AFFLUENCE

DIRECTORS’ REPORT

To,

The Shareholders,

MONOJ VAIBHAV GEMS 'N' JEWELLERS PRIVATE LIMITED

Your Directors are pleased to present the 32ndAnnual Report on the business and operations of your Company along with the Audited Financial Statements for the Financial Year 2020-21.

FINANCIAL SUMMARY/HIGHLIGHTS, OPERATION:

The financial performance of your Company for the year ended 31st March, 2021 is summarized below:                                                          

                                                (Rs. in Lakhs)

   1.     STATE OF THE COMPANY’S AFFAIRS

The Company prepared its financial statements in accordance with applicable accounting principles in India, the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 (‘Act’) read with Rule 7 of the Companies (Accounts) Rules, 2014, the provisions of the Act (to the extent notified) and other accounting principles generally accepted in India to the extent applicable.

During the year under review, Total revenue from retail operations of the Company is Rs.1433.57 Crore as Compared to Rs.1279.13 Crore in the previous year i.e. an increase of 12.07% in retail operations.During the year, Company optimized profitability by concentrating on Retail sale of Jewellery.Thus, the total Revenue of the Company stood at Rs.1439.93Crore as compared to Rs.1283.65 Crores in the previous year. Overall growth in Revenue is 12.17% in financial year 2020-21.

Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) for the financial year 2020-21 is 83.91Crores and Profit before Tax (PBT) for the year under review was Rs.38.49 Crores before extraordinary items as compared to EBITDA  of Rs. 83.46 Crores and Profit before Tax (PBT) Rs.36.58 Crores reported last year. Net Profit of the Company for the year under review is Rs.20.69 Crores as compared to previous year Net Profit of Rs.26.86 Crores which was due to write off of the extra-ordinary items.

In order to compete in the changing market conditions, Companyfocused and is continuing to focus on its core business expansion viz., Jewellery business. A focused approach and unique strategy was adopted for the retail jewellery business with the objective of achieving higher growth and profitability. Various strategic initiatives such as optimization of cost, focused sales strategy, regular performance improvement initiatives contributed to an impressive performance by your Company both in terms of revenue and profitability.

   2.    IMPACT OF COVID 19 ON PERFORMANCE OF THE COMPANY IN THE CURRENT YEAR 2020-21

The COVID-19 pandemic has created a disruption in the supply chain across countries, significantly impacting the trade of gems and jewelry. With the declaration of COVID-19 as a pandemic in mid-March 2020, the performance of the retail stores were affected during the first half of the financial year 2020-21 due to store closures consequent upon declaration of national lockdown by the Government and subsequent state-wise lockdowns which resulted in very poor turnover of the Company in the first half of 2020-21.

The retail industry as a whole has been adversely impacted due to COVID-19 and consequent lockdown resulting out of it. The company being in the retail segment has also faced significant headwinds due to COVID-19 and retail showrooms were closed in lock down period. Though the performance for the year ended 31stMarch 2021 has been impacted due to unprecedented COVID-19 disruption which continued for nearly whole calendar year of 2020 besidesnationwide/state wise area specific lockdowns, the Company has managed to perform well and achieved marginal increase in Turnover.

While resuming operations, we followed the directives issued by the authorities from time to time and also put in place various safety measures at all units like social distancing, sanitization of place and people, compulsory wearing masks etc. to ensure the safety of our employees and customers. In addition we have provided our employees work from home option, and various amenities and support to make this transition comfortable.The Company has considered such impact to the extent known and available currently. However, the impact assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and duration. Further during the year ended 31 March 2021, the Company has renegotiated with certain landlords on rent reduction/waiver due to Covid-19 pandemic. The Company’s retail jewellery business being the sale of jewellery/bullion, in particular, gold, silver and diamond sale has been impacted due to fixed costs associated with it such as lease rentals, employee salaries, general administrative expenses like transport, power and fuel, servicing of debt and idle inventory. The management decisions and strategies drive the Company to perform reasonably well by achieving marginal increase in Turnover compared to last year in spite of COVID-19 pandemic.

The Company’s business expansion plans i.e. opening of new showrooms across south India has been stand still during FY 2020-21. As normalcy is restored in the market by lifting lockdowns, free movement of goods and services, free movement of transport during the FY 2021, the company, after evaluation and analysis of risks and opportunities, may resume the expansion of the business by opening of new retail stores.

