Annual Report_2019-20 .pdf - Allied Nippon

NOTICE Notice is hereby given that the 32nd Annual General Meeting of the Shareholders of Allied Nippon Private Limited (CIN: U34300DL1988PTC030910) will be held on Wednesday, 30th September, 2020 at 11.00 a.m. at GA‐2, B‐1, Extension, Mohan Co‐Operative Industrial Estate, Mathura Road, New Delhi‐110 044 to transact the following business: ORDINARY BUSINESS 1. To receive, consider and adopt the audited Financial Statements (including Consolidated

Financial Statements) of the Company for the Financial Year ended 31st March, 2020, the Reports of the Directors’ and Auditor’s thereon;

2. To declare dividend on Paid‐up Equity Share Capital for the Financial Year ended 31st

March, 2020. SPECIAL BUSINESS

3. Regularization of Additional Director, Ms. Rashi Talwar Bhatia (DIN: 02517526), by appointing her as Director of the Company:

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

“RESOLVED THAT Ms. Rashi Talwar Bhatia (DIN: 02517526), who was appointed as an Additional Director on the Board of Directors (‘Board’) of the Company with effect from 25th August, 2020 in terms of Section 161 of the Companies Act, 2013 and Articles of Association of the Company and other applicable provisions, if any and who holds office up to the date of this Annual General Meeting, be and is hereby appointed as Director of the Company.

RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to take all such steps as may be necessary, proper and expedient to give complete effect to this resolution.”

For and on behalf of the Board For Allied Nippon Private Limited

Date: 28th August, 2020 Monika Dhingra Place: New Delhi GM (Corporate Affairs) & Company Secretary

Notes:

A. Appointment of Proxy: A member entitled to attend and vote at the Annual General Meeting of the Company is entitled to appoint a proxy to attend and vote instead of himself/herself and the proxy need not be a member of the Company. A person can act as proxy on behalf of members not exceeding 50 (fifty) and holding in the aggregate not more than 10 (ten) percent of the total share capital of the Company carrying voting rights. A member holding more than 10 (ten) percent of the total share capital of the Company carrying voting rights may appoint a single person as Proxy and same person shall not act as Proxy for any other person or shareholder. The instrument appointing the Proxy, duly completed and signed, must be deposited at the Registered Office of the Company not less than 48 hours before the commencement of the Meeting. A Proxy does not have the right to speak at the meeting and vote only on a poll.

B. Corporate Members: Corporate Members intending to send their authorized

representatives are requested to send a duly certified copy of the Board Resolution authorizing their representatives to attend and vote at the Annual General Meeting.

C. In case of joint holders attending the meeting, only such joint holder who is higher in the order of name will be entitled to vote.

D. The route map showing direction to the venue of the meeting is annexed.

E. Members who have not registered their e‐mail addresses so far are requested to

register their e‐mail address for receiving all communication including Notices, Annual Report etc. from the Company electronically.

F. Company has admitted its securities in the Depository System of NSDL to dematerialize the certificates of shareholders who may wish to do so and appointed M/s Link Intime India Pvt. Ltd. as the RTA for the Depository. Shareholders holding shares in physical mode are accordingly advised to get in touch with any registered Depository Participant to open a Demat account and get their physical holding converted into dematerialized form.

G. Queries, if any, regarding accounts and operations of the Company may please be sent

to the Company Secretary at the Registered Office at least 10 days before the date of the Annual General Meeting so as to enable the Company to keep the information ready at the meeting.

H. All documents referred in the Notice and Explanatory Statement will be available for

inspection by the members at the registered office of the Company between 11 am to 1 pm on all working days upto the day of the Annual General Meeting.

I. Notice of the 32nd Annual General Meeting, Audited Financial Statements (including Consolidated Financial Statements) of the Company for the Financial Year ended 31st March, 2020 together with Director’s Report and Auditor’s Report are available on the Website of the Company www.alliednippon.com

J. Explanatory Statement: Explanatory Statement as required under Section 102 of the Companies Act, 2013, in respect of Special Business under item no. 3 is enclosed herewith.

Explanatory Statement pursuant to Section 102 of the Companies Act, 2013.

Item No. 3 The Board of Directors of the Company at its meeting held on the 25TH August, 2020, appointed Ms. Rashi Talwar Bhatia as an Additional Director with effect from the said date. Pursuant to the provisions of Section 161 of the Companies Act, 2013 and Articles of Association of the Company, Ms. Rashi Talwar Bhatia holds office only upto the date of this Annual General Meeting of the Company. Ms. Rashi Talwar Bhatia (DIN: 02517526), has done Bachelor of Arts in Economics from Delhi University, Delhi and MBA from Vanderbilt University, USA having specialization in financial market. The Board considers that the appointment of Ms. Rashi Talwar Bhatia as Director of the Company would be in the interest of the Company. Accordingly, the Board recommends her appointment as Director of the Company.

A Statement containing information as required to be disclosed in the Explanatory Statement is enclosed herewith as Annexure‐I.

Except Mr. Rohan Talwar, Mr. Ravi Talwar and Ms. Revati Talwar, none of the Directors and Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the proposed resolution as set out in Item No. 3 of the Notice

For and on behalf of the Board

For Allied Nippon Private Limited

Date: 28th August, 2020 Monika Dhingra

Place: New Delhi GM (Corporate Affairs) & Company Secretary

Annexure‐I

DETAILS OF DIRECTORS SEEKING APPOINTMENT / RE‐APPOINTMENT AT THE 32ND ANNUAL GENERAL MEETING

Appointment

Name of the Director Ms. Rashi Talwar Bhatia Director

(DIN: 02517526)

Age

44 years

Qualification B.A. (Economics Hons.), Delhi University, Delhi & MBA, Vanderbilt University, USA

Experience Financial Market and Equity Investments in India

Terms & Conditions of Appointment/ Re‐appointment

along with details of remuneration sought to be paid

As specified in Item No. 3 of the Notice

Details of Remuneration last drawn

Rs. 164 Lacs

Date of First Appointment on the Board

NA

Shareholding in the Company NIL

Relationship with other Directors/ Managers/ Key Managerial

Personnel

Daughter of Mr. Ravi Talwar, Chairman & Whole Time Director and sister of Mr. Rohan Talwar, Managing Director and Ms. Revati

Talwar, Director

No. of meetings of the Board attended during the year (01.04.2019 to 31.03.2020)

NA

Other Directorship, Membership/Chairmanship of

Committee of other Board, as on Date

A) Directorship: ‐

1. T&T Motors Private Limited 2. Effluent Investment and Finance Private Limited B.) Membership & Chairmanship of Committee of other Board

Nil

For and on behalf of the Board For Allied Nippon Private Limited

Date: 28th August, 2020 Monika Dhingra Place: New Delhi GM (Corporate Affairs) & Company Secretary

ATTENDANCE SLIP

Sr. No. ‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐

I / We hereby record my/our presence at the 32nd Annual General Meeting of the

shareholders of the Company on Wednesday, 30th September, 2020 at GA‐2, B‐1, Extension,

Mohan Co‐Operative Industrial Estate, Mathura Road, New Delhi‐110 044 at 11.00 A.M.

Name _________________________

Ref. Folio No. ____________________

No. of Shares held ___________________________

Signature of Shareholder/Proxy/Authorized Representative

________________________________________________

Notes:

1. Shareholder/Proxy holder wishing to attend the meeting must bring the Attendance Slip to

the meeting and hand over at the entrance duly signed.

2. Shareholder/Proxy holder desiring to attend the meeting should bring his/her copy of the

Notice for reference at the meeting.

Form No. MGT‐11

Proxy form [Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]

CIN: U34300DL1988PTC030910 ALLIED NIPPON PRIVATE LIMITED

Registered office: 1006, Akashdeep Building, 26/A, Barakhamba Road, New Delhi – 110 001.

I/ We being the member of …………, holding…………..shares, hereby appoint 1. Name: ……………. Address: E‐mail Id: Signature: ……….., or failing him 2. Name: ……………. Address: E‐mail Id: Signature: ……….., as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at 32nd Annual General Meeting of the Company, to be held on Wednesday, 30th September, 2020 at GA‐2, B‐1, Extension, Mohan Co‐Operative Industrial Estate, Mathura Road, New Delhi‐110 044 at 11.00 A.M., and at any adjournment thereof in respect of such resolutions as are indicated below: Resolution No. 1 ………… 2 ………… 3 ………… Signed this ……………..….….. day of………………………………………….… 2020 Signature of Shareholder‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐Signature of Proxy holder(s) ‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐

Note: This form of proxy in order to be effective should be duly completed and deposited at the

Registered Office of the Company, before the commencement of the Meeting.

Affix Revenue Stamp

Name of the Member(s):

Registered address:

E‐mail Id:

Folio No/ Clint Id:

DP ID:

ROUTE MAP TO THE ANNUAL GENERAL MEETING VENUE

VENUE: T & T MOTORS, GA‐2, B‐1 EXTENSION, MOHAN CO‐OPERATIVE INDUSTRIAL

ESTATE, MATHURA ROAD, NEW DELHI‐110001

Distance from Mohan Estate Metro Station 6.7 Kms

Distance from Badarpur Border 5.1 Kms

ALLIEDNIPPONPRIVATELIMITED

BOARDS’REPORTTotheMembersofAlliedNipponPrivateLimited

Your Directors have pleasure in presenting the Thirty Second Annual Report on the business and operations of the Company, together with the Audited Accounts for the Financial Year ended 31st March, 2020.

FINANCIALHIGHLIGHTS The Financial highlights for the Year under review are given below:-

Particulars CurrentFinancialYear(2019‐

2020)PreviousFinancialYear(2018‐

2019)

Revenue from Operations 2,818,972,723 2,995,612,436

Other Income 125,783,902 148,738,195

Profit/loss before Depreciation, Finance Costs, Exceptional items and Tax Expense

391810076 291,021,919

Less: Depreciation/ Amortisation/ Impairment 59,661,760 86,204,973

Profit /loss before Finance Costs, Exceptional items and Tax Expense

3,321,48,316 204,816,946

Less: Finance Costs 320,91,398 28,945,857

Profit /loss before Exceptional items and Tax Expense 300,056,917 175,871,089

Profit /loss before Tax Expense 300,056,917 175,528,603

Less: Tax Expense (Current & Deferred) 68,642,314 49,885,863

Profit /loss for the year (1) 231,414,603 125,642,740

Total Comprehensive Income/loss (2) - -

Total (1+2) 231,414,603 125,642,740

Balance of profit /loss for earlier years 1,348,950,729 1,234,481,555

Less: Transfer to Debenture Redemption Reserve - -

Less: Transfer to General Reserves 1,337,777,161 -

Less: Dividend paid on Equity Shares 11,173,568 11,173,568

Less: Dividend paid on Preference Shares - -

Less: Dividend Distribution Tax - -

Balance carried forward 231,414,603 1,348,950,729

YEARUNDERREVIEWOn Standalone basis for the year 2019-20, your Company has achieved a Net Profit after Tax of INR 23,14.15 Lacs as against INR 12,56.43 Lacs in the year 2018-19. The total turnover including other income for the year 2019-20 stood at INR 294,47.57 Lacs as compared to INR 314,43.50 Lacs for the year 2018-19 indicating a reduction of 6.35%. During the year 2019-20, revenue from operations decreased to INR 281,89.72 Lacs as compared to INR 299,56.12 Lacs in 2018-19. Because of sudden lockdown announced by the Government of India w.e.f. 23rd March, 2020, the Company missed its sales target by appx Rs. 10 Cr, hence there is a slight decrease in turnover figure as compared to previous year. However; the company strives to have good teamwork by all the employees of your Company at different levels, achieving significant economies in production costs, substantial reduction in various Overheads & tremendous support and guidance of the members of the Board of the Company by virtue of which your Company was able to earn an enhanced profit of 84.18% as compared to previous year. During the year under review, the macro- economic, geo-political, financial and industry scenario vis-à-vis the performance of your Company are explained hereunder: The passenger vehicle segment saw an overall decline

in sales. There’s a sharp reduction in the number of vehicles sold as compared to previous year.

The major factors for decline in sales of passenger vehicles are due to increased insurance cost, prices of petrol and diesel and implementation of BS-VI norms. Customers have re-arranged its production and inventory plan due to these factors.

The WHO characterized COVID-19 as a pandemic on 11th March, 2020 as COVID-19 spread rapidly, both in terms of number of cases and the affected countries. The impact of COVID-19 will be felt in the Financial Year 2020-21 as it is expected to further drag the slowness in the auto industry and the revival is bound to be slow. After the Lockdown announced by the Government of India, the Company resumed operations in its facilities and taken steps to build in all the safety and precautionary measures across all its facilities and locations.

The World Bank predicts that the Global Gross Domestic Product (“GGDP”) will decline by 5.2% in the year 2020. The continued spread of COVID-19 could adversely affect workforces, customers, economies and financial markets globally, potentially leading to further economic downturn.

CONVERSIONOFSTATUSOFTHECOMPANY The status of your Company has been changed from “Public Limited Company” to “Private Limited” vide Order issued by the Regional Director, Norther Region on 14th January, 2020, allowing the conversion of Company and consequently change of name of the Company. The new Certificate of Incorporation with the name of Company as “Allied Nippon Pvt. Ltd.” effective from 12th February, 2020 was issued by the Registrar of Companies, Delhi. CAPITALEXPENDITUREONTANGIBLEASSESTSDuring the year under review, the Company has incurred a capital expenditure of Rs. 3462.54 Lacs as against capital expenditure of Rs. 1095.50 Lacs in the previous financial year. The details of the said expenditure is as under:

AssetsDescription 2019‐20 2018‐19Gross Gross

Factory Building

99,450 4,442,128

Plant & Machinery

19,477,940 78,521,796

Furniture & Fixtures

1,819,713 183,000

Equipment

11,271,317 2,292,317

Vehicles

1,850,000 5,325,925

Electrical Installation

106,980 18,784,717

34,625,400 1,09,549,883 DIVIDEND

Your Company continues to deliver progressive returns to its Shareholders. The Board of Directors of your Company is pleased to recommend, for approval of the members at the ensuing 32nd Annual General Meeting, payment of Dividend of Re. 2.0/- per Equity Share of the face value of Rs. 10/- each, fully paid up {total Dividend amount aggregating to INR 1,11,73,568/- (excluding dividend tax) i.e. on 55,86,784 Equity Shares of Rs. 10/- each @ 20% for the year ended the 31st March, 2020, which if approved, will absorb INR 1,11,73,568/-. Dividend will be paid to those shareholders whose names will appear in the Register of Members on the date of the forthcoming Annual General Meeting. CHANGEINCAPITALSTRUCTURE The Paid-Up Capital of the Company as on 31st March, 2020 was INR 5, 58, 67,840. During the year under review, the Company did not issue any class or category of Shares and consequently there has been no change in the Capital Structure since the Previous Year. TRANSFERTOGENERALRESERVE The Company proposes to transfer INR 133,77,77,161 to the General Reserves. INVESTOREDUCATIONANDPROTECTIONFUNDPursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2017, any money transferred by the Company to the unpaid dividend account and remaining unclaimed for a period of seven years from the date of such transfer shall be transferred to a Fund called Investor Education and Protection Fund (IEPF) set up by the Central Government. During the financial year 2019-20, no amount was due to be transferred by your Company to IEPF. MATERIAL CHANGES AND COMMITMENTS, IF ANY,AFFECTINGTHEFINANCIALPOSITIONOFTHECOMPANY,HAVINGOCCURREDSINCETHEENDOFTHEYEARANDTILLTHEDATEOFTHEREPORT

There have been no material changes and commitments, which affect the financial position of the Company which have occurred between the end of the financial year to which the financial statements relate and the date of this Report.MATERIALAND SIGNIFICANTORDERS PASSEDBYTHEREGULATORSORCOURTSORTRIBUNALS The Company has not received any significant or material orders passed by any Regulatory Authority, Court or Tribunal which may impact the going concern status and Company’s operations in future.

PERFORMANCE OF SUBSIDIARIES, ASSOCIATES ANDJOINTVENTURECOMPANIESAs on 31st March, 2020, your Company has Two (2) Wholly Owned Subsidiaries namely, M/s. Krishnaav Engineering Limited and M/s. Allied Nippon Components Limited, and One (1) Subsidiary & Joint Venture Company namely; M/s. Allied Comline Limited and Two (2) Joint Venture Companies namely, M/s. Allied JB Friction Private Limited and M/s Allied Westlake Private Limited. The highlights on Performance of your Company’s Subsidiary and Joint Venture Companies during the Financial Year 2019-20 are as follows:- SUBSIDIARYCOMPANY (A)KRISHNAAVENGINEERINGLIMITED(“KEL”)KEL is the Wholly Owned Subsidiary of your Company which was incorporated under the provisions of Companies Act, 1956. The Principal Business Activity of KEL is to manufacture Aluminum Castings for Automobile Parts. During the Financial Year 2019-20, KEL has recorded a Turnover of INR 2712.33 Lacs and Net Profit of INR 41.41 Lacs. (B)ALLIEDNIPPONCOMPONENTSLIMITED(“ANCL”)ANCL is the Wholly Owned Subsidiary of your Company which was incorporated under the provisions of the Companies Act, 1956. The Company is engaged in the business of Trading of automotive and allied components and providing Consultancy services. During the Financial Year 2019-20, ANCL has recorded a Turnover of INR 161 Lacs and a Net profit amounting to INR 83.68 Lacs. SUBSIDIARY&JOINTVENTURECOMPANY (A)ALLIEDCOMLINELIMITED(“ACL”)ACL is the Joint Venture and Subsidiary of your Company which was incorporated as a Private Company with Limited Liability under the provisions of Companies Act, 1985 in United Kingdom. The Company is engaged in the business of wholesale distribution of motor car spares, parts and other general merchandise. The Company is holding 51% shareholding of ACL. During the Financial Year 2019-20, ACL has recorded a Turnover of £ 13.61 Million and Net Profit of £ 0.27 Million. JOINTVENTURECOMPANY (A)ALLIEDJBFRICTIONPRIVATELIMITED(“AJF”)AJF is the Joint Venture of your Company which was incorporated under the provisions of the Companies Act, 1956. The Company is engaged in manufacturing of Non-Asbestos Type Friction Materials (Including Disc Brake Pads, Brake Linings and Brake Shoe Assembly) and Drum Brake Assemblies for Automobiles and Motorcycles. The Company is holding 49% shareholding of AJF. During the Financial Year 2019-20, AJF has recorded a Turnover of INR 21939.88 Lacs and a Net Profit amounting to INR 2689.13 Lacs.

(B)ALLIEDWESTLAKEPRIVATELIMITED(“AWPL”)AWPL is the Joint Venture of your Company which was incorporated under the provisions of the Companies Act, 2013. The Company is engaged in manufacturing and dealing in all clutch assemblies and related parts for automotive, non-automotive, industrial, railway and other allied applications. The Company is holding 27% shareholding of AWPL. During the Financial Year 2019-20, AWPL has recorded a Turnover of INR 31.17 Lacs with a Net Loss amounting to INR 110.45 Lacs. Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 5 of The Companies (Accounts) Rules, 2014, a Statement containing salient features of the Financial Statements of all the Company’s Subsidiaries and Joint Venture Companies is set out as Annexure‐Ato this Report. The Financial Statements of the Subsidiary Companies and Joint Venture Companies and other related information are available for inspection by the members at the Registered Office of the Company during the business hours pursuant to the provisions of Section 136 of the Companies Act, 2013. Any member desirous of obtaining a copy of the Audited Financial Statements of the Subsidiary Companies and Joint Venture Companies of the Company may get the same from the Registered Office of the Company. DETAILS IN RESPECT OF ADEQUACY OF INTERNALFINANCIAL CONTROLS WITH REFERENCE TO THEFINANCIALSTATEMENTS

Your Company’s Management has established and maintained Internal Financial Controls (IFC) based on internal control over financial reporting criteria established by your company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI).

Your Company has in place adequate internal control systems and procedures commensurate with the size, scale and nature of its business operations and is also in line with the Companies Act, 2013. These procedures are designed to ensure that:

All assets and resources are acquired economically, used efficiently and are adequately protected.

Effective and adequate internal control environment is maintained across the Company.

All internal policies and statutory guidelines are complied with.

To strengthen the accounting and management information process, your Company has implemented the latest SAP – HANA successfully during the previous year. SAP System ensures appropriate segregation of duties, appropriate level of approval mechanism and maintenance of supporting records. These Systems, Standard Operating Procedures (SoPs) are reviewed and updated from time to time by the Management. Based on the results of such assessments carried out by Management, no reportable material weakness or significant deficiencies in the design or operation of internal financial controls was observed. Nonetheless your Company recognizes that any internal control framework, no matter how well designed, has inherent limitations and accordingly, regular audits and review processes ensure that such systems are reinforced on an ongoing basis. During the Year under review, the system and controls of your Company are audited by the Internal Auditor and their findings and recommendations are reviewed by the Management / Board of Directors which ensures timely implementation.

PUBLICDEPOSITS

During the Financial Year 2019-20, your Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014. STATUTORYAUDITORS M/s SKCA & Associates, Chartered Accountants, (Registration No. 13517N), Statutory Auditors were appointed for 5 (Five) Financial Years up to 2021-22. and in view of the M.C.A. notification dated 07.05.2018 their ratification shall not be required in the upcoming AGM and they shall act as the Statutory Auditor of the Company till the conclusion of the 34th Annual General Meeting of the Company to be held in the year 2022. AUDITORS’REPORT There being no reservation, qualification, adverse remarks in the Auditors’ Report, no further explanations are required. DETAILS IN RESPECT OF FRAUDS REPORTED BYAUDITORS OTHER THAN THOSE WHICH AREREPORTABLETOTHECENTRALGOVERNMENT The Statutory Auditors of the Company have not reported any frauds to the Audit Committee or to the Board of Directors under Section 143(12) of the Companies Act, 2013, including rules made thereunder. EXTRACTOFTHEANNUALRETURN In accordance with the requirement of sub-section 3(a) of Section 134 and sub-section (3) of Section 92 of the Companies Act 2013, read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the extract of the Annual Return in Form MGT-9 as at 31st March, 2020 is set out as Annexure‐Bto this Report. DIRECTORS(A)APPOINTMENT During the year under review, Mr. Vikas Uppal (DIN: 01726183) was appointed as Director of the Company with effect from the 23rd August, 2019. After the end of the Financial Year, Ms. Rashi Talwar Bhatia (DIN: 02517526) was appointed as an Additional Director of the Company with effect from the 25th August, 2020, whose term of office is up to the ensuing Annual General Meeting in accordance with the applicable provisions of the Companies Act, 2013 and the Articles of Association of the Company.

