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Thacker & Co. Ltd. Annual Report 2021

Jul 2, 2021

62883_rns_2021-07-02_6ff0c9fd-6db6-423e-a881-d2d1ef1a043f.pdf

Annual Report

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2nd July, 2021

The Manager, Corporate Relationship Department, BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001.

Scrip Code: 509945

Sub: Annual Report of Thacker And Company Limited for the Financial Year 2020-2021 along with the Notice of the 143rd Annual General Meeting.

Dear Sir/Ma'am,

Pursuant to Regulation 34(1) of Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting herewith the Annual Report of the Company for the Financial Year 2020-2021 along with the Notice of the 143rd Annual General Meeting ("AGM") of the Company scheduled to be held on Monday, 26th July, 2021 at 11:30 am. (1ST) through Video Conferencing ('VC") / Other Audio Visual Means ("OAVM") without physical presence of the Members at Common Venue.

The said Annual Report and ACM notice are also available on the Company's website at http://thacker.co.in/cieneral-meetinq.phpand on the website of National Securities Depository Limited at https://www.evoting.nsdl.com.

This is for your information and records.

Thanking you,

Yours faithfully,

For Thacker And Company Limited

Reena a aphea1

Company Secretary End.: As above.

Regd. Off. Bhogilal Hargovindas Building, Mezzanine Fi.18/20,K.Dubhash Marg, Mumbai-400001, India Corporate Office: Jatia Chambers, 60 Dr. V.B.Gandhi Marg, Mumbai-400001, India Tel: 91-22-43553333, Fax: +91-22-2265 8316 Web-Site: www,thacker.co,i, E-mail: thackerthacker,co,in CIN No. : L21098MH1878PLC000033 GST No. : 27AAACT3200A1Z7

THACKER AND COMPANY LIMITED

143RD ANNUAL REPORT 2020-2021

THACKER AND COMPANY LIMITED

DIRECTORS:

ARUNKUMAR MAHABIRPRASAD JATIA- CHAIRMAN SURENDRA KUMAR BANSAL VRINDA JATIA VINOD KUMAR BESWAL BASANT KUMAR KHAITAN BHALCHANDRA RAMAKANT NADKARNI

BANKERS:

IDBI BANK LTD. ICICI BANK LTD.

AUDITORS:

M/S. ADV & ASSOCIATES CHARTERED ACCOUNTANT

REGISTRAR & TRANSFER AGENTS:

SATELLITE CORPORATE SERVICES PRIVATE LIMITED

A/106-107, DATTANI PLAZA, EAST WEST INDL. COMPOUND, ANDHERI KURLA ROAD, SAFED POOL, SAKINAKA, MUMBAI-400072.

DEMAT STOCK CODE: INE077P01034

EQUITY SHARES ARE LISTED AT : BSE LIMITED

REGISTERED OFFICE:

BHOGILAL HARGOVINDAS BUILDING, MEZZANINE FLOOR, 18/20, K. DUBHASH MARG, MUMBAI-400001. CIN: L21098MH1878PLC000033

CORPORATE OFFICE:

JATIA CHAMBERS, 60, DR. V. B. GANDHI MARG, FORT, MUMBAI-400 001.

N O T I C E

Notice is hereby given that the One Hundred Forty Third Annual General Meeting ('AGM') of the Members of THACKER AND COMPANY LIMITED ('the Company') will be held on Monday, 26th day of July, 2021 at 11:30 A.M. (IST) through Video Conference ("VC") / Other Audit Visual Means ("OAVM") without physical presence of the Shareholders at a common venue, to transact the following businesses:

ORDINARY BUSINESS

    1. To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2021, including the Audited Balance Sheet as at 31st March, 2021 and the Statement of Profit and Loss and Cash Flow Statement for the year ended on that date and the Reports of the Board of Directors and Auditors thereon.
    1. To appoint a Director in place of Ms. Vrinda Jatia (DIN: 06725427), who retires by rotation and being eligible, offers herself for re-appointment.
    1. To approve and ratify the appointment of M/s. ADV & Associates, Chartered Accountants (Firm Registration No.128045W), as the Statutory Auditors of the Company for Financial Year 2021-22 and to consider and if thought fit, to pass with or without modification(s) the following resolution as an Ordinary Resolution.

"RESOLVED THAT pursuant to Section 139 and other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, the appointment of M/s. ADV & Associates, Chartered Accountants (Firm Registration No.128045W), as the Statutory Auditors of the Company to hold office from the conclusion of this 143rd Annual General Meeting till the conclusion of next (144th) Annual General Meeting of the Company, be and is hereby approved and ratified by the Members of the Company, on such remuneration as may be fixed by the Board of Directors of the Company on the recommendation of the Audit Committee".

By Order of the Board of Directors For Thacker And Company Limited

Reena Rapheal Company Secretary

Place: Mumbai Date: 09th June, 2021

Registered Office: Bhogilal Hargovindas Building, Mezzanine Floor, 18/20, K. Dubhash Marg, Mumbai-400001, India. Tel: 91-22-30213333 Fax: +91-22-43553345, Web-Site: www.thacker.co.in,E-mail: [email protected] CIN: L21098MH1878PLC000033 Corporate Office: Jatia Chambers, 60, Dr. V. B. Gandhi Marg, Fort, Mumbai-400 001.

NOTES

    1. In view of the continuing Covid-19 pandemic and restrictions on the movements apart from social distancing, the Ministry of Corporate Affairs ("MCA") has vide its Circular no 02/2021 dated 13th January, 2021 read with circular no 20/2020 dated 5th May, 2020, circular no 14/2020 dated 8th April, 2020 and circular no 17/2020 dated 13th April, 2020 (collectively referred to as "MCA Circulars") and SEBI Circular dated 15th January, 2021 read with Circular dated 12th May, 2020 permitted holding of the Annual General Meeting of companies through Video Conferencing or Other Audio Visual Means ("VC" or "OAVM"), without the physical presence of the Shareholders at a common venue.
    1. The relevant details, pursuant to 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking re-appointment at this AGM are also annexed to this Notice.
    1. e-AGM: The Company has appointed National Securities Depository Limited (NSDL) to provide Video Conferencing facility for the e-AGM.
    1. PURSUANT TO THE PROVISIONS OF THE COMPANIES ACT, 2013, A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON HIS/HER BEHALF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. SINCE THIS AGM IS BEING HELD PURSUANT TO THE MCA CIRCULARS THROUGH VC, PHYSICAL ATTENDANCE OF MEMBERS HAS BEEN DISPENSED WITH. THEREFORE, THE FACILITY FOR APPOINTMENT OF PROXIES BY THE MEMBERS WILL NOT BE AVAILABLE FOR THE AGM AND HENCE THE PROXY FORM AND ATTENDANCE SLIP ARE NOT ANNEXED TO THIS NOTICE.
    1. In compliance with the applicable provisions of the Companies Act, 2013 read with the MCA Circulars and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the 143rd Annual General Meeting of the Company is being conducted through Video Conferencing ("VC") (hereinafter referred to as "AGM" or "e-AGM"). The proceedings of the AGM shall be deemed to be conducted at the Corporate Office of the Company which shall be the deemed Venue of the "AGM" or "e-AGM".
    1. Institutional Members/ Corporate Members (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., authorising its representative to attend the e-AGM on its behalf and to vote through remote e-voting or during the e-AGM. The said Board Resolution/Authorisation shall be sent to the Scrutinizer through registered e-mail address to [email protected] with a copy marked to [email protected] and [email protected];
    1. The Members can join the e-AGM through Video Conferencing 15 minutes before and after the scheduled time of the commencement of the e-AGM by following the procedure mentioned in the Notice. The facility of participation at the e-AGM through VC will be available on a first-Come First-served basis as per the MCA Circular. However, this restriction not apply to Large Shareholders (Shareholders holding 2% or more Shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, Chairman of the Audit Committee, Nomination and Remuneration Committee and Share Transfer Approval Committee, Auditors etc.
    1. The Members attending the AGM through Video Conferencing shall be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
    1. In compliance with the aforesaid MCA Circulars and SEBI Circular dated 15th January, 2021 read with Circular dated 12th May, 2020, Notice of the e-AGM along with the Annual Report 2020-2021 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/Depositories. Members may note that the Notice calling the e-AGM and the Annual Report 2020- 2021 will also be available on the Company's website www.thacker.co.in, websites of the Stock Exchange i.e. BSE Limited and on the website of National Securities Depository Limited (NSDL) at www.evoting.nsdl.com.
    1. Since the AGM will be held through VC, the Route Map is not annexed in this Notice.
    1. Members seeking any information with regard to the account or any matter to be placed at the AGM, are requested to write to the Company mentioning their name, demat account number/folio number, email id, mobile number on or before Sunday, 18th July, 2021 through email on [email protected] The same will be replied by the Company suitably. Members may also ask their questions at the meeting by using chat Box facility provided by NSDL. The question received will be replied at AGM or replied Individually through e-mail as may be decided by the Chairman.
    1. The Register of Members and Share Transfer Books of the Company will be closed from Tuesday, the 20th day of July, 2021 to Monday, 26th day of July, 2021 (both day inclusive)
    1. Register of Directors and Key Managerial Personnel and their Shareholding and Register of Contracts or arrangements in which directors are interested, will be available for inspection by the Members through e-mail. The Members are requested to send an e-mail to www.thacker.co.in for the same.
    1. As per Regulation 40 of the SEBI Listing Regulations, as amended securities of listed companies can be transferred only in dematerialised form with effect from 01st April, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares, Members holding shares in physical form are requested to convert their holdings to dematerialised form. Members can contact with the Company or Company's Registrar and Share Transfer Agent for assistance in this regard.
    1. As per the provisions of the Companies Act, 2013, facility for making nominations is available to the members in respect of the shares held by them. Nomination forms can be obtained from the Company's Registrars and Share Transfer Agents by Members holding shares in physical form. Members holding shares in electronic form may obtain Nomination forms from their respective Depository Participant.
    1. Further pursuant to Rule 18(1) of the Companies (Management and Administration) Rules, 2014, the Company needs to send the Notice, Annual Report electronically on the e-mail addresses as obtained from the Company/ Depositories/ Registrar and Share Transfer Agent to the members.
    1. If you are holding the shares of the Company in dematerialized form and already registered your e-mail address, you would be receiving the Notices of AGM along with Annual Report by electronic mode.

The Members who hold shares in physical mode and have not registered their e-mail address can request the Company to receive Notices of AGM along with Annual Report and other shareholders communication by electronic mode by registering their valid e-mail address by email to M/s. Satellite Corporate Services Private Limited, Registrar and Transfer Agent at [email protected] /Company at [email protected]

Members are requested to support this Green Initiative by registering/updating their email addresses, with the Depository Participant (in case of Shares held in dematerialised form) or with Company's Registrar and Share Transfer Agent, M/s. Satellite Corporate Services Pvt. Ltd(in case of Shares held in physical form).

  1. Instructions for voting through e-voting and joining the e-AGM as follows:

A. Voting through electronic means:

  • Pursuant to provision of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is pleased to provide to its Members facility to exercise their right to vote on all resolutions set forth in this Notice through e-Voting Services. The facility of casting the votes by the Members using remote e-Voting system as well as voting on the day of the AGM will be provided by NSDL appointed for the purpose by the Company as authorised agency.
  • The remote e-voting period begins on Friday, 23rd July, 2021 at 9:00a.m. and ends on Sunday, 25th July, 2021 at 5:00p.m.During this period Members of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e., Monday, 19th July, 2021 may cast their vote electronically. The remote e-voting module shall be disabled by NSDL for voting thereafter. Once

the vote on a resolution in cast by the Member, the Member shall not be allowed to change it subsequently.

  • The Member who have cast their vote by remote e-voting prior to the meeting may also attend the meeting but shall not be entitled to cast vote again.
  • The voting rights of Members shall be in proportion to their shares of the paidup equity share capital of the Company as on Monday, 19th July, 2021.
  • 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 i.e., Monday, 19th July, 2021, 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. In case of Individual Shareholders holding securities in demat mode and 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 date i.e., Monday, 19th July, 2021, may follow steps mentioned below under "Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode."

THE DETAILED INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING ANNUAL GENERAL MEETING ARE AS UNDER:

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 NSDL E-VOTING SYSTEM

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

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email id in their demat accounts in order to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

Type of Login Method
shareholders
Individual
Shareholders
holding securities
in demat mode with
NSDL.
1.
Existing IDeAS user can visit the e-Services
website of NSDL Viz. https://eservices.nsdl.com
either on a Personal Computer or on a mobile. On
the e-Services home page click on the "Beneficial
Owner" icon under "Login" which is available
under 'IDeAS' section, this will prompt you to enter
your
existing
User
ID
and
Password.
After
successful authentication, you will be able to see
e-Voting services under Value added services.
Click on "Access to e-Voting" under e-Voting
services and you will be able to see e-Voting page.
Click on company name or e-Voting service
provider i.e. NSDL and you will be re-directed to
e-Voting website of NSDL for casting your vote
during the remote e-Voting period or joining virtual
meeting & voting during the meeting.
2.
If you are 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/IdeasDirec
tReg.jsp
3.
Visit the e-Voting website of NSDL. Open web
browser
by
typing
the
following
URL:
https://www.evoting.nsdl.com/
either
on
a
Personal Computer or on a mobile. Once the home
page of e-Voting system is launched, click on the
icon
"Login"
which
is
available
under
'Shareholder/Member' section. A new screen will
open. You will have to enter your User ID (i.e. your
sixteen digit demat account number hold with
NSDL), Password/OTP and a Verification Code as
shown
on
the
screen.
After
successful
authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting
page. Click on company name or e-Voting
service provider i.e. 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.
4.
Shareholders/Members can also download NSDL
Mobile App "NSDL Speede" facility by scanning
the QR code mentioned below for seamless voting
experience.
Individual 1. Existing users who have opted for Easi / Easiest,
Shareholders they can login through their user id and
holding securities password. Option will be made available to reach
in demat mode with
CDSL
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/E
asiRegistration
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 ESP
i.e. NSDL where the e-Voting is in progress.
Individual You can also login using the login credentials of your
Shareholders demat account through your Depository Participant
(holding securities registered with NSDL/CDSL for e-Voting facility.
in demat mode) upon logging in, you will be able to see e-Voting
login through their option. Click on e-Voting option, you will be
depository redirected to NSDL/CDSL Depository site after
participants successful authentication, wherein you can see e
Voting feature. Click on company name or e-Voting
service provider i.e. 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
Members facing any technical issue in login can
contact NSDL helpdesk by sending a request 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
Members facing any technical issue in login can
contact CDSL helpdesk by sending a request at
[email protected] or contact at
022- 23058738 or 022-23058542-43

B. Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-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.

Manner of holding Your User ID is:
shares i.e. Demat
(NSDL or CDSL) or
Physical
a) For Members who 8 Character DP ID followed by 8 Digit
hold shares in demat Client ID
account with NSDL. For example if your DP ID is IN300***
and Client ID is 12** then your user
ID is IN30012***.
b) For Members who 16 Digit Beneficiary ID
hold shares in demat For example if your Beneficiary ID is
account with CDSL. 12** then your user ID is
12**
c)
For
Members
EVEN
Number
followed
by
Folio
holding
shares
in
Number registered with the company.
Physical Form. For example if folio number is 001*** and
EVEN
is
101456
then
user
ID
is
101456001***
  1. Your User ID details are given below :

    1. Password details for shareholders other than Individual shareholders are given below:
  2. a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
  3. 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.
  4. 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:
  5. 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.
  6. b) Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
  7. 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.

  8. 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.

STEP 2: CAST YOUR VOTE ELECTRONICALLY AND JOIN GENERAL MEETING ON NSDL E-VOTING SYSTEM.

How to cast your vote electronically and join General Meeting on NSDL e-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

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.

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 and 1800 22 44 30 or send a request to Ms. Megha Malviya, Assistant Manager, NSDL, e-mail:[email protected]

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 M/s.Satellite Corporate Services Private Limited, Registrar and Transfer Agent at [email protected] /Company at [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) by email to M/s.Satellite Corporate Services Private Limited, Registrar and Transfer Agent at [email protected] /Company at [email protected] and also register the mail id with their Depository Participant
    1. 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.
    1. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

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

    1. The procedure for e-Voting on the day of the e-AGM is same as the instructions mentioned above for remote e-voting.
    1. Only those Members/ Shareholders, who will be present in the e-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 at the AGM.
    1. However, Members who have voted through Remote e-Voting will be eligible to attend the e-AGM. However, they will not be eligible to vote at the e-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 e-AGM shall be the same person mentioned for Remote e-voting.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE E-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. Members are encouraged to join the Meeting through Laptops for better experience.
    1. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
    1. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
    1. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request from their registered email address mentioning their name DPID and Client ID /folio number, Pan, mobile number at [email protected] The Speaker registration will be open from Friday,16th July, 2021 (9:00 a.m. IST) to Sunday 18th July, 2021 (5:00.p.m. IST).

Those Shareholders who have registered themselves as a speaker will only be allowed to express their views /ask question during the meeting. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM.

  1. In case of any grievances connect with facility for e-voting, please contact with Ms. Megha Malviya, Assistant Manager, NSDL, e-mail: [email protected] / Toll free no.: 1800 1020 990 /1800 224 430 4th Floor, 'A' Wing, Trade World, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai 400 013.

OTHER INSTRUCTIONS:

  1. Mr. P.N. Parikh failing him Ms. Sarvari Shah of Parikh & Associates Practising Company Secretaries have been appointed as the Scrutinizer to scrutinize the e-voting process and voting at the e-AGM in a fair and transparent manner.

    1. 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 48 hours from the conclusion of the meeting, a consolidated scrutiniser's report of the total votes cast in favour or against, if any, to the Chairman/Company Secretary of the Company, who shall countersign the same.
    1. The results declared alongwith the Scrutiniser's Report shall be placed on the Company's website www.thacker.co.in and on the website of NSDL www.evoting.nsdl.com and communicated to the BSE Limited, where Equity Shares of the Company are listed.

By Order of the Board of Directors For Thacker And Company Limited

Reena Raphel Company Secretary

Place: Mumbai Date: 09th June,2021

Registered Office: Bhogilal Hargovindas Building, Mezzanine Floor, 18/20, K. Dubhash Marg, Mumbai-400001, India. Tel: 91-22-30213333 Fax: +91-22-43553345. Web-Site: www.thacker.co.in; E-mail: [email protected]; CIN: L21098MH1878PLC000033 Corporate Office: Jatia Chambers, 60, Dr. V. B. Gandhi Marg, Fort, Mumbai-400 001.

ANNEXURE TO AGM NOTICE

The Statement of disclosures pursuant to Regulation 36 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 on General Meetings is as under:

Name of the Director Ms. Vrinda Jatia
DIN 06725427
Date of Birth 27.03.1990
Qualifications Bachelor in Science
Brief Resume and Expertise in specific Ms.
Vrinda
Jatia
has
experience
in
functional area of the Director business administration and finance.
Date
of
appointment
in
the
Current
31.10.2013
Designation
Shareholding in the Company NIL
Directorships in other Companies Chem Mach Private Limited
Memberships/ Chairmanship of Committees NIL
of Other Companies
Inter-se relationship between Directors and Ms. Vrinda Jatia is a daughter of Shri
other Key Managerial Personnel Arunkumar Mahabirprasad Jatia, Director
Number of Meetings of the Board attended 4(Four) Board Meetings
during the financial year 2020-21
Details of remuneration last drawn during N.A.
the financial year 2020-21

By Order of the Board of Directors For Thacker And Company Limited

Reena Raphel Company Secretary

Place: Mumbai Date: 09th June 2021

Registered Office: Bhogilal Hargovindas Building, Mezzanine Floor, 18/20, K. Dubhash Marg, Mumbai-400001, India Tel: 91-22-30213333 Fax: +91-22-43553345, Web-Site: www.thacker.co.in; E-mail: [email protected]; CIN: L21098MH1878PLC000033 Corporate Office: Jatia Chambers, 60, Dr. V. B. Gandhi Marg, Fort, Mumbai-400 001

DIRECTORS' REPORT

To the Members,

The Directors have pleasure in presenting the 143rd Annual Report of the Company together with the Audited Financial Statements for the year ended 31st March, 2021. The accounts are prepared in accordance with the Companies (Indian Accounting Standards) Rules, 2015, as amended (IND AS) and prescribed under Section 133 of the Companies Act, 2013.