   3.    GROUPCONCERN

¶  Vaibhav Jewellers Private Limited

¶  Vaibhav Hotels & Leisures (Visakhapatnam) Private Limited

¶  Harshil Enterprises (India) Private Limited

(The company filed form STK-2 for striking off some group companies voluntarily in the 4th quarter of 2019-20. During the financial year 2020-21 Emerge Enterprises India Private Limited has been struck off by the Registrar of Companies and Vaibhav Sky Scapes Limited, Vaibhav Goldfin Services Private Limited, Vaibhav Green Energy Private Limited, Vaibhav Hospitalities Private Limited, Vaibhav Golden Avenues Private Limited, Vaibhav Sign Tower Private Limited were struck off in September, 2021 by Registrar of Companies).

   4.    TRANSFERTORESERVE

The Company used to plough-back the Profit generated during the year. Total amount available under Reserves and Surplus as on 31st March, 2021 isRs. 221.66Crores. With a view to conserve the resources of the Company, the Directors of the Company have not recommended any dividend for the financial year 2020-21.

   5.    DIVIDEND

No interim or final dividend is declared for the financial year2020-21 due to conservation of profits by the company.

   6.    BOARDMEETINGS

During the year under review 5 (Five) BoardMeetings were held and the maximum time-gap between any two consecutive meetings was within the period prescribed under theCompanies Act, 2013.

   7.    DETAILS OF DIRECTORS OR KEYMANAGERIAL PERSONNELS WHO WERE APPOINTED OR HAVE RESIGNED DURING THE YEAR

There were no appointments or resignations of directors or key managerial personnel during the year.

   8.    DIRECTOR’S RESPONSIBILITYSTATEMENT

Pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge andability, confirm that:

(a)  In the preparation of the annual accounts, the applicable accounting standards had been followed and there are no material departures from the same;

(b)  The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

(c)   The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d)  The directors had prepared the annual accounts on a going concern basis;

(e)    The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

   9.    AUDITORS

K.K.S. Swamy, Chartered Accountant, Eluru, existing auditor has resigned as Statutory Auditor of the Company due to his pre-occupation in other assignments with effect from 16th October, 2021. Accordingly, the Board has at its meeting held on 02nd November, 2021 appointed M/s. Sagar & Associates, Chartered Accountants, Hyderabad, holding Firm Registration No. 003510S as Statutory Auditors of the Company upto the conclusion of 32nd Annual General Meeting and The Board has recommended for his appointment as Statutory Auditors for a period of 5 years from the 32nd Annual General Meeting to 37th Annual General Meeting.

  10.    EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in Form MGT 9 has been annexedas a part of this Board’s report as Annexure-I.

   11.    SECRETARIAL AUDIT REPORT

M/s. P.S.Rao & Associates, Company Secretaries in Practice, Hyderabad conducted the Secretarial Audit for the financial year 2020-21. The Secretarial Audit Report for the financial year ended March 31, 2021, is annexed herewith as Annexure- “II” which forms a part of this Report.

  12.    CORPORATE SOCIAL RESPONSIBILITY(CSR)

The Board of Directors, on recommendation of the Corporate Social Responsibility Committee framed a Corporate Social Responsibility Policy in consonance with Section 135 of the Companies Act, 2013 read with the rules made there under duly indicating the activities to be undertaken by the Company as specified in the Schedule VII of the Companies Act, 2013.

A report on CSR Activities as required under Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014 is enclosed herewith as Annexure – III.

  13.    RELATED PARTY TRANSACTIONS

Related party transactions entered during the financial year under review are disclosed in Note No. 37 to the Financial Statements of the Company for the financial year ended 31st March, 2021.

The requisite details of the related party transactions are provided as Annexure –IVto this report. Suitable disclosure as required by the Accounting Standards (AS-18) has been made in the notes to the Financial Statements. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.

All Related Party Transactions were placed before the Board for approval/approval of shareholders, wherever required.