The matter of appointing her, as regular director, appears as an Agenda in the Notice of the 32nd Annual General Meeting.

A brief profile of the above-named Director seeking appointment at the ensuing Annual General Meeting of the Company has been provided in the Notice of the 32nd Annual General Meeting. (B)CHANGEINDESIGNATIONDuring the year under review, the designation of Mr. Vijay Dhawan (DIN:00040687) was changed from Independent Director to an Ordinary Director of the Company with effect from the 27th February, 2019. (c)RESIGNATIONDuring the financial year, Mr. Praveen Khurana (DIN: 01105728) and Mr. Prakash Lal Kapur (DIN: 00005793) have tendered their resignation from the position of Independent Director w.e.f. 14th February, 2020. The Board places on

record its gratitude for the contributions made by Mr. Praveen Khurana and Mr. Prakash Lal Kapur during their tenure on the Board of the Company. KEYMANAGERIALPERSONNEL(S)Pursuant to Section 203 of the Companies Act, 2013 read with The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company was not required to appoint Key Managerial Personnel. However, there is Company Secretary (CS) employed by the Company. SECRETARIALSTANDARDS

The Company complies with all applicable mandatory secretarial standards issued by the Institute of Company Secretaries of India.

COMMITTEESOFTHEBOARD

The Committees of the Board focus on certain specific areas and make informed decisions in line with the delegated authority. During the year, there were Five (5) Committees of the Board of your Company which function according to their respective roles and defined scope. Out of these, two Committees were dissolved w.e.f 27.02.2020: -

Audit Committee

Corporate Social Responsibility Committee

Nomination & Remuneration Committee

Share Transfer Committee

Executive Committee The brief details of all the above Committees of the Board and their constitution are as under:- AUDITCOMMITTEE

The Audit Committee had been constituted in accordance with the provisions of Section 177 of the Companies Act, 2013.

The composition of the Audit Committee was as follows:- S.No. Name Status Categoryof

Membership1. Mr. Vijay

Dhawan Chairman Non- Executive

Independent Director

2. Mr. Praveen Khurana

Member Non- Executive Independent

Director

3. Mr. Rohan Talwar

Member Executive Director

Apart from Mr. Rohan Talwar, all other Committee members are Independent. Members of the Audit Committee possess financial/accounting expertise/ exposure.

During the Year under review, there was no such recommendation of the Audit Committee which was not accepted by the Board. During the year under review, the Audit Committee of the Board of Directors of your Company met Two (2) times on the following dates:-

29th April, 2019;

23th August, 2019;

The Board of Directors of the Your Company consequent to conversion of status of Company from Public to Private, have decided to dissolve the Audit Committee with effect from the 27th February, 2020.

CORPORATESOCIALRESPONSIBILITYCOMMITTEE Your Company has constituted a Corporate Social Responsibility Committee (CSR) and also developed and implemented a CSR Policy in accordance with the provisions of Section 135 of the Companies Act, 2013 read with The Companies (Corporate Social Responsibility) Rules, 2014. The Committee was reconstituted on 23.08.2019 and the composition of the Corporate Social Responsibility Committee with effect from that date is as follows:-

S.No.

Name Status CategoryofMembership

1. Mr. Rohan Talwar Chairman Executive Director

2. Mr. Vijay Dhawan Member Non -Executive Director

3. Mr. Vikas Uppal Member Non -Executive

Director

During the year under review, the CSR Committee of the Board of Directors of your Company met Two (2) times on the following dates: -

23rd August, 2019

27th February, 2020

The Committee monitors and oversees the CSR initiatives and activities of your Company. The CSR activities are based on the CSR Policy approved by the Board which is available at the website of your Company viz. www.alliednippon.com. Your Company’s CSR efforts in the last financial year have been concentrated on the following initiatives: -

1. Providing Education to under privileged girls; vocational training to needy children & women;

2. Promoting Animal Welfare; and

Your Company would also undertake other need-based initiatives in compliance with Schedule VII of the Companies Act, 2013. The Annual Report on CSR activities is set out herewith as Annexure‐C to this Report. NOMINATIONANDREMUNERATIONCOMMITTEE Your Company had Nomination and Remuneration Committee in compliance with the provisions of Section 178 of the Companies Act, 2013, which amongst others is responsible for identifying and recommending persons who are qualified to become directors or appointed as part of senior management of the Company and laying down remuneration policy as set out herewith as Annexure‐D to this Report. The composition of the Nomination and Remuneration Committee during the Year was as follows:-

S.No.

Name Status CategoryofMembership

1. Mr. Vijay Dhawan

Chairman Non- Executive Independent

Director

2. Mr. Praveen Khurana


Director

3. Mr. Prakash Lal Kapur


Director

During the year under review, the Nomination and Remuneration Committee of the Board of Directors of your Company met Two (2) times on the following dates: -

29th April, 2019

23rd August, 2019;

The Board of Directors of the Your Company, consequent to conversion of status of the Company from Public to Private, decided to dissolve the Nomination and Remuneration Committee with effect from the 27th February, 2020.

SHARETRANSFERCOMMITTEE Your Company had constituted the Share Transfer Committee to look into and decide matters pertaining to transfer of shares, splitting of share certificates, issuance of new certificate in place of defaced /torn /damaged /spoiled/ lost share certificate and to oversee shareholders and investor complaints/grievances. The Share Transfer Committee was reconstituted on 23.08.2019 and the composition of the Share Transfer Committee with effect from that date is as follows:- S.No Name Status Categoryof

Membership

1. Mr. Ravi Talwar Member Executive Director

2. Mr. Rohan Talwar

Member Executive Director

3. Mr. Vijay Dhawan


Director

4. Mr. Vikas Uppal Member Non-Executive Director

During the year under review, the Share Transfer Committee of the Board of Directors of your Company met Four (4) times on the following dates:-

20th June, 2019;

10th September, 2019;

30th November, 2019;

14th January, 2020;

EXECUTIVECOMMITTEE The Board had constituted the Executive Committee for dealing with the day to day matters of the Company. The Executive Committee was reconstituted on 23.08.2019 and the composition of the Executive Committee with effect from that date is as follows:- S.No Name Status Categoryof

Membership1. Mr. Rohan Talwar Chairman Executive

Director 2. Mr. Ravi Talwar Member Executive

Director 3. Mr. Vikas Uppal Member Non-Executive

Director During the year under review, the Executive Committee of the Board of Directors of your Company met Five (5) times on the following dates:-

4th May, 2019;

29th July, 2019;

12th September, 2019;

17th January, 2020;

13th February, 2020.

NUMBEROFMEETINGSOFTHEBOARDOFDIRECTORS During the year ended 31st March, 2020, the Board of Directors of your Company met Four (4) times on the following dates:-

29th April, 2019;

23rd August, 2019;

11th December, 2019;

27th February, 2020.

The maximum gap between two meetings was not more than one hundred twenty days as mandated under the provisions of Section 173 of the Companies Act, 2013. PARTICULARSOFCONTRACTSORARRANGEMENTWITHRELATEDPARTIESRelated Party Transactions of your Company are reviewed and approved by the Board. During the year under review, there were no materially significant related party transactions made by the Company with the Promoters, Directors, Key Managerial Personnel or other Designated Persons which may have a potential conflict with the interest of the Company at large. The contracts or arrangements with related parties during the period under review referred to in Section 188 (1) of the Companies Act, 2013 were in the ordinary course of business and on an arm’s length basis. Detail of such transactions as referred to in sub- section (1) of Section 188 of the Companies Act, 2013 in Form AOC-2 is set out herewith as Annexure‐E to this Report. PARTICULARSOFLOANS,GUARANTEEANDINVESTMENT The details of Loans, Guarantee and Investments under Section 186 of the Companies Act, 2013 read with The Companies (Meeting of Board and its Powers) Rules, 2014, are as follows:-

A. INVESTMENTINEQUITYSHARES:‐

During the year under review, your Company has invested an amount of INR 8 Crores in accordance with Section 186 of the Companies Act, 2013 read with Rules thereunder by subscribing to 8,000,000 Equity shares of Rs. 10/- each of M/s Allied Westlake Pvt. Ltd.

B. GUARANTEEANDLOANS During the year under review, the Company has not given guarantee to any person or Body Corporate in accordance with Section 186 of the Companies Act, 2013 read with the rules issued thereunder. However, the Company has given inter-corporate loan to M/s Allied Motors Ltd. (AML) during the year. The total outstanding loan given to AML as on 31.03.2020 is Rs. 15,15,12,943.

RISKMANAGEMENTPOLICY

Your Company has developed and implemented a Risk Management Policy with an objective of timely identification, evaluation, monitoring and minimizing the risks, which may threaten the existence of the Company. The Policy has also been adopted by the Board of Directors of your Company. VIGILMECHANISM

The Company has in place an established and effective mechanism called the Vigil Mechanism Policy, for Directors and Employees to report to the management, concerns about unethical behavior, actual or suspected fraud or violation of the Company’s code of conduct or ethics policy, in accordance with the provisions of the Companies Act, 2013. The mechanism provides for adequate safeguards against unfair treatment of whistle blower who wishes to raise a concern and also provides for direct access to the Vigilance Officer/ Managing Director/ Chairman of the Audit Committee through e-mail, writing and telephone for reporting the matter.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OFWOMEN ATWORKPLACE (PREVENTION, PROHIBITIONANDREDRESSAL)ACT,2013 The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of sexual harassment at workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed there under for Prohibition, Prevention and Redressal of Complaints of Sexual Harassment of Women at Workplace. The Policy provides a platform to the women employees for reporting unethical business practices at workplace without the fear of reprisal and help in eliminating any kind of misconduct in the Company. During the year, no such complaints were received by the Company.

CONSERVATIONOFENERGY,TECHNOLOGYABSORPTIONANDFOREIGNEXCHANGEEARNINGSANDOUTGO

Disclosure of information regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo as stipulated under Section 134 (3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is set out herewith as Annexure‐ F to this Report.

PARTICULARSOFEMPLOYEES

During the year under review, 2 (two) employees were in receipt of remuneration of Rs. 1.20 Crores or more per annum or Rs. 8.50 Lakhs per month if employed for part of the year, hence, the particulars required to be reported under Rule 5(2) and Rule 5(3) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is set out herewith as Annexure‐G to this Report.

DIRECTOR’SRESPONSIBILITYSTATEMENT Pursuant to the provisions under Section 134 (5) of the Companies Act, 2013, with respect to Directors’ Responsibility Statement, yours Directors state that:

(a) In the preparation of the annual accounts for the year ended 31st March, 2020, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(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 as at 31st March, 2020 and of the profit of the Company for the year ended on that date;

(c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 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 were operating effectively; and

(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.

ACKNOWLEDGEMENTYour Directors wish to convey their appreciation to all of the Company’s employees for their contribution towards the Company’s performance. The Directors would also like to thank the shareholders, customers, dealers, suppliers, bankers, Governments and all other business associates for their continuous support to the Company and their confidence in its management.

For and on behalf of the Board 25thAugust,2020 RAVITALWARNewDelhi CHAIRMAN

(Information in respect of each subsidiary to be presented with amount in Rs.)

S.No. Name of the Subsidiary The Date since when Subsidiary was

acquired

Reporting period for the subsidiary

concerned, if different from the holding

company’s reporting

Reporting Currency and Exchange Rate as on the last date of the relevant Financial year in the case of foreign

Share Capital Reserves & Surplus Total Assets Total Liabilities Investments Turnover Profit before taxation

Provision for taxation

Profit after taxation

Proposed Dividend

Extent of Shareholdin

g (in percentage)

3Allied Nippon ComponentsLimited, India

05.12.201101.04.2019‐31.03.2020

INRINR

2,40,00,000INR (69,55,322)

INR 19,734,424

INR 19,734,424 ‐ INR 16,099,440 INR 8,269,276 NilINR

8,269,276Nil 100%

Notes:‐

Place: New Delhi Ravi TalwarDate: 25th August, 2020 Chairman & Whole Time Director

(DIN:‐ 00177922)

Monika DhingraGM‐ Corporate Affairs & Company Secretary

Rohan TalwarManaging Director(DIN:‐00177963)

Annexure‐A

Nil

For & on behalf of the Board of Directors of Allied Nippon Private Limited

FORM ‐ AOC‐1(Pursuant to first proviso to sub‐section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Part "A": Subsidiaries

(b) During the year under review, no Subsidiaries of the Company have been liquidated or sold.

(a) During the year under review, no Subsidiaries of the Company are yet to commence their operations.

£ 6,657,653 £ 6,657,653 ‐ £ 13,608,588 £ 335,279

100%

Statement containing salient features of the financial statement of Subsidiaries or Associate Company or Joint Ventures

£ 400,000

51%£ 63,703£ 436,678

INR 79,988,614

INR 10,000,508

INR 271,233,031

INR 5,727,387 INR 1,586,672

INR 4,140,715

£ 271,576

INR 32,093,233

INR 79,988,6142

Krishnaav EngineeringLimited, India

01.04.2019‐31.03.2020

INR INR 48,18,00030.03.2007

1 Allied Comline Limited, U.K.01.04.2019‐31.03.2020

1 GBP= 90.8731 INR £ 10027.05.2004

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

M/s. Allied JB Friction Pvt. Ltd. Allied Westlake Pvt. Ltd.

(Joint Venture Company) (Joint Venture Company)

2Date on which the Associate or Joint

Venture was associated or acquired28.04.2011 17.09.2019

Profit/Loss for the year INR 268,913,404INR (11,044,613)

(i) Considered in Consolidation INR 131,767,568 INR (2,945,598)

(ii) Not Considered in Consolidation ‐ ‐

Notes:

1. During the year under review, no associate or Joint Venture Companies are yet to commence their operations.

Rohan Talwar Ravi Talwar

Managing Director Chairman & Whole Time Director

(DIN:‐00177963) (DIN:‐ 00177922)

Place: New Delhi

Date: 25th August, 2020

The Company holds26.67%

of total share capital in Allied

Westlake Pvt. Ltd.

NA

INR 76,376,572

31.03.2020

8,000,000 Equity Shares

INR 80,000,000

26.67%

PART "A": Associates and Joint Ventures

6Net Worth attributable to shareholding as

per latest audited Balance Sheet INR 655,236,244

7

4Description of how there is significant

influence

The Company holds 49% of total

share capital in Allied JB Friction Pvt.

Ltd.

5Reason why the Associate/Joint Venture is

not consolidatedNA

Amount of Investment in Associates or

Joint VentureINR 28,81,70,666

Extent of Holding in percentage 49%

3. Shares of Associate or Joint Ventures held

by the Company on 31st March, 2019

No. 1,23,12,377 Equity Shares

S.No. Name of Associates or Joint Ventures

1. Latest Audited Balance Sheet Date 31.03.2020

2. During the year under review, no Associate or Joint Venture Companies have been liquidated or sold.

For & on behalf of the Board of Directors of

Allied Nippon Private Limited

Monika Dhingra

GM‐ Corporate Affairs & Company Secretary

Annexure‐B

FORMNO.MGT‐9

EXTRACTOFANNUALRETURN

AsontheFinancialYearendedon31/03/2020Of

ALLIEDNIPPONPRIVATELIMITED[Pursuant to Section 92(3) oftheCompaniesAct,2013

AndRule 12(1) of the Companies (Management and Administration) Rules, 2014]

I.REGISTRATIONANDOTHERDETAILS:

(i) CIN: U34300DL1988PTC030910

(ii) RegistrationDate[DDMMYY] 10/03/1988

(iii) Nameofthecompany Allied Nippon Private Limited

(iv) CategoryoftheCompany Private Company

(v) SubCategoryoftheCompany Limited by shares

(vi) Addressofregisteredoffice 1006, Akashdeep Building, 26/A Barakhamba Road, New Delhi 110 001.

(vii) ContactDetails +91-120-4539600

(viii) WhetherlistedcompanyYes/No. No (ix) Name,AddressandContactdetailsRegistrar

andTransferAgent,ifanyLink Intime India Private Limited C-101, 247 Park, LBS Marg, Vikhroll West, Mumbai – 400 083.

II.PRINCIPALBUSINESSACTIVITIESOFTHECOMPANY(All the business activities contributing 10 % or more of the total turnover of the

company shall be stated)

SN NameandDescriptionofmainproducts/services NICCodeoftheProduct/service

%tototalturnoverofthecompany

1. Brake Pads 34300 19%

2. Brake Shoes 34300 55%

3. Brake Linings

34300 23%

III. PARTICULARSOFHOLDING,SUBSIDIARYANDASSOCIATECOMPANIES

SN NameandAddressofTheCompany CIN/GLNHolding/

Subsidiary/Associate

%ofsharesheld

ApplicableSection

1.

KrishnaavEngineeringLtd.1006, Akashdeep Building, 26/A Barakhamba Road, New Delhi

U34521DL1989PLC034900 Subsidiary 100% Sec.2(87)

2.

AlliedNipponComponentsLtd.1006, Akashdeep Building, 26/A Barakhamba Road, New Delhi

U51909DL2011PLC228261 Subsidiary 100% Sec.2(87)

3. AlliedComlineLtd.Unit B 1 Luton Enterprise Park Sundon Park Road, Luton Bedfordshire, LU3 3GU United Kingdom

Foreign Company Subsidiary 51% Sec.2(87)

4.

AlliedJBFrictionPvt.Ltd1006, Akashdeep Building, 26/A Barakhamba Road, New Delhi

U35990DL2011PTC218240 Associate 49% Sec 2(6)

5. AlliedWestlakePvt.Ltd.

1006, Akashdeep Building, 26/A Barakhamba Road, New Delhi

U35999DL2018PTC340842 Associate 26.67% Sec 2(6)

IV.SHAREHOLDINGPATTERN(EquityShareCapitalBreakupaspercentageofTotalEquity)

i) Category‐wiseShareHolding

IV.SHAREHOLDINGPATTERN(EQUITYSHARECAPITALBREAKUPASPERCENTAGEOFTOTALEQUITY)(i) CATEGORY–WISESHAREHOLDINGCategoryofShareholders No.ofSharesheldon1st April,2019 No.ofSharesheldon31stMarch,2020 %

changesduringthe

year

Demat Physical Total %oftotalshares

Demat Physical Total %oftotalshares

A. Promoters (I) Indian

(a) Individual/HUF 50,000 33,843 83,843 1.5 % Nil 31,250 31,250 0.56% (0.94%)

(b) Central Govt. Nil Nil Nil Nil Nil Nil Nil Nil 0.00(c) State Govt. (s) Nil Nil Nil Nil Nil Nil Nil Nil 0.00(d) Bodies Corp. Nil 2,896,824 2,896,824 51.85 % 2,574,939 321,885 2,896,824 51.85 % 0.00

(e) Banks/FI Nil Nil Nil Nil Nil Nil Nil Nil 0.00(f) Any Other 460,123 Nil 460,123 8.24 % 1,088,481 Nil 1,088,481 19.48% 11.24%

Sub‐total(A)(I) 510,123 2,930,667 3,440,790 61.59%

3,663,420 353,135 4,016,555 71.89% 10.30%

(2) Foreign (a) NRIs- Individuals 360,836 214,929 575,765 10.30% Nil Nil Nil Nil (10.30%)(b) Other- Individuals Nil Nil Nil Nil Nil Nil Nil Nil 0.00 (c) Bodies Corp. Nil 11,55,960 11,55,960 20.7% Nil 11,55,960 11,55,960 20.7% 0.00(d) Banks/FI Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00 (e) Any Other Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00 Sub‐total(A)(2) 360,836 1,370,889 1,731,725 31% Nil 11,55,960 11,55,960 20.7% (10.30%)TotalShareholdingofPromoter(A)=(A)(I)+(A)(2)

870,959 4,301,556 5172515 92.59% 3,663,420 1,509,095 5,172,515 92.59% 0.00

B. PublicShareholding

I. Institutions

(a) Mutual Funds Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(b) Banks/FI Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(c) Central Govt. Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(d) State Govt(s). Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(e) Venture Capital Funds Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(f) Insurance Companies Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(g) FIIs Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(h) Foreign Venture Capital Funds

Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

(i) Others (specify) Nil Nil Nil 0.00 Nil Nil Nil Nil 0.00

Sub‐total(B)(I) Nil Nil Nil 0.00 Nil Nil Nil 0.00

2. Non- Institutions

(a) Bodies Corp.

(i) Indian Nil 10,000 10,000 0.18% Nil 10,000 10,000 0.18% 0.00

(ii) Overseas Nil Nil Nil 0.00 Nil Nil Nil 0.00 0.00

(b) Individuals Nil Nil Nil 0.00 Nil Nil Nil 0.00 0.00

(i) Individual shareholders holding nominal share capital upto Rs. 1 lakh

Nil 33,870 33,870 0.6% Nil 33,870 33,870 0.6% 0.00

(ii) Individual shareholders holding nominal share capital in excess of Rs. 1 Lakh

Nil 12,407 12,407 0.22% Nil 12,407 12,407 0.22% 0.00

(b) Others Nil 357,992 357,992 6.41% Nil 357,992 357,992 6.41% 0.00

NRI- Individuals

Sub-total (B)(2) Nil 414,269 414,269 7.41% Nil 414,269 414,269 7.41% 0.00

TotalPublicShareholding(B)=(B)(I)+(B)(2)

Nil 414,269 414,269 7.41% Nil 414,269 414,269 7.41% 0.00

C. Shares held by Custodian for GDRs & ADRs

Nil Nil Nil 0.00 Nil Nil Nil 0.00 0.00

GrandTotal(A+B+C) 870,959 4,715,825 5,586,784 100% 3,663,420 1,923,364 5,586,784 100% 0

(ii)SHAREHOLDINGOFPROMOTERS

SI.No

Shareholder’sName

Shareholdingason1stApril,2019 Shareholdingason31stMarch,2020 %ChangeInshare‐

holdingduringtheyear

No.ofshares

%oftotalsharesof

thecompany

%ofsharespledged/encumberedtotalshares

No.ofshares %oftotalsharesof

thecompany

%ofsharespledged/encumberedtotalshares

1. Mr. Ravi Talwar (HUF)

31,250 0.56% Nil 31,250 0.56% Nil 0.00

2. Mr. Ravi Talwar Jt with Mrs. Madhu Talwar

50,000 0.89% Nil 0 0% Nil (0.89%)

3. Mrs. Madhu Talwar

3,60,836 6.46% Nil 0 0% Nil (6.46%)

4. Mrs. Madhu Talwar Jt with Mr. Rohan Talwar

2,14,929 3.85% Nil 0 0% Nil (3.85%)

5. Ms. Kanika Talwar

2,593 0.05% Nil 0 0% Nil (0.05%)

6. Talwar Private Trust

4,60,123 8.24% Nil 10,88,481 19.48% Nil 11.24%

10. M/s. ANL Automotives Pvt. Ltd.

50,625 0.91% Nil 50,625 0.91% Nil 0.00

11. M/s. Silverline India Pvt. Ltd.

2,09,060 3.74% Nil 0 0% Nil (3.74%)

12. M/s. Ambience India Pvt. Ltd.

1,12,825 2.02% Nil 0 0% Nil (2.02%)

13. M/s. Talwar Impex Pvt. Ltd.

3,75,000 6.71% Nil 3,75,000 6.71% Nil 0.00

14. M/s. Allied Intertrade Co. Ltd.

21,49,314 38.47% Nil 24,71,199 44.23% Nil 5.76%

15. M/s City Establishment Ltd.

1,155,960 20.69% Nil 1,155,960 20.69% Nil 0.00

(iii)CHANGEINPROMOTERS’SHAREHOLDING(PLEASESPECIFY,IFTHEREISNOCHANGE) SI.No.