FINANCIAL RESULTS:

(Amount Rs. In '000)
2020-21 2019-20
The gross profit before Interest and Depreciation 34,889.14 37,781.35
Less:
Finance cost 200.67 1,497.52
Depreciation and Amortization Expenses 19,468.26 20,992.91
The net profit/(loss) 15,220.21 15,290.92
Less:
Current Tax Expense 3,182.44 1,549.04
Deferred Tax Charges / (Credit) (98.46) 28.50
Income Tax of earlier years 327.89 -
Profit/ (Loss)for the year
Balance carried forward from last year's accounts 50,392.50 36,679.12
Balance proposed to be carried forward to next
year's accounts
62,200.84 50,392.50

CONSOLIDATED FINANCIAL STATEMENTS:

Pursuant to Sections 129, 134 of the Companies Act, 2013 ('the Act'), the Consolidated Financial Statement of the Company and its subsidiary prepared, in accordance with Schedule III of the Act and applicable Accounting Standards forms part of this Annual Report.

OPERATIONS:

The total revenue of the Company for the Financial Year 2020-21 is Rs.419.01 lacs as against Rs.460.87 lacs in the previous year.

DIVIDEND:

With a view to conserve financial resources, the Directors do not recommend any dividend on equity shares for the year ended on 31st March, 2021.

CHANGES IN THE CAPITAL STRUCTURE OF THE COMPANY:

There is no change in capital structure of the Company during Financial Year 2020-21.

TRANSFER TO RESERVES:

The Company has not transferred any amount to reserves, in the financial year 2020-21.

SUBSIDIARY:

As at 31st March, 2021, the Company has one Subsidiary namely Fujisan Technologies Limited.

PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARY, ASSOCIATES AND JOINT VENTURE COMPANIES:

Pursuant to Rule 8 of the Companies (Accounts) Rules, 2014, the information on the performance and financial position of each of the subsidiary, associates, joint venture companies, etc. as included in consolidated financial statements is provided in Annexure No. 1 to this report.

The Form AOC -1 pursuant to first proviso to sub-section (3) of Section 129 read with rule 5 of Companies (Accounts) Rules, 2014 is annexed to the Financial Statements.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Board and the Audit Committee periodically review the internal control systems of the Company and the internal control systems are deemed adequate.

AUDIT COMMITTEE:

The Audit Committee comprises of Mr. V. K. Beswal (Chairman), Ms. Vrinda Jatia and Mr. B. R. Nadkarni, the Directors of the Company. Mr. V. K. Beswal and Mr. B. R. Nadkarni are Independent Directors.

FIXED DEPOSITS:

During the year under review, your Company did not accept any deposits within the meaning of provisions of Chapter V of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

The Company has not borrowed any sums from any of its Directors, during the year.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

During the year under review, pursuant to the provisions of Section 125 of the Companies Act, 2013, no amount was due to be transferred to the Investor Education and Protection Fund.

AUDITORS:

M/s. ADV & Associates, Chartered Accountants (Firm Registration No.128045W), have been appointed as Statutory Auditor of the Company at the 139th Annual General Meeting to hold office up to the conclusion of 144th Annual General Meeting.

M/s. ADV & Associates, Chartered Accountants have given their consent to act as the Auditors of the Company till conclusion of 144th Annual General Meeting and confirmed that their appointment, if made, would be within the limits specified under Section 141 of the Act and that they are not disqualified to be appointed as statutory auditors of the Company. The Shareholders will be required to ratify the appointment of the auditors and fix their remuneration at the ensuing Annual General Meeting.

There is no adverse remark or qualification in the Statutory Auditor's Report for Financial Year 2020-21, as annexed elsewhere in this Annual Report. The Auditors have reported that there is no fraud on or by the Company noticed or reported during the year.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

The Company has Board of Directors with total 6 Directors out of which 3 are Non-Executive Independent Directors and the remaining are Non-Executive Directors. By virtue of Section 149 of the Companies Act, 2013 and the rules made there under, the Independent Directors are not liable to retire by rotation.

During the initial period of lockdown the Company has appointed Chief Financial Officer (CFO) (Key Managerial Personnel) by passing of circular resolution unanimously and noted by the Board in its subsequent meeting.

In terms of provisions of the Companies Act, 2013, Ms. Vrinda Jatia, Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under the applicable provisions of the Companies Act, 2013 and confirming that they are not debarred from holding the office of Director by virtue of any Order of SEBI or any other such authority.

BOARD MEETINGS & COMMITTEE MEETINGS HELD DURING THE YEAR AND ATTENDANCE OF DIRECTORS:

As per Secretarial Standard on Board Meetings, the number and the dates of Board and Committee Meetings held during the year and the attendance of Directors are as follows:

(A) During the Financial Year 2020-21, 4 Board Meetings were held on the following dates:

25.06.2020 07.08.2020 13.11.2020 11.02.2021

The intervening gap between the Meetings was within permissible period prescribed under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI) and as per the Circulars issued by the Ministry of Corporate Affairs and SEBI.

(B) During the Financial Year 2020-21, the Committee Meetings were held on the following dates :

Audit
Committee
Nomination &
Remuneration
Committee
Borrowing &
Investment
Committee
Committee of
Independent
Directors
Share
Transfer
Approval
Committee
25.06.2020 25.06.2020 25.06.2020 - 25.06.2020
07.08.2020 - 07.08.2020 - 07.08.2020
13.11.2020 - 13.11.2020 - 13.11.2020
- - 28.12.2020 - -
11.02.2021 11.02.2021 11.02.2021 11.02.2021 11.02.2021
Sr. Name of Director No. of No. of Share No. of No. of No. of
No. Board Audit Transfer Nomination & Borrowing & Independent
Meetings Committee Approval Remuneratio Investment Directors'
attended Meetings Committee n Committee Committee Committee
attended Meetings Meetings Meetings
attended attended attended
1 Mr
ArunKumar
4 N.A. 4 N.A. 5 N.A.
Jatia
2 Mr S. K. Bansal 4 N.A. 4 N.A. 5 N.A.
3 Ms Vrinda Jatia 4 4 N.A N.A. N.A. N.A.
4 Mr V. K. Beswal 4 4 N.A. 2 N.A. 1
5 Mr B. K. Khaitan 2 N.A. N.A. 2 N.A. 1
6 Mr.
B.
R.
1 1 N.A. 1 N.A. 0
Nadkarni

(C) The number of Meetings attended by each Director is as follows:

SECRETARIAL AUDITOR:

Pursuant to provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, the Board has appointed M/s. Parikh & Associates, Practicing Company Secretary (Certificate of Practice No. 1228) to conduct Secretarial Audit of the Company for the financial year 2020-21. The Secretarial Audit Report for the financial year 2020-21 is annexed hereto as Annexure No. 2.

There are no observations, qualifications or adverse comments in the Secretarial Audit Report.

The Company has complied with the applicable Secretarial Standards during the year issued by the Institute of Company Secretaries of India.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The provisions of Section 135 of the Companies Act, 2013 read with the Rules prescribed therein, relating to Corporate Social Responsibility do not apply to the Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Investments made by the Company are within the limits of Section 186 of the Companies Act, 2013 and rules made there under as approved by Shareholders vide special resolution passed at 136th Annual General Meeting of the Company. The brief summary of such transactions are provided in Annexure No. 3 to this Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

Pursuant to Section 134(3) and 188(1) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014, the particulars of all contracts and arrangements with Related Parties are provided in Form AOC -2 as Annexure No. 4.

ANNUAL EVALUATION OF PERFORMANCE OF BOARD, DIRECTORS AND COMMITTEES:

As required under Companies Act, 2013, a meeting of the Independent Directors was held on 11th February, 2021 to evaluate the performance of the Non-Independent Directors, wherein the evaluation of performance of the Non-Independent Directors, including the Chairman and also of the Board as a whole was made, against pre-defined and identified criteria.

The criteria for evaluation of the performance of the Independent Directors, Chairman and the Board, was finalized by the Nomination and Remuneration Committee. The said committee has carried out evaluation of the performance of every director.

The performance of the Committees was also generally discussed and evaluated.

The said criteria is provided as Annexure No.5 and is also available on the Company's website on http://thacker.co.in/images/Policies/Criteria_-Senior-Management-Memberon-Board-of-Directors.pdf

FAMILIARISATION PROGRAMME:

The details of programmes for familiarization of Independent Directors with the Company is available on the Company's website on

http://thacker.co.in/images/Policies/familiarisation%20programme%20for%20independe nt%20directors_tcl.pdf

REMUNERATION POLICY:

Pursuant to the provisions of Section 178 and other applicable provisions of the Companies Act, 2013, the Nomination and Remuneration Committee has determined, recommended and approved remuneration policy and recommended to the Board of Directors. The said policy is provided as Annexure No.6 and is also available on the Company website: http://thacker.co.in/images/Policies/Remuneration%20Policy_TCL.pdf

RISK MANAGEMENT POLICY:

The Company does not have any Risk Management policy as the elements of risk threatening the Company's existence are very minimal.

WHISTLE BLOWER MECHANISM:

The Company has a Whistle Blower Policy / Vigil Mechanism. The said policy has been made keeping in view, the amendments in the Companies Act, 2013 and may be referred to, at the Company's website on:

http://thacker.co.in/images/Policies/Vigil%20Mechanism_Whistle%20Blower%20Policy.p df

PARTICULARS OF EMPLOYEES:

Pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the statement giving required details is given in the Annexure No. 7 to this Report.

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

An Internal Complaints Committee ('Sexual Harassment Committee') has been constituted, under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, to deal with the complaints, if any, from the Company and other Companies in the Pudumjee Group.

During the year under review, there was no complaint of discrimination and harassment (including Sexual Harassment) received by the Committee.

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

In view of the nature of business activities, the information required under Section 134(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 is not applicable. The Company however uses information technology in its operations.

During the year under review, there was no foreign exchange gain/(loss) and foreign exchange outgo/expenditure was NIL.

MAINTENANCE OF COST RECORDS:

The Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, and accordingly such accounts and records have not been made/maintained by the Company.

REPORT ON CORPORATE GOVERNANCE:

Pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliance with the provisions of Corporate Governance is not mandatory for the Company and accordingly, the Corporate Governance Report has not been annexed to the Directors' Report for Financial Year 2020-21.

ANNUAL RETURN:

Pursuant to the provisions of Companies Act, 2013, a copy of Annual Return for the financial year 2019-20 is available on the website of the Company at http://thacker.co.in/general-meeting.php and a copy of Annual Return for the financial year 2020-21 will be available on the website of the Company after submission of the same to the Registrar of Companies.

DISCLOSURE OF SHARES LYING IN THE UNCLAIMED SUSPENSE ACCOUNT:

Pursuant to Regulation 39 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the details in respect of the shares lying in the un-claimed suspense account till March 31, 2021 are as follows:

Particulars No. of
Shareholders
No. of
shares
Aggregate number of shareholders and outstanding shares
held in the Unclaimed Suspense Account as on 25th July, 2018
(Being the date of transfer of shares to the Unclaimed
Suspense Account)
42 52126
Number of shareholders/legal heirs who approached listed
entity for transfer of shares from suspense account during the
year
NIL NIL
Number of shareholders to whom shares were transferred from
suspense account during the year
NIL NIL
Aggregate number of shareholders and the outstanding shares
in the suspense account lying at the end of the year i.e. as on
31st March, 2021
42 52126

Voting rights on these 52,126 shares shall remain frozen till the rightful owner of such shares claims the shares. Shareholders may get in touch with the Company/RTA for any further information in this matter.

MANAGEMENT DISCUSSION AND ANALYSIS:

The Company is presently exploring lucrative opportunities in its leasing business.

Segment wise financial performance is stated in the accompanying accounts.

The Board and the Audit Committee of the Company periodically review the internal control systems of the Company and the internal control systems are deemed adequate.

The Company maintained good industrial relations with its employees. The Company had 2 permanent employees in its payroll as on 31st March, 2021.

There are no material developments in the human resources front.

SIGNIFICANT AND MATERIAL ORDERS:

There is no significant and material order passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operations in future.

MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

There is no material change and commitment, affecting the financial position of the Company, which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the Report

DIRECTORS' RESPONSIBILITY STATEMENT:

The Directors confirm that;

  • a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
  • b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the Profit of the Company for that period;
  • c) the Directors have taken proper and sufficient care 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;

  • d) the Directors have prepared the annual accounts on a going concern basis; and

  • e) the Directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.
  • f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

ACKNOWLEDGEMENTS:

Your Directors wish to express their appreciation of the continued support and cooperation received from all the stakeholders and employees of the Company.

Place : Mumbai On behalf of the Board of Directors

Date : 9thJune, 2021 ` A.K.Jatia V.K.Beswal Director Director (DIN : 01104256) (DIN : 00120095)

ANNEXURE NO.1

PERFORMANCE AND FINANCIAL POSITION OF EACH OF THE SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES

(Pursuant to Rule 8 of the Companies (Accounts) Rules, 2014)

(All amounts in INR thousand unless otherwise stated)

Name of the Fujisan AMJ Land Holdings Limited Pudumjee Paper Products
Company Technologies Limited
Limited
Nature of the Subsidiary Associate Associate
Company
(Subsidiary,
Associate, JV etc.)
Ownership interest 100% 15.74% 13.60%
of the Company
Turnover 32,585.87 185,231.00 44,48,851.00
Profit/ (Loss) after 5,131.55 44,253.00 3,00,310.00
tax
Current Assets 25, 452.11 7,51,861.00 26,92,834.00
Loans & - 37,508.00 1,80,218.00
Borrowings
Current Liabilities 9,914.85 106,284.00 13,67,473.00
Net Fixed Assets 885.69 2,07,837.00 17,72,140.00
Non-Current Assets 30,288.33 1,05,248.00 59,679.00
(Investments)
Paid up Share 1,000.00 82,000.00 94,950.00
Capital
Reserves and 45,935.28 10,63,647.00 30,10,001.00
Surplus
Earnings - ` per 51.32 1.08 3.16
Equity Share
Dividend - ` per - 0.20 0.30
Equity Share

Place : Mumbai On behalf of the Board of Directors

Date : 9thJune, 2021 ` A.K.Jatia V.K.Beswal Director Director (DIN : 01104256) (DIN : 00120095)

ANNEXURE NO. 2

FORM No. MR-3

SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2021

(Pursuant to section 204 (1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014)

To, The Members, Thacker and Company Limited

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

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

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

  • (i) The Companies Act, 2013 (the Act) and the rules made thereunder;
  • (ii) The Securities Contract (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;
  • (iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

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

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

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

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

(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 and amendments from time to time; (Not applicable to the Company during the audit period)

(d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014; (Not applicable to the Company during the audit period)

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

(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; (Not applicable to the Company during the audit period)

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

(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the Company during the audit period)

(vi) As informed by the Company, there are no other laws applicable specifically to the Company.

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

(i) Secretarial Standards issued by The Institute of Company Secretaries of India with respect to board and general meetings.

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

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

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors and Independent Directors. No changes in the composition of the Board of Directors that took place during the period under review.

During the initial period of lockdown the Company has appointed Chief Financial Officer (CFO) (Key Managerial Personnel) by passing of circular resolution unanimously and noted by the Board in its subsequent meeting.

Adequate notice was given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance for meetings other than those held at shorter notice, 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.

Decisions at the Board Meetings were taken unanimously.

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

We further report that during the audit period the Company had no major events which had bearing on the Company's affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards etc.

Place: Mumbai Signature:

For Parikh & Associates Company Secretaries Date: June 09,2021 Name of Company Secretary: Shalini Bhat FCS No: 6484 CP No: 6994 UDIN: F006484C000436122

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

'Annexure A'

To, The Members Thacker and Company Limited

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

    1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
    1. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.
    1. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
    1. Where ever required, we 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, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedure on test basis.
    1. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

Place: Mumbai Signature:

For Parikh & Associates

Company Secretaries Date: June 09,2021 Name of Company Secretary: Shalini Bhat FCS No: 6484 CP No: 6994 UDIN: F006484C000436122

ANNEXURE NO. 3

PARTICULARS OF LOANS GIVEN, GUARANTEES / INVESTMENTS MADE DURING FINANCIAL YEAR 2020-2021

Nature of Name of the person or Amount of Rate of (For acquisitions)
Transaction body corporate to loan/ interest Number Nature Cost of Selling
(whether loan/ whom it is made or security/ for and of acquisition, Price, per
guarantee/ given or whose acquisition/ loans kind of securities if any unit if any
security/ securities have been guarantee p.a. securities (in Rs per (in Rs per
acquisition) acquired (Listed / (in Rs.) share/ share/
Unlisted Entities) unit) unit)
Investments AMJ Land Holdings NA NA 84,111 Equity 18 per N.A
made Limited Shares* Shares share**
Loans made NIL NIL NIL NIL NIL NIL NIL
Guarantee NIL NIL NIL NIL NIL NIL NIL
given

*Investment made from open market through Stock Exchange at the prevailing market price **Average price

Place : Mumbai On behalf of the Board of Directors

Date : 9thJune, 2021 ` A.K.Jatia V.K.Beswal Director Director (DIN : 01104256) (DIN : 00120095)

ANNEXURE NO. 4 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES (FORM AOC 2)

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

1. DETAIL OF CONTRACT/ ARRANGEMENT OR TRANSACTION NOT AT ARMS' LENGTH BASIS.

Name (s) of the related party & nature of relationship AMJ Land Holdings Limited
Nature of contracts /arrangements /transaction Leave and License Agreement to avail
a portion approximately 100 sq.mtrs.
located
at
Ground
Floor
of
Jatia
Chambers, 60, Dr. V. B. Gandhi Marg,
Mumbai
- 400 001 for carrying on
business.
Duration of the contracts /arrangements/transaction 16.10.2017 to 30.06.2021
Salient terms of the contracts or arrangements or
transaction including the value, if any
Rs. 10, 800 per month
Justification
for
entering
into
such
contracts
or
arrangements or transactions
The spare space available with AMJ
Land Holdings Limited is being utilized
in
mutual
interest,
for
purpose
of
carrying on business of the Company.
Date of approval by the Board 25th June, 2020
Amount paid as advances, if any NIL
Date on which the resolution was passed in General 13th August, 2020
meeting as required under first proviso to section 188

2. DETAIL OF CONTRACT/ ARRANGEMENT OR TRANSACTION AT ARMS' LENGTH BASIS- NIL

Place : Mumbai On behalf of the Board of Directors

Date : 9thJune, 2021 ` A.K.Jatia V.K.Beswal Director Director (DIN : 01104256) (DIN : 00120095)

ANNEXURE NO. 5 CRITERIA FOR SELECTION OF CANDIDATES FOR SENIOR MANAGEMENT AND MEMBERS ON THE BOARD OF DIRECTORS

Introduction:

In accordance with the provisions of Section 178 of the Companies Act, 2013, the Board of Directors of the Company at its meeting held on 6TH February, 2015 had adopted the criteria for identification, selection of the candidates for senior management and Members of the Board of Directors of the Company. Pursuant to various amendments in related laws, the said criteria is required to be amended.

The Board of Directors of Company have approved and adopted this revised criteria on 28TH March, 2019.

The Nomination and Remuneration Committee ('the Committee') of the Board of Directors shall consider the criteria, as provided herewith, for selection of the candidates fit for the various positions in senior management and who are qualified to be appointed as Director on the Board of Directors of the Company

Criteria for Selection of Directors:

  • The candidate should have appropriate experience both in terms of quality and time in any of the areas viz. banking, infrastructure, financial management, legal, sales, marketing, administration, research, corporate governance, technical operations, or such other areas or disciplines which in the opinion of the management and Committee are relevant for the Company's business;
  • the candidate should possess the positive attributes such as leadership skills, decision making skills, integrity, effective communication, hard work, commitment and such other attributes which in the opinion of the Committee the candidate possess and are in the interest of the Company;
  • the candidate should be free from any disqualifications as provided under Sections 164 and 167 of the Companies Act, 2013;
  • the candidate should meet the conditions of being independent as stipulated under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, in case of appointment of an independent director;
  • the candidate should possess appropriate skills, experience and knowledge in one or more fields of finance, law, management, sales, marketing, administration, research, corporate governance, technical operations, infrastructure, or such other areas or disciplines which are relevant for the Company's business;

In case of appointment of Director it should be also verified that said person was not debarred from holding the office of Director pursuant to any SEBI order or any other such authority. (Pursuant to SEBI notification, in this regard)

Criteria for Selection of Senior Management Personnel:

The term 'Senior Management' shall have the meaning provided under the explanation to Section 178 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended with effect from 1ST April, 2019, as provided herewith –

As per Section 178 of the Companies Act, 2013,

The expression ''senior management'' means personnel of the company who are members of its core management team excluding Board of Directors comprising all members of management one level below the executive directors, including the functional heads.

