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LAKSHMI PRECISION SCREWS LTD.

22 November 2024 | 12:00

Industry >> Fasteners

Select Another Company

ISIN No INE651C01018 BSE Code / NSE Code 506079 / LAKPRE Book Value (Rs.) 23.59 Face Value 10.00
Bookclosure 29/09/2017 52Week High 7 EPS 0.00 P/E 0.00
Market Cap. 6.23 Cr. 52Week Low 4 P/BV / Div Yield (%) 0.24 / 0.00 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2016-03 

Dear Members,

The Directors have pleasure in presenting the 47th Annual Report together with Audited Accounts of the Company for the financial year ended on March 31, 2016.

FINANCIAL RESULTS AND APPROPRIATIONS

The financial performance of the Company for the financial year ended on March 31, 2016 is summarized as below:

PAR IICULARS

(Rs.IN LACS)

2015-2016

2014-2015

Revenue from operations

30927.78

37393.18

Gross Profit before interest, depreciation and tax

4615.32

4898.63

Less: Interest

3799.55

3732.24

Profit/(Loss) before depreciation and tax

815.77

1166.39

Less: Depreciation

1522.51

1128.08

Profit/(Loss) before tax

(706.74)

38.31

Less: Provision for tax

250.00

0.00

Net Profit/(Loss) for the year after tax

(956.74)

38.31

Add: Balance brought forward from previous year

2798.68

2760.38

Amount available for appropriation

1841.94

2798.68

Appropriations

Transfer to General Reserve

0.00

0.00

Proposed Dividend

0.00

0.00

Corporate Dividend Tax

0.00

0.00

Balance carried over to Balance Sheet

1841.94

2798.68

OPERATIONS

During the financial year 2015-16, your Company has earned revenue from operations Rs.30928 lacs (Previous year Rs.37393 lacs) and net loss of the Company was Rs. 956 lacs.

Supply of fasteners to replacement and original equipment segments, wherein your Company holds a key position; continue to be the area of focus of your Company. In order to meet the increased demand, your Company has sufficient installed capacity. Your Company continues to follow its philosophy to provide the high quality products at the lowest cost, coupled with excellent customer services. The market is witnessing fierce competition. All efforts were made under Total Quality Management, Total Productivity Management and Six Sigma Umbrella to continuously improve the cost, quality, delivery and competitiveness. Your Company's products are well accepted in the market and will see the growth in the financial year 2016 -17.

Your Directors regretted their inability to recommend any dividend to the members of the Company for the financial year ended on March 31, 2016.

CHANGE IN THE NATURE OF THE BUSINESS

There was no change in the nature of the business of the Company during the year. The Company has only one subsidiary, namely Indian Fasteners Limited (IFL) and there was no change in the nature of the business of this Subsidiary. There were no significant and material orders passed by regulators or court or tribunals impacting the going concern status and Company's operation in future. There were no material changes and commitments affecting the financial position of the Company occurring between March 31, 2016 and the date of this report.

EXTRACT OF ANNUAL RETURN

The extract of Annual Return for the financial year 2015-16 as prescribed in the Form MGT-9 is given in the Annexure — 1 forming part of this Report.

SUBSIDIARY COMPANY

As required, under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Companies Act, 2013, a consolidated financial statements presented by the Company in this report include the financial results of the subsidiary company duly audited by the statutory auditors. The said statement has been prepared pursuant to Section 129(3) read with Rule 5 of Companies (Accounts) Rules, 2014 and in accordance with the relevant accounting standards as prescribed under the Companies Act, 2013. The statement in Form AOC-1 is annexed with this report as Annexure — 2.

In terms of provisions of Section 136 of the Companies Act, 2013, the Company shall place separate audited accounts of the subsidiary companies on its website at www.lpsindia.com. The Company will make available physical copies of these documents upon request by any Members of the Company.

These documents shall also be available for inspection at the registered office of the Company during business hours upto the date of ensuing Annual General Meeting.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SECTION 188(1) OF THE COMPANIES ACT, 2013

All the related party transactions were repetitive in nature, which were entered on arm's length basis in the ordinary course of business and compliance with Section 188 (1) of the Companies Act 2013 read with rules made there under, Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable provisions of the Law. All Related party transactions were presented to the Audit Committee and the Board for approval.