Shareholdingason1stApril,2019 CumulativeShareholdingduringtheyear

Noofshares %oftotalsharesof

thecompany

Date Increase/Decreasein

Shareholding

Noofshares %oftotalsharesofthecompany

1. MR.RAVITALWAR(HUF)* ASON1STAPRIL,2019 31,250 0.56% - - Date wise

Increase/Decrease in Promoters Shareholding during the year specifying the reasons for increase/decrease (e.g., allotment/ transfer/bonus/sweat equity, etc.)

- - - - - -

ASON31STMARCH,2020 31,250 0.56% *Duringtheyear,thereisnochangeintheShareholdingofMr.RaviTalwar(HUF)



Noofshares

%oftotalsharesof

thecompany


Shareholding


2. MR.RAVITALWARJOINTLYWITHMRS.MADHUTALWAR

ASON1STAPRIL,2019 50,000 0.89% - - Date wise Increase/Decrease in

Promoters Shareholding during the year specifying the reasons for increase/decrease (e.g., allotment/ transfer/bonus/sweat equity, etc.)

- - 06.01.2020 (50,000) (Decrease in Shareholding

due to transfer of shares)

0 0-

ASON31STMARCH,2020 0 0



Noofshares

%oftotalsharesof

thecompany

Date Increase/Decrease

inSharehold

ing


3. MRS.MADHUTALWAR ASON1STAPRIL,2019 3,60,836 6.46% - - Date wise Increase/Decrease in


- - 02.05.2019 (3,60,836) (Decrease

in Shareholding due to

transfer of shares)

0 0




Noofshares

%oftotalsharesof

thecompany


Shareholding

Noofshares

%oftotalsharesofthecompany

4. MRS.MADHUTALWARJOINTLYWITHMR.ROHANTALWAR

ASON1STAPRIL,2019 2,14,929 3.85% - - Date wise Increase/Decrease in


- - 21.11.2019 (2,14,929) (Decrease in Shareholding


0 0




Noofshares

%oftotalsharesof

thecompany


Shareholding

Noofshares


5. MS.KANIKATALWAR

ASON1STAPRIL,2019

2,593 0.05% - -

Date wise Increase/Decrease in Promoters Shareholding during the year specifying the reasons for increase/decrease (e.g.,allotment/transfer/bonus/sweat equity, etc.)

- - 04.04.2019 (2,593) (Decrease in Shareholding


0 0

ASON31STMARCH,2020

‐ ‐ 0 0



Noofshares

%oftotalsharesof

thecompany


Shareholding

Noofshares


6. M/sTalwarPrivateTrust

ASON1STAPRIL,2019

4,60,123 8.24% - -

Date wise Increase/Decrease in Promoters Shareholding during the year specifying the reasons for increase/decrease (e.g., allotment/ transfer/bonus/sweat equity, etc.)

- - 06.01.2020-30.04.2019 15.05.2019 21.11.2019

628358 (Increase in

Shareholding due to transfer

of shares)

10,88,481 19.48%

ASON31STMARCH,2020

‐ ‐ 10,88,481 19.48%



Noofshares

%oftotalsharesof

thecompany

Date Increase/DecreaseinShareholding


7. M/s.TALWARIMPEXPVT.LTD.*

ASON1STAPRIL,2019

3,75,000 6.71% - -


- - - - - -

ASON31STMARCH,2020

3,75,000 6.71%

*Duringtheyear,thereisnochangeintheShareholdingofM/sTalwarImpexPvt.Ltd. (iii)CHANGEINPROMOTERS’SHAREHOLDING(PLEASESPECIFY,IFTHEREISNOCHANGE) SI.No.


Noofshares

%oftotalsharesof

thecompany


Shareholding

Noofshares


8. M/s.ANLAUTOMOTIVESPVT.LTD.*

ASON1STAPRIL,2019

50,625 0.91% - -


- - - - - -

ASON31STMARCH,2020

50,625 0.91%

*Duringtheyear,thereisnochangeintheShareholdingofM/sANLAutomotivesPvtLtd



Noofshares

%oftotalsharesof

thecompany


Shareholding


9. M/s.ALLIEDINTERTRADECO.LTD.

ASON1STAPRIL,2019 2,149,314 38.47% - - Date wise Increase/Decrease in


- - 20.06.2019 + 3,21,855 Increase in

Shareholding due to Merger of Companies

2471199 44.23%

ASON31STMARCH,2020 2471199 44.23%



Noofshares

%oftotalsharesof

thecompany


Shareholding

Noofshares


10. M/s.SILVERLINEINDIAPVT.LTD.*

ASON1STAPRIL,2019

2,09,060 3.74% - -


- - 20.06.2019 (2,09,060) Decrease in Shareholding due to Merger

0 0

ASON31STMARCH,2020

0 0



Noofshares

%oftotalsharesof

thecompany


Shareholding

Noofshares


11. M/s.AMBIENCEINDIAPVT.LTD.* ASON1STAPRIL,2019 1,12,825 2.02% Date wise Increase/Decrease in


- - 20.06.2019 (1,12,825) Decrease in

Shareholding due to

Merger of Companies

0 0




Noofshares

%oftotalsharesof

thecompany


Shareholding

Noofshares


12. M/s.CityEstablishmentLtd.* ASON1STAPRIL,2019 1,155,960 20.69% Date wise Increase/Decrease in


- - - - - -

ASON31STMARCH,2020 1,155,960 20.69% *Duringtheyear,thereisnochangeintheShareholdingofM/sCityEstablishmentLtd.

(iv).SHAREHOLDINGPATTERNOFTOPTENSHAREHOLDERS(OTHERTHANDIRECTORS,PROMOTERSANDHOLDERSOFGDRSANDADRS):SI.No.


Noofshares

%oftotalsharesof

thecompany


Shareholding


1. MR.MOHANRAMCHANDRAJWANI

JOINTLYWITHMR.ROHANTALWAR

ASON1STAPRIL,2019

1,71,754 3.07% - -


- - - - - -

ASON31STMARCH,2020

1,71,754 3.07%



Noofshares

%oftotalsharesof

thecompany


Shareholding


2. MR.GURMITSINGHMANN

ASON1STAPRIL,2019

1,00,000 1.79% - -


- - - - - -

ASON31STMARCH,2020

1,00,000 1.79%



Noofshares

%oftotalsharesof

thecompany


Shareholding


3. MR.GURVINDERS.TALWAR

ASON1STAPRIL,2019

61,000 1.09% - -


- - - - - -

ASON31STMARCH,2020

61,000 1.09%



Noofshares

%oftotalsharesof

thecompany


Shareholding


4. MR.CHANDRAPKHATTAK

ASON1STAPRIL,2019 25,238 0.45% - -


- - - - - -

ASON31STMARCH,2020

25,238 0.45%



Noofshares

%oftotalsharesof

thecompany


Shareholding


5. M/S.D.S.S.ENTERPRISESPVT.LTD

ASON1STAPRIL,2019

10,000 0.18% - -


- - - - - -

ASON31STMARCH,2020

10,000 0.18%



Noofshares

%oftotalsharesof

thecompany

Date Increase/Decrease

inSharehold

ing


6. MRS.CHANDAMARWAH ASON1STAPRIL,2019 12,407 0.22% - - Date wise Increase/Decrease in


- - - - - -

ASON31STMARCH,2020 12,407 0.22%



Noofshares

%oftotalsharesof

thecompany


Shareholding


7. MR.TARUNKUMAR ASON1STAPRIL,2019 3,500 0.09% - -

Date wise Increase/Decrease in


- - - - - -

ASON31STMARCH,2020 3,500 0.09%



Noofshares

%oftotalsharesof

thecompany


Shareholding


8. MRS.S.PATTAMMALJTWITHMR.S.GURU

ASON1STAPRIL,2019 2500 0.04% - - Date wise Increase/Decrease in


- - - - - -

ASON31STMARCH,2020 2500 0.04%(iv).SHAREHOLDINGPATTERNOFTOPTENSHAREHOLDERS(OTHERTHANDIRECTORS,PROMOTERSANDHOLDERSOFGDRSANDADRS):SI.No.


Noofshares

%oftotalsharesof

thecompany


Shareholding


9. MR.RAJESINGHNEGI ASON1STAPRIL,2019 1600 0.029% - - Date wise Increase/Decrease in


- - - - - -

ASON31STMARCH,2020 1600 0.029%



Noofshares

%oftotalsharesof

thecompany


Shareholding


10. MR.S.BALAJI ASON1STAPRIL,2019 1,500 0.027% - - Date wise Increase/Decrease in


- - - - - -

ASON31STMARCH,2020 1,500 0.027%

VI.INBEBTEDNESS(FiguresinRs.Lacs)

SecuredLoansexcludingdeposits

UnsecuredLoans

Deposits TotalIndebtedness

Indebtednessason1stApril,2019

(i) Principal Amount

Term Loan/HP

CC/Others

756.37

4584.92

NIL NIL

756.37

4584.92

(ii)Interest due but not paid

20.67 NIL NIL 20.67

(iii)Interest accrued but not due Nil NIL NIL NilTotal(i+ii+iii) 5361.97 NIL NIL 5361.97 ChangeinIndebtednessduringthefinancialyear

Addition - - - - Reduction in Term Borrowing Reduction in HP

344.21 201.71

NIL NIL 344.21 201.71

NetChange 545.92 NIL NIL 545.92Indebtednessason31stMarch,2020

(i)Principal Amount

Term Loan/HP

CC/Others

412.16

4383.21

NIL NIL

412.16

4383.21

(ii)Interest due but not paid

10.94 NIL NIL 10.94

(iii)Interest accrued but not due

Nil NIL NIL Nil

Total(i+ii+iii)

4806.31 NIL NIL 4806.31

VII.REMUNERATIONOFDIRECTORSANDKEYMANAGERIALPERSONNEL‐A.RemunerationtoManagingDirector,Whole‐timeDirectorsand/orManager:

SINo.

ParticularsofRemuneration NameofMD/WTD/Manager TotalAmountinINR

Mr.RaviTalwar(WholeTimeDirector)

Mr.RohanTalwar(ManagingDirector)

1 Gross salary

(v)SHAREHOLDINGOFDIRECTORSANDKEYMANAGERIALPERSONNEL:

SI.No.

ForEachoftheDirectorandKMP Shareholdingason1stApril,2019

CumulativeShareholdingduringtheyear



1. MR.RAVITALWAR* ASON1STAPRIL,2019 81,250 1.45% - - Date wise Increase/Decrease in Shareholding

during the year specifying the reasons for increase/decrease (e.g., allotment/ transfer/bonus/sweat equity, etc.)

06.1.2020

(50000) Decrease in

shareholding due to

transfer of shares

31,250 0.56%

*The Shareholding of Mr. Ravi Talwar includes : 1) M/s Ravi Talwar HUF

ASON31STMARCH,2020 31,250 0.56%

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

18,000,000 18,000,000 36,000,000

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

12,330,400 10,801,000 23,131,400

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

- - -

2 Stock Option - - -

3 Sweat Equity - - -

4 Commission - as % of profit (5% of net Profits) - others, specify…

12,000,000 12,000,000 24,000,000

5 Others, please specify

- - -

Total (A) 42,330,400 40,801,000 883,131,400

Ceiling as per the Act * *

* As per the Resolution passed in Annual General Meeting dated 29.09.2018 & 30.09.2019 and Pursuant to Rule 7 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

B.REMUNERATIONTOOTHERDIRECTORS:SI.No.

ParticularsofRemuneration NameofDirectors

1. Independent Directors

Mr.VijayDhawan

Mr.PraveenKhurana

Mr.PrakashLalKapur

Ms.RevatiTalwar

Mr.VikasUppal

TotalinINR

Fee for attending Board/ Committee meetings

60,001 26,667 37,778 - - 1,24,446

Commission

- - - - - -

Others, please specify

- - - - - -

Total(I)

60,001 26,667 37,778 - - 1,24,446

2. Other Non-Executive Directors

Fee for attending Board committee meetings

- - - 43,333 35,000 78,333

Commission - - - - - -

Others, please specify - - - - - -

Total(2) - - - 43,333 35,000 78,333

Total(B)=(I+2)

60.001 26,667 37,778 43,333 35,000 78,333

Total Managerial Remuneration Overall Ceiling as per the Act

C.REMUNERATIONTOKEYMANAGERIALPERSONNELOTHERTHANMD/MANAGER/WTD

SINo.

ParticularsofRemuneration

KeyManagerialPersonnel*

CEO CS CFO Total

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

*Not Required as exempted to appoint KMP under Section 203 of the Companies Act, 2013.There is Company Secretary employed by the Company, whose Gross salary under sections 17(1) & 17(2) of the Income Tax ACT 1961 was Rs. 28,95,232during the year 2019-20

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 (c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

2 Stock Option

3 Sweat Equity

4 Commission

- as % of profit

others, specify…

5 Others, please specify

Total

VII.PENALTIES/PUNISHMENT/COMPOUNDINGOFOFFENCES:

Type SectionoftheCompaniesAct

BriefDescription

DetailsofPenalty/Punishment/Compoundingfeesimposed

Authority[RD/NCLT/COURT]

Appealmade,ifany(giveDetails)

A.COMPANY

Penalty - - - - -

Punishment - - - - -

Compounding - - - - -

B.DIRECTORS

Penalty - - - - -



C.OTHEROFFICERSINDEFAULT

Penalty - - - - -




25thAugust,2020 RAVITALWAR

NewDelhi CHAIRMAN

Annexure‐C

ANNUALREPORTONCORPORATESOCIALRESPONSIBILITY{CSR}ACTIVITIES

1. A brief outline of the Company’s CSR Policy, including overview of projects or programs proposed to be undertaken and a reference to the web-link to the CSR Policy and projects or programs

CSRactivitiesofAlliedNipponPvt.Ltd.isfocusedto:‐ Promoting education and

employment vocational skills specially among poor children and needy women;

Sustain efforts for promoting animal welfare; and

Any other project or aid which the

Committee considers suitable for the welfare of the society or humanity at large, within the purview of Schedule VII (Section 135 of the Companies Act, 2013 read with The Companies (Corporate Social Responsibility) Rules, 2014

The CSR Policy of the Company is available on the website of the Company viz. www.alliednippon.com and also attached herewith.

2. The Composition of the CSR Committee

Mr. Vijay Dhawan- Chairman Mr. Rohan Talwar- Member

Mr. Vikas Uppal- Member3. Average Net Profit of the Company for last three financial

years INR 229,034,018

4. Prescribed CSR Expenditure (two per cent of the amount as in item 3 above)

INR 4,580,680

5. Details of CSR spent during the financial year:-

A. Total amount spent during the financial year

INR 4,017,000

B. Amount unspent, if any

INR 5,63,680

C. Manner in which the amount spent during the financial year is given in CSR Spent table

6. In case the Company has failed to spend the two per cent of the average net profit of the last three financial years or any part thereof, the Company shall provide the reasons for not spending the amount in its Board’s Report

The CSR Expenditure allocated by the Company as per the requirement given by M/s Talwar Foundation could not be used by them due to delay in implementation & execution of the Projects planned by M/s Talwar Foundation during the year 2019‐20. Since Talwar Foundation could not implement the pre‐decided CSR projects, Company’s allocated Fund towards CSR remained unutilised

S.No.

CSRprojectoractivityidentified

Sectorinwhichtheprojectiscovered

ProjectsorPrograms AmountOutlay(budget)projectorprogramswise

Amountspentontheprojectsorprograms

Cumulativeexpenditureuptothereportingperiod

Amountspent:Directorthrough

implementingagency

ProjectSynopsis

Localareaor

other

Specifythestateanddistrictwhereprojectsor

programswasundertaken

Directexpenditure

Overheads

1. Provision of Education to under privileged girls at school and Sustainable livelihood through vocational training to children & women as well as promoting animal welfare through a Trust, named, Talwar Foundation

Promoting Education & enhancing vocational skills and Promoting Animal Welfare [Schedule VII(ii)] & VII (iv)

Both Delhi; Ballabgarh-Faridabad; Vrindavan; Noida; Bengaluru

Ongoing Expenditure

INR 34.25 Lacs - INR 34.25 Lacs Through Talwar Foundation

Talwar Foundation is a non-profit charitable foundation and its main purpose is to help the poor children especially girl child, educate them and provide them a good standard of living. It also conducts various vocational training programs for the poor children and needy women which help them to sustain their livelihood. Project identified is to provide education and vocational training to the poor children and needy women as well as conducting activities for animal care.

2. Promoting Animal Welfare through a Trust, named Kannan Foundation

Promoting Animal Welfare [Schedule VII (iv)]

Other Noida Ongoing Expenditure

INR 5.92 Lacs - INR 5.92 Lacs Through Kannan Foundation

Kannan Foundation is a non-profit Organisation and its main objective is to promote animal welfare practices and provide free medical facility and shelters to the distressed animals. Project Identified is providing medicines/ ambulance to the needy animals.

The CSR Committee confirms that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company. RohanTalwar VijayDhawanManagingDirector Chairman‐CSRCommittee

CORPORATESOCIALRESPONSIBILITYPOLICY

Allied Nippon Private Limited (Formerly Allied Nippon Limited) strives to be a socially responsible company and strongly believes in development which is beneficial for the society at large. CSR Policy of ANPL is to actively contribute to the social and economic development of the communities in which the company operates.

CSRVISION

Through sustainable measures, actively contribute to the Social, Economic and Environmental development of the community in which the company operates, ensuring participation from the community and thereby create value for the nation.

CSRMISSION

1) Ensuring socio-economic development of the community through different participatory and need

based initiatives in the best interest of the poor and deprived sections of the society so as to help them to become Self- Reliant and build a better tomorrow for themselves.

2) Ensuring environmental sustainability through ecological conservation and promoting biodiversity.

LISTOFACTIVITIES/PROJECTS

The Company shall undertake any of the following Activities/Projects or such other activities/projects as may be notified by the Ministry of Corporate Affairs from time to time as a part of the Corporate Social Responsibility (“CSR”):-

1) Eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation and making available safe drinking water;

2) Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly, and the differently abled and livelihood enhancement projects;

3) Promoting gender equality, empowering women, setting up homes and hostels for women and

orphans; setting up old age homes, day care centres and such other facilities for senior citizens and measures for reducing inequalities faced by socially and economically backward groups;

4) Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal

welfare, agroforestry, conservation of natural resources and maintaining quality of soil, air and water;

5) Protection of national heritage, art and culture including restoration of buildings and sites of historical importance and works of art, setting up public libraries;

6) Promotion and development of traditional arts and handicrafts;

7) Measures for the benefit of armed forces veterans, war widows and their dependents;

8) Training to promote rural sports, nationally recognized sports, Paralympic sports and Olympic

sports;

9) Contribution to the Prime Ministers' National Relief Fund or any other fund set up by the Central

Government for socio-economic development and relief and welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities and women;

10) Contributions or funds provided to technology incubators located within academic institution

which are approved by the Central Government;

11) Rural development projects;

12) Any other activities in relation of the above and all other activities which forms part of CSR as per Schedule VII of the Companies Act, 2013as amended from time to time.

The CSR Activities shall be undertaken only in India for the benefit of the public and not only for the employees and their family. Provided that the preference shall be given to the local areas and areas where the Company operates for undertaking the CSR Activities.

QUANTUMOFAMOUNTTOBESPENTONCSRACTIVITIES

1) The company shall strive to spend in every financial year at least 2% (Two Percent) of the average

net profits of the company made during the three immediately preceding financial years, in pursuance of its Corporate Social Responsibility Policy.

2) Any surplus arising and/or additional revenue generated out of CSR Activities undertaken by the Company shall not form part of the business profit of the Company and same shall be spent for undertaking any CSR Activities only.

IMPLEMENTATIONOF CSRACTIVITIES

1) The Company may undertake CSR Activities through

(i) a Company established under Section 8 of the Act or a registered trust or a registered society,

established by the Company, either singly or along with other Company; or

(ii) a Company established under Section 8 of the Act or a registered trust or a registered society, established by the Central Government or State Government or any entity established under an Act of Parliament or a State Legislature

Provided that if, the Company decides to undertake its CSR activities through a Company established under Section 8 of the Act or a registered trust or a registered society, other than those specified above, such Company or trust or society shall have an established track record of three years in undertaking similar programs or projects.

2) The Company may collaborate with other companies for undertaking the CSR Activities subject to fulfilment of separate reporting requirements as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 (the “Rules”).

3) The CSR Activities shall not include any activity undertaken by the Company in pursuance of normal course of business of the Company.

4) The Company shall not make any payment directly or indirectly to Political Party (ies) for CSR Activities.

PROCEDUREFORCSRACTIVITIES

1) The Committee shall recommend the Board suitable CSR Activities to be undertaken during the

financial year along with the modalities of utilization of funds, implementation schedule, monitoring and reporting mechanism and amount to be incurred on such activities;

2) The Board shall give its approval based on the recommendation of the Committee and in compliance of this Policy;

3) The Committee, after approval, shall submit the Annual Report giving status of the CSR Activities

undertaken, Expenditure incurred and such other details as may be required by the Board. ROLEOFCSRCOMMITTEE

The CSR Committee constituted in pursuance of Section 135 of the Companies Act, 2013 shall carry out the following functions:

1) Recommend the CSR Policy to the Board; 2) Identify the projects/activities to be undertaken by the Company for CSR;

3) Recommend to the Board CSR Activities to be undertaken along with the modalities of execution, implementation schedule, monitoring process and amount to be incurred on such activities;

4) Monitor the CSR Policy of the Company from time to time;

5) Ensure compliance of CSR Policy and the Rules; 6) Such other functions as may be delegated and /or assigned by the Board from time to time.

