Your Directors have pleasure in presenting the 34th Annual Report on the business and operations of the Company along with the Audited Financial Statements of the Company for the Financial year ended 31st March, 2021.

FINANCIAL HIGHLIGHTS

OPERATIONS AND STATE OF AFFAIRS

During the year under review, your Company's operating income was Rs. 11,732.62 lakh (post-merger) in comparison to Rs. 10,591.32 lakh (post-merger) in the previous year. The Company has earned a profit after tax of Rs. 2,628 lakh (post-merger) during the period under review in comparison to Rs. 165.92 lakh (postmerger) in the previous year. The management is hopeful of and trying their level best to expand the business and increase the profitability of the Company in near future.

COVID-19 PANDEMIC

The Novel Coronavirus disease (COVID-19) was declared a global pandemic by the World Health Organization on March 11, 2020. The Government of India took various actions to contain the COVID-19 pandemic, such as closing of borders and lockdown restrictions, which resulted in significant disruption to people and businesses. In response to COVID-19 pandemic situation, the Company quickly instituted measures to trace all employees and be assured of their safety, health and well-being. Fortunately, no COVID-19 case has been found across our manpower. Keeping in view the safety of our employees and in line with the guidelines issued by the Government. The Company is taking all necessary measures in terms of mitigating the impact of the challenges being faced in the business.

INFORMATION ON STATE OF COMPANY'S AFFAIRS

The Company has started its journey in the year 1987 with manufacturing, cultivating, buying, selling, procuring or dealing in agricultural products as its main activity. The Company has diversified its business in due course of time and entered in the real

estate business. Subsequently, the Company also started trading of shares, Derivatives, Options, Forex, commodities and other Financial instruments. At present, the Company is engaged in development of approved integrated Industrial Park on the land situated at Ludhiana-Chandigarh Road, Ludhiana. In this regard, the Company had entered into a partnership ventures in which Company will be developing the affordable housing projects in Ludhiana and project is already under process as for which intimation is provided earlier.

The overall performance of the Company during financial year 2020-21, amid a challenging economic scenario, vindicates the effectiveness of the initiatives undertaken by the Company's Management so as to exploit better business opportunities in near future.

Further, it is hereby confirmed that there has been no change in the nature of business of the Company.

DIVIDEND

The Board has not recommended any dividend during the year under review in order to retain the same in the business for further growth, and future projects to be undertaken by the Company in the near future.

SCHEME OF MERGER AND AMALGAMATION UPDATION

As part of the group restructuring, the Board of directors of the Company in their Board Meeting held on18th September, 2018, approved the Scheme of Amalgamation for merger of 3 (three)Group Companies, viz. Ritesh Spinning Mills Limited, Ritesh Impex Private Limited, H B Fibres Limited with Ritesh Properties and Industries Limited.

The Appointed Date for the Scheme of Amalgamation is 1st April, 2018. As a result of the implementation of the aforesaid amalgamation, the four group companies as aforesaid will be dissolved without winding up.

Hon'ble National Company Law Tribunal (“NCLT”) New Delhi Bench vide order dated August 25, 2021 had approved the Scheme of Amalgamation amongst Ritesh Spinning Mills Limited, Ritesh Impex Private Limited, H B Fibres Limited (“Transferor Companies”) with and into Ritesh Properties and Industries Limited ('Transferee Company”/“Company”) and their respective shareholders and creditors (hereinafter referred to as “Scheme”'). The Appointed Date for the Scheme of Amalgamation is 1st April, 2018. As a result of the implementation of the aforesaid amalgamation, the Transferor Companies as aforesaid were dissolved without winding up and accordingly, the Board of Directors in its meeting held on 1st December, 2021 had allotted 1,16,29,812 (One Core Sixteen Lakhs Twenty Nine Thousand Eight Hundred Twelve) equity shares to the shareholders of the Transferor Companies in terms of the sanctioned Scheme.

TRANSFER TO RESERVES

During the period under review, the Company had not transferred any amount to Reserves.