Omnibus approval was obtained for all the related party transactions, which were repetitive. The Related Party Transactions Policy as approved by the Board, was uploaded on the Company's website pursuant to Regulation 46 of the SEBI (LODR) Regulations, 2015 at the web link: http://www.lpsindia.com. The information relating to particulars of contracts or arrangements with related party prepared under Section 188(1) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rule, 2014 is annexed with this Report in Form AOC-2 as Annexure — 3.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 125 of the Companies Act, 2013, the unclaimed dividend relating to the financial year 2008-09 is due for remittance on 29.09.2016 to the Investor Education and Protection Fund established by the Central Government.

DETAILS OF DEPOSIT AS PROVIDED UNDER CHAPTER V OF THE COMPANIES ACT, 2013

(a) Accepted during the year

Your Company has not accepted any deposits within the meaning of Section 2(31), read with Section 73 of the Companies Act, 2013 and as such, no amount of principal or interest was outstanding as on the date of the Balance Sheet.

However, the Company has outstanding deposits of Rs.7 crores at the time of commencement of new Companies Act i.e. 01.04.2014. The same amount is outstanding for payment as on 31.03.2016 for which the Company had filed petition before the Hon'ble Company Law Board (CLB) for extension of the repayment of period of deposits beyond 31.03.2015. Consequent to the petition filed with CLB for extension of deposits period beyond 31.03.2015, the Hon'ble CLB at the hearing take place on 30.06.2015 have passed order for extension of period of deposit as per the original repayment schedule for which the deposits were raised.

(b) Remaining unpaid or unclaimed as at the end of the year: None

(c) Whether there has been any default in repayment of deposits or payment of interest thereon during the year: Yes, however the same was regularized between parties through Settlement Deed dated February 12, 2016 and which was approved by CLB vide order dated 18/04/2016.

(d) Details of deposit which are not in compliance with the requirement of Chapter V of the Act: The Company has taken advances from customers amounting to Rs. 2, 11,52,638/- having balance outstanding for more than 365 days. In terms of Rule 2(1)(xii)(a) such advances are liable to be treated as deposits read together with section 73 of the Companies Act, 2013 and hence the Company is in violation of the same.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGISTRARS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE -NONE

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

A strong internal control culture is prevalent in the Company. A formalized system of internal controls facilitates effective compliance with Section 134 (5) (e) of the Companies Act, 2013 read with Regulation 18 of the SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015. The Internal Auditor monitors the compliance with the objective of providing to the Audit

Committee and the Board of Directors an independent and reasonable assurance on the adequacy and effectiveness of the organization's governance processes.

CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to Section 129(3) and all other applicable provisions, if any, of the Companies Act, 2013 and in accordance with the Accounting Standards, AS 21, AS 23 and AS 27, issued by "The Institute of Chartered Accountants of India", the Company has also included as part of this Annual Report, the Audited Consolidated Financial Statements of its subsidiary Company Indian Fasteners Limited, its associate companies J.C. Fasteners Limited, Hanumat Wire Udyog Private Limited, Lakshmi Extrusion Limited and its joint venture LPS Bossard Information Systems Private Limited for the financial year 2015-16.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL WHO WERE APPOINTED OR HAVE RESIGNED DURING THE YEAR

I. Retirement by rotation

In accordance with the Articles of Association of the Company and relevant provisions of the Companies Act, 2013, Mr. Vijay Kumar Jain (DIN: 00073747) and Mr. Rajesh Jain (DIN:00096176) are liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment. The Board recommends their re-appointment.

II. Appointment

Dr. Sushant Umre and Mr. Indradip Banerjee were appointed as Additional Directors by the Board with effect from 28.05.2016 in the category of the Independent Directors to comply with the requirement of Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

III. Cessation

During the year, Mr. Keshwa Nand Rattan (DIN: 00322533) and Mr. Ajay Kumar Chakraborty (DIN: 00133604), resigned with effect from 06.10.2015.