Annexure‐D

ALLIEDNIPPONLIMITED

NOMINATION&REMUNERATIONPOLICY

The Remuneration Committee of Allied Nippon Limited was constituted on 3rd September, 2007 consisting of three Independent Directors. In order to align with the provisions of the Companies Act, 2013, the Board on 19th August, 2014 renamed the “Remuneration Committee” as “Nomination and Remuneration Committee”. 1. OBJECTIVE

The Nomination and Remuneration Committee and this Policy is in compliance with Section 178 of the Companies Act, 2013 read along with the applicable rules thereto.

This Policy sets out the role, composition and responsibilities of the Nomination and Remuneration Committee.

The Key Objectives of the Committee would be:

To guide the Board in relation to appointment and removal of Directors, Key Managerial Personnel

and Senior Management.

To evaluate the performance of the members of the Board and provide necessary report to the Board for further evaluation of the Board.

To recommend to the Board on Remuneration payable to the Directors, Key Managerial Personnel

and Senior Management

2. DEFINITIONS

a) KeyManagerialPersonnel:Key Managerial Personnel means-

(i) Chief Executive Officer or the Managing Director or the Manager; (ii) Company Secretary; (iii) Whole-Time Director; (iv) Chief Financial Officer; and (v) such other officer as may be prescribed

b) SeniorManagement:Senior Management means personnel of the company who are members of

its core management team excluding the Board of Directors. This would also include all members of management one level below the executive directors including all functional heads.

3. ROLEOFCOMMITTEE

The role of the Committee inter alia will be following:

a) To formulate a criteria for determining qualifications, positive attributes and independence of a Director.

b) To recommend to the Board the appointment and removal of Senior Management.

c) To carry out evaluation of Director’s performance and recommend to the Board appointment / removal based on his / her performance.

d) To recommend to the Board on (i) policy relating to remuneration for Directors, Key Managerial Personnel and Senior Management and (ii) Executive Directors remuneration and incentive.

e) To make recommendations to the Board concerning any matters relating to the continuation in

office of any Director at any time including the suspension or termination of service of an Executive Director as an employee of the Company subject to the provision of the law and their service contract.

f) Ensure that level and composition of remuneration is reasonable and sufficient, relationship of

remuneration to performance is clear and meets appropriate performance benchmarks.

g) To develop a succession plan for the Board and to regularly review the plan.

4. MEMBERSHIP

a) The Committee shall consist of a minimum 3 non-executive directors, majority of them being independent.

b) Minimum 2 members shall constitute a quorum for the Committee meeting. c) Membership of the Committee shall be disclosed in the Annual Report.

5. CHAIRMAN

a) Chairman of the Committee shall be an Independent Director.

b) Chairperson of the Company may be appointed as a member of the Committee but shall not be a

Chairman of the Committee.

c) In the absence of the Chairman, the members of the Committee present at the meeting shall choose one amongst them to act as Chairman.

d) Chairman of the Nomination and Remuneration Committee meeting could be present at the Annual

General Meeting or may nominate some other member to answer the shareholders’ queries

6. FREQUENCYOFMEETINGS The meeting of the Committee shall be held at such regular intervals as may be required.

7. REPORTSThe Chairman of the Committee provides a report to the Board after each Committee meeting on key discussions and recommendations. Once the minutes have been approved by the Committee, a copy is distributed to the Board.


25thAugust,2020 RAVITALWAR

NewDelhi CHAIRMAN

Annexure‐E

ParticularsofContracts/ArrangementsmadewithRelatedParties

FormAOC‐2

{PursuanttoClause(h)ofsub‐section(3)ofsection134oftheCompaniesAct,2013andRule8(2)oftheCompanies(Accounts)Rules,2014}

ThisFormpertainstothedisclosureofparticularsofContracts/ArrangementsenteredintobytheCompanywithRelatedPartiesreferredtoinsub‐section(1)ofSection188oftheCompaniesAct,2013includingcertainarm’slengthtransactionsunderthirdprovisothereto.

DETAILSOFCONTRACTSORARRANGEMENTSORTRANSACTIONSNOTATARM’SLENGTHBASIS

S.No.

Name(s)of therelated partyand nature ofrelationship

Nature ofcontracts/arrangements/transactions

Duration of thecontracts/arrangements/transactions

Salient terms of thecontracts or arrangementsor transactions includingthevalue,ifany

Justification forentering intosuch contractsorarrangementsortransactions

Date(s) ofapproval bytheBoard

Amountpaid asadvances,ifany

DateonwhichtheSpecialResolutionwaspassed ingeneral meeting asrequire under firstprovisotosection188

None** NA NA NA NA NA NA NA

** During the year 2019-20, no contracts or arrangements or transactions was entered into by the Company with the related parties which is not at arm’s length basis

DETAILSOFMATERIALCONTRACTSORARRANGEMENTORTRANSACTIONSATARM’SLENGTHBASIS

S.No.

Name(s)oftherelatedpartyandnatureofrelationship

Natureofcontracts/arrangements/transactions

Duration of the contracts/arrangements/transactions

Salienttermsofthecontractsorarrangementsortransactionsincludingthevalue,ifany

Date(s) ofapprovalbytheBoard,ifany

Amountpaid asadvances, ifany

1. M/s.AlliedMotorsLimited(AML) Company having Common Directors who holds along with their relatives more than 2% of the paid-up share capital of AML

Purchase Transaction

Financial Year 2019-20 Purchase of Products such as Diesel etc. for an amount not exceeding Rs. 50 Lacs (Rupees Fifty Lacs) for the Financial Year 2019-20

15.03.2019 No Advance Paid

2. M/s.KrishnaavEngineeringLimited Wholly Owned Subsidiary

Purchase and Job Work Transaction

Financial Year 2019-20 Purchase of Products and Production work on Job Work basis on Products such as Brake Shoes, Brake Pads, Brake Linings, Die-Casting for an amount not exceeding Rs. 71 Crores (Rupees Seventy-One Crores) for the Financial Year 2019-20

15.03.2019 No Advance Paid

Sale of fixed assets Financial Year 2019-20 Sale of Fixed Assets and products such as Brake Shoes, Brake Pads, Brake Linings and other consumable products for an amount not exceeding Rs. 50 Lacs (Rupees Fifty Lacs) for the Financial Year 2019-20

15.03.2019

No Advance Received

4. M/s. Effluent Investment andFinancePrivateLimited(EIPL) Company in which relative of a Director is a Director / Member

Lease Agreement Running Agreement which is renewed after every 11 months

Lease Agreement with M/s. Effluent Investment and Finance Private Limited being renewed after every 11 months at a monthly rent of Rs. 2 Lacs (Rupees Two Lacs)

23.08.2019

No Advance paid

5. M/s.AlliedComlineLimited Subsidiary & Joint Venture Company

Sale Transaction Financial Year 2019-20 Sale of Products such as Brake Pads etc. for an amount not exceeding Rs. 156 Crores (Rupees One Hundred Fifty-Six Crores) for the Financial Year 2019-20

15.03.2019 No Advance Received

6. M/s.AlliedJBFrictionPvt.Ltd Associate & Joint Venture Company

Rendering of services

Agreement effective from 28.03.2012 until terminated

Rendering of services i.e. Legal & Secretarial, Finance, IT and other related services for an amount not exceeding Rs. 15 Lacs (Rupees Fifteen lacs) for the Financial Year 2019-20

15.03.2019

No Advance Received

Rendering of Services

Financial Year 2019-20 Brand Fees for allowing to use the Trade Mark for an amount not exceeding Rs. 2.50 Crores (Rupees Two Crores Fifty Lacs) for the Financial Year 2019-20

15.03.2019

No Advance Received

Purchase Transaction

Financial Year 2019-20 Purchase of Goods for an amount not exceeding Rs. 1 Crore (Rupees One Crore) for the Financial Year 2019-20

15.03.2019

No Advance paid

Sale Transaction Financial Year 2019-20 Sale of Import License for an amount not exceeding Rs. 50 Lacs (Rupees Fifty Lacs) for the Financial Year 2019-20


7. M/s. T & T Motors Private

Limited Company having Common Directors who holds, along with their relatives, more than 2% paid up share capital of T & T Motors

Purchase Transaction & Availment of

Services

Financial Year 2019-20 Purchase of Fixed Assets and availing of other Services for an amount not exceeding Rs. 2 Crore (Rupees Two Crore) for the Financial Year 2019-20

15.03.2019

No Advance paid

Sale Transaction Financial Year 2019-20 Sale of Fixed Assets for an amount not exceeding Rs. 60 Lacs (Rupees Sixty Lacs) for the Financial Year 2019-20


8. M/s.AlliedNippon ComponentsLimitedSubsidiary

Space sharing agreement Running Agreement which is

renewed after every 11 months

Sharing Agreement with M/s. Allied Nippon Components Limited being renewed after every 11 months at a monthly rent of Rs. 12,000 (Rupees Twelve Thousand)

29.04.2019 No Advance paid

Sale transaction Financial Year 2019-20 Sale of automotive Products such as Disc Rotor, Clutch Button, Filter, Brake Fluid, Rubber Coupling, etc. for an amount not exceeding Rs. 30 Lacs (Rupees Thirty Lacs) for the Financial Year 2019-20


9. M/s. Talwar Impex PrivateLimited Company in which Director is a member

Sale transaction Financial Year 2019-20 Service Agreement for a period of 2 years at a commercial charge of 1% of Sale value if the auctioned material is upto Rs. 30 Lacs and 0.8% if the auctioned material is more than Rs. 30 Lacs or such other amount as may be mutually agreed


10. M/s.AlliedWestlakePvt.Ltd. Space sharing agreement

19th June, 2019 to 31st December, 2019

Space sharing Agreement with M/s. Allied Westlake Private Limited for a period of 6 months at a monthly rent of Rs. 4800 (Rupees Four Thousand Eight Hundred)



25thAugust,2020 RAVITALWARNewDelhi CHAIRMAN

Annexure‐F

ParticularsrequiredbySection134(3)(m)oftheCompaniesAct,2013readwithRule8(3)ofTheCompanies(Accounts)Rules,2014andformingpartoftheBoard’sReportA. ConservationofEnergy

(i) Stepstakenorimpactonconservationofenergy:‐

Replacement of magnetic powder coating conveyor with fully charged conveyor in PV Powder coating, this will result in increase in production and 19 KW per Hour electricity saving along with reduced Manpower cost.

Modification of PNG furnace in Bonding curing conveyor, this will result in saving of PNG along with reducing the temperature from 91 to 45 Degree Celcius.

(ii) Stepstakenbythecompanyforutilizingalternatesourcesofenergy:‐

Use of PNG in powder coating oven instead of diesel. (iii) Capitalinvestmentonenergyconservationequipments:‐

Approximately INR 35 Lacs for Line conversion in DTA from 11 KV to 33 KV.

B. TechnologyAbsorption

(a) Effortsmadetowardstechnologyabsorption Developed new genuine ceramic PV pads formulation for US & Europe export market.

Developed new grade of organic PV Pads formulation for export market. Developed new grade of Premium semi-metallic PV pads for domestic and export market.

Developed new low-cost CV pads copper free formulation for export market.

(b) Benefitsderivedlikeproductimprovement,costreduction,productdevelopmentorimportsubstitution

(a) Cost reduction in existing raw material like calcium hydroxide, aluminum ingots, NBR, cellulose fiber etc. as per cost

reduction and performance enhancement activity.

(b) Improvement in product aesthetics.

(c) Overall improvement in product performance.

(d) Developed new grade of aramid fiber at less price with same properties of raw material specification.

(e) Alternate surface treatment process for four-wheeler brake shoe has been implemented to have solvent free environment in four-wheeler bonding area.

(c) IncaseofImportedtechnology(importedduringthelastthreeyearsreckonedfromthebeginningoffinancialyear)‐

Detailsoftechnologyimported ‐Yearofimport ‐Whetherthetechnologyhasbeenfullyabsorbed ‐Ifnotfullyabsorbed,areaswhereabsorptionhasnottakenplace,andthereasonsthereof;and

‐

(d) TheexpenditureincurredonResearch&Development: - During the year 2019-20, an expenditure amounting to INR 211.73 Lacs has been incurred on Research & Development as compared to INR 269.84 Lacs in 2018-19.

C. Foreignexchangeearningsandoutgo: (Rs.InLacs)

2019‐20 2018‐19

ForeignExchangeOutflows 5885.82 6646.72 ForeignExchangeInflows 14460.36 14654.81

For and on behalf of the Board 25thAugust2020RAVITALWARNewDelhiCHAIRMAN

Annexure‐G

StatementcontainingparticularsofemployeesasrequiredunderRule5(2)andRule5(3)ofTheCompanies(Appointmentand

RemunerationofManagerialPersonnel)Rules,2014andformingpartoftheBoardReportfortheyearendedonthe31stMarch,2020

NameoftheEmployee

Designation Remunerationreceivedp.a.

Qualification Experience(Yrs.)

DateofCommencementof

Employment

Age(Yrs.)

LastEmploymentheldbyEmployee

beforeJoiningtheCompany

I.EmployedthroughouttheYearandinreceiptofremunerationnotlessthanRs.1,20,00,000/‐

1. Mr. Ravi Talwar

Chairman & Whole Time

Director

42,330,400 B. Com 44 yrs. 10.03.1998 71 Yrs. -

2. Mr. Rohan Talwar

Managing Director

40,801,000 MBA (Economics &

Finance)

16 yrs. 27.06.2008 38 Yrs. Previously working with

HSBC Bank plc, U.K. as an

Analyst

II.EmployedpartoftheYearandinreceiptofremunerationnotlessthanRs.8,50,000/‐permonth

N/A

III.EmployedthroughoutorpartoftheYearandinreceiptofremunerationexcessdrawnbytheManagingDirectororWholeTimeDirectororManagerandholdsbyhimselforalongwithhisspouseanddependentchildrennotlessthan2%oftheEquitySharesoftheCompany

N/A

NOTES:‐

1 Remuneration received includes Salary, House Rent Allowance, Special Allowance, Leave Travel Expenses, Reimbursement of Medical Expenses, Gas, Electricity, Water & Furnishing; Mediclaim Policy, Leave Encashment, Club Fee, Commission.

2 Nature of Employment is Contractual. The employees are subject to the rules and regulations of the Company in force from time to time.

3 None of the Employee within the meaning of clause (iii) of sub-rule (2) holds any Equity Shares of the Company.

4 Mr. Ravi Talwar, Chairman & Whole Time Director of the Company is the father of Mr. Rohan Talwar, Managing Director & Ms. Revati Talwar, Director of the Company.

5 Mr. Rohan Talwar, Managing Director of the Company is the son of Mr. Ravi Talwar, Chairman & Whole Time Director and Brother of Ms. Revati Talwar and Ms. Rashi Talwar Bhatia, Directors of the Company.


RAVITALWAR

Date: 25th August, 2020 CHAIRMAN

Place: New Delhi

INDEPENDENT AUDITOR’S REPORT

To the Members of Allied Nippon Private Limited Report on the Audit of the Standalone Financial Statements Opinion We have audited the accompanying standalone financial statements of Allied Nippon Private Limited (“the Company”), which comprise the Balance Sheet as at March 31 2020, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2020, its profit and its cash flows for the year ended on that date. Basis for Opinion We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Standalone Financial Statements’ section of our report. We are independent of the Company in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements. Emphasis of Matter We draw attention to Note 41 to the financial statements, which describes the uncertainties arising due to COVID-19 pandemic on the Company’s operations and estimates as assessed by the management. Our opinion is not modified in respect of this matter. Other Information The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the standalone financial statements and our auditor’s report thereon. Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material

misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibility of Management for the Standalone Financial Statements The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these Standalone financial statements that give a true and fair view of the financial position, financial performance, and cash flows of the company in accordance with the accounting principles generally accepted in India, including the accounting standards specified under section 133 of the act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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

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

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

• Identify and assess the risks of material misstatement of the Standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going

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

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

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

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. Report on Other Legal and Regulatory Requirements 1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the

Central Government of India in terms of sub-section (11) of section 143 of the Act based on our audit, we give in the “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.;

(c) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with

by this report are in agreement with the books of accounts.

(d) In our opinion, the aforesaid Standalone financial statements comply with the Companies (Accounting Standards) Rules, 2006 (as amended) specified under section 133 of the Act, read with the Companies (Accounts) Rules, 2014”.

(e) On the basis of the written representations received from the directors as on March 31, 2020

taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2020 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B” to this report.

(g) In our opinion, the managerial remuneration for the year ended March 31, 2020 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

(h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us: i. The Company has disclosed the impact of pending litigations on its financial position in

its standalone financial statements – Refer Note No. 25 to the standalone financial statements.

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

For SKCA & Associates Chartered Accountants (Firm’s Registration No. 013517N)

Chaitanya Kumar Partner (Membership No. 514877) Place: New Delhi Date: 25.08.2020

Annexure A Annexure to the Independent Auditors’ Report The auditor's report on the accounts of a company to which this Order applies shall include a statement on the following matters, namely:-

(i) (a) The company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets (Property, plant & equipment);

(b) All the fixed assets (Property, plant & equipment) have not been physically verified

by the management during the year but there is a regular program of verification at every 3rd year which in our opinion is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.

(c) All the title deeds of immovable properties are held in the name of the company

(ii) The physical verification of inventory has been conducted at reasonable intervals by the

management and no material discrepancies were noticed. Inventory lying with third parties has been confirmed by them as at year end and no material discrepancies were noticed in respect of such confirmation.

(iii) The company has granted loan of ₹ 15.40 crores during the year to the company covered

in the register maintained under section 189 of Companies Act, 2013.

(a) In our opinion, the rate of interest and other terms and conditions on which the loans had been granted to the companies listed in the register maintained under Section 189 of the Act were not, prima facie, prejudicial to the interest of the Company.

(b) In the case of the loans granted to the companies listed in the register maintained

under section 189 of the Act, the borrowers have been regular in the payment of the principal and interest as stipulated.

(c) There are no overdue amounts in respect of the loan granted to the companies listed

in the register maintained undersection 189 of the Act.

(iv) In our opinion the provision of section 185 and 186 of the Companies Act, 2013 have been complied with in respect of loans, investments, guarantees.

(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.

(vi) We have broadly reviewed the cost records maintained by the company pursuant to the companies (Cost Accounting Records) Rules, 2014 prescribed by the central government under Section 148 of the Companied Act, 2013 and are of the opinion the prima facie the prescribed cost records have been maintained. We have, however, not made detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) (a) According to information and explanation given to us and on the basis of our examination of the record of the company, amount deducted / accrued in the books of account in respect of undisputed statutory dues including provident fund, income tax, sales tax, value added tax, dues of customs, GST, service tax, goods & service tax & cess and other material statutory dues have been regularly deposited during the year by the company with the appropriate authorities.

(b) As explained to us company did not have any dues on account of employees’ state insurance and duty of excise. According to the information and explanations given to us, no undisputed amounts payable is respect of provident fund, income tax, sales tax, value added tax, duty of customs, goods and service tax & cess and other material statutory dues were in arrear as at 31st March,2020 for a period of more than six months from the date they became payable.

(c) According to the information and explanations given to us, the followings disputed

statutory dues were payable by the company as at 31st March 2020

Statutory Dues

Assessment Year

Forum Where Dispute is Pending

Nature Amount Payable

Income Tax 2017-18 CIT(Appeals) Assessment

Demand Nil*

Sales Tax 2016-17 Assessing Officer VAT on Outward Supplies

30,45,00,197/-

*The company has filed an appeal to CIT(Appeals) against demand of ₹ 41.39 lakhs which has been adjusted by A.O. against refund for Assessment Year 2019-20

(viii) The company did not have any outstanding dues to financial institutions, banks or debenture holders during the year.

(ix) The company has not raised any moneys by way of initial public offer and further public offer and the company did not take any term loans during the year. Accordingly, paragraph 3(ix) of the order is not applicable.

(x) According to information and explanation given to us, no material fraud by the company

or on the company by its officers or employee has been noticed or reported during the course of our audit.

(xi) In our opinion, the managerial remuneration for the year ended March 31, 2020 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

(xii) In our opinion and according to the information and explanations given to us, The company is not a Nidhi Company. Accordingly Paragraph 3(xii) of the order not applicable.

(xiii) According to the information and explanations given to us, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 and the details have been disclosed in the Financial Statements.

(xiv) According to the information and explanations given to us, The company has not made

any preferential allotment or private placement of shares or fully or partly convertible debentures during the year hence the requirement of section 42 of the Companies Act, 2013.

(xv) According to the information and explanations given to us, the company has not entered

into any non-cash transactions with directors or persons connected with him; accordingly, paragraph 3(xv) of the Order is not applicable.

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

For SKCA & Associates Chartered Accountants (Firm’s Registration No. 013517N)


Annexure B

Annexure to the Independent Auditor’s Report Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) We have audited the internal financial controls over financial reporting of Allied Nippon Private Limited (“the Company”) as of March 31, 2020 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date. Management’s Responsibility for Internal Financial Controls The Company’s Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. Auditor’s Responsibility Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting with reference to these Standalone Financial Statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing as specified under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to these Standalone Financial Statements was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over financial reporting with reference to these standalone financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these standalone financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls over financial reporting with reference to these standalone financial statements.