As per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended with effect from 1ST April, 2019

  • "senior management" shall mean officers/personnel of the listed entity who are members of its core management team excluding board of directors and normally this shall comprise all members of management one level below the chief executive officer/managing director/whole time director/manager (including chief executive officer/manager, in case they are not part of the board) and shall specifically include company secretary and chief financial officer.

The Committee shall, before making any recommendation to the Board for appointment, consider the attributes of the candidate set forth below:

  • The candidate should have appropriate experience both in terms of quality and time in any of the areas viz. banking, infrastructure, financial management, legal, sales, marketing, administration, research, corporate governance, technical operations, or such other areas or disciplines which in the opinion of the management and Committee are relevant for the Company's business;
  • The candidate should possess the positive attributes such as leadership skills, decision making skills, integrity, effective communication, hard work, commitment and such other attributes which in the opinion of the Committee the candidate possess and are in the interest of the Company.

If the Committee finds that the candidate meets the above criteria for appointment as part of Senior Management or as a Director on the Board, as the case may be, the Committee shall make its recommendation to the Board.

ANNEXURE NO. 6

Remuneration Policy

The Company's remuneration policy is based on the success and performance of the individual employee and the Company. Through its compensation policy, the Company endeavors to attract, retain, develop and motivate a high performance workforce. The Company follows a compensation mix or fixed pay, variable and fixed allowances, benefits and bonuses etc. Individual performance pay is determined by business performance and the performance of the individuals measured through the annual appraisal process.

The Company pays remuneration by way of salary (fixed component), benefits, perquisites and allowances (variable component) to its Managing Director(s) and the Executive Director(s), if any.

Periodical increases, if any, are decided by the Nomination and Remuneration Committee and Board, subject to the approval by the members and are effective from April 1 each year. The Nomination and Remuneration Committee decides on the commission, if any, payable to Executive Chairman, if any, out of profits for the financial year and within the ceiling prescribed by the Companies Act, 2013 based on the performance of the Company as well as that of the incumbent.

The Company pays sitting fees of Rs.1000 per meeting or as may be fixed from time to time to its directors for attending the meetings of the Board.

ANNEXURE NO. 7

INFORMATION AS PER SECTION 197 READ WITH COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014 AND FORMING PART OF THE DIRECTORS' REPORT FOR THE YEAR ENDED ON 31ST MARCH, 2021

Sr. No. Particulars Remarks
1 Ratio of the remuneration of each director to the Not applicable
median remuneration of the employees of the Please refer note (a)(i)
Company for FY2020-21
2 Percentage increase in remuneration of each NIL
Director, CFO, CEO, CS or Manager, if any, in the
financial year.
3 Percentage increase in median remuneration of NIL
employees in the financial year
4 Number of permanent employees on the rolls of 2
the Company as on 31.03.2021
5 Average percentile increase already made in the NIL
salaries of employees other than the Managerial
personnel
6 Percentile
increase
in
the
managerial
NIL
remuneration
7 Exceptional circumstances, if any, for increase in NIL
the managerial remuneration

Notes:

  • (a) During FY 2020-21 :
  • (i) No Director has drawn any remuneration other than sitting fees.
  • (ii) No employee has drawn remuneration equal to or more than Rs.8.50 lacs per month or Rs. 102 lacs per year.
  • (b) There was no increase in remuneration of any employee.
  • (c) Remuneration is as per remuneration policy of the Company
  • (d) For comparison of Y-o-Y increase/decrease of median remuneration, employees who have been employed for less than twelve months in FY2020-21 are not considered.
Place : Mumbai On behalf of the Board of Directors
Date : 9thJune, 2021 ` A.K.Jatia
Director
V.K.Beswal
Director
(DIN : 01104256) (DIN : 00120095)

Independent Auditor's Report

To The Members of THACKER AND COMPANY LIMITED Report on the Audit of the standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Thacker And Company Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2021, the Statement of Profit and Loss (including other comprehensive income) and the Statement of Cash Flows for the year ended on that date, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, the profit & Loss statement, total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Standalone 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 (ICAI) together with the independence requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Information Other than the Standalone 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, Business Responsibility Report, Corporate Governance and Shareholder's Information, but does not include the standalone financial statements and our auditor's report thereon.

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

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, 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 the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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

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

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

Our objectives are to obtain reasonable assurance about whether the Standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

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

  • Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced.

We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone 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 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, Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.
  • d) In our opinion, the aforesaid Standalone financial statements comply with the 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 as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act.
  • f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure A". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controls over financial reporting.
  • g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended: In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
  • h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014,

as amended in our opinion and to the best of our information and according to the explanations given to us :

  • i) The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements.
  • ii) The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on longterm contracts including derivative contracts.
  • iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
  • 2) As required by the Companies (Auditor's Report) Order, 2016 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

For and on behalf of ADV & Associates Chartered Accountants FRN.128045W

Prakash Mandhaniya Partner

Membership No.: 421679 Place: Mumbai Dated:09th June,2021 UDIN:21421679AAAABP4423

Annexure "A" to the Independent Auditor's Report

(Referred to in paragraph 1(f) under 'Report on Other Legal and Regulatory Requirements' section of our report to the Members of The THACKER AND COMPANY LIMITED of even date)

Report on the Internal Financial Controls Over Financial Reporting 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 The THACKER AND COMPANY LIMITED ("the Company") as of March 31, 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 Board of Directors of the Company 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. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

The procedures selected depend on the auditor's judgement, 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 internal financial controls system over financial reporting of the Company.

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 authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

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, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 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 and on behalf of ADV & Associates Chartered Accountants FRN.128045W

Prakash Mandhaniya

Partner Membership No.: 421679 Place: Mumbai Dated: 09th June,2021 UDIN: 21421679AAAABP4423

Annexure 'B' to the Independent Auditor's Report

(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirements' section of our report to the Members of The Thacker And Company Limited of even date)

  • i) In respect of the Company's fixed assets :
  • a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
  • b) The Company has a program of verification to cover all the items of fixed assets in a phased manner which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain fixed assets were physically verified by the management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
  • c) According to the information and explanations given to us, the records examined by us and based on the examination of the conveyance deeds / registered sale deed provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings which are leasehold, are held in the name of the Company as at the balance sheet date.
  • ii) The Company has a program of verification to cover all the items of inventories in a phased manner which, in our opinion, is reasonable having regard to the size of the Company. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
  • iii) According the information and explanations given to us, the Company has not granted secured unsecured loans to bodies corporate, firms, LLP or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Accordingly, reporting under this clause is not applicable to the company.
  • iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of grant of loans, making investments and providing guarantees and securities, as applicable.
  • v) The Company has not accepted deposits during the year and does not have any unclaimed deposits as at March 31, 2021 and therefore, the provisions of the clause 3 (v) of the Order are not applicable to the Company.
  • vi) The maintenance of cost records has not been specified by the Central Government under section 148(1) of the companies Act, 2013 for the business activities carried out by the Company. Thus reporting under clause 3(vi) of the order is not applicable to the company.
  • vii) According to the information and explanations given to us, in respect of statutory dues :

  • a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees' State Insurance, Income Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory dues applicable to it with the appropriate authorities.

  • b) There were no undisputed amounts payable in respect of Provident Fund, Employees' State Insurance, Income Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory dues in arrears as at March 31, 2021 for a period of more than six months from the date they became payable.
  • c) According to the information and explanations given to us, there are no dues of income tax, duty of excise and service tax and value added tax have not been deposited with the appropriate authorities on account of any dispute.
  • viii) According to the records of the company examined by us and the information and explanations given to us, the company has not defaulted in repayment of loan and borrowings to a bank. The Company has not taken loans from the government and financial institution nor has it issued any debentures.
  • ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause 3 (ix) of the Order is not applicable to the Company.
  • x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the year.
  • xi) In our opinion and according to the information and explanations given to us, the Company has paid / provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
  • xii) The Company is not a Nidhi Company and hence reporting under clause 3 (xii) of the Order is not applicable to the Company.
  • xiii) In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013 where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.
  • xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly paid convertible debentures and hence reporting under clause 3 (xiv) of the Order is not applicable to the Company.

  • xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its Directors or persons connected to its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.

  • xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

For and on behalf of ADV & Associates Chartered Accountants FRN.128045W

Prakash Mandhaniya

Partner Membership No.: 421679 Place: Mumbai Dated: 09th June,2021 UDIN: 21421679AAAABP4423

Particulars Note
No.
(All amounts in INR thousands unless otherwise stated)
As at
31-Mar-21
As at
31-Mar-20
ASSETS
1. Non-current assets
(a) Property, plant and equipment
(b) Intangible Assets
3
4
204,871.30
14.46
224,298.94
55.08
(c) Financial assets
i. Investments
(d) Deferred tax assets (net)
(e) Income tax assets (net)
5(a)1
6(a)
7
87,265.38
521.65
1,118.53
71,891.65
423.19
8,533.10
2. Current assets
(a) Inventories
(b) Financial assets
8 1,496.01 1,496.01
i. Investments
ii. Trade receivables
iii. Cash and cash equivalents
iv. Other financial assets
5(a)2
5(b)
5(c)
5(d)
5,416.75
-
12,508.61
-
-
6,102.84
(c) Other current assets 9 320.10
3.32
318.74
998.15
TOTAL ASSETS 313,536.11 314,117.70
EQUITY AND LIABILITIES
1. Equity
(a) Equity share capital
(b) Other equity
i. Reserves and Surplus
ii. Other Reserves
10(a)
10(b)(I)
10(b)(II)
1,087.94
286,275.57
14,567.30
1,087.94
292,887.95
706.15
2. Current liabilities
(a) Financial liabilities
i. Trade payables
- Dues to micro,small & medium enterprises
- Dues to others than micro,small & medium
'
enterprises
- Dues to Related Parties
11(a)
11(a)
11(a)
-
809.53
-
-
641.12
12.74
ii. Other financial liabilities
(b) Provisions
11(b)
12
9,659.26
748.00
17,507.28
748.00
(c) Employee benefit obligations
(d) Other current liabilities
13
14
25.96
362.55
335.25
191.27
TOTAL EQUITY AND LIABILITIES 313,536.11 314,117.70
Summary of significant accounting policies
The accompanying notes are integral part of the financial statements.
As per our report of date attached
For and on behalf of ADV & Associates
Chartered Accountants
Firm Registration No: 128045W
2 For and on behalf of the Board of Directors of Thacker and Company Limited
Prakash Mandhaniya
Partner
Membership No. 421679
Date: 09th June, 2021
Place: Mumbai
Arun K Jatia
Director
(DIN : 01104256)
Date: 09th June, 2021
Place: Mumbai
Vinod K Beswal
Director
(DIN : 00120095)
Date: 09th June, 2021
Place: Mumbai
Raju R Adhia
CFO
Date: 09th June, 2021
Place: Mumbai
Reena Rapheal
CS
Date: 09th June, 2021
Place: Mumbai

STANDALONE BALANCE SHEET AS AT 31ST MARCH, 2021

STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2021
(All amounts in INR thousands unless otherwise stated)
Particulars Notes
No.
Year ended
31-Mar-21
Year ended
31-Mar-20
Income
Revenue from operations 15 21,490.93 16,541.58
Other income (net) 16 20,409.85 29,545.19
Total income 41,900.78 46,086.77
Expenses
Purchases - -
Changes in Inventories 17 - 764.00
Employee benefit expense 18 1,607.08 2,184.04
Finance costs 19 200.67 1,497.52
Depreciation and amortisation expense 20 19,468.26 20,992.91
Other expenses 21 5,404.56 5,357.38
Total expenses 26,680.57 30,795.85
Profit before tax 15,220.21 15,290.92
Income tax expense
- Current tax 22(a) 3,182.44 1,549.04
- Deferred tax 22(a) (98.46) 28.50
- Provision for Current tax for earlier year written back 22(a) 327.89 -
Profit after tax for the year 11,808.34 13,713.38
Other comprehensive income
A. Items that will be reclassified to profit or loss:
B. Items that will not be reclassified to profit or loss
- Changes in fair value of FVOCI equity instruments
- Remeasurements of post-employment benefit obligations
- Income tax relating to above items
-
13,861.15
-
-
-
(18,195.92)
-
-
Other comprehensive income for the year, net of tax 13,861.15 (18,195.92)
Total comprehensive income for the Period 25,669.49 (4,482.54)
Paid up Equity Capital (face value of Rs. 1/-per share)
Earning per equity share:
1,087.94 1,087.94
(1) Basic (Rs.) 10.85 12.60
(2) Diluted (Rs.) 10.85 12.60
Summary of significant accounting policies
The accompanying notes are integral part of the financial statements.
As per our report of date attached
For and on behalf of ADV & Associates
Chartered Accountants
Firm Registration No: 128045W
2 For and on behalf of the Board of Directors of Thacker and Company Limited
Prakash Mandhaniya
Partner
Membership No. 421679
Date: 09th June, 2021
Arun K Jatia
Director
(DIN : 01104256)
Vinod K Beswal
Director
(DIN : 00120095)
Raju R Adhia
CFO
Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021
Reena Rapheal
CS
Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai
STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2021 (All amounts in INR thousands unless otherwise stated)
Particulars Year ended
31-Mar-21
Year ended
31-Mar-20
A.
CASH FLOW FROM OPERATING ACTIVITIES:
Profit / (Loss) before Extraordinary Items & Tax 15,220.21 15,290.92
Add / (Less) Adjustments for:
Depreciation and amortisation expense
Rental income & Licence Fees
Amortisation of Revaluation reserve
Dividend income
19,468.26
(18,671.27)
(18,420.72)
-
20,992.91
(14,730.50)
(20,355.29)
(7,704.50)
Operating profit before working capital changes (2,403.52) (6,506.46)
Add/(Less) Adjustments for:
(Increase) / decrease in Trade & Current Asset
(Increase) / decrease in Inventories
Increase / (decrease) in Current Liabilities
993.47
-
(2,010.35)
547.02
764.00
(365.29)
Cash Generated from/(Used in)Operations
Direct Taxes Paid / (Refund)
(3,420.40)
3,904.24
(5,560.73)
(282.04)
NET CASH GENERATED FROM / (USED IN) OPERATING ACTIVITIES [A] 483.84 (5,842.77)
B.
CASH FLOW FROM INVESTING ACTIVITIES:
(Purchase) of Investment
Sale of Investment
Rental Income
Dividend Income
(11,014.58)
4,085.25
18,671.27
-
-
-
14,730.50
7,704.50
NET CASH GENERATED FROM / (USED IN) INVESTING ACTIVITIES: [B] 11,741.94 22,435.00
C.
CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from borrowings
Repayment of borrowings
136.14
(5,956.14)
300.00
(17,105.00)
NET CASH GENERATED FROM / (USED IN) FINANCING ACTIVITIES: [C] (5,820.00) (16,805.00)
Net increase in Cash and Cash equivalents [A+B+C]
Cash and Cash Equivalents At The Beginning Of The Year
Cash And Cash Equivalents At The End Of The Year
6,405.78
6,102.84
12,508.62
(212.77)
6,315.61
6,102.84
Notes:
1. The above Cash Flow Statement has been prepared under the "Indirect Method" as set out in Indian Accounting Standard (Ind
'
AS) 7 on "Statement of Cash Flows".
2. Prior year comparatives have been reclassified to conform with current year's presentation, where applicable.
3. For details of Cash and cash equivalents refer note 5(c).
The accompanying notes are integral part of the financial statements.
As per our report of date attached
For and on behalf of ADV & Associates
Chartered Accountants
Firm Registration No: 128045W
For and on behalf of the Board of Directors of Thacker and Company Limited
Prakash Mandhaniya
Partner
Membership No. 421679
Date: 09th June, 2021
Place: Mumbai
Arun K Jatia
Director
(DIN : 01104256)
Date: 09th June, 2021
Place: Mumbai
Vinod K Beswal
Director
(DIN : 00120095)
Date: 09th June, 2021
Place: Mumbai
Raju R Adhia
CFO
Date: 09th June, 2021
Place: Mumbai
Reena Rapheal
CS
Date: 09th June, 2021
Place: Mumbai

Transaction with owners in their capacity as owners: Transaction with owners in their capacity as As per our report of date attached

Other equity (All amounts in INR thousands unless otherwise stated)
Particulars Notes Equity share
capital
Revaluation
reserve
Reserves
General
Redemption
Capital
reserve
Capital
Reserve
Retained
earnings
Statutory
Reserve
u/s 45IC
FVOCI Total Other
equity
Balance as at 31-Mar-2019 1,087.94 214,088.87 47,785.35 - 7.95 36,679.12 968.57 18,902.07 318,431.93
Profit for the year 10(b)(I) - - - - - 13,713.38 - - 13,713.38
Other comprehensive income for the year 10(b)(II) - - - - - - - (18,195.92) (18,195.92)
Total comprehensive income for the year - - - - - 13,713.38 - (18,195.92) (4,482.54)
Transaction with owners in their capacity as
Amortisation of Revaluation Reserves
owners:
10(b)(I) - (20,355.29) - - - - - - (20,355.29)
Transfer to statutory reserve 10(b)(I) - - - - - - - - -
Balance as at 31-Mar-2020 1,087.94 193,733.58 47,785.35 - 7.95 50,392.50 968.57 706.15 293,594.10
Profit for the year 10(b)(I) - - - - - 11,808.34 - - 11,808.34
Other comprehensive income for the year 10(b)(II) - - - - - - - 13,861.15 13,861.15
Total comprehensive income for the year - - - - - 11,808.34 - 13,861.15 25,669.49
Transaction with owners in their capacity as
owners:
-
Amortisation of Revaluation Reserves 10(b)(I) - (18,420.72) - - - - - - (18,420.72)
Balance as at 31-Mar-2021 1,087.94 175,312.86 47,785.35 - 7.95 62,200.84 968.57 14,567.30 300,842.87
The accompanying notes are integral part of the financial statements.
For and on behalf of ADV & Associates
As per our report of date attached
For and on behalf of the Board of Directors of Thacker and Company Limited
Firm Registration No: 128045W
Chartered Accountants
Prakash Mandhaniya Arun K Jatia Vinod K Beswal Raju R Adhia Reena Rapheal
Partner Director Director CFO CS
Membership No. 421679 (DIN : 01104256) (DIN : 00120095)
Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021
Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai

THACKER AND COMPANY LIMITED ANNUAL REPORT 2020-2021

Notes to the Standalone financial statements as on and for the year ended 31st March, 2021

(All amounts in INR thousands unless otherwise stated) Note 1: General information about the Company:

Thacker and company Limited is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange in India. The registered office of the Company is located at Bhogilal Hargovindas Building, Mezzanine Floor, 18/20, K. Dubhash Marg, , Mumbai, Maharashtra, 400001, India. The Company is primarily engaged in the business of real estate activities with own or leased property and other financial activities.

Note 2: Summary of significant accounting policies:

a. Basis of preparation

The standalone financial statements of the Company have been prepared in accordance with Ind AS notified under the Companies (Indian Accounting Standards) Rules, 2015.

The company received order approving cancellation of certificate of registration to carry on the business of NBFC, from RBI, on November 30, 2018. The Ministry of Corporate Affairs (MCA) had issued a notification dated 16th February 2015, announcing the Companies (Indian Accounting Standards) Rules, 2015 for adoption and applicability of Indian Accounting Standards (Ind AS). Also as per guidelines given by Ind AS Technical Facilitation Group (ITFG) Ind AS will be applicable from when company does not have NBFC Status. Thus being a listed entity, the company adopted Ind AS from 01/12/18. The transition date for Ind AS implementation is 01/04/2017.

The financial statements have been prepared on the historical cost basis except for a leasehold premises and certain financial instruments that are measured at fair values at the end of each reporting period, as explained in the accounting policies below.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either, in the principal market for the asset or liability, or in the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is measured using assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. The Company uses valuation techniques that are appropriate in the circumstances

and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorised 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 (unadjusted) market prices in active markets for identical assets or liabilities;

Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable;

Level 3- Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

b. Current versus non-current classification

The Company presents assets and liabilities in the balance sheet based on current/noncurrent classification. An asset is current when it is:

    1. Expected to be realised or intended to be sold or consumed in the normal operating cycle;
    1. Held primarily for the purpose of trading;
    1. Expected to be realised within the operating cycle or twelve months after the reporting period; or
    1. Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

    1. It is expected to be settled in the normal operating cycle;
    1. It is held primarily for the purpose of trading;
    1. It is due to be settled within the operating cycle or twelve months after the reporting period; or
    1. There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period

The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities.

c. Revenue Recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government.

The specific recognition criteria described below must also be met before revenue is recognised.