Mr. Rakesh Puri (DIN: 07068559) Independent Director was resigned w.e.f. 29.06.2016 and Dr. Sushant Umre (DIN: 01240077) and Mr. Indradip Banerjee(DIN: 02232916) Additional Directors (Independent) were resigned with effect from 29.06.2016 and 30.06.2016 respectively.

The Board placed on record its appreciation for the valuable services rendered by the above said Directors.

Iv. Key Managerial Personnel (Kmp)

Mr. Lalit Kumar Jain, Chairman & Managing Director, Mr. Dinesh Kumar Jain, Vice Chairman & Managing Director, Mr. Vijay Kumar Jain, Joint Managing Director, Mr. Santosh Kumar Sharma, Company Secretary and Mr. Kanai Lal Ghorui, Chief Financial Officer are working/ appointed as KMP.

None of the Directors of the Company is disqualified under Section 164(2) of the Companies Act, 2013.

CREDIT RATING

The Company has been assigned credit rating as 'BB Stable' by Brickwork Ratings India Private Limited on the basis of financial statements for the financial year 2013-14.

COMPANIES WHICH BECAME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES -

During the financial year, the Company ceased to be Joint Venture partner in M/s. LPS Bossard Private Limited with effect from 10.03.2016 due to sale of entire stake of 49%.

AUDITORS AND THEIR REPORT

M/s. V.R. Bansal & Associates, Chartered Accountants were appointed as Statutory Auditors of the Company for a term of 3 years at the 45th Annual General Meeting of the members of the Company held on 30.09.2014. Your director request that appointment of the Company's statutory auditors needs to be ratified at the 47th ensuing Annual General Meeting and being eligible offers themselves for reappointment. The Company has received a certificate from the auditors to the effect that their re-appointment if made, would be in accordance with the provisions of Section 141 of the Companies Act, 2013 and who has subjected itself to the peer review process of Institute of Chartered Accountants of India (ICAI) and holds a valid certificate issued by the Peer Review Board of the ICAI. The Board of Directors commends their re-appointment in the ensuing Annual General Meeting by way of ratification pursuant to Section 139 and all other applicable provisions, if any, of the Companies Act, 2013.

Auditor's report and Impact on Auditors Report along with Management estimate/response on impact on the comments/ qualification by the Statutory Auditor are annexed to this report immediately after Statutory Auditiors Report.

COST AUDITOR'S AND THEIR REPORT

M/s. HMVN & Associates the Company's Cost Auditors were appointed for the year 2016-17 and the Company has received certificate from the Cost Auditors to the effect that their appointment is in accordance with the provisions of Section 141 of the Companies Act, 2013.

The Company has given necessary intimation to Central Government for the approval of such appointment in Form CRA-2 in terms of the applicable provisions of the Companies Act, 2013 and rules made there under.

In terms of the requirements of General Circular No.15/2011, dated 11th April, 2011 issued by the Ministry of Corporate Affairs, Government of India, following are the brief particulars w.r.t. Cost Auditors & Cost Audit Reports:

FINANCIAL

YEAR

NAME OF THE COST AUDITOR

DUE DATE OF FILING THE COST AUDIT REPORT

ACTUAL DATE OF FILING THE COST AUDIT REPORT

2012-13

M/s. HMVN &

Associates

27.09.2013

26.09.2013

2013-14

27.09.2014

09.09.2014

2014-15

2015-16

30.09.2015

30.09.2016

22.09.2015

Under process

STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER SECTION 149(6)

The Independent directors have submitted their disclosure to the Board that they fulfill all the requirements as to quality for their appointment as an Independent Director under the provisions Section 149(6) of the Companies Act, 2013 as well as Regulation 16 of SEBI (LODR) Regulations, 2015.

COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS AS PROVIDED UNDER SECTION 178(3) OF THE COMPANIES ACT, 2013 AND REGULATION 19 (4) READ WITH PART D OFTHE SEBI (LODR) REGULATIONS, 2015 (ERSTWHILE CLAUSE 49B (5) OF THE LISTING AGREEMENT).