Meaning of Internal Financial Controls Over Financial Reporting With Reference to these Financial Statements A company's internal financial control over financial reporting with reference to these standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting with reference to these standalone financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting with Reference to these Standalone Financial Statements Because of the inherent limitations of internal financial controls over financial reporting with reference to these standalone financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting with reference to these standalone financial statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion In our opinion, the Company has, in all material respects, adequate internal financial controls over financial reporting with reference to these standalone financial statements and such internal financial controls over financial reporting with reference to these standalone financial statements were operating effectively as at March 31, 2020, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. For SKCA & Associates Chartered Accountants (Firm’s Registration No. 013517N)



CIN: U34300DL1988PTC030910

Balance Sheet as at 31st March, 2020

Note As at 31.03.2020 As at 31.03.2019

1 Shareholders’ funds

Share capital 1 55,867,840 55,867,840

Reserves & Surplus 2 1,625,568,459 1,405,327,422

1,681,436,299 1,461,195,262

2 Non-current liabilities

Long Term borrowings 3 - 37,818,713

Deferred Tax Liability 24 1,684,396 7,524,476

Long Term Provisions 4 50,297,128 45,416,217

51,981,524 90,759,406

3 Current liabilities

Short Term Borrowings 5 438,321,625 458,492,476

Trade Payable 6

Total outstanding dues to micro enterprises and small

enterprises

10,436,884 40,272,142

Total outstanding dues to other than micro enterprises and

small enterprises

428,035,970 320,588,489

Other current liabilities 7 59,797,223 56,775,145

Short-term provisions 8 136,731,377 103,231,124

1,073,323,079 979,359,377

TOTAL 2,806,740,902 2,531,314,045

1 Non-current assets

Property Plant & Equipment 9

Tangible Asset 505,077,328 535,007,430

Intangible Asset 12,888,885 1,328,409

Capital Work in Progress 5,156,923 8,680,527

523,123,136 545,016,366

Non-Current Investment 10 550,057,953 470,057,953

Long-term loans and advances 11 395,696,854 171,037,976

1,468,877,943 1,186,112,296

2 Current assets

Inventories 12 477,890,927 503,385,466

Trade receivables 13 710,965,318 657,073,035

Cash and cash equivalents 14 2,473,514 71,801,138

Short-term loans and advances 15 32,402,459 16,143,920

Other current assets 16 114,130,741 96,798,190

1,337,862,959 1,345,201,750

TOTAL 2,806,740,902 2,531,314,045

As per our report of even date.

SKCA & ASSOCIATES

Chartered Accountants

FRN NO. 013517N

CA Chaitanya Kumar Rohan Talwar

Partner Chairman & Whole Time Director Managing Director

Membership No.: 514877 (DIN-00177963)

Place : New Delhi

Date : 25/08/2020 GM - Corporate Affairs & Company Secretary

M. N.: A18606

Ravi Talwar

(DIN-00177922)

Monika Dhingra

The Summary of Significant accounting policies & notes are integral part of the standalone financial statements

For & On behalf of the Board of Directors of


Amount in INR

ASSETS

Particulars

EQUITY AND LIABILITIES

Particulars NoteFor the year ended

31.03.2020

For the year ended

31.03.2019

Revenue from operations 17 2,818,972,723 2,995,612,436

Other income 18 125,783,902 148,738,195

2,944,756,625 3,144,350,631

EXPENSES:

Cost of materials consumed 19 1,189,724,778 1,465,309,976

Purchase of Stock-In-trade 416,375,549 607,507,811

Change In Inventories of Finished Goods,

Work in Progress and Stock in Trade20 29,481,692 (206,689,285)

Employee benefits expense 21 256,845,726 263,409,695

Finance costs 22 32,091,398 28,945,857

Depreciation and amortization expense 9 59,661,760 86,204,973

Other expenses 23 660,518,805 723,790,520

2,644,699,708 2,968,479,547

Profit before Exceptional, Extraordinary item and Tax 300,056,917 175,871,084

Exceptional Items - 342,481

Profit before Extraordinary item and Tax 300,056,917 175,528,603

Extraordinary Items - -

Profit before tax 300,056,917 175,528,603

Tax expense:

1) Current tax 74,482,394 51,381,018

2) Deferred tax 24 (5,840,080) (1,495,155)

Profit (Loss) for the period 231,414,603 125,642,740

Earnings per equity share:

(1) Basic 35 41.42 22.49

(2) Diluted 41.42 22.49


SKCA & ASSOCIATES


FRN NO. 013517N


Partner Chairman & Whole Time Director Managing Director


Place : New Delhi

Date : 25/08/2020

M. N.: A18606



Ravi Talwar

(DIN-00177922)

Monika Dhingra

GM - Corporate Affairs & Company Secretary


CIN: U34300DL1988PTC030910

Statement of Profit & Loss for the year ended 31st March,2020

Amount in INR

The Summary of Significant accounting policies & notes are integral part of the standalone financial statements

Allied Nippon Private LimitedCIN: U34300DL1988PTC030910

Cash Flow Statement for the year ended March 31, 2020

Particulars For the year ended

31.03.2020

For the year ended

31.03.2019

A. Cash Flow from operating Activities

Net Profit Before Tax 300,056,917 175,871,084

Adjustment for :

Depreciation 59,661,760 86,204,973

Interest Expenses 32,091,398 28,945,857

Interest income (14,947,188) (5,286,958)

(Profit)/Loss on Sale of Property Plant & Equipment 698,561 (28,575,929)

Unrealised (Gains)/Loss on restatement of Monetary Assets/Liabilities 4,026,001 3,186,051

Dividends Received (39,137,454) (18,754,381)

Prior Period Items - (342,481)

Operating profit before Working Capital Changes 342,449,995 241,248,216

Movement in Working Capital

Decrease / (Increase) in Sundry Debtors (57,918,284) 209,937,592

Decrease / (Increase) in Inventories 25,494,539 (244,090,754)

Decrease / (Increase) in Loans and Advances (106,345,691) (75,886,176)

Decrease / (Increase) in Other Current Assets (17,332,551) 13,644,849

Increase/ (Decrease)in Sundry Creditors 77,612,222 (15,671,485)

Increase/ (Decrease)in Current Liabilities 3,022,078 (3,758,422)

Increase/ (Decrease)in Provisions 38,381,164 1,401,265

Direct Taxes (Net of Refunds) (77,712,038) (51,381,015)

Net Cash from operating Activities 227,651,434 75,444,070

B. Cash Flow from Investing Activities

Purchase of Property Plant & Equipment (54,027,930) (118,867,411)

Investments made (80,000,000) -

Proceeds from Property Plant & Equipment 15,560,849 79,273,980

Interest Received 14,947,188 5,286,958

Dividend Received 39,137,454 18,754,381

Net Cash from Investing Activities (64,382,440) (15,552,092)

C. Cash Flow from Financing Activities

Proceeds from borrowings - 87,250,864

Repayment of borrowings (37,818,712) (35,562,172)

Loan to Related Party (151,512,943)

Interest Paid (32,091,398) (28,945,857)

Dividend Paid (11,173,568) (11,173,568)

Net Cash used in Financing Activities (232,596,621) 11,569,267

Net Increase/ (Decrease) in cash and Cash Equivalents (A+B+C) (69,327,627) 71,461,244

As at 31 March ,2019

Add: Cash and Cash Equivalents (Opening Balance) 71,801,138 339,894

Cash and Cash Equivalents (Closing Balance) 2,473,514 71,801,138

Components of cash and cash equivalents

Cash on hand 12,378 6,241

Cheques on hand - 71,450,510

With banks

- on current accounts 2,461,136 344,387

Cash & cash equivalents in Cash flow statement (Refer Note 14) 2,473,514 71,801,138


SKCA & ASSOCIATES For & On behalf of the Board of Directors of


FRN NO. 013517N


Partner Managing Director


Place : New Delhi

Date : 25/08/2020


Ravi Talwar

Chairman & Whole Time Director

(DIN-00177922)

Monika Dhingra

GM - Corporate Affairs & Company Secretary

M. N.: A18606

1 Brief Profile

Allied Nippon Private Limited (Previously known as Allied Nippon Ltd.) is a frontrunner in the production of high

quality friction materials. The company manufactures and market a wide range of Friction products including Disc

Brake Pads, Brake Shoes and Brake Linings for various automotive and non-automotive brake applications, such

as two wheelers, Passenger Cars, Commercial Vehicles, Railways and Off-the-Road vehicles. The company has

been converted to a Private Limited company w.e.f 12th of February, 2020.

2 Basis of preparation

The financial statements are prepared under the historical cost convention on accrual basis, in accordance with

mandatory Accounting Standards referred to in Section 133 and relevant requirement of the Companies Act, 2013.

3 Use of Estimates

The preparation of financial statements in conformity with the generally accepted accounting principles requires

management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the

disclosure of contingent liabilities on the date of financial statements. Actual results could differ from those

estimates. Any revision to accounting estimates is recognized in the current and future periods.

4 Property Plant and Equipment

a) Property Plant Equipment

Property, Plant & Equipment are stated at cost (net of Cenvat / Vat) inclusive of inward freight, duties and taxes and

incidental expenses related to acquisition. The expenses also include applicable borrowing cost if any.

The Leasehold land is shown at cost and amortized over the period of lease.

b) Intangible Assets

Intangible assets comprise of license fees, other implementation cost for system software and other application

software acquired for in – house use. The costs are capitalized in the year in which the relevant software is

implemented for use.

5 Depreciation & Amortization

Depreciation is charged pro-rata on Straight Line basis in accordance with useful life prescribed in Schedule II of the

Companies Act 2013 on specified Property, Plant & Equipment.

Depreciation towards extra shift has been charged on the basis of specific usage of the machine.

Expenditure incurred in connection with development and registration of new Trade Mark/Copyright and Logo are

amortized @ 10% on SLM basis.

Expenditure incurred in connection with acquiring and implementation of various software and licenses are

amortized @ 20% on SLM basis.

Amount paid for technical knowhow fee is being amortized @ 10% on SLM basis.

6 Impairment of Assets

At each Balance Sheet date, the carrying amount of assets is reviewed for impairment so as to determine the

provision for impairment loss, if any, required or the reversal, if any, required of impairment loss recognized in

previous periods.

Impairment loss is recognized when the carrying amount of an asset exceeds its recoverable amount.

Allied Nippon Private LimitedSignificant Accounting Policies

7 Investments

Investments are categorised into Non Current and Current Investments.

Long Term Investments are valued at cost, after providing for diminution in value, if such diminution is of other than

temporary nature. Current Investments are valued at lower of cost or market value. The determination of carrying

amount of such investments is done on the basis of specific identification.

8 Inventory Valuation

Raw Materials, components, stores and spares are valued at cost, which is determined on first in first out basis.

Work in Process: - Inventory of work in progress is stated at cost up to estimated stage of process.

Finished Goods: - Inventory of finished goods is stated at lower of cost and net realizable value.

Cost includes custom duty, excise duty and conversion costs and other expenses incurred for bringing the

inventories to their present condition and location.

Scrap: Inventory of scrap is stated at net realisable value

9 Export Benefits

a) Central Sales Tax Refund

Claims for refund of Central Sales Tax paid on purchase of goods in 100% EOU, is accounted on accrual basis.

b) MEIS Income

Income from MEIS Scheme is recognised on the accrual basis.

10 Foreign Currency Transactions

Transactions in foreign currency are recorded at the exchange rates prevailing on the date of transaction. Gain/

(Loss) on exchange arising out of settlement are charged to Profit & Loss Account.The Exchange Differences

arising on realisation of Sale proceeds , Foreign Exchange Forward Contracts have, during the year, shown under

" Other Income".

Current Assets and Liabilities in foreign currency at the Balance Sheet date are reinstated at the exchange rates

prevailing at the year end and the resultant net gains or loss is reflected under „Gain/(Loss) on Exchange‟ and

charged to Profit & Loss Account


11 Retirement Benefits

a) Short Term Employee Benefits

All employee benefits payable wholly within twelve months of rendering of service are classified as short term

employee benefits. Benefits such as salaries, wages and short – term compensated absences, etc. are recognized

in the period which the employee renders the related service.

b) Post employment benefits

i. Defined contribution plans: The Company makes defined contribution to Regional

Provident Fund Commissioner in respect of provident fund scheme and employee state insurance scheme. The

contribution paid/payable under the schemes is recognized during the period in which the employee renders the

related service.

ii. Defined benefit plans: Gratuity is a post employment defined benefit plan. The liability

recognized in the balance sheet is the present value of the defined benefit obligation at the balance sheet date. The

defined benefit obligation is calculated annually by an independent actuary using projected unit credit (PUC)

method. Actuarial gains and losses are recognized immediately in the Profit & Loss Account.

Liability in respect of balance of accrued Leave standing in individual employees name has been provided for in the

accounts on the basis of actual valuation.

12 Revenue recognition

Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the

revenue can be reliably measured. The following specific recognition criteria must be met before revenue is

recognised.

Sale of goods

Revenue from sale of goods is recognized when all the significant risks and rewards of ownership of the goods have

been passed to the buyer, usually on delivery of the goods. The company collects Goods and Service Tax (GST) on

behalf of the government and, therefore, these are not economic benefits flowing to the company. Hence, they are

excluded from revenue.

Dividend Income

In case of dividend income, The income is recognised when the company's right to receive dividend is established

by the reporting date.

13 Research and Development Expenses

Revenue expenditure on research and development is charged to Profit and Loss Account under separate head.

Capital expenditure on research and development is shown under separate head “Laboratory Equipment” as part of

Property, Plant & Equipment and depreciated on the same basis as other Property, Plant & Equipment.


14 Taxes on Income

a) Tax on income for current year is determined on the basis of taxable income and tax credits computed in

accordance with the provisions of the Income Tax Act, 1961, and based on the expected outcome of the

assessment/appeals..

b) Deferred tax is recognized, subject to consideration of prudence, on timing difference between the accounting

income and taxable income for the year and quantified using the tax rates and laws substantially enacted as on the

balance sheet date. Deferred Tax Assets are recognized only up to the extent that there is reasonable certainty that

sufficient future taxable profits will be available against which such deferred tax assets can be realized.

15 Borrowing Costs

Borrowings costs that are attributable to acquisition or construction of a qualifying asset is capitalized as part of

cost of such asset till such time as the asset is ready for its intended use. A qualifying asset is one that necessarily

takes substantial period of time to get ready for its intended use. All other borrowing costs are recognized as

expense in the period in which they are incurred.

16 Provisions and Contingent Liabilities

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past

event, it is probable that an outflow of resources embodying economic benefits will be required to settle the

obligation and a reliable estimate can be made of the amount of the obligation

Contingent liability is disclosed for (i) a possible obligation that arises from past events and whose existence will be

confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the

control of the entity or (ii) Present obligations arising from past events where it is not probable that an outflow of

resources embodying economic benefits will be required to settle the obligation or a reliable estimate of the amount

of the obligation cannot be made. When some or all of the economic benefits required to settle a provision are

expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that

reimbursement will be received and the amount of the receivable can be measured reliably

17 Earnings Per Share

Basic earnings per share is computed by dividing the net profit/(loss) after tax (including the post tax effect of

exceptional items, if any) for the period attributable to equity shareholders by the weighted average number of

equity shares outstanding during the year

Diluted earnings per share is computed by dividing the profit/(loss) after tax (including the post tax effect of

exceptional items, if any) for the period attributable to equity shareholders as adjusted for dividend, interest and

other charges to expense or income (net of any attributable taxes) relating to the dilutive potential equity shares, by

the weighted average number of equity shares considered for deriving basic earnings per share.

18 Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents include cash on hand,

other short-term, highly liquid investments with original maturities of three months or less that are readily convertible

to known amounts of cash and which are subject to an insignificant risk of changes in value.


Notes Forming part of Balance Sheet

No. of shares Amount No. of shares Amount

10,000,000 100,000,000 10,000,000 100,000,000

5,586,784 55,867,840 5,586,784 55,867,840

5,586,784 55,867,840 5,586,784 55,867,840

- - - -

5,586,784 55,867,840 5,586,784 55,867,840

1.1

Reconciliation of Number of Shares

No. of shares Amount

5,586,784 55,867,840

- -

- -

5,586,784 55,867,840

Detail of Shareholders holding more than 5% shares:

No. of Shares

held

% of Holding No. of Shares

held

% of Holding

1155960 20.69 1155960 20.69

375000 6.71 375000 6.71

2471199 44.23 2149314 38.47

1088481 19.48 460123 8.24

- - 575765 10.31


1 Share Capital As at 31.03.2020 As at 31.03.2019

Authorised

Equity Shares of Rs. 10/-each

Issued


Subscribed & Paid up

Equity Shares of Rs. 10/-each, fully paid

Subscribed but not fully Paid up

Equity Shares of Rs.10/-each, not fully paid

Total

ParticularsEquity Shares

Terms & rights attached to equity shares

The company has only one class of equity shares having par value of Rs 10 per equity share. Each holder of the equity shares

is entitled to 1(one) vote per share.

B) Domestic Companies

Shares outstanding at the beginning of the year

Shares Issued during the year

Shares bought back during the yearShares outstanding at the end of the year

Name of Shareholder

As at 31.03.2019

A) Foreign Companies

Citi Establishment Ltd.

As at 31.03.2020

Talwar Impex Pvt. Ltd.

Allied Intertrade Co.Ltd.

C) Promoters and relatives

Talwar Pvt. TrustMadhu Talwar

Allied Nippon Private Limited Notes Forming part of Balance Sheet

As at 31.03.2020 As at 31.03.2019

Amount Amount

7,089,260 7,089,260

Closing Balance 7,089,260 7,089,260

49,287,435 49,287,435

1,337,777,161 -

1,387,064,596 49,287,435

1,348,950,729 1,234,481,555

231,414,603 125,642,740

1,337,777,161 -

(-) Dividend paid during the year 11,173,568 11,173,568

Closing Balance 231,414,603 1,348,950,729

1,625,568,459 1,405,327,422

Closing Balance

Capital Redemption Reserve

2 Reserves & Surplus

Opening Balance

T/f from P&L A/c

General Reserve

Surplus / (Deficit) in Statement of Profit and Loss

Opening balance

(+) Net Profit/(Net Loss) For the current year

Total

(-) T/f to General Reserve A/c

Opening Balance



Non Current Current Non Current Current

- YES Bank Ltd. - 41,216,550 37,818,713 37,818,667

(Rate of Interest-5.75%)

- 41,216,550 37,818,713 37,818,667

Non Current Current Non Current Current

41,288,176 6,299,619 37,962,913 7,974,989

9,008,952 3,445,702 7,453,304 4,101,322

50,297,128 9,745,321 45,416,217 12,076,311

3 Long Term Borrowings

As at

31.03.2020

As at

31.03.2019

SECURED

Term loans

From banks

Term Loan ( FCNR) of USD 5,46,740.84 outstanding at the year end 31-March,2020 which is required to be repaid in balance

04 equal quarterly installment. The FCNR Loan is secured by exclusive charge on Margin money through Fixed Deposit.

Further the FCNR Loan is secured by exclusive charge on the Plant & Machinery pertaining to Plant situated in Rajasthan (both

present and future).

As at

31.03.2019

Provision for employee benefits

Total

4 Long Term Provisions

As at

31.03.2020

Gratuity (funded) - Refer Note No. 21

Gratuity (unfunded)

Leave Encashment (funded)

Leave Encashment (unfunded)



As at

31.03.2020

As at

31.03.2019

Amount Amount

24,184,705 -

414,136,920 458,492,476

438,321,625 458,492,476

438,321,625 458,492,476

- From Others

- From Banks

from Kotak Bank

Working Capital Loans

5 Short Term Borrowings

SECURED

Loans repayable on demand

Total

Working Capital Loan from Yes Bank, HSBC Bank, Kotak and DBS Bank are secured by way of first

pari passu charge by way of hypothecation on entire stock of raw material, work-in-progress, finished

goods, consumable stores and spares and such other movables, including book debts, outstanding

monies, receivables both present and future.

Loan from Yes Bank, Kotak, HSBC Bank and DBS Bank are further secured by way of First pari

passu charge on entire movable Property, Plant & Equipment of the Company including immovable

property situated at A-12, Site IV, Industrial Area, Sahibabad. It is further secured by negative lien on

Factory's Land & Building located at Plot No. 43, 44 & 45, Industrial Area, Parwanoo, District Solan.