  14.    CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/OUTGO

The information required under Section 134(3) (m) of the Companies Act, 2013 and Rule 8(3) of The Companies (Accounts) Rules, 2014 are given hereunder:

1.     Part A & B pertaining to conservation of energy and technology absorption are not applicable to the Company. However, the company makes its best efforts to conserve energy in a more efficient and effective manner. The company has not carried out any specific research and development activities. The company uses indigenous technology for its operations.

2.    Foreign Exchange earnings and outflows:

i) Foreign Exchange Earnings: Rs. 14.71Lakhs

ii) Foreign Exchange Outgo:NIL

  15.    EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS IN THEIR REPORT:

There are no qualifications, reservations or adverse remarks made by the Auditors in their report. The provisions relating to submission of Secretarial Audit Report is not applicable to the Company for the Financial Year 2020-21.

  16.    PUBLIC DEPOSITS

The Company has not accepted any public deposits under Section 73&76 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 during the year under review.

  17.    PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Company has not given any loans, guarantees or made investments as per the provision of Section 186 of the Companies Act, 2013 during the financial year 2020-21

  18.    MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments,affecting the financial position of the Company whichoccurred between the end of the financial year 31stMarch, 2021 to which the financial statements relates and the date of signing of this report except for the impact arising out ofCOVID-19, which is detailed elsewhere in this Report.

  19.    SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS

There are no significant and material orders passed by the regulators or Courts or Tribunals impacting the going concern status and the company’s operations in future.

  20.   SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any subsidiary, Joint venture or Associate Companies.

  21.    DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM

Pursuant to Section 177(9) of the Companies Act, 2013 read with Rule 7 of Companies (Meetings of Board and its Powers) Rules 2014, Company established a Vigil Mechanism System and adopted a Whistle Blower Policy for directors and employees to enable them to report their concerns about unethical behavior, actual or suspected fraud, malpractices, or violation of the Company’s code of conduct without any fear and Mrs. Sai Keerthana Grandhi, Directorhas been appointed as Vigilance Officer to oversee the Vigil Mechanism System in the Company.

  22.   POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORK PLACE

Your Company strongly supports the rights of all its employees to work in an environment that is free from all forms of harassment. The Company has zero tolerance for sexual harassment atworkplace andhas adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace as per the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder.

The Policy aims to provide protection to employees at workplace and prevent and redress complaintsof sexual harassment and for matters connected or incidentalthereto, with the objective of providing a safe workingenvironment, where employees feel secure. The Company hasalso constituted an Internal Complaints Committee, known as the Prevention of Sexual Harassment (POSH) Committee, to enquire into complaints of sexual harassment and recommend appropriate action.During the year under review, there were no Complaints under theSexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act.

  23.   RISK MANAGEMENT POLICY

The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key business objectives. At present the company has not identified any element of risk which may threaten the existence of the company.

  24.   DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and have disclosed to the Auditors, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to address these deficiencies.The Company has appointed Internal Auditor to regularly carry out review of the internal control systems and procedures.

  25.   ACKNOWLEDGEMENTS   

Your Directors take this opportunity to place on record their appreciation for the co-operation and support extended by all stakeholders including Shareholders, employees, customers, Bankers, vendors, Suppliers,investors, communities and other Business Associates.

Your Directors also wish to place on record their deep sense of gratitude and appreciation for all the employees at all levels for their hard work, cooperation and dedication, commitment and their contribution towards achieving the goals of the Company.

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

By order of the Board of Directors

                                                ForManoj Vaibhav Gems ‘N’ Jewellers Private Limited

G.B.M Ratna Kumari

                             Chairperson& Managing Director

DIN: 00492520

Place: Visakhapatnam

Date: 02nd November, 2021.           

Annexure-I

Form No. MGT-9

EXTRACT OF ANNUAL RETURN

As on the Financial Year ended on 31st March, 2021

[Pursuant to section 92(3)ofthe Companies Act,2013 and rule 12(1)ofthe

Companies (Management and Administration) Rules, 2014]

 I.   REGISTRATION AND OTHER DETAILS:

II.   PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated

III.  PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

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

(i)  Category-wise Share Holding

(ii) Shareholding of Promoters

(iii)            Change in Promoters’ Shareholding (please specify, if there is no change)

(iv)           Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs) – NOT APPLICBALE

3.   Shareholding of Directors and Key Managerial Personnel:

V.  INDEBTEDNESS

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

VI.  REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

4.  Remuneration to Managing Director, Whole-time Directors and/or Manager

5.    Remuneration to other directors

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

VII.  PENALTIES/PUNISHMENT/COMPOUNDINGOFOFFENCES:

There were no penalties/punishment/compounding of offences for the year ended 31st March, 2021.