The Company has formulated a Nomination and Remuneration Policy pursuant to as per Annexure — 4. Details are provided in Corporate Governance Report.

SECRETARIAL AUDIT AND APPOINTMENT OF THE SECRETARIAL AUDITOR'S

The Company has appointed M/s. RMG & Associates, Company Secretaries to hold the office of the Secretarial Auditors and to conduct the Secretarial Audit for the financial year 2015-16.The Secretarial Audit Report in this regard is being attached as Annexure — 5 to this Report and Management reply on the comments/ observations by the Secretarial Auditor are annexed to this report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 None

STATEMENT INDICATING DEVELOPMENT & IMPLEMENTATION OF A RISK MANAGEMENT POLICY FOR THE COMPANY INCLUDING IDENTIFICATION THEREIN OF ELEMENTS OF RISK, IF ANY, WHICH IN THE OPINION OF THE BOARD MAY THREATEN THE EXISTENCE OF THE COMPANY

1. In line with the regulatory requirements, the Company has formally framed a Risk Management Policy to identify and assess the key risk areas and monitor the same. The Board periodically reviews the risks and suggests steps to be taken to control the risks.

2. Vigil Mechanism

A fair and transparent work culture has been core to the Company. To meet this objective, the Company had laid down the Vigil Mechanism Policy, which was approved by the Audit Committee and Board on 29.05.2014. The policy has been posted at the Company's website at www.lpsindia.com

INSURANCE AND RISK MANAGEMENT

During the Financial Year 2015-16, the assets of the Company were adequately insured against the loss of fire and earthquake. In addition to this coverage, a statutory public liability insurance policy has been taken to cover by Company for providing against the public liability arising out of industrial accident for employees working in plants. Risk management policy is in existence in the Company with effect from 01.10.2014.

CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENT, TECHNOLOGY ABSORPTIONS AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information pertaining to conservation of energy, research & development, technology absorption and foreign exchange earnings and outgo pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014 is given as per Annexure — 6 and forms part of the Board's Report.

STATEMENT OF FORMAL ANNUAL EVALUATION BY THE BOARD OF ITS OWN PERFORMANCE AND OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS

In compliance with the Companies Act, 2013 and Regulation 17 (10) of the SEBI (LODR) Regulations, 2015, during the year, Nomination cum Corporate Governance and Remuneration Committee laid down the evaluation criteria for performance evaluation of all the directors.

The evaluation of Independent Directors was carried out by the entire Board & that of the Chairman and non-independent Directors, by the independent Directors.

This exercise was carried out through structured evaluation process covering various aspects of the Board such as composition of the Board/ Committees, experience, competencies, performance of specific duties etc.

Separate exercise was carried out to evaluate the performance of individual directors, including the Chairman who were evaluated on the parameters such as attendance, contribution at the meeting, independent judgment etc. and was found to be satisfactory.

HEALTH, SAFETY AND ENVIRONMENTAL PROTECTION

Your Company has complied with all the applicable environmental laws and labour laws.

QUALITY MANAGEMENT SYSTEM

a) Company has been continuing its efforts towards ongoing implementation and stabilization of TQM practices through total employee involvement.

b) Company has retained the accreditation of its Quality Health and Safety Management Systems in line with ISO 9001:2008, TS 16949:2009, ISO 14001:2004 and OHSAS 18001:2007.

c) Company has also retained the accreditation of its quality systems for Aviation Industries requirements in line with AS 9100C, NADCAP for Heat treatment facility and NABL certification for the Laboratory and Standards Room.

Benefits derived as a result from the above efforts are continuous improvement in productivity, quality, delivery and cost.

CUSTOMER FOCUSED APPROACH

Company is open in receiving customer view points and welcomes them to visit the premises. A number of esteemed OEM customers visited the Company site to see our process and system. They appreciated Company's efforts in maintaining and continuously upgrading the process and systems.

EMPLOYEES' STOCK OPTION PLAN

Your Company had not provided any employee stock option.