Revenue from Rental Income

Rental income is considered in books as and when due and the bills are raised.

Interest income

Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable. Interest income is included in other income in the statement of profit and loss.

Dividends

Income from dividend on investments is accrued in the year in which it is declared, whereby the Company's right to receive is established.

d. Trade Receivables

The Company classifies the right to consideration in exchange for deliverables as either a receivable or as unbilled revenue. A receivable is a right to consideration that is unconditional upon passage of time.

e. Property, plant and equipment

Property, plant and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Such cost includes the cost of replacing part of the property, plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of the property, plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in statement of profit or loss as incurred. No decommissioning liabilities are expected to be incurred on the assets of plant and equipment.

The leasehold premises, comprising of one building having Written Down Value (WDV) Rs. 2,03,669.07/- as per IND AS as at 31st Mar, 2021 is leased to the company under Finance Lease up to the year 2066. The premises is partly being used by the company for its own business and partly leased out. Since the company is using the premises for the purpose of its business, also being the registered office of the company, the property is classified under Property, Plant and Equipment.

Depreciation is calculated on a WDV basis over the estimated useful lives of the assets.

The Company, based on technical assessment made by technical expert and management estimate, depreciates all the assets over estimated useful life which is also the useful life prescribed in Schedule II to the Companies Act, 2013. The management believes that these estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be used.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

f. Inventory

Inventories are valued at cost or net realisable value whichever is lower

g. Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that the Company incurs in connection with the borrowing of funds.

h. Leases

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

Effective April 1, 2019, the Company adopted Ind AS 116 Leases. The management has evaluated and concluded that the adoption of Ind AS 116 has no impact on the Company's books of accounts. The required disclosures are given in below policy and further in note 30.

A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially all the risks and rewards incidental to ownership to the Company is classified as a finance lease. Operating lease payments are recognised as an expense in the statement of profit and loss on a straight-line basis over the lease term.

Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease.

i. Taxes

Current tax

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

Deferred tax

Deferred tax is recognised in respect of temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax assets are recognised for deductible temporary differences, the carry forward of unused tax credits and any unused tax losses to the extent that it is probable that taxable profit will be available against which those can be utilised. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable Company and the same taxation authority.

Current and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity respectively

j. Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks, cash in hand and deposits with an original maturity of 12 months or less, which are subject to an insignificant risk of changes in value.

k. Provisions and Contingent liability

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, 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. When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statment of profit or loss net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities are disclosed in the Notes. Contingent liabilities are disclosed for

  • i. possible obligations which will be confirmed only by future events not wholly within the control of the Company or
  • ii. present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

l. Employee benefits

Short-term employee benefit are expensed as the related service is provided. Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within one year after the end of the period in which the employees render the related service are the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.

Post-employment obligations

The Company operates the following post-employment schemes: i. defined benefit plan - gratuity

m. Financial instruments

Financial assets Initial recognition and measurement

All financial assets are recognised initially at fair value, except for investment in subsidiaries and associates where the Company has availed option to recognise the same at cost in separate financial statements.

The classification depends on the Company's business model for managing the financial asset and the contractual terms of the cash flows. The Company classifies its financial assets in the following measurement categories:

  • i. those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss),
  • ii. those measured at amortised cost, and
  • iii. those measured at cost, in separate financial statements.

Subsequent measurement

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income. All other financial assets are measured at amortised cost, using the effective interest rate (EIR)

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

Financial liabilities

Initial recognition

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

Subsequent measurement

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

Trade and other payables

These amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within one year after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

n. Earnings per share

The basic earnings per share is computed by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The Company does not have any potential equity share or warrant outstanding for the periods reported, hence diluted earnings per share is same as basic earnings per share of the Company.

o. Segment reporting

Where a financial report contains both consolidated financial statements and separate financial statements of the parent, segment information needs to be presented only in case of consolidated financial statements. Accordingly, segment information has been provided only in the consolidated financial statements.

p: Critical estimates and judgements

Impairment of Trade receivables

The Company estimates the uncollectability of accounts receivable by analyzing historical payment patterns, customer concentrations, customer credit - worthiness and current economic trends. If the financial condition of a customer deteriorates, additional allowances may be required.

Note on Going concern assumption due to COVID-19

The COVID-19 outbreak has developed rapidly in India and across the globe. Measures taken by the Government to contain the virus, like lock-downs and other measures, have affected economic activity and caused disruption to regular business operations. The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of all assets and liabilities including receivables, loans, investments and inventories. While the Management has evaluated and considered the possible impact of COVID-19 pandemic on the financial statements, given the uncertainties around its impact on future economic activity, the impact of the subsequent events is dependent on the circumstances as they evolve. Presently the Annual report is made on the basis of going concern basis.

(All amounts in INR thousands unless otherwise stated)

Note 3: Property, plant and equipment
Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
Particulars As at Additions Deductions As at As at Charge for Disposal/ Impairment As at Value as at Value as at
1-Apr-20 the year
during
the year
during
31-Mar-21 1-Apr-20 the year Adjustments charge for the
year
31-Mar-21 31-Mar-21 31-Mar-20
Leasehold Land 290,980.28 - - 290,980.28 68,591.77 18,719.44 - - 87,311.21 203,669.07 222,388.51
Furniture & Fixtures 3,520.31 - - 3,520.31 1,728.90 696.30 - - 2,425.20 1,095.11 1,791.41
Office Equipments 170.56 - - 170.56 94.92 11.90 - - 106.82 63.74 75.64
Computers 150.83 - - 150.83 107.45 - - - 107.45 43.38 43.38
Total 294,821.98 - - 294,821.98 70,523.04 19,427.64 - - 89,950.68 204,871.30 224,298.94
Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
1-Apr-19
As at
Additions
the year
during
Deductions
the year
during
31-Mar-20
As at
1-Apr-19
As at
Charge for
the year
Adjustments
Disposal/
charge for the
Impairment
year
31-Mar-20
As at
Value as at
31-Mar-20
Value as at
31-Mar-19
290,980.28 - - 290,980.28 47,913.84 20,677.93 - - 68,591.77 222,388.51 243,066.44
Furniture & Fixtures 3,520.31 - - 3,520.31 1,566.01 162.89 - - 1,728.90 1,791.41 1,954.30
Office Equipments 170.56 - - 170.56 69.60 25.32 - - 94.92 75.64 100.96
150.83 - - 150.83 106.59 0.86 - - 107.45 43.38 44.24
294,821.98 - - 294,821.98 49,656.04 20,867.00 - - 70,523.04 224,298.94 245,165.94

' 'THACKER AND COMPANY LIMITED ANNUAL REPORT 2020-2021

Notes to the Standalone Financial Statements as on and for the year ended 31st March, 2021.
(All amounts in INR thousands unless otherwise stated)
Note 4: Intangible Assets
Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
As at Additions Deductions As at As at Charge for Disposal/ Impairment As at Value as at Value as at
Particulars 1-Apr-20 during during 31-Mar-21 1-Apr-20 the year Adjustments charge for 31-Mar-21 31-Mar-21 31-Mar-20
the year the year the year
Trade mark 169.13 - - 169.13 125.75 28.92 - - 154.67 14.46 43.38
Website Development 382.00 - - 382.00 370.30 11.70 - - 382.00 - 11.70
Total 551.13 - - 551.13 496.05 40.62 - - 536.67 14.46 55.08
Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
Particulars As at Additions Deductions As at As at Charge for Disposal/ Impairment As at Value as at Value as at
1-Apr-19 the year
during
the year
during
31-Mar-20 1-Apr-19 the year Adjustments charge for
the year
31-Mar-20 31-Mar-20 31-Mar-19
Trade mark 169.13 - - 169.13 84.53 41.22 - - 125.75 43.38 84.60
Website Development 382.00 - - 382.00 285.61 84.69 - - 370.30 11.70 96.39
Total 551.13 - - 551.13 370.14 125.91 - - 496.05 55.08 180.99

Notes to the Standalone Financial Statements as on and for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

Note 5: Financial assets

5(a) Investment

1 Non-current investments
--------------------------- --
Particulars 31-Mar-21 31-Mar-20
A) Investment in Equity Instruments
a) Unquoted (at cost less provision for impairment if any)
i) Investment in Equity shares at cost (carried at FVTPL)
2 equity shares of Biodegradable Product India Limited (formerly known as
Pudumjee Plant Laboratories Limited) of Rs.10/- each fully paid-up (net of
provision for impairment) (31-Mar-2020: 2)
0.02 0.02
ii) Investment in Subsidiary at cost
1,00,000
equity shares of Fujisan Technologies Limited of Rs. 10/- each fully
paid-up (net of provision for impairment) (31-Mar-2020: 1,00,000)
1,000.00 1,000.00
b) Quoted
i) Investment in Equity Instruments carried at FVOCI
25,20,210 equity shares of 3P Land Holdings Limited of Rs. 2/- each fully paid
up* (31-Mar-2020: 25,20,210)
ii) Investment in Associate at cost
21,446.98 7,585.83
64,52,364 equity shares of AMJ Land Holdings Limited of Rs. 2/- each fully paid
up* (31-Mar-2020: 63,68,253)
22,467.30 20,954.72
1,29,15,362 equity shares of Pudumjee Paper Products Limited of Rs. 1/- each
fully paid-up* (31-Mar-2020: 1,29,15,362)
42,351.03 42,351.03
iii) Investment in Equity shares at cost
0 equity shares of Sirpur Papers Mills Limited of Rs. 10/- each fully paid-up (31-
Mar-2020: 50)
- 0.00
Total of Investment in Equity Instruments (A) 87,265.33 71,891.60
B) Investment in Preference Shares (carried at FVTPL)
a) Unquoted (at cost less provision for impairment if any)
5 preference shares of Biodegradable Product India Limited (formerly known as
Pudumjee Plant Laboratories Limited) of Rs. 10/- each fully paid-up (net of
provision for impairment) 0.05 0.05
Total of Investment in Preference share (B) 0.05 0.05
Total Non-Current Investments (A+B) 87,265.38 71,891.65
Aggregate amount of quoted investments and
market value thereof
Aggregate amount of unquoted investments
474,981.84
1,000.07
235,323.21
1,000.07
Aggregate amount of impairment in the value of
Investments
- -

2 Current investments

Particulars 31-Mar-21 31-Mar-20
A) Investment in Mutual Funds
a) Unquoted carried at fair value through Profit and Loss (FVTPL)
1354.9530 units of HDFC Liquid Fund (31-Mar-2020: NIL) 5,416.75 -
Total of Investment in Mutual Fund 5,416.75 -
Aggregate amount of quoted investments and
market value thereof - -
Aggregate amount of unquoted investments 5,416.75 -
Aggregate amount of impairment in the value of
Investments - -

* Investment in the equities of group companies i.e AMJ Land Holdings Limited and Pudumjee Paper Products Limited are considered as associate hence valued at cost and 3P Land Holdings Limited is valued at fair market value as the same is not considered as an associate.

Notes to the Standalone Financial Statements as on and for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

5(b) Trade Receivables
Particulars 31-Mar-21 31-Mar-20
Trade Receivables - -
Receivables from related parties - -
Less: Allowance for doubtful debts - -
Total - -
Current portion - -
Non-current portion - -
Break-up of security details
Particulars 31-Mar-21 31-Mar-20
Secured, considered good - -
Unsecured, considered good - -
Unsecured, considered doubtful - -
Total - -
Allowance for doubtful debts - -
Total - -

5(c) Cash and cash equivalents

Particulars 31-Mar-21 31-Mar-20
Balances with banks
- in current accounts 1,280.16 474.31
- in Unclaimed bonus 5.45 5.53
Cash on hand 23.00 23.00
Fixed Deposits with original maturity of 12 months
or less 11,200.00 5,600.00
Total 12,508.61 6,102.84

5(d) Other financial assets

Particulars 31-Mar-21 31-Mar-20
Current
Accrued Interest receivables 1.36 -
Security deposits 318.74 318.74
Total 320.10 318.74

Note 6: Deferred Tax Assets / (Liabilities)

a) Net Deferred Tax Assets

Significant components of deferred tax assets recognised, are disclosed as follows:

Particulars 31-Mar-21 31-Mar-20
Major components of defferred tax assets:
Property, Plant & Equipment 521.65 423.19
Net Deferred Tax Assets 521.65 423.19

b) Movement in Deferred Tax Assets

Significant components of deferred tax assets Property,
Plant &
Total
Equipment
As at 31-Mar-2019 451.69 451.69
(Charged/Credited):
- to statement of Profit and Loss (28.50) (28.50)
- to other comprehensive income - -
As at 31-Mar-2020 423.19 423.19
(Charged/Credited):
- to statement of Profit and Loss 98.46 98.46
- to other comprehensive income - -
As at 31-Mar-2021 521.65 521.65

Notes to the Standalone Financial Statements as on and for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

Note 7: Income tax assets (Net)
Particulars 31-Mar-21 31-Mar-20
Income tax Assets / (liabilities) Net 1,118.53 8,533.10
Total 1,118.53 8,533.10

Note 8: Inventories

Particulars 31-Mar-21 31-Mar-20
Stock in trade 1,496.01 1,496.01
Total 1,496.01 1,496.01

Note 9: Other current assets

Particulars 31-Mar-21 31-Mar-20
Advances to employees - 78.51
Prepaid Expenses 3.32 7.75
Other receivables - 911.89
Input GST/ VAT and taxes Recoverable (Net) - -
Total 3.32 998.15

Note 10 : Equity share capital and other equity

Note 10 (a) Equity share capital (I) Authorised Share Capital :

Particulars 31-Mar-21 31-Mar-20
15,00,000 equity shares of Rs.1/- each 1,500.00 1,500.00
(15,00,000 shares of Rs. 1/- each at 31-Mar-2020)
Total 1,500.00 1,500.00

(II) Issued, subscribed and Paid up :

Particulars 31-Mar-21 31-Mar-20
10,87,719 equity shares of Rs.1/- each
(10,87,719 shares of Rs. 1/- each at 31-Mar-2020) 1,087.72 1,087.72
Add : Forefeited Shares (forefeited during F.Y. 2013-14) 0.22 0.22
Total 1,087.94 1,087.94

The Company has only one class of equity shares having a par value of Rs.1/- per share. Each holder of equity shares is entitled to one vote per share. The company has not declared any dividend during the year. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(III) Details of shareholders holding more than 5% shares in the company

31-Mar-21 31-Mar-20
Particulars No. of
shares
% Holdings No. of
shares
% Holdings
Suma Commercial Pvt. Ltd. 342,690 31.51% 342,690 31.51%
Chem mach Pvt. Ltd. 65,000 5.98% 65,000 5.98%
Yashvardhan Jatia Trust 118,410 10.89% 118,410 10.89%
Arunkumar Mahabirprasad Jatia 92,576 8.51% 38,530 3.54%

Note : During the period Mr. Arunkumar Jatia has acquired 35,046 & 19,000 equity shares which has increased his share holding from 3.54% to 8.51 %

(All amounts in INR thousands unless otherwise stated)

Note 10 (b) Other Equity (I) Reserves and Surplus

Particulars 31-Mar-21 31-Mar-20
Revaluation reserve 175,312.86 193,733.58
General Reserves 47,785.35 47,785.35
Capital Reserve 7.95 7.95
Retained earnings 62,200.84 50,392.50
Statutory Reserve u/s 45IC 968.57 968.57
Total reserves and surplus 286,275.57 292,887.95

(i) Revaluation Reserves

Particulars 31-Mar-21 31-Mar-20
Opening balance 193,733.58 214,088.87
Movement during the year (18,420.72) (20,355.29)
Closing balance 175,312.86 193,733.58

(ii) General Reserves

Particulars 31-Mar-21 31-Mar-20
Opening balance 47,785.35 47,785.35
Movement during the year - -
Closing balance 47,785.35 47,785.35

(iii) Capital Reserve

Particulars 31-Mar-21 31-Mar-20
Opening balance 7.95 7.95
Movement during the year - -
Closing balance 7.95 7.95

(iv) Retained earnings

Particulars 31-Mar-21 31-Mar-20
Opening balance 50,392.50 36,679.12
Net profit for the year 11,808.34 13,713.38
Closing balance 62,200.84 50,392.50

(v) Statutory Reserve u/s 45IC

Particulars 31-Mar-21 31-Mar-20
Opening balance 968.57 968.57
Movement during the year (Transferred to General reserves) - -
Closing Balance 968.57 968.57

(II) Other Reserves

(i)FVOCI Equity Instruments

Particulars 31-Mar-21 31-Mar-20
Opening balance 706.15 18,902.07
Movement during the year 13,861.15 (18,195.92)
Closing balance 14,567.30 706.15

Note 10(c) Nature and purpose of reserves

Revaluation reserves comprises of revalued figure of leasehold premises (Tangible assets) Retained earnings comprises of the Company's undistributed earnings after taxes.

Notes to the Standalone Financial Statements as on and for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

Note 11: Financial liabilities

11(a) Trade payables

Particulars 31-Mar-21 31-Mar-20
Current
Trade payables to micro,small & medium enterprises - -
Trade payables to other than micro,small & medium enterprises 809.53 641.12
Trade payables to related parties - 12.74
Total 809.53 653.86

The Company has compiled this information based on the information available with the company and as provided by the parties. As at 31st March 2021, no supplier is registered with the appropriate authority under the Micro, Small and Medium Enterprises Development Act, 2006.

11(b) Other financial liabilities

Particulars 31-Mar-21 31-Mar-20
Current
Current Maturities of borrowings (ICD) - 5,820.00
Interest accrued but not due (on ICD) - 1,293.65
Current Maturities of borrowings (Bank OD) 653.80 1,249.27
Interest accrued but not due (on Bank OD) 2.34 6.24
Security Deposit 9,000.00 9,135.00
Unclaimed fractional Shares amount 3.12 3.12
Total 9,659.26 17,507.28

Note 12: Provisions

Particulars 31-Mar-21 31-Mar-20
Current
Other Provisions 748.00 748.00
Total 748.00 748.00

Note 13: Employee benefit obligations

Particulars 31-Mar-21 31-Mar-20
Current
Provision for Gratuity 25.96 335.25
Total 25.96 335.25

Note 14: Other current liabilities

Particulars 31-Mar-21 31-Mar-20
Current
Advance from customers - -
Other Advances 7.36 -
Provisions for Expenses - -
Statutory tax payables 355.19 191.27
Total 362.55 191.27

Notes to and forming part of Standalone Profit and loss account for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

Note 15: Revenue from operations
Particulars 31-Mar-21 31-Mar-20
Revenue from sale of Products - 327.61
Revenue from sale of Services 2,819.66 1,483.47
Leave and licence fees 18,671.27 14,730.50
Total 21,490.93 16,541.58

Note 16: Other income

Particulars 31-Mar-21 31-Mar-20
Dividend from shares - 7,704.50
Interest Income
-from bank on Fixed Deposits 404.21 405.33
-from Income tax refund 1,570.17 1,074.82
-from Electricity security Deposit - 5.24
Short term Capital Gain on Sale of Mutual Fund 14.75 -
Amortisation of revaluation reserve 18,420.72 20,355.29
Miscellaneous Income - 0.01
Provision of earlier years written back - -
Total 20,409.85 29,545.19

Note 17: Changes in finished inventory

Particulars 31-Mar-21 31-Mar-20
Opening balance
Finished inventory 1,496.01 2,260.01
Construction work-in progress - -
Total opening balance 1,496.01 2,260.01
Closing balance
Finished inventory 1,496.01 1,496.01
Construction work-in progress - -
Total closing balance 1,496.01 1,496.01
Changes in finished inventory - 764.00
Note 18: Employee benefit expense
Particulars 31-Mar-21 31-Mar-20
Salaries, wages and bonus 1,603.58 2,178.85
Staff welfare expenses 3.50 5.19
Total 1,607.08 2,184.04

Note 19: Finance costs

Particulars 31-Mar-21 31-Mar-20
Interest on intercorporate deposits 156.68 1,473.90
Interest on ODFD 40.19 21.56
Bank Charges & Commission 3.80 2.06
Total 200.67 1,497.52

Note 20: Depreciation and amortisation expenses

Particulars 31-Mar-21 31-Mar-20
Depreciation of Plant Property and Equipments 19,427.64 20,867.00
Amortization of intangible assets 40.62 125.91
Total 19,468.26 20,992.91