For and on behalf of the Board of Directors

G.B.M Ratna Kumari

                             Chairperson& Managing Director

DIN: 00492520

Place: Visakhapatnam

Date: 02nd  November, 2021.

Annexure II

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 Personnel) Rules, 2014]

To

The Members,

Manoj Vaibhav Gems ‘N’ Jewellers Private Limited

D.No.47-10-19, 2nd Lane, Dwarakanagar,

Visakhapatnam, 530016, Andhra Pradesh.

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices Manoj Vaibhav Gems ‘N’ Jewellers Private Limited (hereinafter referred to as “the Company”). The 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 books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of the secretarial audit, we hereby report that, in our opinion, the Company has, during the audit period covering the financial year ended on 31st March, 2021, complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

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

    i.   The Companies Act, 2013 (the Act) and the rules made thereunder;

  ii.   The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder; (Not applicable to the Company).

 iii.   The Depositories Act, 1996 and the Regulations and Bye-laws framed there under; (Not applicable to the Company).

 iv.   Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment; (Not applicable to the Company).

  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(Not applicable to the Company);

(b)   The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015(Not applicable to the Company);

(c)    The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018(Not applicable to the Company);

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

(e)   The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2018(Not applicable to the Company);

(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);

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

(h)   The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998/2018(Not applicable to the Company);

(i)     Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;(Not applicable to the Company);

 vi.   Other specifically applicable laws to the Company:

·    The Legal Metrology Act, 2009

·    The Employees’ State Insurance Act, 1948

·    The Employees’ Provident Fund and Miscellaneous Provisions Act, 1952 & EPF, FPF Schemes.

·    The Minimum Wages Act, 1948

·    The Payment of Wages Act,

·    The Payment of Bonus Act, 1965

·    The Payment of Gratuity Act

·    The Maternity Benefit Act, 1961

·    Andhra Pradesh Shops & Establishments Act, 1988

·    The Workmen’s Compensation Act, 1923

·    Bureau of Indian Standard (BIS) (Hallmarking)

·    The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

·    The Electricity Act, 2003

·    The Contract Labour (Regulation and Abolition) Act, 1970

We have also examined compliance with the applicable clauses of the Secretarial Standards issued by the Institute of Company Secretaries of India.

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

We further report that:

i.             The Board of Directors of the Company is duly constituted as per the provisions of the Companies Act, and Rules made there under.

ii.             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, 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.

iii.             All the decisions at the Board Meetings and Committee Meetings have been carried out unanimously as recorded in the Minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

iv.             During the Financial Year 2020-21, the company has prescribed CSR expenditure of Rs.75.30 lakhs out of which 12.20 lakhs has been spent during the year and remaining Rs.63.10 lakhs has been transferred to unspent CSR Account specifically opened for this purpose which will be spent towards ongoing projects of the Company.

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.

P.S. Rao & Associates

Sd/-

N. Vanitha

Practicing Company Secretary

C.P. No.: 10573

UDIN: A026859C000927209

Place: Hyderabad

Date: 09th September, 2021

Note: 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,

Manoj Vaibhav Gems ‘N’ Jewellers Private Limited

D.No.47-10-19, 2nd Lane, Dwarakanagar,

Visakhapatnam, 530016, Andhra Pradesh

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

1.      Maintenance of secretarial and other statutory records is the responsibility of the management of the Company. Our responsibility is to express an opinion on these records based on our audit.

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

3.     We have not verified the correctness and appropriateness of financial records and books of accounts of the Company.

4.     Wherever required, we have obtained management representation about the compliance of laws, rules and regulations and happening of events, etc.