DISCLOSURE AS REQUIRED UNDER SECTION 22 OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has in place a Prevention of Sexual harassment of Women at Workplace policy in line with the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Composition of LPS's Internal Complaint Committee (ICC):

1. Ms. Sandhya - Presiding officer

2. Ms. Pallavi Jain.-Member

3. Mr. Ankit Chaturvedi — Member

4. Mr. Parvesh Kadian - Independent Member

ICC's Report on the complaints as on December 31, 2015:

a) Number of complaint received during year : NIL

b) Number of complaint disposed off: NIL

c) Number of cases pending for more than 90 days: NIL

d) Number of workshop or training programme organized against sexual harassment: NIL

e) Nature of action taken, if any, by the Company: NOT APPLICABLE

DISCLOSURE AS REQUIRED UNDER SUB RULE 2 OF RULE 5 OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

In accordance with the Companies Act, 2013 read and Rules made there under, the names of top ten employees in terms of remuneration drawn and the particulars of employees who are drawing remuneration in excess of the limits of Rs. 1.02 crores p.a. or Rs. 8.50 lakhs p.m. are given in the Annexure — 7 forming part of this Report.

LISTING AND CONFIRMATION OF FEE

The securities of your Company are listed at The Bombay Stock Exchange Limited (BSE) and The National Stock Exchange of India Limited (NSE). The Annual Listing fees for the year 2016-17 have not been paid to the Stock Exchanges till date. The Company has paid the annual custody fee for the year 2016-17 to both the depositories namely National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). The Shares of the Company are compulsorily tradable in dematerialized form.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) of the Companies Act, 2013, the Directors confirm that:

a. In the preparation of the Annual Accounts for the financial year ended 31st March, 2016, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b. Appropriate accounting policies have been selected and applied them consistently and made judgment and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company at the end of the financial year and of the profit/ (loss) of the Company for the year under review;

c. Proper and sufficient care for the maintenance of adequate accounting records for safeguarding the assets of your Company and for preventing and detecting fraud and other irregularities;

d. The Annual Accounts on a 'going concern' basis; and

e. Internal financial controls to be followed by the Company and that such internal finance controls are adequate & were operating effectively. "Internal financial controls" means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information;

f. Proper systems to ensure compliance with the provisions of all applicable laws and those systems were adequate and operating effectively.

DETAILS OF FRAUD, IF ANY, REPORTED BY THE AUDITORS

No instances of fraud were reported by the Statutory Auditors of the Company, under Section 143 (12) during the financial year 2015-16.

NUMBER OF MEETINGS OF THE BOARD

It is stated in and forms part of Corporate Governance Report in Annexure - 8.

CORPORATE SOCIAL RESPONSIBILITY

The Company has vide resolution dated 29.05.2014 constituted a Corporate Social Responsibility Committee of the Board. As the net worth, turnover and (loss) of the Company as on March 31, 2014 were Rs.74.81 Crores, Rs.348.94 Crores and Rs.28.62 Crores respectively i.e. below the prescribed limits. However, considering the profit of the last financial years the net profit of the Company was Rs.7.37 crores in the financial year 2011-12 i.e. exceeding the limit of Rs.5 crores. Though the Company has constituted the Committee but the spending of CSR activity is not applicable as there was loss in the financial year 2015-16. And there is loss on the basis of average net profit/ loss of the Company for last three financial years. The Company does not required to spent any money during current year. The Company has framed a CSR policy in compliance with the provisions of the Companies Act, 2013 and the same is placed on the Company's website i.e. www.lpsindia.com. The CSR committee confirms that the implementation and monitoring of CSR policy is in compliance with CSR objectives and policy of the Company.

RIGHT OF MEMBER TO COPIES OF AUDITED FINANCIAL STATEMENT

Having regard to the provisions of the first proviso to Section 136(1) of the Act, the annual report is being sent to the members of the Company. The said information is available at the website of the Company and is available for inspection at the registered office of the Company during working hours and any member interested in obtaining such information may write to be Company Secretary and the same will be furnished on request.