Note 21: Other expenses

Particulars 31-Mar-21 31-Mar-20
Repairs and maintenance 9.50 -
Annual Maintenance 5.50 5.50
Annual Custody Fees 28.00 9.00
Electricity Charges 6.23 17.87
Printing and Stationery 23.73 56.77
Directors Sitting fees 19.00 19.00
Membership Fees 2.00 6.00
Society Charges 768.95 399.67
E Voting Charges 7.00 10.00
Rent expenses 169.39 169.39
Retainers Fees 437.97 -
Rates and taxes 2.50 2.50
Legal and professional fees 329.58 1,349.23
Advertisement Expenses 304.29 368.41
Listing Fees 300.00 300.00
Telephone & Mobile Charges 12.87 17.23
Postage and Courier - 8.26
Secretarial Audit Fees 75.00 75.00
Commission and Brokerage 1,500.00 1,500.00
Balance written off - 40.97
Reimbursement of Expenses 7.37 4.52
Provision for Non Moving Inventory - 748.00
Miscellaneous expenses 20.26 17.44
VC/Oavm Charges 30.00 -
Municipal Property Tax 1,062.42 -
ROC Fees 2.60 -
Securities Transaction Charges 1.51 -
Insurance Charges 10.64 2.56
Travel and Conveyance 48.25 0.06
Appeal Fees (Income Tax) - 10.00
Payments to Auditors (refer note 21(a) below) 220.00 220.00
Total 5,404.56 5,357.38

Note 21(a): Details of payments to auditors

Particulars 31-Mar-21 31-Mar-20
Payment to auditors
As auditor:
Audit fee 145.00 145.00
In other capacities
Income tax return preparation and uploading charges 35.00 35.00
Other services (incl.certification fees) 40.00 40.00
Total 220.00 220.00

Note 22: Income Tax Expenses

(a) Income Tax Expenses

Particulars 31-Mar-21 31-Mar-20
Current Tax
Current Tax on Profits for the year 3,182.44 1,549.04
Adjustments of Current tax of prior periods 327.89 -
Total Current Tax Expenses 3,510.33 1,549.04
Deferred Tax
Decrease / (Increase) in deferred tax assets (98.46) 28.50
Total Deferred Tax expenses /
(Decrease) / Increase in deferred tax liabilities
- -
(benefit) (98.46) 28.50
Income Tax Expense 3,411.87 1,577.54

(b) The reconciliation between the provision of income tax and amounts computed by applying statutory income tax rate to profit before taxes is as follows:

Particulars 31-Mar-21 31-Mar-20
Profit before taxes (after adjusting losses of previous years) 15,220.21 15,290.92
Enacted Income Tax Rate 25.17% 25.17%
Computed Expected Income Tax Expenses 3,830.93 3,848.73
Effect of Income exempt from tax - (1,939.23)
Effect of expenses not deductible for income tax purpose 851.54 -
Effect of expenses allowed under income tax act (1,597.06) -
Unrecognised Deferred tax on Business loss carried forward 98.46 (360.46)
Excess / (short) Provision of tax 326.46 -
Reduction in deferred tax liability due to change in tax rate (98.46) 28.50
Income Tax Expenses 3,411.87 1,577.54

( c) Amounts recognised in OCI

31-Mar-21
Income Tax
Deferred Tax
Income Tax
31-Mar-20
Particulars Deferred Tax
OCI
- on Remeasurements of post
employment benefit obligations - - - -
Total - - - -

(d) Disclosures required as per Appendix C of Ind AS 12:

Effective April 1, 2019 Appendix C of Ind AS 12 became applicable. The company has applied the change in accounting policy retrospectively with cumulative effect of initially applying Appendix C recognized by adjusting equity on initial application, without adjusting comparatives. As on March, 31, 2021, the application of Appendix C has no material impact on books of accounts or financial statements of the company.

Management has evaluated and concluded that, it is probable that the taxation authority will accept the uncertain tax treatments. Accordingly, the Company has recognised the taxable profit/gains, tax bases, unused tax credits, tax rates and tax expenses consistently with the tax treatment used or planned to be used in its income tax filings.

(All amounts in INR thousands unless otherwise stated)

Note 23 : Fair Value Measurement:-

31-Mar-21 31-Mar-20
Particulars Amortised Amortised
FVPL FVOCI cost FVPL FVOCI cost
Financial assets
Investments
-Equity instruments* 0.02 21,446.98 - 0.02 7,585.83 -
-Preference shares 0.05 - - 0.05 - -
-Mutual Funds 5,416.75 - - - - -
Trade receivables - - - - - -
Cash and cash equivalents - - 12,508.61 - - 6,102.84
Security deposits - - 318.74 - - 318.74
Other Financial Assets - 1.36 - - -
Total financial assets 5,416.82 21,446.98 12,828.71 0.07 7,585.83 6,421.58
Financial liabilities
Trade payables - - 809.53 - - 653.86
Other Financial liabilities - - 9,659.26 - - 17,507.28
Total financial liabilities - - 10,468.79 - - 18,161.14

*Investment includes equity investments in subsidiaries, associates which are carried at costs and hence are not required to be disclosed as per Ind AS 107 "Financial Instruments Disclosures". Hence, the same have been excluded from the above table.

b) Fair Value Hierarchy:-

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are recognised and measured at fair value. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Financial assets and liabilities measured at fair value - recurring fair value measurements At 31-Mar-2021
Particulars Notes Level 1 Level 2 Level 3 Total
Financial assets
Financial Investments at FVPL
Mutual Funds 5(a)2 5,416.75 - - 5,416.75
Unquoted equity investments 5(a)1 - - 0.02 0.02
Unquoted Preference share investments 5(a)1 - - 0.05 0.05
Financial Investments at FVOCI
Equity investments 5(a)1 21,446.98 - - 21,446.98
Total financial assets 26,863.73 - 0.07 26,863.80
Financial liabilities - - - -

Financial assets and liabilities measured at fair value - recurring fair value measurements At 31-Mar-2020

Particulars Notes Level 1 Level 2 Level 3 Total
Financial assets
Financial Investments at FVPL
Mutual Funds 5(a)2 - - - -
Unquoted equity investments 5(a)1 - - 0.02 0.02
Unquoted Preference share investments 5(a)1 - - 0.05 0.05
Financial Investments at FVOCI
Equity investments 5(a)1 7,585.83 - - 7,585.83
Total financial assets 7,585.83 - 0.07 7,585.90
Financial liabilities - - - -

There have been no transfers between levels during the period.

Notes to the Standalone Financial Statements as on and for the year ended 31st March, 2021.

c) Valuation technique used to determine fair value

Level 1: This hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of all equity instruments which are traded in the stock exchange is valued using the closing price as at the reporting period.

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

Level 3: If one or more of the significant inputs is not based on observable data, the instrument is included in level 3. This is the case for unlisted equity and preference securities.

d) As per Ind AS 107 "Financial Instrument:Disclosure", fair value disclosures are not required when the carrying amounts reasonably approximate the fair value. Accordingly fair value disclosures have not been made for the following financial instruments:-

    1. Trade receivables
    1. Cash and cash equivalent
    1. Security deposits
    1. Interest accrued on deposits
    1. Other payables
    1. Trade payables
    1. Employee dues

(All amounts in INR thousands unless otherwise stated)

Note 24:-Financial Risk Management

The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Company's senior management has the overall responsibility for establishing and governing the Company's risk management framework. The Company has constituted a Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies. The Company's risk management policies are established to identify and analyze the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Audit Committee of the Company.

a. Management of Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations and arises principally from the company's receivables from customers, investments in debt securities, loans given to related parties and others.

Trade Receivables

Customer credit risk is managed by requiring customers to pay advances through progress billings before transfer of ownership, therefore, substantially eliminating the credit risk in this respect.

Based on prior experience and an assessment of the current economic environment, management believes there is no credit risk provision required. Also the company does not have any significant concentration of credit risk.

The ageing of trade receivables is as follows:-

Particulars 31/Mar/21 31/Mar/20
More than 6 months - -
Others - -
Total - -

The amount reflected in the table above are not impaired as on the reporting date.

Other financial assets:-

The Company maintains exposure in cash and cash equivalents, term deposits with banks. The Company has set counter-parties limits based on multiple factors including financial position, credit rating, etc.

The Company's maximum exposure to credit risk is the carrying value of each class of financial assets.

b. Management of Liquidity Risk

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses or risking damage to company's reputation. In doing this, management considers both normal and stressed conditions.

Management monitors the rolling forecast of the company's liquidity position on the basis of expected cash flows. This monitoring includes financial ratios and takes into account the accessibility of cash and cash equivalents.

Notes to the Standalone Financial Statements as on and for the year ended 31st March, 2021.

The following table shows the maturity analysis of the Company's financial liabilities based on contractually agreed undiscounted cash flows along with its carrying value as at the Balance Sheet date.

Undiscounted amount
Contractual maturities of financial liabilities Carrying Payable within
amount Total 1 year
As at 31-Mar-2021
Financial Liabilities
Current
Trade payables 809.53 809.53 809.53
Other financial liabilities 9,659.26 9,659.26 9,659.26
Total Liabilities 10,468.79 10,468.79 10,468.79
As at 31-Mar-2020
Financial Liabilities
Current
Trade payables 653.86 653.86 653.86
Other financial liabilities 17,507.28 17,507.28 17,507.28
Total Liabilities 18,161.14 18,161.14 18,161.14

c. Management of Market Risk

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

i.) Currency Risk and sensitivity:-

The Company does not have any currency risk as all operations are within India.

ii.) Interest Rate Risk and Sensitivity:-

Interest rate risk is the risk that the fair value or future cash flows on 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. Various variables are considered by the management in structuring the company's investment to achieve a reasonable, competitive cost of funding

The exposure of the company's borrowing to fixed interest rate at the end of the reporting period are as follows:

Particulars 31-Mar-21 31-Mar-20
Financial Liabilities
Fixed rate intercorporate deposits - 5,820.00
Total - 5,820.00

iii) Price Risk and Sensitivity:

The Company is mainly exposed to the price risk due to its investment in Equity instruments carried at FVOCI. The price risk arises due to uncertainties about the future market values of these investments. These are exposed to price risk.

The company also have investment in equities of other companies. The company treats the investment as strategic and thus fair value the investment through OCI. Thus the changes in the market price of the securities are reflected under OCI and hence not having impact on profit and loss. The profit or loss on sale will be considered at the time of final disposal or transfer of the investment. Also investment in associates and subsidiaries are carried at cost.

(All amounts in INR thousands unless otherwise stated)

Note 25:- Capital Risk Management

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

Particulars 31-Mar-21 31-Mar-20
Borrowings + Intercorporate deposits - 7,113.65
(current + non-current)
Less: Cash and Cash Equivalents 12,508.61 6,102.84
Less: Current Investments 5,416.75 -
Net Debt (17,925.36) 1,010.81
Equity 301,930.81 294,682.05
Net Debt to Equity 0.00% 0.34%

List of related parties (as identified and certified by the Management)

Name Relationship
Chem Mach Private Limited. Group Company
Suma Commercial Private Limited. Group Company
AMJ Land Holdings Limited Associate Company
Biodegradable Product India Limited (formerly known as Group Company
Pudumjee Plant Laboratories Limited)
Pudumjee Paper Products Limited Associate Company
Pudumjee Investment and Finance Company Limited Group Company
Fujisan Technologies Limited Subsidiary Company

* Note:Pudumjee Investment & Finance Company Limited (PIFCO) has merged with AMJ Land Holdings Limited vide a Scheme of Merger by Absorption, approved by Hon'ble National Company Law Tribunal, Mumbai Bench vide its Order dated 15th October, 2020 ('Order'). Pursuant to the filing of the said Order with Registrar of Companies and approval thereof, the said company (i.e. PIFCO) show status as 'Amalgamated' on the MCA website.

Key Management Personnel (KMP)

Name Relationship
Arunkumar Mahabirprasad Jatia Director
Vrinda Jatia Director
Surendra Kumar Bansal Director
Basant Kumar Khaitan Director
Vinod Kumar Beswal Director
Raju Rasiklal Adhia C.F.O
Bhalchandra Ramakant Nadkarni
Reena Rapheal
Director
Company Secretary

* Please note only those related parties with whom the company has a transactions

B Transaction with related parties (All amounts in INR thousands unless otherwise stated)
Volume of transactions Amount outstanding as on
Sr. Particulars 31-Mar-21 31-Mar-20 31-Mar-21 31-Mar-20
No. Receivable Payable Receivable Payable
i. Arunkumar Mahabirprasad Jatia
Inter corporate deposit given
1,800.00 4,300.00 - - - 1,800.00
Chem Mach Private Limited 4,020.00 12,255.00 - - - 4,020.00
Suma Commercial Private Limited - 550.00 - - - -
ii. Inter corporate deposit received
Chem Mach Private Limited - 300.00 - - - -
iii. Interest charged
Arunkumar Mahabirprasad Jatia 52.32 358.20 - - - 358.20
Suma Commercial Private Limited
Chem Mach Private Limited
90.10
-
938.90
29.41
-
-
-
-
3.45
-
938.90
-
iv. AMJ Land Holdings Limited
Rent paid
152.93 152.93 - - - 12.74
v. Dividend received
Pudumjee Paper Products Limited
AMJ Land Holdings Limited
-
-
4,520.38
3,184.13
-
-
-
-
-
-
-
-
vi. Purchase of shares (investment)
AMJ Land Holdings Limited
1,512.58 - - - - -
vii. Remuneration to Key Management Personnel
a) Salary and short term employment benefits 1,661.55
-
439.26
-
-
-
10.00
-
-
-
-
-
b)
c)
Post employment benefit
Other long term benefits
- - - - - -
d) Sitting fees to non-executive directors - - - - - -
e) Sitting fees to directors 19.00 19.00 - - - -

(All amounts in INR thousands unless otherwise stated)

Note 27: Contingent Liabilities not provided for in respect of:

Particulars 31-Mar-21 31-Mar-20
Income Tax demands under dispute - -

Note 28: Computation of basic and diluted Earning Per Share (EPS)

Particulars 31-Mar-21 31-Mar-20
Basic / Diluted EPS:
(a) Net Profit after tax as per Profit & Loss Account:
After current and deferred tax 11,808.34 13,713.38
(b) Number of Equity shares of Rs. 1/- each 1,087.94 1,087.94
(c) Basic & Diluted (in Rs.) 10.85 12.60

Note 29: Assets pledged as security

No assets pledged as security during the year.

Note 30: Lease

(a) Transition to Ind AS 116 :

Effective April 1, 2019, the Company adopted Ind AS 116 "Leases" and applied the standard to all lease contracts. Accordingly, Ind AS 116 is applied only to contracts that were previously identified as leases under Ind AS 17.

(b) Operating lease as Leasor :

The company has leased a premises under cancellable operating lease. The leases have varying terms, escalation clauses and renewal rights. On renewal, the terms of the leases are renegotiated.

Particulars 31-Mar-21 31-Mar-20
Commitments for minimum lease receivables in relation
to cancellable operating lease :
i) not later than one year 19,143.94 14,730.50
ii) later than one year and not later than five years 38,289.17 76,244.46
iii) later than five years - -

(c) Operating lease as Leasee :

The company has subletted a property under an operating lease. The lease have varying terms, escalation clauses and renewal rights. On renewal, the terms of the leases are renegotiated.

Particulars 31-Mar-21 31-Mar-20
Commitments for minimum lease payables in relation to
cancellable operating lease :
i) not later than one year 32.40 129.60
ii) later than one year and not later than five years - 162.00
iii) later than five years - -
Particulars 31-Mar-20 Cash flows Non cash changes/
Fair value/
Amortisation
31-Mar-21
Long term borrowings (including
current maturities)
- - - -
Short term borrowings 5,820.00 (5,820.00) - -
Total liabilities from financing 5,820.00 (5,820.00) - -
activities

(All amounts in INR thousands unless otherwise stated) Note 31: Disclosure for changes in Financial Liabilities (as per amendment to Ind AS 7)

Note 32: Impact of changes in accounting policy

The company has applied amendments in Ind AS 12 - Taxes, in other IndASs' and new Ind AS 116 - Leases, effective from April 1, 2019. The application of these new standards and amendments does not have any material impact in the financial statements of the Company. The required additional disclosures in Ind AS 12 (amended) and Ind AS 116 are given in Note 22 and 30 respectively.

Note 33: Reclassification

Previous year figure's have been reclassified to confirm to this year's classification

The accompanying notes are integral part of the financial statements. As per our report of date attached For and on behalf of ADV & Associates Chartered Accountants For and on behalf of the Board of Directors of Thacker and Company Limited Firm Registration No: 128045W

Prakash Mandhaniya Arun K Jatia Vinod K Beswal Raju R Adhia Reena Rapheal
Partner Director Director CFO CS
Membership No. 421679 (DIN : 01104256) (DIN : 00120095)
Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021
Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai

Independent Auditor's Report

To The Members of THACKER AND COMPANY LIMITED Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of The THACKER AND COMPANY LIMITED ("the Company") and its subsidiaries (the Company and its subsidiaries together referred as "the Group), which comprise the Consolidated Balance Sheet as at March 31, 2021, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), and the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows for the year ended on that date, and a summary of the 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 Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Accounting Standards prescribed under section 133 of the Act and other accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at March 31, 2021, the consolidated profit & Loss statement, consolidated total comprehensive income, consolidated changes in equity and its cash flows for the year ended on that date.

Basis for opinion

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the independence requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated 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, Business Responsibility 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 Act with respect to the preparation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance, Consolidated Total Comprehensive Income, Consolidated changes in equity and consolidated cash flows of the Group in accordance with the AS and other accounting principles generally accepted in India. The respective board of directors of the companies included in the Group are responsible for maintenance of the adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the respective board of directors of the companies included in the Group are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective board of directors of the companies included in the Group 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.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group'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 Group 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.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the Consolidated financial statement. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities in then Consolidated financial statements.

Materiality is the magnitude of misstatements in the consolidated financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced.

We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

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

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

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

Report on Other Legal and Regulatory Requirements

  • 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 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 has it appears from our examination of those books.
  • c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including Other Comprehensive Income, Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of consolidated financial statements.

  • d) In our opinion, the aforesaid consolidated financial statements comply with the 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 as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act.
  • f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure A". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controls over financial reporting.
  • g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended: In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
  • h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us :
  • i) The Consolidated Financial Statements disclosed the impact of pending litigations on its consolidated financial position of the Group.
  • ii) Provision has been made in the consolidated financial statements, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.
  • iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

For and on behalf of ADV & Associates Chartered Accountants FRN.128045W

Prakash Mandhaniya

Partner Membership No.: 421679 Place: Mumbai Dated: 09th June, 2021 UDIN:21421679AAAABQ3346

Annexure "A" to the Independent Auditor's Report

(Referred to in paragraph 1(f) under 'Report on Other Legal and Regulatory Requirements' section of our report to the Members of The THACKER AND COMPANY LIMITED of even date)

Report on the Internal Financial Controls Over Financial Reporting 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 the company as of and year ended March 31, 2021 we have audited the internal financial controls over financial reporting of THACKER AND COMPANY LIMITED (hereinafter referred to as "Company".) and its subsidiary companies, which are companies incorporated in India, as of that date.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company and its subsidiary which are companies incorporated in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the respective 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 (" the ICAI"). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company and its subsidiary companies, which are companies incorporated in India, based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing, prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, 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 internal financial controls system over financial reporting of the Company and its subsidiary companies, which are companies incorporated in India.