CHANGES IN SHARE CAPITAL

During the period under review, the authorised share capital of the Company was increased from Rs. 15,00,00,000/- divided into 1,50,00,000 Equity Shares of Rs. 10/- each to Rs. 21,00,00,000/-divided into 2,10,00,000 Equity Shares of Rs. 10/- each at the 33rd Annual General Meeting held on 28th December 2020.

The paid up capital of the Company as on 31st March 2021 was Rs. 11,59,09,580/- (Rupees Eleven Crore Fifty Nine Lac Nine Thousand Five Hundred and Eighty Only) divided into 1,15,90,958 Equity Shares of Rs. 10/- each. During the period under review, there was no change in the paid up share capital of the Company.

DIRECTORS OR KEY MANAGERIAL PERSONNEL

During the period under review, Mr. Deva Pampathi Reddy (DIN: 01939650) was appointed as an Independent Director of the Company for a period of 5 consecutive years w.e.f 23rd October, 2019 in in the 33rd AGM held on 28th December, 2020. Further, Mr. Surendar Kumar Sood (DIN: 01091404), Mr. Gurpreet Singh Brar (DIN: 06597336) and Mrs. Shweta Sehgal (DIN: 06970433) were also re-appointed in the 33rd AGM as the Independent Directors of the Company for the second term of 5 consecutive years with effect from 25th September, 2019. In the opinion of Board of Directors of the Company, all the Independent Directors are the persons of integrity and possess relevant expertise and experience.

During the period under review, Mr. Virinder Jit Singh Billing (DIN: 07736423) had resigned from the designation of Whole-time director of the Company on 28th November, 2020.

In accordance with the provisions of the Companies Act, 2013 ('Act') and the Articles of Association of the Company, Mr. Kavya Arora (DIN: 02794500), Whole-time Director of the Company, will retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

Further, Mr. Sanjeev Arora (DIN: 00077748) has been reappointed as the as the Chairman & Managing Director of the Company subject to the approval of the members in the ensuing Annual General Meeting for a period of 3 years with effect from September 25, 2022.

Further, Mr. Hemant Sood (DIN: 02446952) was appointed as the additional director in the capacity of Non-executive Nonindependent Director of the Company with effect from 14th August 2021 and has been appointed as the Non-executive Nonindependent Director subject to the approval of the members in the ensuing Annual General Meeting with effect from the same date.

Mr. Rohit Kumar Maggu (DIN: 07729856) had resigned from the designation of Independent Director of the Company on 8th June, 2021.

For the financial year 2020-21, the Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act, and Regulation 16 and 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations').

All the Independent Directors of the Company have complied with the requirement of inclusion of their names in the Data bank of Independent Directors maintained by Indian Institute of Corporate Affairs..

None of the Directors of your Company are disqualified under the provisions of Section 164(2)(a) & (b) of the Act, and a certificate dated 3rd December, 2021 received from Mr. Mohd Zafar, Company Secretary in Practice certifying that none of the directors on the board of the Company have been debarred or disqualified from being appointed or continuing as directors of the Companies by SEBI/Ministry of Corporate Affairs or any such statutory authority is annexed to the Corporate Governance Report.

SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES

During the period under review, the Company did not have any Subsidiary, joint venture or associate company.

DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTORS UNDER SECTION 149(6) OF THE ACT

For the financial year 2020-21 the Independent Directors of your

Company submitted declarations of their Independence as required under Section 149(7) of the Act and the Listing Regulations, confirming that they meet the criteria of independence as provided in Section 149(6) of the Act and Rules framed there under and Regulation 25(8) read with regulation 16(1)(b) of the Listing Regulations. There was no change in the circumstances effecting their status as Independent Directors of the Company. The Board reviewed the declarations and noted that all Independent Directors are independent of the Company's management.

KEY MANAGERIAL PERSONNEL

As on 31st March, 2021, the details of the Key Managerial Personnel of the Company are provided as under:

During the period under review, Mr. Virinder Jit Singh Billing (DIN: 07736423) had resigned from the designation of Whole-time director of the Company on 28th November, 2020.

NUMBER OF MEETINGS

During the period under review, 7 meetings of Board of Directors, 6 Meetings of Audit Committee, 6 meetings of Stakeholders Relationship Committee, 5 meetings of Nomination and Remuneration Committee and 5 meetings of Restructuring Committee. Detailed information about the meetings is given in corporate governance report which forms the part of Annual Report.