DISCLOSURES RELATED TO REMUNERATION OF DIRECTORS AND KMPS

a. Ratio of Remuneration of each Director to median remuneration of employees

- Ratio of remuneration of Mr. Lalit Kumar Jain to median remuneration of employees during the Financial Year 2015-16 was 28.5:1.

- Ratio of remuneration of Mr. Dinesh Kumar Jain and Mr. Vijay Kumar Jain to median remuneration of employees during the Financial Year 2015-16 was 27.5:1 each.

b. Percentage increase in remuneration of each Director and KMP

NAME & DESIGNATION

% INCREASE IN REMUNERATION IN FINANCIAL YEAR 2015-16

1. Mr. Lalit Kumar Jain, CMD

2. Mr. Dinesh Kumar Jain, VCMD

3. Mr. Vijay Kumar Jain, JMD

4. Mr. Santosh Kumar Sharma, Company Secretary (from 01.11.2015 to 31.03.2016)

5. Mr. Kanai Lal Ghorui, CFO

NIL

NIL

NIL

Not applicable as appointed w.e.f. 02.11.2015. Not applicable as appointed w.e.f. 13.11.2015.

c. Percentage increase in the median remuneration of employees

The percentage increase in the median remuneration of employees in the Financial Year 2015-16 was 11%.

d. No. of employees of the Company

As on 31st March, 2016, your Company had 1002 permanent employees on the rolls of the Company. The same does not include contractual employees.

e. Average percentage increase already made in the salaries of employee of other than the managerial personnel in the Financial Year 2015-16 and justification thereof and exceptional circumstances for increase in the managerial remuneration, if any

PARTICULARS

FINANCIAL YEAR 2015-16

COMMENTS

Average percentage increase in the salaries of employee other than Managerial Personnel

11%

Annual general increased

Average percentage Increase in salary of Managerial Personnel

NIL

No increment was given to any managerial personnel during Financial Year 2015-16.

f. Policy compliance affirmation

The remuneration to Directors and KMP is as per the nomination and remuneration policy of the Company.

HUMAN RESOURCE DEVELOPMENT

Your Company's Human Resource Management focus continues to be in making available a talent pool, for meeting challenges in the competitive market place, which is increasingly becoming tougher. Development plans have been drawn up for key managers to shoulder higher responsibilities as well as to increase their job effectiveness. Your Company always encourages young personnel with their ideas and views. Management is easily accessible to the employees and their problems are attended to promptly. The employer — employee relations remained cordial at all the plants of the Company and peaceful throughout the year. Except a lock out in Plant-1 of the Company from 04.03.2016 to 31.03.2016 and strike from 27.02.2016 to 31.03.2016.

SECRETARIAL STANDARD

The Company has complied with the Secretarial Standard issued by the Institute of Companies Secretaries of India which were made applicable with effect from 01.07.2015.

CORPORATE GOVERNANCE

Your Company is committed to good Corporate Governance Practices following to the guidelines prescribed by the SEBI and Stock Exchanges from time to time. The Company has implemented all of its stipulations as applicable to the Company. The Report on Corporate Governance stipulated under Regulation 27 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Annexed as Annexure — 8 and forming part of the Board's Report.

The requisite Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance as stipulated under Regulation 34 read with Clause E of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is attached in this annual report and forming part of this Annual Report.

ACKNOWLEDGEMENTS

Your Directors place on record their appreciation for the overwhelming co-operation and assistance received from the Company's esteemed Shareholders, valued Customers, Suppliers, Business Associates, Bankers, Vendors, various Financial Institutions, the State and Central Government Bodies, Auditors and Legal Advisors for their valuable contribution and continued support and to all the persons who reposed faith and trust in Company.

Your Directors also place on record their appreciation for the committed services rendered by all employees and our colleagues at all levels, without whose wholehearted efforts, the overall performance of the Company would not have been possible. Your Directors also appreciate and value the contribution made by every member of the LPS family across the world.

Your support as shareholders is greatly valued.

Your Directors thank you and look forward to the future with confidence.

For and on behalf of the Board of Directors

SD/-

LALIT KUMAR JAIN

PLACE: GURGAON Chairman & Managing Director

DATED: 13TH AUG, 2016 DIN: 00061293