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 to the best of our information and according to the explanations given to us, the Company and its subsidiary companies, which are incorporated in India, have , in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating

effectively as at March 31, 2021, based on the internal control over financial reporting criteria established by the respective 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 and on behalf of ADV & Associates Chartered Accountants FRN.128045W

Prakash Mandhaniya

Partner Membership No.: 421679 Place: Mumbai Dated: 09th June, 2021 UDIN: 21421679AAAABQ3346

CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2021
(All amounts in INR thousands unless otherwise stated)
Particulars Note
No.
As at
31-Mar-21
As at
31-Mar-20
ASSETS
1. Non-current assets
(a) Property, plant and equipment
(b) Intangible Assets
(c) Financial assets
3(a)
4(a)
205,756.99
14.46
225,504.44
55.08
i. Investments
(d) Deferred tax assets (net)
(e) Income tax assets (net)
5(a)1
6(a)
7
656,133.45
745.66
721.61
566,599.30
647.61
8,027.07
2. Current assets
(a) Inventories
(b) Financial assets
8 2,763.64 3,947.88
i. Investments
ii. Trade receivables
iii. Cash and cash equivalents
iv. Other financial assets
(c) Other current assets
5(a)2
5(b)
5(c)
5(d)
9
5,416.75
8,025.49
25,574.05
407.87
3,009.08
-
3,118.64
20,552.70
381.30
1,338.73
TOTAL ASSETS 908,569.05 830,172.75
EQUITY AND LIABILITIES
1. Equity
(a) Equity share capital
10(a) 1,087.94 1,087.94
(b) Other equity
i. Reserves and Surplus
ii. Other Reserves
10(b)(I)
10(b)(II)
866,336.17
20,021.71
816,488.92
(15,722.74)
2. Current liabilities
(a) Financial liabilities
i. Trade payables
- Dues to micro,small & medium enterprises
- Dues to others than micro,small & medium
11(a)
11(a)
36.40 -
'
enterprises
- Dues to Related Parties
ii. Other financial
11(a)
11(b)
7,171.81
-
7,257.44
12.74
liabilities
(b) Provisions
(c) Employee benefit
12
13
9,662.59
1,469.50
17,507.28
1,323.00
obligations
(d) Other current liabilities
14 25.96
2,756.97
335.25
1,882.92
TOTAL EQUITY AND LIABILITIES 908,569.05 830,172.75
Summary of significant accounting policies
The accompanying notes are integral part of the financial statements.
As per our report of date attached
For and on behalf of ADV & Associates
Chartered Accountants
Firm Registration No: 128045W
2
For and on behalf of the Board of Directors of Thacker and Company Limited
Prakash Mandhaniya
Arun K Jatia
Partner
Director
Membership No. 421679
(DIN : 01104256)
Date: 09th June, 2021
Date: 09th June, 2021
Place: Mumbai
Place: Mumbai
Vinod K Beswal
Director
(DIN : 00120095)
Date: 09th June, 2021
Place: Mumbai
Raju R Adhia
CFO
Place: Mumbai
Reena Rapheal
CS
Date: 09th June, 2021 Date: 09th June, 2021
Place: Mumbai

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

(All amounts in INR thousands unless otherwise stated)
Particulars Notes
No.
Year ended
31-Mar-21
Year ended
31-Mar-20
Income
Revenue from operations 15 53,273.55 46,974.28
Other income (net) 16 21,213.10 30,647.38
Total income 74,486.65 77,621.66
Expenses
Purchases
Changes in Inventories
17 16,390.24
1,184.24
14,950.72
1,827.48
Employee benefit expense 18 3,080.48 3,477.60
Finance costs 19 295.33 1,676.69
Depreciation and amortisation expense 20 19,788.07 21,303.60
Other expenses 21 11,590.25 12,467.05
Total expenses 52,328.61 55,703.14
Profit before tax 22,158.04 21,918.52
Income tax expense
- Current tax 22(a) 4,988.31 3,281.17
- Deferred tax
- Provision for Current tax for earlier year written back
22(a)
22(a)
(98.05)
327.90
45.75
(42.25)
Profit before share of net profit/(loss)of associate and
Share of net profit/(loss) of associate, joint venture by using
16,939.88 18,633.85
equity methood of accounting 50,654.28 54,823.56
Profit after share of net profit/(loss)of associate and joint 67,594.16 73,457.41
Other comprehensive income
A. Items that will be reclassified to profit or loss:
- -
B. Items that will not be reclassified to profit or loss
- Changes in fair value of FVOCI equity instruments 19,823.69 (24,518.32)
- Share of changes in fair value of FVOCI equity instrument ' 16,131.66 (5,002.50)
from associate
- Remeasurements of post-employment benefit obligations
- Share of Remeasurements of post-employment benefit
-
738.13
-
(1,947.10)
' obligations from associate
- Income tax relating to above items - -
Other comprehensive income for the year, net of tax 36,693.48 (31,467.92)
Total comprehensive income for the Period 104,287.64 41,989.49
Paid up Equity Capital (face value of Rs. 1/-per share) 1,087.94 1,087.94
Earning per equity share:
(1) Basic (Rs.)
(2) Diluted (Rs.)
62.13
62.13
67.52
67.52
Summary of significant accounting policies 2
The accompanying notes are integral part of the financial statements.
As per our report of date attached
For and on behalf of ADV & Associates
Chartered Accountants
Firm Registration No: 128045W
For and on behalf of the Board of Directors of Thacker and Company Limited
Prakash Mandhaniya Arun K Jatia Vinod K Beswal Raju R Adhia Reena Rapheal
Partner Director Director CFO CS
Membership No. 421679
Date: 09th June, 2021
(DIN : 01104256)
Date: 09th June, 2021
(DIN : 00120095)
Date: 09th June, 2021
Date: 09th June, 2021 Date: 09th June, 2021
Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai
(All amounts in INR thousands unless otherwise stated)
Particulars Year ended
31-Mar-21
Year ended
31-Mar-20
A. CASH FLOW FROM OPERATING ACTIVITIES:
Profit / (Loss) before Extraordinary Items & Tax 22,158.04 21,918.52
Add / (Less) Adjustments for:
Depreciation and amortisation expense 19,788.07 21,303.60
Rental income & Licence Fees (18,671.27) (14,730.50)
Amortisation of Revaluation reserve (18,420.72) (20,355.29)
Dividend income - (7,943.61)
Provision for Exchange rate difference - 200.26
Operating profit before working capital changes 4,854.12 392.98
Add/(Less) Adjustments for:
(Increase) / decrease in Trade & Current Asset
(6,603.78) 5,910.18
(Increase) / decrease in Inventories 1,184.24 1,827.48
Increase / (decrease) in Current Liabilities (1,375.40) (3,614.62)
Cash Generated from/(Used in)Operations (1,940.82) 4,516.02
Direct Taxes Paid / (Refund) 1,989.26 (1,071.86)
NET CASH GENERATED FROM/(USED IN) OPERATING ACTIVITIES [A] 48.44 3,444.16
B. CASH FLOW FROM INVESTING ACTIVITIES:
(Purchase)/Sale of Fixed Assets - (974.95)
(Purchase) of Investment (11,963.61) (7,856.06)
Sale of Investment 4,085.25 -
Rental Income 18,671.27 14,730.50
Dividend Income - 7,943.61
NET CASH GENERATED FROM / (USED IN) INVESTING ACTIVITIES: [B] 10,792.91 13,843.10
C. CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from Intercorporate deposit 136.14 300.00
Repayment of Intercorporate deposit (5,956.14) (20,350.60)
NET CASH GENERATED FROM /(USED IN) FINANCING ACTIVITIES: [C] (5,820.00) (20,050.60)
Net increase in Cash and Cash equivalents [A+B+C] 5,021.35 (2,763.34)
Cash and Cash Equivalents At The Beginning Of The Year 20,552.70 23,316.04
Cash And Cash Equivalents At The End Of The Year 25,574.05 20,552.70
Notes:
1. The above Cash Flow Statement has been prepared under the "Indirect Method" as set out in Indian Accounting Standard (Ind
' AS) 7 on "Statement of Cash Flows".
2. Prior year comparatives have been reclassified to conform with current year's presentation, where applicable.
3. For details of Cash and cash equivalents refer note 5(c).
The accompanying notes are integral part of the financial statements.
As per our report of date attached
For and on behalf of ADV & Associates
Chartered Accountants
For and on behalf of the Board of Directors of Thacker and Company Limited

Firm Registration No: 128045W

Prakash Mandhaniya Arun K Jatia Vinod K Beswal Raju R Adhia Reena Rapheal
Partner Director Director CFO CS
Membership No. 421679 (DIN : 01104256) (DIN : 00120095)
Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021
Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai

THACKER AND COMPANY LIMITED ANNUAL REPORT 2020-2021

90

Consolidated Statement of changes in equity (All amounts in INR thousands unless otherwise stated) TH
A
Other equity C
K
Particulars Notes Equity
share
capital
Revaluation
reserve
Reserves
General
Capital
Reserve
Retained
earnings
Statutory
Reserve
u/s 45IC
FVOCI ER
A
N
D
Total Other
equity
Balance as at 31-Mar-2019 1,087.94 214,088.87 47,785.35 336,040.79 157,974.52 968.57 15,745.18 C
O
772,603.28
Profit for the year 10(b) - - - - 73,457.41 - - M
73,457.41
Capital reserve on consolidation of subsidiary PA
using equity method 10(b) - - - 6,528.70 - - - NY
L
6,528.70
Other comprehensive income for the year 10(b) - - - - - - (31,467.92) IM
(31,467.92)
Total comprehensive income for the year - - - 6,528.70 73,457.41 - (31,467.92) IT
48,518.19
Transaction with owners in their capacity as ED
owners:
Amortisation of Revaluation Reserves 10(b) - (20,355.29) - - - - - (20,355.29)
Issue of Bonus shares 10(b) - - - - - - - -
Transfer to statutory reserve 10(b) - - - - - - - -
Balance as at 31-Mar-2020 1,087.94 193,733.58 47,785.35 342,569.49 231,431.93 968.57 (15,722.74) 800,766.18
Profit for the year 10(b) - - - - 67,594.16 - - 67,594.16
Capital reserve on consolidation of subsidiary
using equity method 10(b) - - - 673.81 - - - 673.81
Other comprehensive income for the year 10(b) - - - - - - 35,744.45 35,744.45
Total comprehensive income for the year - - - 673.81 67,594.16 - 35,744.45 104,012.42
Transaction with owners in their capacity as
owners:
Amortisation of Revaluation Reserves 10(b) - (18,420.72) - - - - - (18,420.72)
Balance as at 31-Mar-2021 1,087.94 175,312.86 47,785.35 343,243.30 299,026.09 968.57 20,021.71 886,357.88
The accompanying notes are integral part of the financial statements. A
As per our report of date attached N
N
For and on behalf of ADV & Associates For and on behalf of the Board of Directors of Thacker and Company Limited UA
Chartered Accountants L
R
Firm Registration No: 128045W EP
O
RT
Prakash Mandhaniya Arun K Jatia Vinod K Beswal Raju R Adhia Reena Rapheal 2
02
Membership No. 421679
Partner
(DIN : 01104256)
Director
(DIN : 00120095)
Director
CFO CS 0-
20
Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 Date: 09th June, 2021 21
Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai

(All amounts in INR thousands unless otherwise stated)

Note 1: General information about the Company:

Thacker and company Limited is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange in India. The registered office of the Company is located at Bhogilal Hargovindas Building, Mezzanine Floor, 18/20, K. Dubhash Marg, , Mumbai, Maharashtra, 400001, India. The Company is primarily engaged in the business of real estate activities with own or leased property and other financial activities.

Note 2: Summary of significant accounting policies:

a. Basis of preparation

The Consolidated financial statements of the Company have been prepared in accordance with Ind AS notified under the Companies (Indian Accounting Standards) Rules, 2015.

The company received order approving cancellation of certificate of registration to carry on the business of NBFC, from RBI, on November 30, 2018. The Ministry of Corporate Affairs (MCA) had issued a notification dated 16th February 2015, announcing the Companies (Indian Accounting Standards) Rules, 2015 for adoption and applicability of Indian Accounting Standards (Ind AS). Also as per guidelines given by Ind AS Technical Facilitation Group (ITFG) Ind AS will be applicable from when company does not have NBFC Status. Thus being a listed entity, the company adopted Ind AS from 01/12/18. The transition date for Ind AS implementation is 01/04/2017.

The financial statements have been prepared on the historical cost basis except for a leasehold premises and certain financial instruments that are measured at fair values at the end of each reporting period, as explained in the accounting policies below.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either, in the principal market for the asset or liability, or in the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is measured using assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are categorised 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 (unadjusted) market prices in active markets for identical assets or liabilities; Level 2- Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable;

Level 3- Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

b. Current versus non-current classification

The Company presents assets and liabilities in the balance sheet based on current/noncurrent classification. An asset is current when it is:

    1. Expected to be realised or intended to be sold or consumed in the normal operating cycle;
    1. Held primarily for the purpose of trading;
    1. Expected to be realised within the operating cycle or twelve months after the reporting period; or
    1. Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

    1. It is expected to be settled in the normal operating cycle;
    1. It is held primarily for the purpose of trading;
    1. It is due to be settled within the operating cycle or twelve months after the reporting period; or
    1. There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period

The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities.

c. Revenue Recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government.

The specific recognition criteria described below must also be met before revenue is recognised.

Revenue from Annual Maintenance charges (AMC)

Income from AMC received in advance is considered as income in the books only when it is due.

Revenue from Rental Income

Rental income is considered in books as and when due and the bills are raised.

Interest income

Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable. Interest income is included in other income in the statement of profit and loss.

Dividends

Income from dividend on investments is accrued in the year in which it is declared, whereby the Company's right to receive is established.

d. Trade Receivables

The Company classifies the right to consideration in exchange for deliverables as either a receivable or as unbilled revenue. A receivable is a right to consideration that is unconditional upon passage of time.

e. Property, plant and equipment

Property, plant and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Such cost includes the cost of replacing part of the property, plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of the property, plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in statement of profit or loss as incurred. No decommissioning liabilities are expected to be incurred on the assets of plant and equipment.

The leasehold premises, comprising of one building having Written Down Value (WDV) Rs. 2,03,669.07/- as per IND AS as at 31st Mar, 2021 is leased to the company under Finance Lease up to the year 2066. The premises is partly being used by the company for its own business and partly leased out. Since the company is using the premises for the purpose of its business, also being the registered office of the company, the property is classified under Property, Plant and Equipment.

Depreciation is calculated on a WDV basis over the estimated useful lives of the assets

The Company, based on technical assessment made by technical expert and management estimate, depreciates all the assets over estimated useful life which is also the useful life prescribed in Schedule II to the Companies Act, 2013. The management believes that these estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be used.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

f. Inventory

Inventories are valued at cost or net realisable value whichever is lower

g. Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that the Company incurs in connection with the borrowing of funds.

h. Leases

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

Effective April 1, 2019, the Company adopted Ind AS 116 Leases. The management has evaluated and concluded that the adoption of Ind AS 116 has no impact on the Company's books of accounts. The required disclosures are given in below policy and further in note 30.

A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially all the risks and rewards incidental to ownership to the Company is classified as a finance lease. Operating lease payments are recognised as an expense in the statement of profit and loss on a straight-line basis over the lease term.

Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease.

i. Taxes

Current tax

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

Deferred tax

Deferred tax is recognised in respect of temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax assets are recognised for deductible temporary differences, the carry forward of unused tax credits and any unused tax losses to the extent that it is probable that taxable profit will be available against which those can be utilised. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable Company and the same taxation authority.

Current and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity respectively

j. Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks, cash in hand and deposits with an original maturity of 12 months or less, which are subject to an insignificant risk of changes in value.

k. Provisions and Contingent liability

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, 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. When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit or loss net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities are disclosed in the Notes. Contingent liabilities are disclosed for

i. possible obligations which will be confirmed only by future events not wholly within the control of the Company or

ii. present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

l. Employee benefits

Short-term employee benefit are expensed as the related service is provided. Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within one year after the end of the period in which the employees render the related service are the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.

Post-employment obligations

The Company operates the following post-employment schemes:

i. defined benefit plan - gratuity

m. Financial instruments

Financial assets

Initial recognition and measurement

All financial assets are recognised initially at fair value, except for investment in subsidiaries and associates where the Company has availed option to recognise the same at cost in separate financial statements.

The classification depends on the Company's business model for managing the financial asset and the contractual terms of the cash flows. The Company classifies its financial assets in the following measurement categories:

  • i. those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss),
  • ii. those measured at amortised cost, and
  • iii. those measured at cost, in separate financial statements.

Subsequent measurement

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income. All other financial assets are measured at amortised cost, using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the statement of profit or loss.

Impairment of financial assets

The Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss financial assets that are not fair valued.

The Company follows 'simplified approach' for recognition of impairment loss for trade receivables that have no significant financing component. The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.

For all other financial assets, expected credit losses are measured at an amount equal to the 12-month ECL, unless there has been a significant increase in credit risk from initial recognition in which case those are measured at lifetime ECL.

The amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized, is recognized under the head 'other expenses' in the statement of profit and loss.

Financial liabilities

Initial recognition

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

Subsequent measurement

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

Trade and other payables

These amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within one year after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

n. Earnings per share

The basic earnings per share is computed by dividing the net profit for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The Company does not have any potential equity share or warrant outstanding for the periods reported, hence diluted earnings per share is same as basic earnings per share of the Company.

o. Segment reporting

Where a financial report contains both consolidated financial statements and separate financial statements of the parent, segment information needs to be presented only in case of consolidated financial statements. Accordingly, segment information has been provided only in the consolidated financial statements.

p: Critical estimates and judgements

Impairment of Trade receivables

The Company estimates the uncollectability of accounts receivable by analyzing historical payment patterns, customer concentrations, customer credit-worthiness and current economic trends. If the financial condition of a customer deteriorates, additional allowances may be required.

Note on Going concern assumption due to COVID-19

The COVID-19 outbreak has developed rapidly in India and across the globe. Measures taken by the Government to contain the virus, like lock-downs and other measures, have affected economic activity and caused disruption to regular business operations. The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of all assets and liabilities including receivables, loans, investments and inventories. While the Management has evaluated and considered the possible impact of COVID-19 pandemic on the financial statements, given the uncertainties around its impact on future economic activity, the impact of the subsequent events is dependent on the circumstances as they evolve. Presently the Annual report is made on the basis of going concern basis.

(All amounts in INR thousands unless otherwise stated)

Note 3a: Property, plant and equipment
Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
Particulars 1-Apr-20
As at
Additions
the year
during
Deductions
the year
during
31-Mar-21
As at
1-Apr-20
As at
Charge for
the year
Adjustments
Disposal/
Impairment
charge for
the year
31-Mar-21
As at
Value as at
31-Mar-21
Value as at
31-Mar-20
Leasehold Land 290,980.28 - - 290,980.28 68,591.77 18,719.44 - - 87,311.21 203,669.07 222,388.51
Furniture & Fixtures 3,662.33 - - 3,662.33 1,728.90 696.30 - - 2,425.20 1,237.13 1,933.43
Office Equipments 226.07 - - 226.07 94.92 11.91 - - 106.83 119.24 131.15
Computers 338.51 - - 338.51 160.29 56.02 - - 216.31 122.20 178.22
Plant & Machinery 55.27 - - 55.27 19.52 0.68 - - 20.20 35.07 35.75
Vehicles 1,125.00 - - 1,125.00 287.62 263.10 - - 550.72 574.28 837.38
Total 296,387.46 - - 296,387.46 70,883.02 19,747.45 - - 90,630.47 205,756.99 225,504.44
Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
As at Additions Deductions As at As at Charge for Disposal/ Impairment As at Value as at Value as at
Particulars 1-Apr-19 the year
during
the year
during
31-Mar-20 1-Apr-19 the year Adjustments charge for
the year
31-Mar-20 31-Mar-20 31-Mar-19
Leasehold Land 290,980.28 - - 290,980.28 47,913.84 20,677.93 - - 68,591.77 222,388.51 243,066.44
Furniture & Fixtures 3,662.33 - - 3,662.33 1,566.01 162.89 - - 1,728.90 1,933.43 2,096.32
Office Equipments 226.07 - - 226.07 69.60 25.32 - - 94.92 131.15 156.47
Computers 238.21 100.30 - 338.51 139.54 20.75 - - 160.29 178.22 98.67
Plant & Machinery 55.27 - - 55.27 16.34 3.18 - - 19.52 35.75 38.93
Vehicles 529.53 1,125.00 (529.53) 1,125.00 279.18 287.62 (279.18) - 287.62 837.38 250.35
Total 295,691.69 1,225.30 (529.53) 296,387.46 49,984.51 21,177.69 (279.18) - 70,883.02 225,504.44 245,707.18

THACKER AND COMPANY LIMITED ANNUAL REPORT 2020-2021

Note 4a: Intangible Assets

(All amounts in INR thousands unless otherwise stated)

Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
Particulars 1-Apr-20
As at
Additions
the year
during
Deductions
the year
during
31-Mar-21
As at
1-Apr-20
As at
Charge for
the year
Adjustments
Disposal/
Impairment
charge for
the year
31-Mar-21
As at
Value as at
31-Mar-21
Value as at
31-Mar-20
Website Development
Trade mark
169.13
382.00
-
-
-
-
169.13
382.00
125.75
370.30
28.92
11.70
-
-
-
-
154.67
382.00
14.46
-
43.38
11.70
Total 551.13 - - 551.13 496.05 40.62 - - 536.67 14.46 55.08
Gross block Accumulated depreciation,depletion,impairment,amortisation Net Block
Particulars 1-Apr-19
As at
Additions
the year
during
Deductions
the year
during
31-Mar-20
As at
1-Apr-19
As at
Charge for
the year
Adjustments
Disposal/
Impairment
charge for
the year
31-Mar-20
As at
Value as at
31-Mar-20
Value as at
31-Mar-19
Trade mark 169.13 - - 169.13 84.53 41.22 - - 125.75 43.38 84.60
Website Development 382.00 - - 382.00 285.61 84.69 - - 370.30 11.70 96.39
Total 551.13 - - 551.13 370.14 125.91 - - 496.05 55.08 180.99

