancel the nomination(s) made by me/us in favour of __________________ (name(s) and address of the nominee) in respect of the below mentioned securities.

Or I/We hereby nominate the following person in place of_________________________as nominee in respect of the below mentioned securities in whom shall vest all rights in respect of such securities in the event of my / our death.

1. PARTICULARS OF THE SECURITIES (in respect of which nomination is being made):

Nature of securities	Folio No.	No. of securities	Certificate No.	Distinctive No.

2. (a) PARTICULARS OF NOMINEE/S –

i. Name:
ii. Date of Birth:
iii. Father's / Mother's / Spouse's name:
iv. Occupation:
v. Nationality:
vi. Address:
vii. E-mail Id. & Telephone No.:
viii. Relationship with the security holder(s):

(b) IN CASE NOMINEE IS AMINOR –

i. Date of birth:
ii. Date of attaining majority:
iii. Name of guardian:
iv. Address of guardian:

3. PARTICULARS OF NOMINEE IN CASE MINOR NOMINEE DIES BEFORE ATTAINING AGE OF MAJORITY–

i. Name:
ii. Date of Birth:
iii. Father's / Mother's / Spouse's name:
iv. Occupation:
v. Nationality:
vi. Address:
vii. E-mail Id. & Telephone No.:
viii. Relationship with the security holder(s)
ix. Relationship with the minor nominee:

Name(s) and Address of Security holder(s) Signature(s)

Name(s) and Address of Witness Signature

To Freedom Registry Limited Unit: Simplex Realty Limited Plot No. 101/102, 19th Street, MIDC, Satpur, Nashik- 422 007

Updation of Shareholder Information

I/ We request you to record the following information against my/our Folio No.:

General Information:

Folio No.:
Name of the first named Shareholder:
PAN:*
CIN/ Registration No.:* (applicable to Corporate Shareholders)
Tel No. with STD Code:
Mobile No:
Email Id:

*Self-attested copy of the document(s) enclosed

Bank Details

IFSC: (11 digit)	MICR: (9 digit)
Bank A/c Type:	Bank A/c No.:*
Name of the Bank:
Bank Branch Address:

* A blank cancelled cheque is enclosed to enable verification of bank details.

I/ We hereby declare that the particulars given above are correct and complete. If the transaction is delayed because of incomplete or incorrect information, I/ We would not hold the Company/ STA responsible. I/ We undertake to inform any subsequent changes in the above particulars as and when the changes take place. I/ We understand that the above details shall be maintained by you till I/We hold the securities under the above mentioned Folio No.

Place:

Date: Signature of Sole/ First holder

Simplex Realty Limited 30, Keshavrao Khadye Marg, Sant Gadge Maharaj Chowk, Mumbai - 400 011.

AI assistant

Simplex Realty Limited — AGM Information 2021

63166_rns_2021-07-09_66369653-39fa-42ec-8492-3f311c5b3986.pdf