As at

31.03.2020

As at

31.03.2019

Amount Amount

10,436,884 40,272,142

428,035,970 320,588,489

438,472,854 360,860,632

As at

31.03.2020

As at

31.03.2019

Principal amount due and remaining unpaid 10,436,884 40,272,142

Interest due on above and the unpaid Interest - -

Interest paid - -

Payment made beyond the appointed day during the year - -

Interest due and payable for the period of delay - -

Interest accrued and remaining unpaid - -

- -

As at

31.03.2020

As at

31.03.2019

Amount Amount

41,216,550 37,818,667

50,953 33,391

3,425,314 8,969,212

2,243,000 2,118,000

10,362,445 5,256,394

Other Advances 2,498,961 2,579,481

59,797,223 56,775,145

Others


6 Trade Payables

Micro, Small & Medium Enterprises

Total

The details of amount outstanding to Micro, Small and Medium Enterprises based on available information with the

company is as under:

Particulars

Amount of further interest remaining due and payable in succeeding

years

7 Other Current Liabilities

Dealer Deposit

Advances from Customer

Total

Current maturities of long-term debt

-Term Loan from Banks (Refer Note No. 3)

Unclaimed Dividend

Government Dues

As at 31.03.2020 As at 31.03.2019

Amount Amount

22,207,945 16,218,603

Bonus 9,423,143 7,204,813

2,364,230 2,383,817

101,752 184,986

Gratuity (refer note 4) 6,299,619 7,974,989

Leave Encashment (refer note 4) 3,445,702 4,101,322

92,888,986 65,162,594

136,731,377 103,231,124

Contribution to PF

Contribution to ESI

Other Provisions

Expenses Payable

Total

Salary & Reimbursements

Allied Nippon Private LimitedNotes Forming part of Balance Sheet

8 Short Term Provisions


Note 9 : Property Plant & Equipment, Intangible and CWIP

AS AT 01-04-2019 ADDITION ADJUSTMENT/

SALE AS AT 31-03-2020 AS AT 01-04-2019 FOR THE YEAR ADJUSTMENT/ SALE AS AT 31-03-2020 AS AT 31-03-2020 AS AT 31-03-2019

TANGIBLE ASSETS

LAND - LEASE HOLD 48,642,927 - - 48,642,927 3,570,040 525,292 - 4,095,332 44,547,595 45,072,888

FACTORY BUILDING 136,110,482 99,450 - 136,209,932 51,813,825 4,401,579 - 56,215,404 79,994,528 85,678,248

PLANT & MACHINERY 960,461,586 19,477,940 - 979,939,526 654,635,522 33,907,795 - 688,543,317 291,396,209 337,995,892

FURNITURE & FIXTURES 31,791,832 1,819,713 - 33,611,545 23,566,972 2,019,139 - 25,586,111 8,025,434 4,975,654

EQUIPMENTS 49,053,283 11,271,317 33,500 60,291,100 31,029,325 6,740,083 32,178 37,737,230 22,553,870 6,940,243

VEHICLES 50,725,408 1,850,000 12,590,167 39,985,241 18,108,942 5,703,208 5,012,436 18,799,714 21,185,527 32,613,190

ELECTRIC INSTALLATION 56,213,265 106,980 - 56,320,245 15,266,797 3,679,283 - 18,946,080 37,374,165 21,731,315

SUB TOTAL 1,332,998,783 34,625,400 12,623,667 1,355,000,516 797,991,423 56,976,379 5,044,614 849,923,188 505,077,328 535,007,430

INTANGIBLE ASSETS

TRADE MARKS 21,425,002 - - 21,425,002 21,097,312 119,929 - 21,217,241 207,761 327,691

COMPUTER SOFTWARES 20,216,796 14,245,607 - 34,462,403 19,215,827 2,565,452 - 21,781,279 12,681,124 1,000,718

TECHNICAL KNOWHOW FEES - - - - - - -

SUB TOTAL 41,641,798 14,245,607 - 55,887,405 40,313,139 2,685,381 - 42,998,520 12,888,885 1,328,409

Capital WIP 8,680,528 5,156,923 8,680,528 5,156,923 - - - - 5,156,923 2,500,000

CWIP SAP Project 6,180,528

GRAND TOTAL 1,383,321,109 54,027,930 21,304,195 1,416,044,844 838,304,562 59,661,760 5,044,614 892,921,708 523,123,136 545,016,367

ASSETS

GROSS BLOCK DEPRECIATION & AMORTIZATION NET BLOCK

AS AT 31-03-2020 AS AT 31-03-2019

Amount Amount

INVESTMENTS-OTHER THAN TRADE

Quoted (At Cost)

Fully paid up Equity Share

Name of the Company Qty. Face Value

Talbros Automotive Components Ltd 48 10 48,000 48,000

(48)

Un-Quoted (At Cost)

Long Term

A)Subsidiaries

Allied Comline Ltd. U.K 51 £ 1 3,371 3,371

(51)

Krishnaav Engineering Ltd. 481,800 10 119,736,092 119,736,092

(481,800)

Allied Nippon Components Ltd. 2,400,000 10 21,200,012 21,200,012 (2,400,000)

B) Joint Ventures

Allied JB Friction Pvt. Ltd. 12,312,377 10 288,170,666 288,170,666

(12,312,377)

Allied Westlake Private Limited 8,000,000 10 80,000,000

Goldman Sachs Mutual Fund 24.756 1,000 24,757 24,757

(24.756)

Ashmore Investment Management India LLP 1,600,000 10 16,000,000 16,000,000

(1,600,000)

T & T Motors Pvt. Ltd. 128,847 10 8,375,055 8,375,055

Allied Intertrade Co. Limited

Redeemable Preference Shares. 1,650,000 10 16,500,000 16,500,000

550,057,953 470,057,953

TOTAL 550,057,953 470,057,953

Aggregate book value of Investments

Quoted 48,000 48,000

Un-Quoted 550,009,953 470,009,953 Market value of quoted Investments 3,367 9,989


10 Non-Current Investment

Notes to financial statement for the period ended March 31, 2020

As at

31.03.2020

As at

31.03.2019

Amount Amount

Security Deposits

Unsecured, considered good 12,466,246 12,466,244

12,466,246 12,466,244

Unsecured, considered good

- Advance to Supplier for Capital Expenditure 149,650,944 78,883,922

- Advance tax (Net of Income Tax Provision) 29,840,433 26,610,799

- Bank Deposit (Margin Money) 52,226,288 53,077,011

- Loan & Advance to related parties 151,512,943 -

383,230,608 158,571,732

395,696,854 171,037,976

As at

31.03.2020

As at

31.03.2019

Amount Amount

Raw Materials and components 105,637,014 117,261,802

Work-in-progress 83,136,303 73,374,974

Finished goods (includes Good in Transit) 255,480,203 294,723,224

Stores and spares 19,099,507 11,446,457

Packing Material 14,537,900 6,579,009

477,890,927 503,385,466

As at

31.03.2020

As at

31.03.2019

Amount Amount

692,733,723 609,077,073

29,375,828 47,995,962

- Provision for doubtful debt (11,144,233) -

710,965,318 657,073,035


11 Long Term Loan and Advances

Loans and advances

12

Inventories

(Valued at lower of cost or realisable value, as certified by

Management)

Total

13Trade Receivables

(Unsecured, considered good)

Outstanding for a period less than six months

Trade receivables outstanding for a period exceeding six months

Total

Total

14

As at

31.03.2020

As at

31.03.2019

Amount Amount

Balance with Banks 2,461,136 344,387

Cheques in Hand 71,450,510

Cash in hand 12,378 6,241

2,473,514 71,801,138

15

As at

31.03.2020

As at

31.03.2019

Amount Amount

Others


Advance to Staff 3,608,370 800,610

Advance to Supplier 27,727,820 13,541,955

Expenses Recoverable 776,269 1,496,355

Security Deposit 290,000 305,000

32,402,459 16,143,920

16

As at

31.03.2020

As at

31.03.2019

Amount Amount

Excise Duty Deposit/VAT/GST 9,064,454 7,841,590

GST Recoverable 11,057,463 17,870,523

Gratuity Funds(LIC) 40,543,182 41,713,649

Incentive Receivable 28,242,593 22,108,671

Interest Accrued but not due 1,946,700 798,435

Others Receivable 19,465,671 36,083

Prepaid Expenses 3,745,684 6,376,498

Earmarked Bank Balance 64,994 52,741

114,130,741 96,798,190

Other Current Assets

Total


Cash & Cash Equivalents

Total

Short-term loans and advances

Total

17

For the year ended

31.03.2020

For the year ended

31.03.2019

Amount Amount

Sale of products 2,367,932,727 2,341,808,662

Trading Income 451,039,996 653,803,775

Total 2,818,972,723 2,995,612,437

18

For the year ended

31.03.2020

For the year ended

31.03.2019

Amount Amount

Interest income 14,947,188 5,286,958

Dividend Income :-

-Subsidiary Company 19,437,651 -

-Others 19,699,803 18,754,381

Profit/(Loss) on Sale of Property, Plant & Equipment (698,561) 28,575,929

Govt Incentives- Income 27,682,665 24,643,019

Brand Fee 21,907,361 20,986,565

GST Refund - 10,788,107

Gain/(Loss) on Foreign currency 11,073,394 10,941,202

Gain/(Loss) on Hedging currency (2,687,945) 7,621,916

Sales - Others 1,292,610 3,312,288

Sales - Scrap 12,805,968 17,103,429

Miscellaneous Income 323,768 724,400

Total 125,783,902 148,738,195

Allied Nippon Private LimitedNotes Forming part of Profit & Loss Account

Revenue from Operations

Other Income

19

Amount Amount Amount Amount

Opening Stock 117,261,802 83,142,859 -

Add: Purchases 1,178,099,990 1,499,428,919 -

Less: Closing stock 105,637,014 1,189,724,778 117,261,802 1,465,309,976

Total 1,189,724,778 1,465,309,976

Change in Inventories

Amount Amount Amount Amount

Finished Stock

Closing stock 255,480,203 294,723,224 -

Less: Opening Stock 294,723,224 39,243,021 122,359,200 -172,364,024

Work In Progress

Closing Stock 83,136,303 73,374,974 -

Less: Opening Stock 73,374,974 -9,761,329 39,049,713 -34,325,261

Stock in Trade

Closing Stock - -

Less: Opening Stock - - - -

Total 29,481,692 -206,689,285

Closing Stocks of Raw Material

Amount Amount

Asbestos 165,954 3,118,038

Resin 3,184,530 1,329,846

Aluminium Casting 4,443,118 6,750,596

Back Plates 36,538,828 27,892,660

Kevlar 1,650,782 2,446,111

HRCA Sheet/Coil 2,013,332 487,575

Steel Fibre 136,812 -

Copper Fibre 1,883,399 75,175

Others 55,620,259 75,161,802

Total 105,637,014 117,261,803

Purchase of Raw Material

Amount Amount

Asbestos 21,953,051 34,782,279

Resin 57,064,659 80,935,389


Back Plates 192,821,947 183,151,113

Kevlar 34,529,674 39,385,024

Alloy - 23,997,303

HRCA Sheet/Coil 39,870,294 76,744,674

Steel Fibre 53,679,738 55,392,722

Copper Fibre 16,297,725 10,808,650

Others 371,571,828 440,328,363

Total 1,178,099,989 1,499,428,920

20 For the year ended 31.03.2020 For the year ended 31.03.2019


Cost of Material Consumed For the year ended 31.03.2020 For the year ended 31.03.2019

Particulars For the year ended 31.03.2020 For the year ended 31.03.2019

Particulars

For the year ended 31.03.2020 For the year ended 31.03.2019

Consumption of Raw Material

Amount Amount

Asbestos 24,905,135 31,777,201

Resin 55,209,975 81,015,509


Back Plates 184,175,779 172,137,767

Kevlar 35,325,002 36,981,195

Alloy - 25,640,026

HRCA Sheet/Coil 38,344,537 76,981,933

Steel Fibre 53,542,926 57,066,992

Copper Fibre 14,489,501 12,777,051

Others 391,113,370 420,500,500

Total 1,189,724,776 1,465,309,976

Consumption of Raw Material Consumed

Particulars 2019-20 Percentage 2018-19 Percentage

Imported 36,679,016 3.08% 40,699,860 2.78%

Indigenous 1,153,045,760 96.92% 1,424,610,116 97.22%

Total 1,189,724,776 100.00% 1,465,309,976 100.00%

Particulars For the year ended 31.03.2020 For the year ended 31.03.2019


21

For the year

ended 31.03.2020

For the year

ended 31.03.2019

Amount Amount

219,800,573 220,255,844

15,478,476 16,447,625

6,553,315 8,102,995

89,597 306,993

14,923,765 18,296,238

256,845,726 263,409,695

Defined Contribution Plans

For the year

ended 31.03.2020

For the year

ended 31.03.2019

Employer's Contribution to Provident Fund 14,423,407 14,708,868

Employer's Contribution to ESI 1,055,069 1,738,757

Total 15,478,476 16,447,625

Defined Benefit Plan

For the year ended

31.03.2020

For the year

ended 31.03.2019

For the year ended

31.03.2020

For the year ended

31.03.2019

Defined Benefit obligation at

beginning of year

45,266,350 43,350,004 11,495,574 9,828,293

Provision for terminated

Employees at Beginning of the

Year

671,552 789,567 59,052 63,548

Current Service Cost 3,722,271 3,265,330 1,928,069 1,534,141

Past Service Cost - - - -

Interest Cost 3,467,402 3,190,560 880,561 723,362

Benefit Paid to terminated

Employees

- -118,015 - -4,496

Acturial (gain)/loss 2,654,864 1,647,105 736,246 4,226,253

Benefits paid -8,194,644 -6,186,649 -2,644,848 -4,816,475

Present value of obligations as at

the end of the year as per acturial

Valuation

46,916,243 45,266,350 12,395,602 11,495,574

Provision for terminated

Employees

671,552 671,552 59,052 59,052

Defined Benefit obligation at year

end

47,587,795 45,937,902 12,454,654 11,554,626

(c) Gratuity Expenses


Employee Benefits Expense

(a) Salaries and Incentives

(b) Contributions to Provident & Other funds

(d) Recruitment Expenses

(e) Staff Welfare Expenses

As per Accounting Standard 15 "Employee benefits ", the disclosures as defined in the Accounting Standard

are given below:

Contribution to Defined Contribution Plans, recognised as expense for the year is as under:

The present value of obligation is determined based on Actuarial valuation using the Projected Unit Credit Method, which

recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit

separately to build up the final obligation. The obligation for leave encashment is recognised in the same manner as

gratuity.

(I) Reconciliation of opening and closing balances of Projected Benefit Obligation

Gratuity

(Funded)

Leave Encashment

(Unfunded)

(II) Fund Status

For the year ended

31.03.2020

For the year

ended 31.03.2019

For the year ended

31.03.2020

For the year ended

31.03.2019

Fair Value of Plan Assets at the

Beginning of the year

41,713,649 41,211,981 NA NA

Expected Return on Plan assets 3,253,665 3,606,048 - -

Contribution 4,226,549 2,599,099 - -

Acturial Gain/(Loss) (456,038) (509,261) - -

Benefit Paid (8,194,644) (5,194,218) - -

fair Value of Plan assets at the end

of the year

40,543,181 41,713,649 - -

(III) Acturial assumptions

For the year ended

31.03.2020

For the year

ended 31.03.2019

For the year ended

31.03.2020

For the year ended

31.03.2019

Discount rate (per annum) 6.80% 7.36% 6.80% 7.36%

Rate of escalation in salary (per

annum) 6.00% 6.00% 6.00% 6.00%

Expected Rate of return on plan

assets 7.27% 8.75% 0.00% 0.00%

For the year ended

31.03.2020

For the year

ended 31.03.2019

For the year ended

31.03.2020

For the year ended

31.03.2019

Current 6,299,619 7,974,989 3,445,702 4,101,322

Non current 41,288,176 37,962,913 9,008,952 7,453,304

Total PBO at the end of year 47,587,795 45,937,902 12,454,654 11,554,626

For the year

ended 31.03.2020

For the year

ended 31.03.2019

Amount Amount

On Term Loans 3,513,143 5,818,647

On Working Capital Facilities 27,869,512 22,025,516

Other Finance Charges 708,743 1,101,694

32,091,398 28,945,857


Gratuity

(Funded)

Leave Encashment

(Unfunded)

Gratuity

(Funded)

Leave Encashment

(Unfunded)

22 Finance Cost

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority,

promotion and other relevant factors including supply and demand in the employment market. The above information is

certified by the actuary.

The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition of

Plan assets held, assessed risks, historical results of return on plan assets and the Company's policy for plan assets

management.

Gratuity

(Funded)

Leave Encashment

(Unfunded)

Interest & Finance Expense

Total

For the year ended

31.03.2020

For the year ended

31.03.2019

Amount Amount

Stores, Spares & Tools Consumed 19,986,204 34,875,391

Wages 226,628,520 238,241,401 Job Work Charges 14,833,529 13,606,132

Power & Fuel 89,434,992 92,113,541

Repairs to Machinery & Other Assets 10,449,178 17,866,744

Other Manufacturing Expenses 522,974 2,077,546

361,855,397 398,780,755

Administrative Expenses :

Rates & Taxes 1,725,913 3,218,969

Rent 3,720,240 3,897,794

Insurance 2,805,085 5,229,578

Repairs & Maintenance 6,606,082 6,703,994

Repairs & Maintenance-Building 717,132 6,918,351

Travelling & Conveyance 45,575,084 46,166,264

CSR Expenditure 4,017,000 4,696,324

Donation - 276,200

Director Meeting Fees 202,779 194,445

Legal & Professional Charges 13,784,652 7,679,206

Auditor Remuneration ** 1,400,000 1,400,000

Printing & Stationery 720,861 2,073,155

Claims Written off \ bad-debts 3,048,298 11,001,364

Communication Expenses 2,790,361 3,191,251

Other Expenses 2,756,501 2,679,268

Membership subscriptions 840,273 617,880

Security Services 3,367,234 3,215,615

Training Expenses 19,500 73,900

Research & Development 19,183,217 20,613,703

113,280,212 129,847,262

Selling & Distribution Expenses

Consumption of Packing Material 83,765,129 93,022,782

Discount,Commission & Incentive 36,862,789 17,292,662

Forwarding Expenses 56,145,801 72,262,130

Sales Promotion 8,609,477 12,584,930

185,383,196 195,162,503

660,518,805 723,790,520

** Auditor Remuneration

600,000 600,000

800,000 800,000

1,400,000 1,400,000 Total (Rs.)

Total


23

Other Expenses

Manufacturing Expenses :

-Tax Audit

-Statutory Audit

24

As at 31.03.2020 As at 31.03.2019

15,337,235 17,378,990

15,337,235 17,378,990

1,805,224 1,230,103

3,191,580 3,364,706

2,414,737 2,098,042

6,241,299 3,161,663

13,652,840 9,854,514

1,684,396 7,524,476

Additional Disclosure

25 a) Contingent Liabilites

b) Capital Commitment

Difference In Block of Assets


In accordance with AS-22, the accounting standards on " Accounting on Taxes on Income", The Company has

recognised deferred tax expense/(income) of Rs. (5,840,080), ( Previous year deferred tax income of Rs. 14,95,155

recognised during the year.)

Deferred Tax

Deferred Tax Liability


TOTAL

Deferred Tax Assets

Provision For Gratuity

Provision For Leave Encashment

Provision For Bonus

Provision For Expenses

TOTAL

Deferred Tax Liability/ (Assets)

i) Bank Guarantee issued in favour of Indraprastha Gas Limited amounting to ₹ 13,43,727/-(Previous year

₹ 13,43,727/-)

ii) The company has filed an appeal to CIT(Appeals) against demand of ₹ 41.39 lakhs which has been

adjusted by A.O. against refund for Assessment Year 2019-20

iii) Company has received a notice u/s 28(2)(II) of UP VAT Ex-Parte demand of ₹ 30.45 crores against which the

company has filed an appeal for reopening of case, which has been accepted by the department pending for

disposal. No provision has been made as the council of company is of the opinion that the company is likely to

succeed on the said matter.

i)Estimated amount of contracts remaining to be executed on capital account and not provided for is ₹

4,63,11,856/- (previous year ₹ 84,53,077)

c) The Company has not paid dues i.e. Salary, Bonus, Gratuity & Leave Enchashment etc. to

remaining pending 12 terminated employees as negotiation is under process with them.

26

Amount Debtors/Creditors

Allied Comline Limited 342,628,240 Debtor

Krishnaav Engineering Limited 19,725,233 Creditor

Allied Nippon Component Limited 462,384 Debtor

27 Research & Development Expenses included in different heads comprises of:

Particulars As at 31.03.2020 As at 31.03.2019

Salary 5,102,449 9,633,122

Material Consumed 601,657 944,294

Depreciation on Assets 1,989,385 6,371,555

Overheads 13,479,111 10,034,917

21,172,603 26,983,888

28 Segment Information

A) Exports

B) Domestic

29 a) No. of Non Resident Share Holders


i. Foreign Co. 1 1

ii.Non-Resident Indians

(NRI)4 5

iii.Overseas Corporate

Bodyb) No. of Shares Held

i. Foreign Co. 1,155,960 1,155,960

ii.Non-Resident Indians

(NRI) 357,992 933,757

iii.Overseas Corporate

Body

c) The amount remitted during the year in

foreign currency on account of dividend 2,977,428 2,977,428

The Company is engaged in the Business of manufacture of “Automobile Parts” which is considered to be the only

reportable business segment as per Accounting Standard 17 issued by the Institute of Chartered Accountants of India.

However, the secondary segment is bifurcated in to two sectors:-

Allied Nippon Private LimitedNotes to financial Statement

The Outstanding amount from\to subsidiaries are as under:-

(The company paid dividend for the year 2018-19 in FY 2019-20 and for the year 2017-18 in FY 2018-19)

30 Composition of Stores Consumed

Amount % of

Consumption Amount

% of

Consumption

Imported - 0.0% - 0.0%

Indegenious 19,986,204 100.0% 34,875,391 100%

Total 19,986,204 100% 34,875,391 100%

31 Value of Imports on CIF Basis in respect of :

As at 31.03.2020 As at 31.03.2019

Raw Material ,Components & Stores 568,339,125 648,207,671

Purchase of Machinery - 4,189,687

568,339,125 652,397,358

32 Expenditure in Foreign Currency

As at 31.03.2020 As at 31.03.2019

Import of Raw Material and trading items 568,339,125 648,207,671

Travelling 17,051,287 14,180,088

Commission on Export Sale 416,661 416,661

Other 2,775,086 1,868,012

588,582,159 664,672,432

33 Earnings in Foreign Exchange

As at 31.03.2020 As at 31.03.2019

FOB Value of Exports 1,426,598,916 1,446,727,485

Dividend Income 19,437,651 18,754,381

1,446,036,566 1,465,481,866

Allied Nippon Private LimitedNotes to Financial Statement

Particulars

As at 31.03.2020 As at 31.03.2019

Total

Total

Total

Note No. 34

Enterprises over which KMP having

significant influence

Effluent Investment &

Finance Private Limited

Allied Motors

Limited

Allied Intertrade co.

Ltd.

Talwar Impex Private

Limited

Opening Balance 1-4-19 - -76,208 - -

Rent Expense -2,832,000 - - -

Diesel Purchases - -1,601,584 - -

Expense Reimbursement - -17,497,028 282,811 -

Interest Income - 10,468,094 - -

Payment 2,616,000 9,646,205 (931,049) 8,354

Loan Disbursement - 154,000,000 - -

Loan Repayment - -2,487,057 - -

Consultancy Expenses - - - (8,354)

Closing balance as on 31-3-20 -216,000 152,452,423 -648,238 -

Wholly Owned Subsidary Krishnaav Engineering Ltd. Allied Nippon

Components Limited

Opening balance as on 1-4-19 (22,603,103) 163,396

Scrap Sale 2,277,610 -

Purchase by ANL -313,230,085 -

Payment 314,674,737 -107,200

Rent - 184,080

Payment on Behalf of KEL 2,455,609 -

Receipt -3,300,000 -

Expense on behalf of ANCL - 222,108

Closing balance as on 31-3-20 -19,725,233 462,384

Subsidiary-cum-Joint Venture Allied Comline Ltd.

Opening balance as on 1-4-19 249,291,036

Sale of Products (Net of Exch Gain and Loss) 648,769,190

Sale- Trading 435,785,620

Receipts (980,477,629)

Dividend from Foreign Company (19,437,651)

Payment 8,697,674

Closing balance as on 31-3-20 342,628,240

Joint-Venture Allied JB Friction Pvt. Ltd.