THACKER AND COMPANY LIMITED ANNUAL REPORT 2020-2021

(All amounts in INR thousands unless otherwise stated)

Note 5: Financial assets

5(a) Investment

1 Non-current investments

Particulars 31-Mar-21 31-Mar-20
(A) Investment in Equity Instruments
(a) Unquoted (at cost less provision for impairment if any)
i) Investment in Equity shares at cost (carried at FVTPL)
2 equity shares of Biodegradable Product India Limited (formerly known as Pudumjee Plant
Laboratories Limited) of Rs.10/- each fully paid-up (net of provision for impairment) (31-Mar
2020: 2)
0.02 0.02
(b) Quoted
i) Investment in Equity Instruments carried at FVOCI
35,30,590 equity shares of 3P Land Holdings Limited (formely known as Pudumjee Industries
Limited) of Rs. 2/- each fully paid-up * (31-Mar-20: 33,95,890)
30,045.32 10,221.63
ii) Investment in Associate (using equity method)
64,52,364 equity shares of AMJ Land Holdings Limited (formely known as Pudumjee Pulp and
Paper Mills Limited) of Rs. 2/- each fully paid-up * (31-Mar-2020: 63,68,253)
162,954.07 137,677.28
1,38,15,362 equity shares of Pudumjee Paper Products Limited of Rs. 1/- each fully paid-up *
(31-Mar-2020: 1,38,15,362)
463,133.99 418,700.32
iii) Investment in Equity shares at cost
0 equity shares of Sirpur Papers Mills Limited of Rs. 10/- each fully paid-up (31-Mar-2020: 50) - 0.00
Total of Investment in Equity Instruments (A) 656,133.40 566,599.25
B) Investment in Preference Shares (carried at FVTPL)
a) Unquoted (at cost less provision for impairment if any)
5 preference shares of Biodegradable
Product India Limited (formerly known as Pudumjee
Plant Laboratories Limited) of Rs. 10/- each fully paid-up (net of provision for impairment)
0.05 0.05
Total of Investment in Preference share (B) 0.05 0.05
Total Non-Current Investments (A+B) 656,133.45 566,599.30
Aggregate amount of quoted investments and market value
thereof
Aggregate amount of unquoted investments
Aggregate amount of impairment in the value of Investments
505,270.17
0.07
-
247,616.01
0.07
-

Note : 10,380 Equity Shares of 3P Land Holding was traded on 31st March 2021 which is already included in the above table. However, the trade settlement was made on 06th April 2021

2 Current investments

Particulars 31-Mar-21 31-Mar-20
(A) Investment in Mutual Funds
(a) Unquoted carried at fair value through Profit and Loss
(FVTPL)
1354.9530 units of HDFC Liquid Fund (31-Mar-2020: Nil) 5,416.75 -
Total Current Investment 5,416.75 -
Aggregate amount of quoted investments and market value thereof - -
Aggregate amount of unquoted investments 5,416.75 -
Aggregate amount of impairment in the value of Investments - -

* Investment in the equities of group companies i.e AMJ Land Holdings Limited and Pudumjee Paper Products Limited are considered as associate hence valued at cost and 3P Land Holdings Limited is valued at fair market value as the same is not considered as an associate.

5(b) Trade Receivables

Particulars 31-Mar-21 31-Mar-20
Trade Receivables 8,025.49 3,118.64
Receivables from related parties - -
Less: Allowance for doubtful debts - -
Total 8,025.49 3,118.64
Current portion 8,025.49 3,118.64
Non-current portion - -
Break-up of security details
Particulars 31/Mar/21 31/Mar/20
Secured, considered good - -
Unsecured, considered good 8,025.49 3,118.64
Unsecured, considered doubtful - -
Total 8,025.49 3,118.64
Allowance for doubtful debts - -
Total - -

5(c) Cash and cash equivalents

Particulars 31-Mar-21 31-Mar-20
Balances with banks
- in current accounts 1,303.74 490.16
- in Unclaimed bonus 5.45 5.53
- in Overdraft accounts 370.19 3,062.07
Cash on hand 94.67 294.94
Fixed Deposits with original maturity of 12 months or less 23,800.00 16,700.00
Total 25,574.05 20,552.70

5(d) Other financial assets

Particulars 31-Mar-21 31-Mar-20
Current
Accrued Interest receivables 26.57 -
Security deposits 381.30 381.30
Total 407.87 381.30

Note 6: Deferred Tax Assets / (Liabilities)

a) Net Deferred Tax Assets

Significant components of deferred tax assets recognised, are disclosed as follows:

Particulars 31-Mar-21 31-Mar-20
Major components of defferred tax assets:
Property, Plant & Equipment 745.66 647.61
Net Deferred Tax Assets 745.66 647.61

b) Movement in Deferred Tax Assets

Significant components of deferred tax assets Property,
Plant &
Equipment
Total
As at 31-Mar-2019 693.36 693.36
(Charged/Credited):
- to statement of Profit and Loss (45.75) (45.75)
- to other comprehensive income - -
As at 31-Mar-2020 647.61 647.61
(Charged/Credited):
- to statement of Profit and Loss 98.05 98.05
- to other comprehensive income - -
As at 31-Mar-2021 745.66 745.66

Note 7: Income tax assets (Net)

Particulars 31-Mar-21 31-Mar-20
Income tax Assets / (liabilities) Net 721.61 8,027.07
Total 721.61 8,027.07

Note 8: Inventories

Particulars 31-Mar-21 31-Mar-20
Stock in trade 2,763.64 3,947.88
Total 2,763.64 3,947.88

Note 9: Other current assets

Particulars 31-Mar-21 31-Mar-20
Advances to employees, retainers and others 2,946.81 378.51
Prepaid Expenses 62.27 48.33
Other receivables - 911.89
Total 3,009.08 1,338.73

Note 10 : Equity share capital and other equity

Note 10 (a) Equity share capital

(i) Authorised Share Capital :
-------------------------------- --
Particulars 31-Mar-21 31-Mar-20
15,00,000 equity shares of Rs.1/- each 1,500.00 1,500.00
(15,00,000 shares of Rs. 1/- each at 31-Mar-2020)
Total 1,500.00 1,500.00

(ii) Issued, subscribed and Paid up :

Particulars 31-Mar-21 31-Mar-20
10,87,719 equity shares of Rs.1/- each
(10,87,719 shares of Rs. 1/- each at 31-Mar-2020) 1,087.72 1,087.72
Add : Forefeited Shares (forefeited during F.Y. 2013-14) 0.22 0.22
Total 1,087.94 1,087.94

The Company has only one class of equity shares having a par value of Rs.1/- per share. Each holder of equity shares is entitled to one vote per share. The company has not declared any dividend during the year. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders

(iii) Details of shareholders holding more than 5% shares in the company

31-Mar-21 31-Mar-20
Particulars No. of shares % Holdings No. of shares % Holdings
Suma Commercial Pvt. Ltd. 342,690 31.51% 342,690 31.51%
Chem mach Pvt. Ltd. 65,000 5.98% 65,000 5.98%
Yashvardhan Jatia Trust 118,410 10.89% 118,410 10.89%
Arunkumar Mahabirprasad Jatia 92,576 8.51% 38,530 3.54%

Note : During the period Mr. Arunkumar Jatia has acquired 35,046 & 19,000 equity shares which has increased his share holding from 3.54% to 8.51 %

Notes to the Consolidated Financial Statements as on and for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

Note 10 (b) Other Equity (I) Reserves and Surplus

Particulars 31-Mar-21 31-Mar-20
Revaluation reserve 175,312.86 193,733.58
General Reserves 47,785.35 47,785.35
Capital Reserve 343,243.30 342,569.49
Retained earnings 299,026.09 231,431.93
Statutory Reserve u/s 45IC 968.57 968.57
Total reserves and surplus 866,336.17 816,488.92

(i) Revaluation Reserves

Particulars 31-Mar-21 31-Mar-20
Opening balance 193,733.58 214,088.87
Movement during the year (18,420.72) (20,355.29)
Closing balance 175,312.86 193,733.58

(ii) General Reserves

Particulars 31-Mar-21 31-Mar-20
Opening balance 47,785.35 47,785.35
Movement during the year - -
Closing balance 47,785.35 47,785.35

(iii) Capital Reserve

Particulars 31-Mar-21 31-Mar-20
Opening balance 342,569.49 336,040.79
Captial reserve on consolidation of AMJ Land holdings limited 673.81 -
Captial reserve on consolidation of Pudumjee paper products Limited - 6,528.70
Movement during the year - -
Closing balance 343,243.30 342,569.49

(iv) Retained earnings

Particulars 31-Mar-21 31-Mar-20
Opening balance 231,431.93 157,974.52
Net profit for the year 67,594.16 73,457.41
Closing balance 299,026.09 231,431.93

(v) Statutory Reserve u/s 45IC

Particulars 31-Mar-21 31-Mar-20
Opening balance 968.57 968.57
Movement during the year - -
Closing Balance 968.57 968.57

(II) Other Reserves

(i)FVOCI Equity Instruments

Particulars 31-Mar-21 31-Mar-20
Opening balance (15,722.74) 15,745.18
Movement during the year 36,693.48 (31,467.92)
Less: Cost of Investment Purchased (949.03) -
Closing balance 20,021.71 (15,722.74)

Note 10(c) Nature and purpose of reserves

Revaluation reserves comprises of revalued figure of leasehold premises (Tangible assets) Retained earnings comprises of the Company's undistributed earnings after taxes.

Notes to the Consolidated Financial Statements as on and for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

Note 11: Financial liabilities

11(a) Trade payables
Particulars 31-Mar-21 31-Mar-20
Current
Trade payables to micro,small & medium enterprises 36.40 -
Trade payables to other than micro,small & medium enterprises 7,171.81 7,257.44
Trade payables to related parties - 12.74
Total 7,208.21 7,270.18

The Company has compiled this information based on the information available with the company and as provided by the parties. As at 31st March 2021, Few supplier are registered with the appropriate authority under the Micro, Small and Medium Enterprises Development Act, 2006.

11(b) Other financial liabilities

Particulars 31-Mar-21 31-Mar-20
Current
Current Maturities of borrowings (ICD) - 5,820.00
Interest accrued but not due (on ICD) - 1,293.65
Current Maturities of borrowings (Bank OD) 653.80 1,249.27
Interest accrued but not due (on Bank OD) 5.67 6.24
Security Deposit 9,000.00 9,135.00
Unclaimed fractional Shares amount 3.12 3.12
Total 9,662.59 17,507.28
Note 12: Provisions
Particulars 31-Mar-21 31-Mar-20
Current
Other provisions
for disputed statutory matters
for other matters 1,469.50 1,323.00
Total 1,469.50 1,323.00

Note 13: Employee benefit obligations

Particulars 31-Mar-21 31-Mar-20
Current
Provision for Gratuity 25.96 335.25
Total 25.96 335.25

Note 14: Other current liabilities

Particulars 31-Mar-21 31-Mar-20
Current
Advance from customers 1,297.04 1,320.72
Other Advance 7.36 -
Statutory tax payables 1,452.57 562.20
Total 2,756.97 1,882.92

(All amounts in INR thousands unless otherwise stated)

Note 15: Revenue from operations

Particulars 31-Mar-21 31-Mar-20
Revenue from sale of Products 27,939.11 26,782.16
Revenue from Sale of Services 7,207.97 6,427.45
Less: Sales Commission (544.80) (968.83)
Net Revenue from sale of Products and Services 34,602.28 32,240.78
Leave and licence fees 18,671.27 14,730.50
Incentives - -
Rental Income on Scanners - 3.00
Total 53,273.55 46,974.28

Note 16: Other income

Particulars 31-Mar-21 31-Mar-20
Dividend -Equity Investment - 7,943.61
Interest Income
-from bank on Fixed Deposits 1,073.87 1,174.80
-from Income tax refund 1,570.17 1,094.91
-others - 5.24
Short term Capital Gain on sale of Mutual Fund 14.75 -
Amortisation of revaluation reserve 18,420.72 20,355.29
Miscellaneous Income 1.00 6.18
Provision of earlier years written back 32.59 -
BIS Fees 100.00 67.35
Total 21,213.10 30,647.38
Note 17: Changes in finished inventory
Particulars 31-Mar-21 31-Mar-20
Opening balance
Finished inventory 3,947.88 5,775.36
Construction work-in progress - -
Total opening balance 3,947.88 5,775.36
Closing balance
Finished inventory 2,763.64 3,947.88
Construction work-in progress - -
Total closing balance 2,763.64 3,947.88
Changes in finished inventory 1,184.24 1,827.48

Note 18: Employee benefit expense

Particulars 31-Mar-21 31-Mar-20
Salaries, wages and bonus 3,076.98 3,472.41
Staff welfare expenses 3.50 5.19
Total 3,080.48 3,477.60

Note 19: Finance costs

Particulars 31-Mar-21 31-Mar-20
Interest on intercorporate deposit 156.68 1,473.90
Interest on ODFD 50.49 110.17
Bank Charges & Commission 88.16 92.62
Total 295.33 1,676.69

Notes to and forming part of Consolidated Profit and loss account for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)
Note 20: Depreciation and amortisation expenses
Particulars 31-Mar-21 31-Mar-20
Depreciation of Plant Property and Equipments 19,747.45 21,177.69
Amortization of intangible assets 40.62 125.91
Total 19,788.07 21,303.60

Note 21: Other expenses

Particulars 31-Mar-21 31-Mar-20
Repairs and maintenance 86.54 148.30
Annual Maintenance 5.50 5.50
Annual Custody Fees 28.00 9.00
Electricity Charges 153.02 193.61
Printing and Stationery 38.40 115.73
Directors Sitting fees 19.00 19.00
Membership Fees 60.52 20.90
Society Charges 768.95 399.67
E Voting Charges 7.00 10.00
Rent expenses 541.39 535.39
Retainers Fees 4,813.16 4,535.86
Rates and taxes 5.00 5.00
Sales Promotion 17.38 181.76
Legal and professional fees 483.62 1,475.08
Advertisement Expenses 304.29 368.41
Listing Fees 300.00 300.00
Telephone & Mobile Charges 14.58 23.07
Postage and Courier 167.66 182.38
Secretarial Audit Fees 75.00 75.00
Commission and Brokerage 1,500.00 1,500.00
Office Expenses 139.48 127.18
Reimbursement of Expenses 7.37 4.52
Miscellaneous expenses 48.50 68.19
VC/Oavm Charges 30.00 -
Municipal Property Tax 1,062.42 -
ROC 2.60 -
Securities Transaction Charges 2.46 -
Insurance Charges
Car Expenses
81.06
113.12
-
124.83
Installation & Service charges 240.44 430.41
Website Maintenance 0.35 0.35
Loss on sale of Motor car - 15.36
Exchange Rate Difference (133.89) 200.26
Balance written off - 40.97
Provision for Non Moving Inventory - 748.00
Appeal Fees (Income Tax) - 10.00
Travel and Conveyance 63.03 7.09
Transportation Expenses 144.30 186.23
Payments to Auditors (refer note 21(a) below) 400.00 400.00
Total 11,590.25 12,467.05

Notes to and forming part of Consolidated Profit and loss account for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

Note 21(a): Details of payments to auditors

Particulars 31-Mar-21 31-Mar-20
Payment to auditors
As auditor:
Audit fee 290.00 290.00
In other capacities
Income tax return preparation and uploading charges 70.00 70.00
Other services (incl.certification fees) 40.00 40.00
Total 400.00 400.00

Note 22: Income Tax Expenses

(a) Income Tax Expenses

Particulars 31-Mar-21 31-Mar-20
Current Tax
Current Tax on Profits for the year 4,988.31 3,281.17
Adjustments of Current tax of prior periods 327.90 (42.25)
Total Current Tax Expenses 5,316.21 3,238.92
Deferred Tax
Decrease / (Increase) in deferred tax assets (98.05) 45.75
(Decrease) / Increase in deferred tax liabilities - -
Total Deferred Tax expenses / (benefit) (98.05) 45.75
Income Tax Expense 5,218.16 3,284.67

(b) The reconciliation between the provision of income tax and amounts computed by applying statutory income tax rate to profit before taxes is as follows:

Particulars 31-Mar-21 31-Mar-20
Profit before taxes (after adjusting losses of previous years) 22,158.04 21,918.52
Enacted Income Tax Rate 25.17% 25.17%
Computed Expected Income Tax Expenses 5,577.18 5,516.89
Effect of Income exempt from tax - (1,999.41)
Effect of expenses not deductible for income tax purpose 851.54 -
Effect of expenses allowed under income tax act (1,597.05)
Unrecognised Deferred tax on Business loss carried forward 98.05 (236.31)
Excess / (short) Provision of tax 386.49 (42.25)
Reduction in deferred tax liability due to change in tax rate (98.05) 45.75
Income Tax Expenses 5,218.16 3,284.67

( c) Amounts recognised in OCI

31-Mar-21 31-Mar-20
Particulars Income
Tax
Deferred
Tax
Income Tax Deferred Tax
OCI
- on Remeasurements of post-employment
benefit obligations
- - - -
Total - - - -

(d) Disclosures required as per Appendix C of Ind AS 12:

Effective April 1, 2019 Appendix C of Ind AS 12 became applicable. The company has applied the change in accounting policy retrospectively with cumulative effect of initially applying Appendix C recognized by adjusting equity on initial application, without adjusting comparatives. As on March, 31, 2021, the application of Appendix C has no material impact on books of accounts or financial statements of the company.

Management has evaluated and concluded that, it is probable that the taxation authority will accept the uncertain tax treatments. Accordingly, the Company has recognised the taxable profit/gains, tax bases, unused tax credits, tax rates and tax expenses consistently with the tax treatment used or planned to be used in its income tax filings.

(All amounts in INR thousands unless otherwise stated)

Note 23 : Fair Value Measurement:-

a) Financial Instruments by Category :-

31-Mar-21 31-Mar-20
Particulars FVPL FVOCI Amortised
cost
FVPL FVOCI Amortised
cost
Financial assets
Investments
-Equity instruments* 0.02 30,045.32 - 0.02 10,221.63 -
-Preference shares 0.05 - - 0.05 - -
-Mutual Funds 5,416.75 - - - - -
Trade receivables - - 8,025.49 - - 3,118.64
Cash and cash equivalents - - 25,574.05 - - 20,552.70
Security deposits - - 381.30 - - 381.30
Other Financial Assets - 26.57 - - -
Total financial assets 5,416.82 30,045.32 34,007.41 0.07 10,221.63 24,052.64
Financial liabilities
Trade payables - - 7,208.21 - - 7,270.18
Other Financial liabilities - - 9,662.59 - - 17,507.28
Total financial liabilities - - 16,870.80 - - 24,777.46

*Investment includes equity investments in subsidiaries, associates which are carried at costs and hence are not be disclosed as per Ind AS 107 "Financial Instruments Disclosures". Hence, the same have been excluded from the above table.

b) Fair Value Hierarchy:-

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are recognised and measured at fair value. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Financial assets and liabilities measured at fair value - recurring fair value measurements At 31-Mar-2021

Particulars Notes Level 1 Level 2 Level 3 Total
Financial assets
Financial Investments at FVPL
Mutual Funds 5(a)2 5,416.75 - - 5,416.75
Unquoted equity investments 5(a)1 - - 0.02 0.02
Unquoted Preference share investments 5(a)1 - - 0.05 0.05
Financial Investments at FVOCI
Equity investments 5(a)1 30,045.32 - - 30,045.32
Total financial assets 35,462.07 - 0.07 35,462.14
Financial liabilities - - - -

Financial assets and liabilities measured at fair value - recurring fair value measurements At 31-Mar-2020

Particulars Notes Level 1 Level 2 Level 3 Total
Financial assets
Financial Investments at FVPL
Mutual Funds 5(a)2 - - - -
Unquoted equity investments 5(a)1 - - 0.02 0.02
Unquoted Preference share investments - - 0.05 0.05
Financial Investments at FVOCI
Equity investments 5(a)1 10,221.63 - - 10,221.63
Total financial assets 10,221.63 - 0.07 10,221.70
Financial liabilities - - - -

There have been no transfers between levels during the period.

(All amounts in INR thousands unless otherwise stated)

c) Valuation technique used to determine fair value

Level 1: This hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of all equity instruments which are traded in the stock exchange is valued using the closing price as at the reporting period.