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

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

P.S. Rao & Associates

N. Vanitha

Practicing Company Secretary

C.P. No.: 10573

UDIN: A026859C000927209

Place: Hyderabad

Date: 09th September, 2021

Annexure III

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

1.   A Brief outline of the Company’s CSR policy

To actively contribute to the social and economic development of the communities in which we operate and in the process, build a better, sustainable way of life for the weaker sections of society, and to contribute effectively towards inclusive growth and raise the country’s human development index.Our projects mainly focus on education, healthcare, sustainable livelihood, infrastructure development andsocial reform, epitomizing a holistic approach to inclusive growth.

2.   Composition of the CSR Committee

The Board constituted CSR Committee as per the provisions of the Companies Act, 2013 and entrusted the responsibility to comply with the provisions of said act. The composition of the Corporate Social Responsibility Committee is as under:

3.   Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.https://www.vaibhavjewellers.com

4.   Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report).Not Applicable

5.   Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any.

6.   Average net profit of the company as per section 135(5): 37.65Crores

7.    

8.    

(a)  CSR amount spent or unspent for the financial year:

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

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

(d)  Amount spent in Administrative Overheads :NIL

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

(f)   Total amount spent for the Financial Year : 12.20 lakhs

(8b+8c+8d+8e)

(g)  Excess amount for set off, if any : NIL

9.    

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

b)    Details of CSR amount spent in the financial year for ongoing projects for the preceding financial year(s): NA

10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year(asset-wise details).

a)    Date of creation or acquisition of the capital asset(s).

b)    Amount of CSR spent for creation or acquisition of capital asset.

c)     Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc.

d)    Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset).

e)    Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5).

11.  Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5): During the year under review, the Company was under an obligation to Spend Rs.75.3 lakhs towards CSR. Accordingly, an amount of Rs.12.21 Lakhs was spent for various CSR activities as afore mentioned. The balance amount of Rs. 63.10 lakhs was earmarked for student welfare and health care projects which will be spent in as per project duration as mentioned above.

Place: Visakhapatnam  

Date: 02nd November, 2021.

Annexure IV

DETAILS OF RELATED PARTY TRANSACTIONS

Form No. AOC-2

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

*****

Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transaction under third proviso thereto.

1.   Details of contracts or arrangements or transactions not at Arm’s length basis.

There were no contracts or arrangements or transactions entered into during the year ended 31st March, 2021, which were not at arm’s length basis.

2.   Details of contracts or arrangements or transactions at Arm’s length basis.

The details of material contracts or arrangements or transactions at arm’s length basis are as follows:

By order of the Board of Directors

                                                For Manoj Vaibhav Gems ‘N’ Jewellers Private Limited

                              G.B.M Ratna Kumari

Chairperson & Managing Director

Place: Visakhapatnam                                                                             DIN: 00492520       

Date: 2ndNovember, 2021.