PERFORMANCE EVALUATION

Pursuant to the provisions of the Act, and Regulation 25(3) & (4) of the Listing Regulations, the Independent Directors in their meeting held on 31st March, 2021 have evaluated the performance of NonIndependent Directors, Chairperson of the Company after considering the views of the Executive and Non-Executive Directors, Board as a whole and assessed the quality, quantity and timeliness of flow of information between the Company's Management and the Board. The Nomination and Remuneration Committee has also carried out evaluation of performance of every Director of the Company. On the basis of evaluation made by the Independent Directors and the Nomination and Remuneration Committee and by way of individual and collective feedback from the Non-Independent Directors, the Board has carried out the Annual Performance Evaluation of the Directors individually as well as evaluation of the working of the Board as a whole and Committees of the Board.

The Listing Regulations mandate the Board of listed companies to monitor and review the Board Evaluation framework Section 134(3) of the Act, read with the Rule 8 of the Companies (Accounts) Rules, 2014 issued there under further provides that a formal annual evaluation needs to be made by the Board of its own performance and that of its Committees and individual Directors. The Schedule IV of the Act, read with the Rules issued there under and Regulation 17(10) of the Listing Regulations states that the performance evaluation of Independent Directors shall be done by the entire Board of Directors, excluding the Director being evaluated.

The Questionnaire for evaluation of the performance of each Director was based on level of participation in meetings, understanding the roles & responsibilities, understanding the strategic issues and challenges in the Company. The

Questionnaire for evaluation of the Performance of Board was based on board composition, experience & competencies, understanding of business and competitive environment, quality of discussion at the board meeting, time spent by the board on the Company's long term goals and strategies. The Questionnaire for evaluation of the Committee was based on understanding of the terms of reference, discharge of its duties, performance of the Committee, Composition of the Committee.

AUDIT COMMITTEE

Pursuant to Section 177 of the Act, and Regulation 18 of Listing Regulations, the Company has a duly constituted Audit Committee, whose primary objectives are to monitor, supervise and effective management of company's finance, to ensure effective internal financial controls and risk management systems with high level of transparency and accuracy.

As on March 31, 2021, the Audit Committee of the Company comprises of Two Independent Directors viz. Mr. Surendar Kumar Sood as Chairman and Mr. Gurpreet Singh Brar as Member, and Mr. Roop Kishore Fatehpuria, Whole-time Director as Member of the Company. The Committee interalia reviews the Financial Statements before they are placed before the Board, internal control system and Reports of Internal Auditors and Compliance of various regulations. The brief terms of reference of the Committee and the details of the Committee meetings are provided in the Corporate Governance Report.

NOMINATION AND REMUNERATION COMMITTEE

As on March 31, 2021, the Nomination and Remuneration Committee comprises of three Independent Directors with Mr. Surendar Kumar Sood as Chairman, Mr. Gurpreet Singh Brar and Mrs. Shweta Sehgal as Members. The Committee, interalia identifies persons who are qualified to become directors and who may be appointed in senior management. The brief terms of reference of the Committee and the details of the Committee meetings are provided in the Corporate Governance Report.

STAKEHOLDERS' RELATIONSHIP COMMITTEE

As on March 31,2021, the Stakeholders' Relationship Committee comprises of one Independent Director with Mr. Surendar Kumar Sood as Chairman,Mr. Roop Kishore Fatehpuria and Mr. Kavya Arora as a Member. The Committee, inter alia reviews the grievance of the security holders of the Company and redressal thereof. The brief terms of reference of the Committee and the details of the Committee meetings are provided in the Corporate Governance Report.

RESTRUCTURING COMMITTEE

On August 09, 2018, a Committee was constituted with the name “Restructuring Committee” for the Proposed Merger & Amalgamation of Ritesh Spinning Mills Limited, H.B. Fibres Limited and Ritesh Impex Limited with and into Ritesh Properties and Industries Limited, and consisting of three directors, Mr. Surendar Kumar Sood (Chairman of the Committee), Mr. Kavya Arora (Member of the Committee), Mrs. Shweta Sehgal (Member of the Committee). The Committee meetings were organised regularly for the purpose of aforesaid merger. As on March 31, 2021, the constitution of the Committee remains the same.