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

Level 3: If one or more of the significant inputs is not based on observable data, the instrument is included in level 3. This is the case for unlisted equity and preference securities.

d) As per Ind AS 107 "Financial Instrument:Disclosure", fair value disclosures are not required when the carrying amounts reasonably approximate the fair value. Accordingly fair value disclosures have not been made for the following financial instruments:-

    1. Trade receivables
    1. Cash and cash equivalent
    1. Security deposits
    1. Interest accrued on deposits
    1. Other payables
    1. Trade payables
    1. Employee dues

Note 24:-Financial Risk Management

The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Company's senior management has the overall responsibility for establishing and governing the Company's risk management framework. The Company has constituted a Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies. The Company's risk management policies are established to identify and analyze the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Audit Committee of the Company.

a. Management of Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations and arises principally from the company's receivables from customers, investments in debt securities, loans given to related parties and others.

Trade Receivables

Customer credit risk is managed by requiring customers to pay advances through progress billings before transfer of ownership, therefore, substantially eliminating the credit risk in this respect.

Based on prior experience and an assessment of the current economic environment, management believes there is no credit risk provision required. Also the company does not have any significant concentration of credit risk.

The ageing of trade receivables is as follows:-

Particulars 31-Mar-21 31-Mar-20
More than 6 months 153.66 47.19
Others 7,871.83 3,071.45
Total 8,025.49 3,118.64
Less : Provision for Bad debts - -
8,025.49 3,118.64

Other financial assets:-

The Company maintains exposure in cash and cash equivalents, term deposits with banks. The Company has set counter-parties limits based on multiple factors including financial position, credit rating, etc.

The Company's maximum exposure to credit risk is the carrying value of each class of financial assets.

(All amounts in INR thousands unless otherwise stated)

b. Management of Liquidity Risk

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses or risking damage to company's reputation. In doing this, management considers both normal and stressed conditions.

Management monitors the rolling forecast of the company's liquidity position on the basis of expected cash flows. This monitoring includes financial ratios and takes into account the accessibility of cash and cash equivalents.

The following table shows the maturity analysis of the Company's financial liabilities based on contractually agreed undiscounted cash flows along with its carrying value as at the Balance Sheet date.

Undiscounted amount
Contractual maturities of financial liabilities Carrying
amount
Total Payable
within 1 year
As at 31-Mar-2021
Financial Liabilities
Current
Trade payables 7,208.21 7,208.21 7,208.21
Other financial liabilities 9,662.59 9,662.59 9,662.59
Total Liabilities 16,870.80 16,870.80 16,870.80
As at 31-Mar-2020
Financial Liabilities
Current
Trade payables 7,270.18 7,270.18 7,270.18
Other financial liabilities 17,507.28 17,507.28 17,507.28
Total Liabilities 24,777.46 24,777.46 24,777.46

c. Management of Market Risk

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

i.) Currency Risk and sensitivity:-

The primary market risk to the Company is foreign exchange risk. After taking cognisance of the natural hedge, the company takes appropriate hedges to mitigate its risk resulting from fluctuations in foreign currency exchange rate(s). During the period under audit or in comparative period presented the company has made any derivative financial instruments related transaction to cover foreign exchange risk or otherwise.

a) The company's exposure to foreign currency risk as of March 31, 2021 expressed in INR, is as follows:

31-Mar-21
Particulars USD SGD EURO Total
Financial Assets
Cash and cash equivalents 5.88 30.70 11.46 48.04
Financial Liabilities
Trade payables 5,068.09 - 73.51 5,141.60
Net assets / (liabilities) (5,062.21) 30.70 (62.05) (5,093.56)

b) The company's exposure to foreign currency risk as of March 31, 2020 expressed in INR, is as follows:

31-Mar-20
Particulars USD SGD EURO Total
Financial Assets
Cash and cash equivalents 6.03 29.87 11.05 46.95
Financial Liabilities
Trade payables 5,359.28 - - 5,359.28
Net assets / (liabilities) (5,353.25) 29.87 11.05 (5,312.33)

ii.) Interest Rate Risk and Sensitivity:-

Interest rate risk is the risk that the fair value or future cash flows on 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. Various variables are considered by the management in structuring the company's investment to achieve a reasonable, competitive cost of funding.

(All amounts in INR thousands unless otherwise stated)

The exposure of the company's borrowing to fixed interest rate at the end of the reporting period are as follows:

Particulars 31/Mar/21 31/Mar/20
Financial Liabilities
Fixed rate intercorporate deposits - 5,820.00
Total - 5,820.00

iii) Price Risk and Sensitivity:

The Company is mainly exposed to the price risk due to its investment in Equity instruments carried at FVOCI. The price risk arises due to uncertainties about the future market values of these investments. These are exposed to price risk.

The company also have investment in equities of other companies. The company treats the investment as strategic and thus fair value the investment through OCI. Thus the changes in the market price of the securities are reflected under OCI and hence not having impact on profit and loss. The profit or loss on sale will be considered at the time of final disposal or transfer of the investment. Also investment in associates and subsidiaries are carried at cost.

Note 25:- Capital Risk Management

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

Particulars 31-Mar-21 31-Mar-20
Borrowings + Intercorporate deposits - 7,113.65
(current + non-current)
Less: Cash and Cash Equivalents 25,574.05 20,552.70
Less: Current Investments - -
Net Debt (25,574.05) (13,439.05)
Equity 887,445.82 801,854.13
Net Debt to Equity 0.00% 0.00%

Note 26: Related party disclosure

A List of related parties (as identified and certified by the Management)

(i) Name Relationship
Chem Mach Private Limited. Group Company
Suma Commercial Private Limited. Group Company
AMJ Land Holdings Limited Associate Company
Biodegradable Product India Limited (formerly known as Pudumjee Plant Group Company
Laboratories Limited)
Pudumjee Paper Products Limited Associate Company
Pudumjee Investment and Finance Company Limited Group Company
Fujisan Technologies Limited Subsidiary Company

*Note:Pudumjee Investment & Finance Company Limited (PIFCO) has merged with AMJ Land Holdings Limited vide a Scheme of Merger by Absorption, approved by Hon'ble National Company Law Tribunal, Mumbai Bench vide its Order dated 15th October, 2020 ('Order'). Pursuant to the filing of the said Order with Registrar of Companies and approval thereof, the said company (i.e. PIFCO) show status as 'Amalgamated' on the MCA website.

(ii) Key Management Personnel (KMP)

Name Relationship
Arunkumar Mahabirprasad Jatia Director
Vrinda Jatia Director
Surendra Kumar Bansal Director
Basant Kumar Khaitan Director
Vinod Kumar Beswal Director
Raju Rasiklal Adhia C.F.O
Bhalchandra Ramakant Nadkarni Director
Reena Rapheal Company Secretary

* Please note only those related parties with whom the company has a transactions during the year has been disclosed.

B Transaction with related parties (All amounts in INR thousands unless otherwise stated)
Sr. Volume of transactions Amount outstanding as on
No. Particulars 31-Mar-21 31-Mar-20 Receivable Payable
31-Mar-21
Receivable Payable
31-Mar-20
i. Suma Commercial Private Limited
Arunkumar Mahabirprasad Jatia
Inter corporate deposit given
Chem Mach Private Limited
1,800.00
4,020.00
-
4,300.00
12,255.00
550.00
-
-
-
-
-
-
-
-
-
1,800.00
4,020.00
-
ii. Inter corporate deposit received
Chem Mach Private Limited
300.00 300.00 - - - -
iii. Suma Commercial Private Limited
Arunkumar Mahabirprasad Jatia
Chem Mach Private Limited
Interest charged
52.32
90.10
-
358.20
938.90
29.41
-
-
-
-
-
-
3.45
-
-
358.20
938.90
-
iv. AMJ Land Holdings Limited
Rent paid
483.18 476.93 - - - 12.74
v. Pudumjee Paper Products Limited
AMJ Land Holdings Limited
Dividend received
-
-
4,759.48
3,184.13
-
-
-
-
-
-
-
-
vi. AMJ Land Holdings Limited
Security Deposits received
- - 12.00 - 12.00 -
vii. Pudumjee Paper Products Limited
Sale of Goods / Services
129.80 3.30 - - 3.30 -
viii. Pudumjee Paper Products Limited
Purchase of Goods
- 10.48 - - - -
ix. Purchase of shares (investment)
Pudumjee Paper Products Ltd
AMJ Land Holdings Limited
1,512.58
-
7,856.06
-
-
-
-
-
-
-
-
-
a)
b)
c)
d)
e)
x.
Remuneration to Key Management Personnel
Sitting fees to non-executive directors
Short term employment benefits
Post employment benefit
Other long term benefits
Sitting fees to directors
1,661.55
19.00
-
-
-
439.26
19.00
-
-
-
-
-
-
-
-
10.00
-
-
-
-
-
-
-
-
-
-
-
-
-
-

THACKER AND COMPANY LIMITED ANNUAL REPORT 2020-2021

(All amounts in INR thousands unless otherwise stated)

Note 27: Contingent Liabilities not provided for in respect of:
Particulars 31/Mar/21 31/Mar/20
Income Tax demands under dispute - -

Note 28: Computation of basic and diluted Earning Per Share (EPS)

Particulars 31/Mar/21 31/Mar/20
Basic / Diluted EPS:
(a) Net Profit after tax as per Profit & Loss Account:
After current and deferred tax 67,594.16 73,457.41
(b) Number of Equity shares of Rs. 1/- each 1,087.94 1,087.94
(c) Basic & Diluted (in Rs.) 62.13 67.52

Note 29: Assets pledged as security

No assets pledged as security during the year.

Note 30 : Lease

(a) Transition to Ind AS 116 :

Effective April 1, 2019, the Company adopted Ind AS 116 "Leases" and applied the standard to all lease contracts. Accordingly, Ind AS 116 is applied only to contracts that were previously identified as leases under Ind AS 17.

(b) Operating lease as Leasor :

The company has leased a premises under cancellable operating lease. The leases have varying terms, escalation clauses and renewal rights. On renewal, the terms of the leases are renegotiated.

Particulars 31-Mar-21 31-Mar-20
Commitments for minimum lease receivables in relation to cancellable operating lease :
i) not later than one year 19,143.94 14,730.50
ii) later than one year and not later than five years 38,289.17 76,244.46
iii) later than five years - -

(c) Operating lease as Leasee :

The company has subletted a property under an operating lease. The lease have varying terms, escalation clauses and renewal rights. On renewal, the terms of the leases are renegotiated.

Particulars 31-Mar-21 31-Mar-20
Commitments for minimum lease payables in relation to cancellable operating lease :
i) not later than one year 404.40 489.60
ii) later than one year and not later than five years 166.32 822.00
iii) later than five years - -

Note 31: Interest in other entities

a ) Details of Subsidiary / Associates:

Place of
Business /
Ownership interest held by the
Group
Ownership interest held by
non-controlling interests
Name of Entity Country of
Incorporation
31-Mar-2021
%
31-Mar-2020
%
31-Mar-2021
%
31-Mar-2020
%
I) Subsidiary
a) Fujisan Technologies Limited India 100.00 100.00 - -
II) Associate
a) AMJ Land Holdings Limited India 15.74% 15.53% N.A. N.A.
b) Pudumjee Paper Products Limited India 14.55% 14.55% N.A. N.A.
Notes to the Consolidated Financial Statements as on and for the year ended 31st March, 2021.

(All amounts in INR thousands unless otherwise stated)

b ) Financial information of subsidiary:

Fujisan Technologies Limited
Particulars 31-Mar-21 31-Mar-20
Share Capital 1,000.00 1,000.00
Reserves & Surplus 33,165.59 23,020.54
Total Assets 44,080.44 33,409.53
Total Liabilities 44,080.44 33,409.53
Investment 17,518.64 11,556.10
Total Revenue 32,585.87 31,534.89
Profit / (Loss) before Tax 6,937.83 6,627.59
Profit / (Loss) after Tax 5,131.55 4,920.48
Other Comprehensive Income (Net) 5,962.54 (6,322.41)
Total Comprehensive Income 11,094.09 (1,401.93)

Note 32: Additional information required by Schedule III:

minus total liabilities Net Assets, i.e., total assets Share in profit or loss comprehensive income
Share in other
Share in total comprehensive
income
Name of the entity consolidated
net assets
As % of
Amount consolidated
profit or loss
As % of
Amount consolidated
As % of
OCI
Amount consolidated total
comprehensive
As % of
income
Amount
a) Fujisan Technologies Limited
I) Subsidiary (Indian)
31-Mar-21
3.85% 34,165.59 7.59% 5,131.55 16.25% 5,962.54 10.64% 11,094.09
31-Mar-20 3.00% 24,020.54 6.70% 4,920.48 20.09% (6,322.41) -3.34% (1,401.93)
II) Associate (as per the equity method)
a) AMJ Land Holdings Limited
31-Mar-21
18.36% 162,954.07 10.30% 6,965.42 44.13% 16,194.57 22.21% 23,159.99
31-Mar-20 17.17% 137,677.28 20.73% 15,226.70 15.89% (5,001.75) 24.35% 10,224.95
b) Pudumjee Paper Products Limited
31-Mar-21
31-Mar-20
52.19%
52.22%
463,133.99
418,700.32
64.64% 43,695.11
53.90% 39,594.19
2.01% 6.19% (1,947.08)
738.12
42.61% 44,433.23
89.66% 37,647.11

(All amounts in INR thousands unless otherwise stated)

Note 33: Segment reporting

A. Basis of Segmentation:

  • (a) Investment & Finance
  • (b) Business Centre
  • (c) Trading Business
  • Scanners & related Products
  • Others
  • (d) Others Unallocables

B. Information about Reportable Segments

Total 295.33 1,676.69
Profit before tax 22,158.04 21,918.52

Notes to the Consolidated Financial Statements as on and for the year ended 31st March, 2021.

The Board of Directors of Holding Company examines the Group's performance based on the nature of products and services and has identified below mentioned reportable segments of its business as follows:

Particulars 31-Mar-21 31-Mar-20
Segment Revenue
(a) Investment & Finance 418.96 8,109.84
(b) Business Centre 39,911.66 36,902.11
(c) Trading Business
- Scanners & related Products 32,585.87 31,534.89
- Others - -
(d) Others Unallocables 1,570.16 1,074.82
Total 74,486.65 77,621.66
Less: Inter segment revenue - -
Net sale/ Income from operation 74,486.65 77,621.66
Segment Results (Profit before interest, tax & depreciation) :
(a) Investment & Finance (47.65) 7,753.34
(b) Business Centre 34,743.69 32,863.80
(c) Trading Business
- Scanners & related Products 7,352.30 7,117.46
- Others (87.59) (1,512.00)
(d) Others Unallocables 280.69 (1,323.79)
Total 42,241.44 44,898.81
Less: Depreciation
(a) Investment & Finance 973.41 1,049.65
(b) Business Centre 18,494.86 19,943.26
(c) Trading Business
- Scanners & related Products 319.80 310.69
- Others - -
(d) Others Unallocables - -
Total 19,788.07 21,303.60
Less: Finance Cost
(a) Investment & Finance 43.99 23.62
(b) Business Centre 156.68 1,473.90
(c) Trading Business
- Scanners & related Products 94.66 179.17
- Others - -
(d) Others Unallocables - -

Segment Revenue, Results, Assets and Liabilities include the respective amounts identifiable to each of the segments and amount allocated on a reasonable basis. Unallocated expenditure / Income consist of common expenditure incurred for all the segments and expenses incurred or interest / investment income earned at corporate level. The assets and liabilities that cannot be allocated between the segments are shown as unallocated assets and unallocated liabilities respectively.

The accounting policies of the reportable segments are same of the group's accounting policies described in Note 2. The operating segments reported are the segments of the Group for which separate financial information is available. Profit before tax (PBT) are evaluated regularly by the CODM in deciding how to allocate resources and in assessing performance. The Group's financing (including finance cost and finance income) and income taxes are reviewed on an overall basis and are not allocated to operating segments, however finance cost taxes are reviewed on an overall basis and are not allocated to operating segments, however finance cost relating to directly attributable specific borrowing is disclosed against respective segment.

The following table presents revenue, profit, assets and liabilities information regarding the Group's business segments:

117

(All amounts in INR thousands unless otherwise stated)

Particulars 31-Mar-20 Cash flows Non cash changes/
Fair value/
Amortisation
31-Mar-21
Long term borrowings (including current maturities) - - - -
Short term borrowings 5,820.00 (5,820.00) - -
Total liabilities from financing activities 5,820.00 (5,820.00) - -

Note 35: Impact of changes in accounting policy

Note 36: Reclassification

Previous year figure's have been reclassified to confirm to this year's classification

The accompanying notes are an integral part of the financial statements. As per our report of date attached For and on behalf of ADV & Associates For and on behalf of the Board of Directors of Thacker and Company Limited Chartered Accountants Firm Registration No: 128045W

Particulars 31-Mar-21 31-Mar-20
Segment Assets
(a) Investment & Finance 673,971.99 572,729.40
(b) Business Centre 203,757.51 223,779.79
(c) Trading Business
- Scanners & related Products 26,561.80 21,853.43
- Others 3,556.29 3,783.06
(d) Others Unallocables 1,118.53 8,533.10
Total 908,966.12 830,678.78
Segment Liabilities
(a) Investment & Finance - -
(b) Business Centre 9,379.84 14,165.57
(c) Trading Business
- Scanners & related Products 9,914.85 9,389.00
- Others 748.00 4,317.98
(d) Others Unallocables 1,477.61 952.11
Total 21,520.30 28,824.66
Reena Rapheal
CS
Date: 09th June, 2021
Date: 09th June, 2021
Place: Mumbai

Notes to the Consolidated Financial Statements as on and for the year ended 31st March, 2021.

The company has applied amendments in Ind AS 12 - Taxes, in other IndASs' and new Ind AS 116 - Leases, effective from April 1, 2019. The application of these new standards and amendments does not have any material impact in the financial statements of the Company. The required additional disclosures in Ind AS 12 (amended) and Ind AS 116 are given in Note 22 and 30 respectively.

Note 34: Disclosure for changes in Financial Liabilities (as per amendment to Ind AS 7)

Form AOC- 1

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures

Part "A": Subsidiary

(Amount Rs. In '000 except percentage)

1 Sl. No. 1
2 Name of the subsidiary Fujisan Technologies Limited
3 Reporting
period
for
the
subsidiary
concerned, if different from the holding
company's reporting period
Reporting period is same as the
Reporting
period
of
Holding
Company
4 Reporting currency and Exchange rate as
on the last date of the relevant Financial
year in the case of foreign subsidiaries.
Not applicable
5 Share capital (Rs.) 1000.00
6 Reserves & surplus (Rs.) 33,165.59
7 Total assets (Rs.) 44,080.44
8 Total Liabilities (Rs.) 44,080.44
9 Investments (Rs.) 17,518.64
10 Turnover (Rs.) 32,585.87
11 Profit before taxation (Rs.) 6,937.83
12 Provision for taxation (Rs.) 1,806.28
13 Profit after taxation(Rs.) 5,131.55
14 Proposed Dividend (Rs.) N.A.
15 % of shareholding 100%

Notes:

    1. Names of subsidiaries which are yet to commence operations NIL
    1. Names of subsidiaries which have been liquidated or sold during the year. NIL

PART "B": ASSOCIATES AND JOINT VENTURES

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

(Amount in Rs.'000, except no. of shares and percentage)

Name of Associates/Joint Ventures AMJ Land Pudumjee
Holdings Limited Paper Products
Limited
1. Latest audited Balance Sheet Date 31.03.2021 31.03.2021
2. Shares of Associate/Joint Ventures held by the
company on the year end
(i) Number of Shares 64,52,364 1,38,15,362
(ii) Amount of Investment in Associates/Joint Venture 1,62,954.07 4,63,133.99
(iii) Extent of Holding % 15.74 14.55
3. Description of how there is significant influence Associate Associate
4. Reason why the associate/joint venture is not Consolidated Consolidated
consolidated
5. Networth attributable to Shareholding as per latest 11,45,647.00 31,04,951.00
audited Balance Sheet
6. Profit / Loss for the year 44,253.00 3,00,310.00
(i) Considered in Consolidation 6,965.42 43,695.11
(ii) Not Considered in Consolidation 37,287.58 2,56,614.89

Notes:

    1. Names of associates or joint ventures which are yet to commence operations NIL
    1. Names of associates or joint ventures, which have been liquidated or sold during the year. – NIL

On behalf of the Board of Directors

A.K.Jatia V.K.Beswal Director Director

(DIN: 01104256) (DIN: 00120095)

Raju Adhia Reena Rapheal Chief Financial Officer Company Secretary

Place: Mumbai Date: 9th June, 2021