Allied Westlake

Private Limited

Opening balance as on 1-4-19 11,749,245 13,704

Purchase of Raw Material -675,834 -

Expense on behalf of AWPL - 255,324

Dividend Income 19,699,803 -

Rent Income - 48,600

Payments -44,836,765 -317,628

ANL L/N License Fee 94,404 -

Manpower & Other Shared Services 1,311,666 -

Brand Fees Income 24,735,565 -

Closing balance as on 31-3-20 12,078,084 -


Notes to Financial Statement



T & T Motors Private Limited

Opening balance as on 1-4-19 271,620

Purchase of Assets -1,868,400

Sale of Assets 5,200,000

Payments 27,044,734

Reimbursement for Expenses Incurred -1,181,879

Closing balance as on 31-3-20 29,466,075

Managerial remuneration Ravi Talwar Rohan Talwar Monika Dhingra NC Agarwal

Salaries & Incentives 30,330,400 28,801,000 2,583,506 883,985

Commision to Directors 12,000,000 12,000,000 - -

Death-cum-retirement gratuity - - - 2,000,000

Closing balance as on 31-3-20 42,330,400 40,801,000 2,583,506 2,883,985

# Transactions reported in related party are inclusive of indirect taxes, wherever charged.

Notes :

1. a. Companies where ANL/KMP & Relatives of KMP hold more than 50%

Name of the Company Control

RMT Ventures Ltd, British Virgin Islands 100%

RMT International Ltd, U.A.E 100%

Allied Motors Limited 99.40%

Talwar Tradex Private Limited 100%

ANL Automotives Pvt. Ltd. 100%

Allied Intertrade Co. Ltd. 100%

Effluent Investment & Finance Private Limited 100%

RMT Enterprises FZE, U.A.E. 100%

Talwar Impex Pvt. Ltd. 100%

Allied Overseas Ltd., British Virgin Islands 100%

City Establishment Ltd., British Virgin Islands 100%

Auto venture Limited., Mauritius 100%

1. b. Enterprises which qualify for “significant influence”

PAN India Accessories LLP 50%

TANDT Multitrading Private Limited 50.00%

Ascot Estates Private Limited 50.00%


Allied Westlake Private Limited

2. Subsidiary/ Joint Venture Companies

Krishnaav Engineering Limited (Wholly Owned Subsidiary-100%)

Allied Comline Ltd. (Subsidiary & Joint Venture- 51%)

Allied Nippon Components Limited (Subsidiary 100%)

Allied JB Friction Pvt. Ltd.(Joint Venture-49%)

Allied Westlake Private Limited (Joint Venture - 27%)

3. Key Management Personnel

Particulars Nature of Relation

-Mr. Ravi Talwar Whole Time Director

-Mr. Rohan Talwar Managing Director

-Mr NC Agarwal Director

-Mrs Monika Dhingra GM - Corporate Affairs & Company Secretary

Perpetuiti Technologies Private Limited (50% of shareholding is held by ANL Automotives Pvt. Ltd.)



Trivium Education Services Private Limited (64.27% of shareholding is held by ANL Automotives Pvt. Ltd.)

35 Earning Per Share


Net Profit as per Profit & Loss Account 231,414,603 125,642,740

Weighted Average number of Equity Share

Outstanding5,586,784 5,586,784

Basic EPS 41.42 22.49

36

37

38


Brake Shoe 124,912,665 86,070,705

Brake Pad 291,462,885 521,437,106

416,375,549 607,507,811

39 Unhedged Foreign Curreny Exposures

Particulars of Total foreign currency exposure at the balance sheet date

Particulars Foreign Currency Amount (FC) Amount (Rs.) Amount (FC) Amount (Rs.)

Import Creditors USD 2,428,482 162,281,046 2,086,496 144,325,616

EURO 7,855 632,419 - -

GBP 5,650 511,187

Export Debtors USD 4,559,969 325,560,654 3,155,341 216,402,921

EURO 1,796,899 139,606,030 1,277,501 97,408,776

INR ( NEPAL ) - 1,031,618 548,308

AUD - - 9,603 479,898

Advance from Customer USD -124,799 -9,067,678 75,721 5,195,518

AUD -8,258 -406,317 - -

Advance to Supplier USD -935,904 -66,593,321 -402,352 -27,831,957

EURO - -0 -

GBP - -

Loan Outstanding USD 5,46,740.84 41,216,550 1,093,479 75,637,381

*Amount in Rupees are shown as on date of Transaction

Details of Open Forward contract

Foreign Currency Amount (FC) Amount (Rs.) Amount (FC) Amount (Rs.)

USD 300,000 21,530,000 400,000 27,668,520

EURO 300,000 23,867,000 400,000 31,080,960

40 CSR Expenditure

Paid before the

year endYet to be paid Total

Paid before the

year endYet to be paid Total

(i) Construction/Acquisition of any asset 0 0 0 0 0 0

(ii) On purposes other than (i) above 4,017,000 563,680.00 4,580,680 4,696,324 - 4,696,324

a) Gross amount required to be spent by the Company during the FY 2019-2020 is Rs 45,80,680/- ( Previous Year Rs 46,96,324/-)



The Company had appointed consultants for conducting a Transfer Pricing Study to determine whether transactions with associate enterprises were

undertaken at "arm length basis". Adjustment ,if any arising from the transfer Pricing study shall be accounted for as and when the study is completed. The

management confirm that all international transactions with associate enterprices are undertaken at negotiated contracted prices on usual commercial

terms.

The proposed final dividend of Rs. 2 per share is subject to approval by shareholders at the Annual General Meeting and has not been included as a

liability in these accounts.

Detail of Trading Purchases made during the year

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019

b) Amount spent during the period- Expenditure on Coporate Social Responsibility

ParticularsFor the year ended 31st March 2020 For the year ended 31st March 2019

41

42

43

44


SKCA & ASSOCIATES


FRN NO. 013517N

CA Chaitanya Kumar

Partner

Membership No.: 514877

Place : New Delhi

Date : 25/08/2020

Ravi Talwar Rohan Talwar



The Balance of debtors, Creditors & Loan and Advances have been confirmed on sample basis.

Previous year figures are regrouped and reclassified wherever necessary.

The Notes to account from 1 to 44 are integral part of financial statements.



Government of India declared lockdown on March 23, 2020 and the Company temporarily suspended the operations in compliance with the lockdown instructions issued

by the Central and State Governments. COVID-19 has impacted the normal business operations of the Company by way of interruption in normal business activities due

to closure/lock down of facilities during the lock-down period.

However, The company had started it's business operations after obtaining permissions from the appropriate government authorities.The Company has made

detailed assessment of its liquidity position for the next year and the recoverability and carrying value of its assets comprising property, plant and equipment,

intangible assets, inventory,trade receivables, Current and Non-Current Assets. Based on current indicators of future economic conditions, the Company expects to

recover the carrying amount of these assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future

impact of the COVID-19 which may be different from that estimated as at the date of approval of these financial results. The Company will continue to closely monitor any

material changes arising of future economic conditions and impact on its business

Chairman & Whole Time Director Managing Director

(DIN-00177922) (DIN-00177963)

Monika Dhingra

GM - Corporate Affairs & Company

M. N.: A18606

Independent Auditors’ Report on Consolidated Financial Statements To The Members of Allied Nippon Private Limited Report on the Consolidated Financial Statements Opinion We have audited the accompanying Consolidated Financial Statements of Allied Nippon Private Limited which includes joint operations (hereinafter referred to as “the Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”) its associates and joint ventures comprising of the consolidated Balance sheet as at March 31, 2020, the consolidated Statement of Profit and Loss, the consolidated Cash Flow Statement for the year then ended, and notes to the Consolidated Financial Statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as “the Consolidated Financial Statements”).

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate financial statements and on the other financial information of the subsidiaries, associates and joint ventures, the aforesaid Consolidated Financial Statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the Group, its associates and joint ventures as at March 31, 2020, their consolidated profit and consolidated cash flows for the year ended on that date.

Basis for Opinion

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

Emphasis of Matter We draw attention to Note 40 to the financial statements, which describes the uncertainties arising due to COVID-19 pandemic on the Company’s operations and estimates as assessed by the management. Our opinion is not modified in respect of this matter.

Information Other Than The Financial Statements And Auditor’s Report Thereon The Holding Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the Consolidated Financial Statements and our auditors’ report thereon. Our opinion on the Consolidated Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the Consolidated Financial Statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the Consolidated Financial Statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Management’s Responsibility for the Consolidated Financial Statements The Holding Company’s Board of Directors is responsible for the preparation and presentation of these Consolidated Financial Statements in terms of the requirement of the act that give a true and fair view of the consolidated financial position, consolidated financial performance and consolidated cash flows of the Group including its associates and joint ventures in accordance with the AS and other accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act. The respective Boards of Directors of the companies included in the Group and of its associates and joint ventures are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and of its associates and joint ventures for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Consolidated Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Consolidated Financial Statements by the Directors of the Holding Company, as aforesaid. In preparing the Consolidated Financial Statements, the respective Boards of Directors of the companies included in the Group and of its associates and joint ventures are responsible for assessing the ability of the Group and of its associates and joint ventures to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the group or to cease operations, or have no realistic alternative but to do so. The respective Boards of Directors of the companies included in the Group and of its associates and joint ventures are also responsible for overseeing the financial reporting process of the Group and of its associates and joint ventures.

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

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

• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and of its associates and joint ventures to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and of its associates and joint ventures to cease to continue as a going concern.

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

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group and of its associates and joint ventures of which we are the independent auditors and whose financial information we have audited, to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the consolidated financial statements of which we are the independent auditors. For the other entities included in the consolidated financial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated financial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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

Other matter

(a) We did not audit the financial statements of subsidiaries (including foreign subsidiary), associates

and joint venture except 1 joint venture, whose financial statements as on March 31, 2020 as

considered in the consolidated financial statements. These financial statements have been audited

by other auditors whose reports have been furnished to us by the Management and our opinion on

the consolidated financial statements, in so far as it relates to the amounts and disclosures included

in respect of these subsidiaries, associates and joint venture and our report in terms of sub-section

(3) of Section 143 of the Act, insofar as it relates to the aforesaid subsidiaries, associates and joint

venture is based solely on the reports of the other auditors.

(b) The accompanying Consolidated Financial Statements includes the Financial Statements and other

financial information of 3 subsidiaries and 2 joint ventures which reflect total assets of 205.59

crores as at March 31, 2020, total revenues of Rs 263.82 crores and net cash inflow of ₹ 16.63

crores for the year ended on that date.

Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory

requirements below, is not modified in respect of the above matter with respect to our reliance on the

work done and the reports of the other auditors and the financial information certified by the

Management.

Report on Other Legal and Regulatory Requirements

1. As required by sub-section 3 of Section 143 of the Act, based on our audit and on the consideration of report of the other auditors on separate financial statements and other financial information of subsidiaries, associates and joint ventures, as noted in the ‘other matters’ paragraph we report, to the extent applicable, that: (a) We/the other auditors whose report we have relied upon have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements. (b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books and the report of other auditors.

(c) The consolidated balance sheet, the consolidated statement of profit and loss, and the consolidated cash flow statement dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements. (d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. (e) On the basis of the written representations received from the directors of the Holding Company as on 31 March 2020 taken on record by the Board of Directors of the Holding Company and the report of the statutory auditors who are appointed under section 139 of the act, of its subsidiaries, associates and joint ventures, none of the Directors of the Group companies, its associates and joint ventures incorporated in India is disqualified as on 31 March 2020 from being appointed as a Director of that company in terms of sub-section 2 of Section 164 of the Act. (f) With respect to the adequacy and the operating effectiveness of the internal financial controls over financial reporting with reference to these Consolidated Financial Statements of the Holding company and its subsidiaries, associates and joint ventures, incorporated in India, refer to our separate report in “Annexure A” to this report; (g) In our opinion, the managerial remuneration for the year ended March 31, 2020 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

(h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditors on separate financial statements as also the financial information of the subsidiaries, associates and joint ventures, as noted in the ‘other matters’ paragraph:

i. The consolidated financial statements disclose the impact of pending litigations on the consolidated financial position of the Group, its associates and joint ventures in its Consolidated Financial Statements – Refer Note No. 25 to the Consolidated Financial Statements.

ii. The Group, its associates and joint ventures has made provision in its consolidated financial

statements, as required under the applicable law or accounting standards, for material

foreseeable losses on long term contracts;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company, its subsidiaries, its associates and joint ventures incorporated in India.

For SKCA & ASSOCIATES


FRN 013517

Chaitanya Kumar

(Partner)

Membership no. 514877

Place: New Delhi

Date:28.08.2020

Annexure - A to the Auditors’ Report Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) In conjunction with our audit of the consolidated financial statements of the Company as of and for the year ended 31 March 2020, we have audited the internal financial controls over financial reporting of Allied Nippon Private Limited (“the Holding Company”) and its subsidiary companies, its associate and joint ventures which are companies incorporated in India, as of that date. Management’s Responsibility for Internal Financial Controls The Respective Board of Directors of the Holding Company and its subsidiaries, its associates and Joint Ventures, which are companies incorporated in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (“ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. Auditors’ Responsibility Our responsibility is to express an opinion on the Holding Company, its subsidiaries, its associates and joint ventures, which are companies incorporated in India, internal financial controls over financial reporting with reference to these consolidated financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, both, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to these consolidated financial statements was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting with reference to these consolidated financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these consolidated financial statements assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting with reference to these Consolidated Financial Statements. Meaning of Internal Financial Controls over Financial Reporting With Reference To These Consolidated Financial Statements A company's internal financial control over financial reporting with reference to these Consolidated Financial Statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting with reference to these Consolidated Financial Statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting With Reference To These Consolidated Financial Statements Because of the inherent limitations of internal financial controls over financial reporting with reference to these Consolidated Financial Statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion In our opinion, to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors, as referred to in Other Matters paragraph below, the Holding Company, its subsidiaries, its associates and joint ventures, which are companies incorporated in India, have, maintained in all material respects, adequate internal financial controls over financial reporting with reference to these Consolidated Financial Statements and such internal financial controls over financial reporting with reference to these Consolidated Financial Statements were operating effectively as at March 31,2020, based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Other Matter Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls over financial reporting with reference to these Consolidated Financial Statements of the Holding Company, in so far as it relates to separate financial statement of subsidiaries, associates and joint ventures, which are companies incorporated in India, is based on the corresponding reports of the auditors of such subsidiaries, associates and joint ventures incorporated in India.

For SKCA & ASSOCIATES


FRN 013517N

Chaitanya Kumar

(Partner)

Membership no. 514877

Place: New Delhi

Date: 28.08.2020

Amount in INR

1 Shareholders funds

(a) Share capital 1 5,58,67,840 5,58,67,840

(b) Reserves and surplus 2 2,17,30,33,843 1,83,99,47,685

2,22,89,01,683 1,89,58,15,525

2 Minority Interest 1,97,69,925 2,47,24,810

3 Non-current liabilities

(a) Long-term borrowings 3 31,85,00,000 40,53,18,714

(b) Deferred tax liabilities 24 1,21,80,623 -

(c) Long-term Provisions 4 5,63,57,179 5,18,88,474

38,70,37,802 45,72,07,188

4 Current liabilities

(a) Short-term borrowings 5 50,38,39,014 68,46,99,243

(b) Trade payables 6

2,71,49,938 9,17,80,118

74,41,04,864 60,36,02,252

(c) Other current liabilities 7 16,62,11,736 9,97,84,197

(d) Short-term provisions 8 15,65,57,027 13,40,49,469

1,59,78,62,579 1,61,39,15,279

4,23,35,71,989 3,99,16,62,802

1 Non-current assets

(a) Property Plant Equipements 9

(i) Tangible assets 1,08,18,47,464 1,02,34,06,467

(ii) Intangible assets 26,31,70,524 24,97,92,187

(iii) Capital Work in Progress 5,16,48,188 11,86,32,202

1,39,66,66,176 1,39,18,30,856

(b) Deferred tax assets 24 - 18,31,205

(c) Non-Current Investment 10 5,09,48,320 5,09,48,320

(d) Long-term loans and advances 11 40,63,65,928 17,95,83,295

1,85,39,80,424 1,62,41,93,676 2 Current assets

(a) Inventories 12 69,91,37,797 75,02,48,338

(b) Trade receivables 13 1,04,64,06,284 1,19,94,52,369

(c) Cash and cash equivalents 14 40,10,21,808 23,79,69,425

(d) Short-term loans and advances 15 6,56,53,374 3,16,13,714

(e) Other current assets 16 16,73,72,301 14,81,85,279

2,37,95,91,564 2,36,74,69,127

4,23,35,71,989 3,99,16,62,801

Summary of Significant accounting policies A


SKCA & ASSOCIATES


FRN NO. 013517N

CA Chaitanya Kumar Ravi Talwar

Partner

Chairman & Whole

Time Director


Place : New Delhi

Date: 28.08.2020

ALLIED NIPPON PRIVATE LIMITED

NoteAs at 31.03.2019As at 31.03.2020

The notes referred above are integral part of the Consolidated financial statements

EQUITY AND LIABILITIES

Consolidated Balance Sheet

As at 31st March, 2020

Particulars

M.N.: A18606

ASSETS

Total outstanding dues to micro enterprises and small enterprisesTotal outstanding dues to other than micro enterprises and small

Monika Dhingra

GM (Corporate Affairs) & Company Secretary



Rohan Talwar

Managing Director

(DIN-00177963)

Amount in INR

Revenue from operations 17 4,02,09,59,434 4,31,48,54,432

Other income 18 9,92,53,472 7,63,18,177

4,12,02,12,906 4,39,11,72,609

Expenses:

Cost of materials consumed 19 1,59,71,63,952 1,89,68,94,482

Purchase of Stock-in-trade 44,64,21,451 71,84,72,005

Changes In Inventories of Finished Goods, Work-In-Progress &

Stock-in-trade 20

7,25,25,114 -21,52,09,679

Employee benefits expense 21 37,43,79,780 39,05,48,662

Finance costs 22 5,42,77,950 5,37,46,700

Depreciation and amortization 9 13,03,16,092 14,97,18,812

Other expenses 23 95,20,18,171 1,01,14,96,611

3,62,71,02,510 4,00,56,67,593

Profit before exceptional and Extraordinary item and Tax 49,31,10,396 38,55,05,016

Prior Period Items - 3,42,481

Profit before Extraordinary item and Tax 49,31,10,396 38,51,62,534.72

Extraordinary Items - -27,105

Profit before tax 49,31,10,396 38,51,89,639.72

Tax expense:

Current tax 12,39,63,017 10,23,44,167

Less:- Mat Credit -34,50,931 -4,01,90,017

Deferred tax 24 1,40,11,831 1,15,95,335

Profit (Loss) for the period (before adjusting Minority Interest) 35,85,86,479 31,14,40,155

Earnings per equity share:

(1) Basic 39 64.18 55.75

(2) Diluted 64.18 55.75

Summary of Significant accounting policies A


SKCA & ASSOCIATES


FRN NO. 013517N

CA Chaitanya Kumar Ravi Talwar

Partner

Chiarman &

Whole Time

Director


Place : New Delhi

Date: 28.08.2020

Monika Dhingra

For the Year Ended

31.03.2020

For the Year Ended

31.03.2019

M. N.: A18606

The notes referred above are integral part of the Consolidated financial

Rohan Talwar

Managing Director

(DIN-00177963)





Consolidated Statement of Profit & Loss

for the year ended 31st March,2020

Particulars Note

Amount in INR

As at 31.03.2020 As at 31.03.2019

A. Cash Flow from operating Activities

Net Profit Before Tax 49,31,10,396 38,55,05,016 Adjustment for :

Depreciation 13,03,16,092 14,97,18,812

Interest Expense 4,64,07,592 4,37,61,665

Interest income (3,11,16,780) (1,68,89,633)

(Profit)/Loss on Sale of Property Plant & Equipment 8,79,476 6,63,853

Exceptional Item - 27,105

Share Translation Reserve/adjustments (1,04,09,379) 2,23,43,799

Transfer to Minority Interest (5,41,764) (5,55,620)

Unrealised (Gains)/Loss on restatement of Monetary Assets 40,26,001 48,25,533

Unrealised(Gain)/ loss on restatement of Monerary Liabilities 35,87,618 (16,39,482)

Prior Period Items - (3,42,481)

Operating profit before Working Capital Changes 63,62,59,251 58,74,18,568

Movement in Working Capital

Decrease / (Increase) in Sundry Debtors 14,90,20,084 (13,99,54,400)

Decrease / (Increase) in Inventories 5,11,10,541 (28,01,08,445)

Decrease / (Increase) in Loans and Advances (26,08,22,293) 6,49,49,362

Decrease / (Increase) in Other Current Assets (1,91,87,021) (3,58,16,214)

Increase/ (Decrease)in Sundry Creditors 7,59,81,115 10,54,60,415

Increase/ (Decrease)in Current Liabilities 6,64,27,539 2,10,12,350

Increase/ (Decrease)in Provisions 2,69,76,264 1,50,68,899

Cash Generated from operating Activities 8,95,06,229 (24,93,88,034)

Direct Taxes (Net of Refunds) (12,05,12,089) (6,21,54,148)

Net Cash from operating Activities 60,52,53,391 27,58,76,386

B. Cash Flow from Investing Activities

Purchase of Property Plant & Equipment (15,23,83,503) (29,83,18,514)

Investments made 0 (1,00,00,508)

Proceeds from sale of Property Plant & Equipment 1,63,52,613 7,98,45,047

Interest Received 3,11,16,780 1,68,89,633

Net Cash from Investing Activities (10,49,14,110) (21,15,84,341)

C. Cash Flow from Financing Activities

Proceeds/Repayment from borrowings (Net) (27,13,75,244) 19,98,79,633

Interest Paid (4,64,07,592) (4,37,61,665)

Dividend and Tax thereon Paid (1,45,49,178) (2,90,50,747)

Increase/ (Decrease)in Minority Interest (49,54,885) (2,25,90,540)

Net Cash used in Financing Activities (33,72,86,899) 10,44,76,680

Net Increase/ (Decrease) in cash and Cash Equivalents (A+B+C) 16,30,52,383 16,87,68,725

As at 31 March ,2019

Cash and Cash Equivalents (Opening Balance) 23,79,69,425 6,92,00,704

Cash and Cash Equivalents (Closing Balance) 40,10,21,808 23,79,69,425

16,30,52,383 16,87,68,721

17,861 23,596

- 7,14,50,510

40,10,03,947 16,64,95,319

40,10,21,808 23,79,69,425

SKCA & ASSOCIATES For & On behalf of the Board of Directors of

Chartered Accountants Allied Nippon Private Limited

FRN NO. 013517N

CA Chaitanya Kumar Ravi Talwar Rohan Talwar

PartnerChairman & Whole Time

DirectorManaging Director

Membership No.: 514877 (DIN-00177922) (DIN-00177963)

Monika Dhingra

Place : New Delhi

Date: 28.08.2020 M. N.: A18606



Consolidated Cash Flow Statement

for the year ended 31st March,2020

Particulars

The above Cash Flow Statement has been prepared under the Companies (Accounting Standards) Rules, 2006 (as

amended) in accordance with section 133 of the Companies Act, 2013, read with rule 7 of Companies (Accounts) Rules,2014.