VIGIL MECHANISM

Pursuant to the provisions of Section 177(9) & (10) of the Act, and the Listing Regulations, a 'Whistle Blower Policy' to establish Vigil Mechanism for directors and employees to report genuine concerns has been framed. The policy is revised from time to time to realign it with applicable regulations or organisations suitability. The latest policy is available on the website of the Company and the web link of the same is provided in the Corporate Governance Report. This policy provides a process to disclose information, confidentially and without fear of reprisal or victimization, where there is reason to believe that there has been serious malpractice,

fraud, impropriety, abuse or wrong doing within the Company. The Company ensures that no personnel have been denied access to the Audit Committee.

POLICY ON NOMINATION AND REMUNERATION

The summary of Remuneration Policy of the Company prepared in accordance with the provisions of Section 178 of the Act, read with Part D of Schedule II of the Listing Regulations are provided in the Corporate Governance Report. The Remuneration Policy is approved by the Board of Directors and is uploaded on the website of the Company. The web link to the Remuneration Policy is as under:

https://www.riteshindustries.us/pdf/Nomination%20&%20Remun

eration%20Policy.pdf

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The details in respect of internal financial control and their adequacy are included in the Management Discussion & Analysis Report, which forms part of this report.

STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weaknesses in the design or operation were observed.

CORPORATE SOCIAL RESPONSIBILITY

During the period under review, the provisions of Corporate Social Responsibility were not applicable to the Company.

RELATED PARTY TRANSACTIONS

During the financial year 2020-21, the Company has entered into transactions with related parties in the ordinary course of business and on arms' length basis and in accordance with the provisions of the Act, and rules made there under and Regulation 23 of the Listing Regulations.

During the financial year 2020-21, there were no transactions with related parties which qualify as material transactions under the provisions of the Act, and Listing Regulations.

The details of the related party transactions as required under IndAS- 24 are set out in the Notes to accounts of Auditor's Report forming part of this Annual Report. The Board of Directors has adopted Related Party Transaction Policy and the same is available on following link

http://www.riteshindustries.us/Related-Party-Transaction-

Policy.pdf

The particulars of the related party transactions, as required under Section 134(3)(h) of the Act, read with Rule 8(2) of the Companies (Accounts) Rules, 2014 are provided in Form AOC-2 which is annexed herewith as “Annexure-III”.

DIRECTORS RESPONSIBILITY STATEMENT

In terms of the provisions of Section 134(3)(c) read with Section 134(5) of the Act, the Directors state that:

a) In preparation of the annual accounts for the financial year ended March 31,2021, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

b) The Directors have selected such Accounting Policies as listed in the Financial Statements and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year as on March 31,2021 and of the profits of the Company for that period;

c) The Directors have taken proper and sufficient care for 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;

e) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are 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.

MAINTENANCE OF COST RECORDS

Pursuant to sub-section (1) of Section 148 of the Act, the maintenance of Cost Records as specified by the Central Government is not required by the Company and accordingly such accounts and records are not made and maintained by the Company.

MATERIAL CHANGES

There have been no material changes and commitments affecting the financial position of the Company since the close of financial year i.e. since March 31,2021 and the date of this report except as follows:

1. During the year, the issuance of Optionally Fully Convertible Debentures ('OFCDs') by way of preferential issue on private placement basis in accordance with provisions prescribed in the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2019 was approved in Board Meeting dated 15th February, 2021. The Board of Directors in their meeting held on 8th April, 2021 allotted 42,00,000 (Forty Two Lakh) OFCDs of the face value of 10/- (Rupees Ten Only) each on private placement basis at an issue price of 22/- (Rupees Twenty Two Only) each i.e. at a premium of 12/- (Rupees Twelve Only) per OFCDs.