   1.     STATE OF THE COMPANYS AFFAIRS The Company prepared its financial statements in accordance with applicable accounting principles in India, the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 (Act) read with Rule 7 of the Companies (Accounts) Rules, 2014, the provisions of the Act (to the extent notified) and other accounting principles generally accepted in India to the extent applicable. During the year under review, Total revenue from retail operations of the Company is Rs.1433.57 Crore as Compared to Rs.1279.13 Crore in the previous year i.e. an increase of 12.07% in retail operations. During the year, Company optimized profitability by concentrating on Retail sale of Jewellery. Thus, the total Revenue of the Company stood at Rs.1439.93 Crore as compared to Rs.1283.65 Crores in the previous year. Overall growth in Revenue is 12.17% in financial year 2020-21. Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) for the financial year 2020-21 is 83.91 Crores and Profit before Tax (PBT) for the year under review was Rs.38.49 Crores before extraordinary items as compared to EBITDA  of Rs. 83.46 Crores and Profit before Tax (PBT) Rs.36.58 Crores reported last year. Net Profit of the Company for the year under review is Rs.20.69 Crores as compared to previous year Net Profit of Rs.26.86 Crores which was due to write off of the extra-ordinary items. In order to compete in the changing market conditions, Company focused and is continuing to focus on its core business expansion viz., Jewellery business. A focused approach and unique strategy was adopted for the retail jewellery business with the objective of achieving higher growth and profitability. Various strategic initiatives such as optimization of cost, focused sales strategy, regular performance improvement initiatives contributed to an impressive performance by your Company both in terms of revenue and profitability.    1.      IMPACT OF COVID 19 ON PERFORMANCE OF THE COMPANY IN THE CURRENT YEAR 2020-21   The COVID-19 pandemic has created a disruption in the supply chain across countries, significantly impacting the trade of gems and jewelry. With the declaration of COVID-19 as a pandemic in mid-March 2020, the performance of the retail stores were affected during the first half of the financial year 2020-21 due to store closures  consequent upon declaration of national lockdown by the Government and subsequent state-wise lockdowns which resulted in very poor turnover of the Company in the first half of 2020-21.   The retail industry as a whole has been adversely impacted due to COVID-19 and consequent lockdown resulting out of it. The company being in the retail segment has also faced significant headwinds due to COVID-19 and retail showrooms were closed in lock down period. Though the performance for the year ended 31st March 2021 has been impacted due to unprecedented COVID-19 disruption which continued for nearly whole calendar year of 2020 besides nationwide/state wise area specific lockdowns, the Company has managed to perform well and achieved marginal increase in Turnover.     While resuming operations, we followed the directives issued by the authorities from time to time and also put in place various safety measures at all units like social distancing, sanitization of place and people, compulsory wearing masks etc. to ensure the safety of our employees and customers. In addition we have provided our employees work from home option, and various amenities and support to make this transition comfortable. The Company has considered such impact to the extent known and available currently. However, the impact assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and duration. Further during the year ended 31 March 2021, the Company has renegotiated with certain landlords on rent reduction/waiver due to Covid-19 pandemic. The Company’s retail jewellery business being the sale of jewellery/bullion, in particular, gold, silver and diamond sale has been impacted due to fixed costs associated with it such as lease rentals, employee salaries, general administrative expenses like transport, power and fuel, servicing of debt and idle inventory. The management decisions and strategies drive the Company to perform reasonably well by achieving marginal increase in Turnover compared to last year in spite of COVID-19 pandemic.   The Company’s business expansion plans i.e. opening of new showrooms across south India has been stand still during FY 2020-21. As normalcy is restored in the market by lifting lockdowns, free movement of goods and services, free movement of transport during the FY 2021, the company, after evaluation and analysis of risks and opportunities, may resume the expansion of the business by opening of new retail stores.      

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/OUTGO The information required under Section 134(3) (m) of the Companies Act, 2013 and Rule 8(3) of The Companies (Accounts) Rules, 2014 are given hereunder:   1.     Part A & B pertaining to conservation of energy and technology absorption are not applicable to the Company. However, the company makes its best efforts to conserve energy in a more efficient and effective manner. The company has not carried out any specific research and development activities. The company uses indigenous technology for its operations.   2.    Foreign Exchange earnings and outflows: i) Foreign Exchange Earnings: Rs. 14.71 Lakhs ii) Foreign Exchange Outgo: NIL    

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/OUTGO The information required under Section 134(3) (m) of the Companies Act, 2013 and Rule 8(3) of The Companies (Accounts) Rules, 2014 are given hereunder:   1.     Part A & B pertaining to conservation of energy and technology absorption are not applicable to the Company. However, the company makes its best efforts to conserve energy in a more efficient and effective manner. The company has not carried out any specific research and development activities. The company uses indigenous technology for its operations.   2.    Foreign Exchange earnings and outflows: i) Foreign Exchange Earnings: Rs. 14.71 Lakhs ii) Foreign Exchange Outgo: NIL    

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/OUTGO The information required under Section 134(3) (m) of the Companies Act, 2013 and Rule 8(3) of The Companies (Accounts) Rules, 2014 are given hereunder:   1.     Part A & B pertaining to conservation of energy and technology absorption are not applicable to the Company. However, the company makes its best efforts to conserve energy in a more efficient and effective manner. The company has not carried out any specific research and development activities. The company uses indigenous technology for its operations.   2.    Foreign Exchange earnings and outflows: i) Foreign Exchange Earnings: Rs. 14.71 Lakhs ii) Foreign Exchange Outgo: NIL    

  DIRECTOR’S RESPONSIBILITY STATEMENT Pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that:   (a)  In the preparation of the annual accounts, the applicable accounting standards had been followed and there are no material departures from the same;   (b)  The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;   (c)   The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;   (d)  The directors had prepared the annual accounts on a going concern basis;   (e)    The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.