2. After the period under review, an Open Offer for the Acquisition of Up to 41,05,650 Equity Shares of Face Value of Rs. 10/- each Constituting 26% of the expanded equity share capital of Ritesh Properties And Industries Limited from the public shareholders of the Company by Findoc Finvest Private Limited (“Acquirer”) was made. The letter of offer was duly updated on the Stock Exchange on 03rd June, 2021 and on the website of the Company. The tendering period for the offer commenced from 10th June, 2021 ended dated 24th June, 2021. On 07th July, 2021, Post offer Advertisement under Regulation 18(12) of SEBI (SAST) Regulations, 2011 was given to Stock Exchange.

3. Hon'ble National Company Law Tribunal (“NCLT”) New Delhi Bench vide order dated August 25, 2021 had approved the Scheme of Amalgamation amongst Ritesh Spinning Mills Limited, Ritesh Impex Private Limited, H B Fibres Limited (“Transferor Companies”) with and into Ritesh Properties and Industries Limited ('Transferee Company”/“Company”) and their respective shareholders and creditors (hereinafter referred to as “Scheme”'). The Appointed Date for the Scheme of Amalgamation is 1st April, 2018. As a result of the implementation of the aforesaid amalgamation, the Transferor Companies as aforesaid were dissolved without winding up and accordingly, the Board of Directors in its meeting held on 1st December, 2021 had allotted 1,16,29,812 (One Core Sixteen Lakhs Twenty Nine Thousand Eight Hundred Twelve) equity shares to the shareholders of the

Transferor Companies in terms of the sanctioned Scheme. PUBLIC DEPOSITS

During the period under review, the Company did not invite or accept any deposits from the public in terms of Chapter V of the Act.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The Company did not have any unclaimed dividend during the period under review. Therefore, no amount was required to be transferred to Investor Education and Protection Fund.

LISTING OF SHARES

The Equity Shares of the Company are listed on the BSE Limited (BSE) with scrip code No.526407 with scrip symbol RPIL. The Company confirms that the annual listing fees to the stock exchanges for the financial year 2020-21 and 2021-22 has been duly paid.

PARTICULARS OF LOAN, GUARANTEES AND INVESTMENTS UNDER SECTION 186

Loans, Guarantees and Investments under section 186 of the Companies Act, 2013 form the part of the Notes to the financial statements provided in this annual report.

AUDITORS

i. Statutory Auditors

The Members at 33rd AGM of the Company had appointed M/s Khandelwal Jain & Co., Chartered Accountants (Registration No. ICAI FRN 105049W) as Statutory Auditors of the Company in place of M/s S.M. Mathur and Co. Chartered Accountants, for a period of 5 years from the conclusion of the 33rd AGM till the conclusion of the 38th AGM.

Statutory Auditors' Report:

The Statutory Auditors' Report issued by M/sKhandelwal Jain & Co.,along with the Standalone Financial Statements of the Company for the financial year ended March 31,2021 forms part of this Annual report. The Auditor's Report read together with the notes on Accounts is self-explanatory and therefore, in the opinion of the Directors, do not call for any further explanation. Further, no qualification, reservation or adverse remark or disclaimer made by the Statutory Auditor in his report.

ii. Secretarial Auditors :

The Board of Directors of the Company at their meeting held on 13th February, 2021 appointed M/s MZ &Associates, Practising Company Secretaries, (Peer Review Firm No. 757/2020) as Secretarial Auditor of the Company for conducting the Secretarial Audit of the financial year 2020-21 as required under Section 204 of the Companies Act, 2013 and Rules thereunder and Regulation 24A of the Listing Regulations.

Secretarial Audit Report

In terms of section 204 of the Companies Act, 2013 and Regulation 24A of the Listing Regulations, the Secretarial Audit Report given by the Secretarial Auditors i.e. MZ &Associates, Practising Company Secretaries in Form No. MR-3 is annexed and forms part of this Report as ANNEXURE -I.

Annual Secretarial Compliance Report:

Pursuant to Regulation 24A of the Listing Regulations read with SEBI circular dated February 08, 2019, listed entities are required to submit the Annual Secretarial Compliance report with the stock exchanges within 60 days from the end of the financial year. Further, SEBI vide its circular dated April 29, 2021 extended the timeline for filing by one month upto June 30, 2021. The Company has received the Annual Secretarial Compliance report from M/s. MZ &Associates, Practising Company Secretaries, and the same has been submitted to the stock exchanges within the stipulated

time. A copy of the same is annexedto this report along with the Secretarial Audit Report.

RESPONSE TO AUDITORS' REMARKS

There is no qualification, reservation, adverse remark or disclaimer by the Statutory Auditors or by the Secretarial Auditor in their Statutory Audit Report and Secretarial Audit Report, respectively and hence, no explanation or comments of the Board is required in this matter.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The information required under Section 197(12) of the Act, read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed herewith as “ANNEXURE-II”.

ANNUAL RETURN

The Annual return of the Company for the financial year ended 31st March 2021 will be uploaded on the website of the Company at www.riteshindustries.us post filing of the same the ROC.

INVESTOR SERVICES

The Company is committed to provide the best services to the shareholders/ investors. M/s Skyline Financial Services Private Limited, New Delhi are the Registrars and Share Transfer Agents (RTA) of the Company for transfer, dematerialization of shares and other investor related services. No correspondence / enquiry from any shareholder/ investor are pending with the company for reply.

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

The information pertaining to conservation of energy, technology absorption and Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is appended as “ANNEXURE-IV” to this Board Report.

DISCLOSURE REGARDING COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS

The Company has complied with all the mandatorily applicable secretarial standards issued by The Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.

RISK MANAGEMENT

The Company follows a practice of identification of various risks pertaining to different businesses and functions of the Company. Major risks elements associated with the businesses and functions of the Company have been identified and are being addressed systematically through mitigating actions on a continuing basis.

The Audit Committee periodically reviews and monitors the steps taken by the Company to mitigate the identified risks elements.

CORPORATE GOVERNANCE REPORT

A detailed Report on Corporate Governance for the financial year 2020-21 pursuant to the SEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015 along with an Auditors' Certificate on compliance with the conditions of Corporate Governance is annexed to this report and Marked as “ANNEXURE - “VI”.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report as required under the Listing Regulations with the Stock Exchange is annexed and forms part of this Annual Report and Marked as “ANNEXURE -“V”

CEO AND CFO CERTIFICATION

Pursuant to Regulation 17(8) of the Listing Regulations, the CEO and CFO certification as specified in Part B of Schedule II thereof is

annexed to the Corporate Governance Report. The Managing Director & CEO and the Chief Financial Officer of the Company also provide quarterly certification on Financial Results while placing the Financial Results before the Board in terms of Regulation 33 of the Listing Regulations.

CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT PERSONNEL

The Code of Conduct for Directors and Senior Management Personnel is posted on the Company's website. The Managing Director &CEO of the Company has given a declaration that all Directors and Senior Management Personnel concerned have affirmed compliance with the code of conduct with reference to the financial year ended on March 31, 2021.The declaration is annexed to the Corporate Governance Report.

FRAUD REPORTING

There was no fraud reported by the Auditors of the Company under Section 143(12) of the Act, to the Audit Committee or the Board of Directors during the year under review.

CONSTITUTION OF INTERNAL COMPLAINTS COMMITTEE

Pursuant to the requirement under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, an Internal Complaints Committee has been duly constituted by the Company.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITIONS REDRESSAL) ACT, 2013

No case was filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 during the year under review.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/COURTS/TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND THE COMPANY'S OPERATIONS IN FUTURE.

During the period under review, there were no significant and material orders passed by any regulator/court/tribunal impacting the going concern status and the Company's operations in future.

ACKNOWLEDGEMENT

Your Directors wish to express their grateful appreciation for the valuable support and co-operation received from sub-brokers, business associates, vendors, bankers, financial institutions, investors, stakeholders, registrar and share transfer agent, other business affiliates and media.

The Board places on record its sincere appreciation towards the Company's valued customers for the support and confidence reposed by them in the organization and the stakeholders for their continued co-operation and support to the company and look forward to the continuance of this supportive relationship in future.

Your Directors also places on record their deep sense of appreciation for the devoted services of the employees during the period under review.

For and on behalf of the Board of Directorssd/-

(Sanjeev Arora) Chairman-Cum-Managing Director Din: 00077748 Hampton Court Business Park, NH-05, Ldh-Chd Road, Ludhiana-141123

Dated: 06/12/2021 Place: Gurugram