Figures in brackets indicate cash outflow.

Components of cash and cash equivalents

Cash on hand

Cheques on hand

With banks

- on current accounts

Cash & cash equivalents in Cash flow statement

Number Amount Number Amount

1,00,00,000 10,00,00,000 1,00,00,000 10,00,00,000

55,86,784 5,58,67,840 55,86,784 5,58,67,840

55,86,784 5,58,67,840 55,86,784 5,58,67,840

55,86,784 5,58,67,840 55,86,784 5,58,67,840

1.1 Terms and rights attached to equity shares

The company has only one class of equity shares having par value of Rs. 10 per equity share.Each holder of equity share is entitled to 1(one) vote per share.

Reconciliation of Number of Shares

Number Amount Number -

55,86,784 5,58,67,840 55,86,784 5,58,67,840

- - - -

55,86,784 5,58,67,840 55,86,784 5,58,67,840

Detail of Shareholders holding more than 5% shares:

No. of Shares held % of Holding No. of Shares held % of Holding

11,55,960 20.69 11,55,960 20.69

3,75,000 6.71 3,75,000 6.71

24,71,199 44.23 21,49,314 38.47

Talwar Pvt. Trust 10,88,481 19.48 4,60,123 8.24 - 5,75,765 10.31

As at 31.03.2020

Talwar Impex Pvt. Ltd.

Allied Intertrade Co.Ltd.

C) Promoters and relatives

As at 31.03.2019

A) Foreign Companies

Citi Establishment Ltd.

Madhu Talwar

Shares outstanding at the beginning of the year

Shares Issued during the year

Shares outstanding at the end of the year

Name of Shareholder

B) Domestic Companies

Equity Shares

Authorised


Issued


Subscribed & Paid up

Equity Shares of Rs. 10/-each, fully paid

Total

Particulars Equity Shares


Notes Forming part of Consolidated Financial Statements

1 Share Capital As at 31.03.2020 As at 31.03.2019



70,89,260 70,89,260

- -

Closing Balance 70,89,260 70,89,260

45,22,84,896 45,22,84,896

-

45,22,84,896 45,22,84,896

Opening Balance 20,70,984 20,70,984

Add: Created during the year - -

Less: Utilised during the year - -

Less: Transferred to General Reserve 20,70,984

- 20,70,984

Opening Balance -4,07,869 -2,05,32,357

Add: Created during the year 11,05,641 11,33,918

Less: Transferred to Minority Interest -5,41,764 -1,89,90,570

Closing Balance 1,56,008 -4,07,869

5,87,44,400 5,87,44,400

1,34,89,50,727 -

20,70,984 -

1,40,97,66,111 5,87,44,400

1,31,98,74,784 1,03,58,21,687

10,15,742 16,63,692

35,85,86,479 31,14,40,151

1,22,39,533 1,76,58,234

1,34,89,50,727 -

1,45,49,178 1,11,01,283

Closing Balance 30,37,37,566 1,32,01,66,014

* (on account of consolidation of new joint venture during the year)

2,17,30,33,841 1,83,99,47,685 Total

Fixed Assets Revaluation Reserve

Closing Balance

Surplus / (Deficit) in Statement of Profit and Loss

Opening balance

(+) Net Profit/(Net Loss) For the current year

Foreign Currency Translation Reserve

Acquisition adjustment *

Less: Dividend Paid & Tax paid thereon

Less: Transfer to General Reserve

Less: Profit transferred to Minority

Closing Balance

General Reserve

Capital Redemption Reserve

Opening Balance

Transferred from surplus in statement of profit and loss

Security Premium

Opening Balance

Add : Premium credited on Share issue

Closing Balance

2 Reserves & Surplus As at 31.03.2020 As at 31.03.2019

Transferred from Revaluation Reserve

Opening Balance

Transferred from surplus in statement of profit and loss

- 3,78,18,714

31,85,00,000 36,75,00,000

31,85,00,000 40,53,18,714

4

4,28,08,929 3,95,17,424

42,33,451 47,88,922

93,14,799 75,82,128

5,63,57,179 5,18,88,474

5

43,83,21,625 54,31,30,863

2,45,19,971 8,52,27,289

4,09,97,418 5,63,41,091

50,38,39,014 68,46,99,243

- From Banks

- Book Overdraft

- Buyer's Credit and loan from BankTotal

UNSECURED

Working Capital Loans

Long Term Provisions


Gratuity (funded)

Gratuity (unfunded)

Leave Encashment (unfunded)Total

Short Term Borrowings

SECURED


Term Loan

3 Long Term Borrowings

SECURED


As at 31.03.2020 As at 31.03.2019

Yes Bank

UNSECURED

Hitachi Chemcial Co. Ltd.

Total

(a)Term Loan ( FCNR) of USD 5,46,740.84 outstanding at the year end 31-March,2020 which is required to be repaid in balance 04

equal quarterly installment. The FCNR Loan is secured by exclusive charge on Margin money through Fixed Deposit. Further the

FCNR Loan is secured by exclusive charge on the Plant & Machinery pertaining to Plant situated in Rajasthan (both present and

future).

(b) Loan from related party taken by Allied JB Friction Private Limited includes :

- Unsecured rupee loan for Rs. 550,000,000 (previous year Rs. 550,000,000) taken from Hitachi Chemical Co. Ltd. (the holding

company) repayable after 7 years from the date of receipt of loan i.e. June 07, 2022 carrying an interest of 4% p.a.

- Unsecured rupee loan for Rs. 200,000,000 (previous year Rs. 200,000,000) taken from Hitachi Chemical Co. Ltd. (the holding

company) repayable in 8 quarterly instalments of Rs. 25,000,000 each beginning from June 30, 2020 carrying an interest of 4% p.a.

From Related party

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019



6

2,71,49,938 9,17,80,118

74,41,04,864 60,36,02,252

77,12,54,802 69,53,82,370

Details of dues to micro and small enterprises as defined under the MSMED Act, 2006


Principal amount due to micro and small enterprises 2,71,49,938 9,17,80,118

Interest due on above 55,958 3,55,703 The amount of interest accrued and remaining unpaid at the end

of each accounting year 55,958 3,871

Micro, Small & Medium Enterprises

Others

Total

The principal amount and the interest due thereon remaining unpaid to any

supplier as at the end of each accounting year.

The information has been given in respect of such vendors to the extent they

could be identified as micro and small enterprises as per MSMED on the basis of

information available with the Company.

Trade Payables

a) Working Capital Loan from Yes Bank, HSBC Bank,Kotak Bank and DBS Bank are secured by way of first pari passu charge by way

of hypothecation on entire stock of raw material, work-in-progress, finished goods, consumable stores and spares and such other

movables, including book debts, outstanding monies, receivables both present and future.

b) Loan from Yes Bank, HSBC Bank,Kotak Bank and DBS Bank are further secured by way of First pari passu charge on entire

movable property plant and equipment of the Company including immovable property situated at A-12, Site IV, Industrial Area,

Sahibabad. It is further secured by negative lien on Factory's Land & Building located at Plot No. 43, 44 & 45, Industrial Area,

Parwanoo, District Solan.

c) Buyer's Credit taken by AJF of Rs. 83,668,200 (previous year : Rs. 114,981,819) carrying interest rate between 0.40% to 0.47%,

repayable within 1-8 months from the date of availment.

d) The Book overdraft taken by ACL of Rs 245,19,971/- (previous year : 7,35,10,794/-) is due and for less than one year; is secured

by a debenture comprising fixed and floating charges over all the assets of Allied Comline Limited, including all present and future

freehold and leasehold property, book and other debts, chattels, goodwill and uncalled capital, both present and future.

As at 31.03.2020 As at 31.03.2019



7

9,02,16,550 3,78,18,668

23,43,000 22,18,000

1,18,28,453 52,56,394

Other Advances 4,23,64,189 2,37,80,437

50,953 33,391

1,46,30,746 2,45,26,290

Payable for capital goods 47,77,845 61,51,017

16,62,11,736 9,97,84,197

2,30,32,583 1,74,75,730

Bonus 99,26,080 73,82,855

28,39,460 28,00,795

1,30,155 2,36,553

Gratuity (refer note 4) 64,16,166 80,62,288

Leave Encashment (refer note 4) 57,70,788 79,04,562

10,82,950 42,67,256

Provision for rate amendments & litigations 1,09,64,715 1,79,99,625

9,63,80,794 6,78,13,822

13,336 1,05,983

15,65,57,027 13,40,49,469

8 Short Term Provisions


Expenses Payable

Total

Interest accrued but not due on borrowings

Unclaimed Dividend

Advances from Customers

Other Current Liabilities

Current maturities of long-term debt

-Term Loan from Banks (Refer Note No. 3)

Dealer Deposits

Salary & Reimbursements

Contribution to PF

Contribution to ESI

Other Provisions

Provision for Taxation

Government Dues

Total

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019



11

Other Advances

Unsecured, considered good - 1,43,17,521


Advance Tax 2,98,40,433 2,66,10,799

Bank deposits ( Includes Margin Money) 5,22,26,288 5,30,77,011

Security Deposits

Unsecured, considered good 1,97,26,017 49,71,767

10,21,90,480 9,94,85,412

Unsecured, considered doubtful 1,95,957 1,99,399


- Loan and advances to related parties 15,15,12,943 -

- Others - 76,874

Doubtful - -

Advance to Supplier for Capex 15,26,62,505 8,00,21,009

-1,95,957 -1,99,399

30,41,75,448 8,00,97,883

40,63,65,928 17,95,83,295

Raw Materials and components 21,63,07,743 21,32,61,900

Work-in-progress 10,40,21,301 8,91,47,196

Finished goods 33,58,47,810 42,25,67,055

Stores and spares 3,02,80,875 1,81,82,825

Packing Material 1,53,11,779 70,89,362

-26,31,711 -

69,91,37,797 75,02,48,338

1,02,62,39,558 1,15,14,56,407

3,13,10,961 4,80,30,413

Provision for doubtful receivables -1,11,44,235 -34,451

1,04,64,06,284 1,19,94,52,369

Outstanding for a period less than six months

Trade receivables outstanding for a period exceeding six months

Total

13Trade Receivables

(Unsecured, considered good)

Long Term Loan and Advances

Loans and advances

Less: Provision for doubtful loans and advances

Total

12Inventories

(Valued at lower of cost or realisable value, as certified by Management)

Total

Less: Provision for inventory obsolescence

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019



14

Balances with Banks

Balance with Banks 40,10,03,947 16,64,95,319

- 7,14,50,510

Cash in hand 17,861 23,596

40,10,21,808 23,79,69,425

15

Secured, considered good

Balance with statutory / government authorities 2,49,04,498 1,44,87,419

Advance to Staff 38,48,983 10,20,340

Advance to Supplier 3,00,65,784 1,33,78,559

Advance recoverable in cash or kind 61,48,657 21,31,238

Security Deposit 6,85,452 5,96,158

6,56,53,374 3,16,13,714

6,56,53,374 3,16,13,714

16

MAT Credit 4,09,78,128 4,02,41,648

Excise Duty Deposit/VAT/Service Tax/GST 1,54,10,530 1,18,59,281

GST Recoverable 1,10,57,463 1,78,70,523

Gratuity Funds 4,05,43,182 4,17,13,649

Claims 2,82,42,593 2,21,08,671

Interest Recoverable 67,37,986 57,26,422

Others 1,94,77,454 36,083


Earmarked Bank Balance 64,994 52,741

16,73,72,301 14,81,85,279

Short-term loans and advances

Total

Other Current Assets

Total

Cash & Cash Equivalents

Cheques in Hand

Total

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019

Note 9 : Property Plant Equipements, CWIP & Intangibles

AS AT

01-04-2019ADDITION

ADJUST

MENT

AS AT

31-03-2020

AS AT

01-04-2019FOR THE YEAR

ADJUST

MENT

AS AT

31-03-2020

AS AT

31-03-2020

AS AT

31-03-2019

PROPERTY PLANT & EQUIPMENTS

LAND - LEASE HOLD 8,01,61,479 - - 8,01,61,479 52,14,144 8,51,552 - 60,65,696 7,40,95,784 7,49,47,335

FACTORY BUILDING 35,84,35,733 3,86,98,437 - 39,71,34,170 8,38,84,391 1,17,40,498 - 9,56,24,889 30,15,09,281 27,45,51,342

PLANT & MACHINERY 1,38,45,38,855 12,32,61,483 10,91,222 1,50,67,09,117 81,96,66,751 8,78,07,569 8,48,743 90,66,25,576 60,00,83,540 56,48,72,104

FURNITURE & FIXTURES 3,24,93,355 38,28,397 - 3,63,21,752 2,36,45,368 31,93,863 (6,105) 2,68,45,336 94,76,417 88,47,988

EQUIPMENTS 8,07,54,238 1,58,38,855 90,203 9,65,02,891 6,29,17,638 83,04,010 86,046 7,11,35,603 2,53,67,288 1,78,36,600

VEHICLES 6,13,11,844 64,97,946 1,37,69,166 5,40,40,623 2,86,16,250 70,84,580 56,24,198 3,00,76,631 2,39,63,992 3,26,95,594

ELECTRIC INSTALLATION 8,39,65,849 64,43,151 1,85,210 9,02,23,790 3,43,10,345 85,62,283 - 4,28,72,628 4,73,51,163 4,96,55,504

SUB TOTAL 2,08,16,61,353 19,45,68,271 1,51,35,801 2,26,10,93,823 1,05,82,54,885 12,75,44,355 65,52,882 1,17,92,46,360 1,08,18,47,464 1,02,34,06,467

INTANGIBLE ASSETS

TRADE MARKS 53,91,006 - - 53,91,006 50,63,315 1,19,929 - 51,83,244 2,07,762 3,27,691

COMPUTER SOFTWARES 2,13,42,219 1,44,56,331 - 3,57,98,550 2,02,06,856 26,51,808 180 2,28,58,484 1,29,40,066 11,35,363

TECHNICAL KNOWHOW FEES 1,61,46,696 - - 1,61,46,696 1,61,46,696 - - 1,61,46,696 0 0

GOODWILL ON ACCOUNT OF CONSOLIDATION 24,83,29,132 16,93,565 - 25,00,22,696 - - - 25,00,22,696 24,83,29,132

GOODWILL ON PURCHASE 21,44,83,241 21,44,83,241 21,44,83,241 - 21,44,83,241 0 0

SUB TOTAL 50,56,92,294 1,61,49,896 - 52,18,42,189 25,59,00,108 27,71,737 180 25,86,71,665 26,31,70,524 24,97,92,187

CWIP BUILDING 11,24,51,676 5,16,48,188 11,24,51,676 5,16,48,189 5,16,48,189 11,24,51,676

CWIP SAP Project 61,80,528 - 61,80,528 - - 61,80,528

2,70,59,85,851 26,23,66,355 13,37,68,004 2,83,45,84,202 1,31,41,54,992 13,03,16,092 65,53,062 1,43,79,18,025 1,39,66,66,178 1,39,18,30,857

Previous Year 2,50,02,60,122 27,02,81,148 6,45,55,419 2,70,59,85,851 1,17,65,20,070 14,97,18,812 1,20,83,890 1,31,41,54,995 1,39,18,30,856 1,32,37,40,054


GRAND TOTAL

ALLIED NIPPON PRIVATE LIMITED - CONSOLIDATED DEPRECIATION CHART AS ON 31-03-2020

ASSETS

GROSS BLOCK DEPRECIATION AND AMORTIZATION NET BLOCK

Amount in INR

Quoted (At Cost)

Fully paid up Equity Share

Name of the Company Face Value

Talbros Automotive Components Ltd 48 10 48,000 48,000

(48)

Goldman Sachs Mutual Fund 24.756 1,000 24,757 24,757

(24.756)

Ashmore India Opportunities Fund 16,00,000 10 1,60,00,000 1,60,00,000

(16,00,000)

T & T Motors Private Ltd. 1,28,847 10 83,75,055 83,75,055

(1,28,847)

Fully paid up Preference Shares

Allied Intertrade Company Limited 1,65,000 100 1,65,00,000 1,65,00,000

Preference Shares of Rs. 100 each

9% Non-Cumulative Non-Convertible Redeemable

Redeemable Preference Shares 1,00,00,508 1,00,00,508

19,306 100

- -

5,09,48,320 5,09,48,320

Aggregate book value of Investments

Quoted 48,000 48,000

Un-Quoted 5,09,00,320 5,09,00,320

Market value of quoted Investments 3,367 9,989


Allied Nippon Priavte Limited

Non-Current Investment

Allied Intertrade Company Limited

Investment in 0.01% Non cumulative non convertible redeemable

preference shares (Nos. of shares 19306 (P.Y.NIL) of Rs. 100 at a

premium of Rs. 418)

As at 31.03.2020 As at 31.03.2019

17

Sale of products 3,99,07,05,058 4,27,66,91,508

Less:

Scrap Sale 36,21,791 34,75,783

3,98,70,83,267 4,27,32,15,725

Sale of Services 1,50,00,000 1,18,50,000

Trading Income 1,44,23,119 2,46,43,019

Job Work Income 8,31,257 16,69,905

Scrap Sale 36,21,791 34,75,783

Total 4,02,09,59,434 4,31,48,54,432

18

Interest Income 3,11,16,780 1,68,89,633

Profit on Sale of Property, Plant and Equipment/Investments -6,98,561 2,85,75,929

Subsidy Received 1,03,98,782 1,05,74,627

Brand Fee 1,11,72,754 1,07,03,149

Gain on Foreign Exchange Fluctuation 25,34,846 -75,37,268

Gain/(Loss) on Hedging currency -26,87,945 -

Liability Written Back 27,82,168 39,48,721

Miscellaneous Income/ Other Income 4,46,34,648 1,31,63,386

Total 9,92,53,472 7,63,18,177

19

Opening Stock 21,32,61,900 15,32,69,613

Add: Purchases 1,60,02,09,795 1,95,68,86,769

Less: Closing stock 21,63,07,743 21,32,61,900

- -

Total 1,59,71,63,952 1,89,68,94,482

Finished Stock ( Excluding Trading goods)

Closing stock 33,58,47,809 42,25,67,055

Less: Opening Stock 42,25,67,055 24,39,26,664

Less:Stock Due to Acquisition in current year 6,79,972 -

-8,73,99,218 17,86,40,391

Work in Progress

Closing Stock 10,40,21,301 8,91,47,197

Less: Opening Stock 8,91,47,197 5,25,77,910

1,48,74,104 3,65,69,288

Stock In Trade

Closing Stock - -

Less: Opening Stock - -

Total -7,25,25,114 21,52,09,679

20 Change in Inventories

For the Year Ended

31.03.2020

For the Year Ended

31.03.2019

For the Year Ended

31.03.2020

For the Year Ended

31.03.2019

Cost of Materials Consumed



Other Income

Revenue from OperationsFor the Year Ended

31.03.2020

For the Year Ended

31.03.2019

For the Year Ended

31.03.2019

For the Year Ended

31.03.2020

21

(a) Salaries and incentives 32,68,26,535 33,21,96,727

(b) Contributions to Provident & other funds 1,79,56,410 2,01,22,184

(c) Gratuity 62,78,871 1,07,72,716

(d) Recruitment and Training Expenses 95,891 3,06,993

(e) Staff welfare expenses 2,32,22,073 2,71,50,042

Total 37,43,79,780 39,05,48,662

Interest & Finance expense

On Term Loans 1,85,38,080 2,16,09,286

On Working Capital Facilities 2,78,69,512 2,21,52,379

Other Finance Charges 78,70,358 99,85,035

Total 5,42,77,950 5,37,46,700

22 Finance Cost

Employee Benefits Expense



For the Year Ended

31.03.2020

For the Year Ended

31.03.2019

For the Year Ended

31.03.2020

For the Year Ended

31.03.2019

Manufacturing Expenses :

Stores, Spares & Tools Consumed 3,45,61,362 5,10,62,083

Wages 24,97,26,724 26,08,48,866

Power & Fuel 14,84,65,149 15,53,09,907

Repairs to Machinery & Other Assets 3,31,52,489 4,73,09,462

Other Manufacturing Exp/Jobwork 2,08,75,072 2,67,27,284

Administrative Expenses :

Rates & Taxes 26,69,743 40,77,644

Rent 57,88,806 61,77,127

Insurance 51,22,930 76,84,281

Repairs & Maintenance 71,00,715 73,79,336

Repairs & Maintenance-Building 35,01,307 1,11,58,316

Travelling & Conveyance 5,15,74,390 5,28,82,527

CSR Expense 56,28,875 49,48,239

Donation - 2,76,200

Director Meeting Fees 2,02,779 1,94,445

Auditor Remuneration 37,91,404 29,07,878

Legal & Professional Charges 4,68,49,897 2,48,80,940

Printing, Stationery 14,27,567 30,33,875

Claims Written off \ bad-debts\ Provision 1,50,26,721 2,08,91,515

Loss on Foreign Exchange Fluctuation 24,06,279 -

Communication Expenses 36,10,543 40,09,095

Other Expenses 48,27,121 51,72,320

Profit/loss on sales of property, plant and equipment(Net) 1,80,915 12,02,422

Membership subscriptions 8,63,267 6,63,853

Security Services 40,54,314 40,34,258

Training Expenses 19,500 73,900

Research & Development 1,91,83,217 2,11,02,377

Testing Fees 52,68,206 -

Brand fees 2,14,69,213 2,05,66,833

Management Support Fees 5,89,989 17,97,246

Engineering fees 22,80,681 42,04,271

Selling & Distribution Expenses

Consumption of Packing Material 9,27,57,775 10,03,53,043

Discount,Commission & Incentive 3,68,89,993 1,73,14,222

Forwarding Expenses 9,29,77,301 10,71,20,866

Royalty 1,26,21,015 1,08,84,022

Sales Promotion 1,65,52,912 2,52,47,958

Total 95,20,18,171 1,01,14,96,611

a. Audit fees 25,64,213 21,15,886

b. For tax audit 6,70,000 2,00,000

c. For other services 4,93,000 4,00,000

d. Out of pocket expenses 64,191 1,91,992

Total 37,91,404 29,07,878

23

23A Payments to the auditor as For the Year Ended

31.03.2020

Other Expenses

For the Year Ended

31.03.2019

For the Year Ended

31.03.2019

For the Year Ended

31.03.2020



Amount in INR

24 As at 31.03.2020 As at 31.03.2019

3,33,65,458 2,85,22,465

Realised gain on CWIP - 3,88,673

3,33,65,458 2,89,11,138

34,10,299 30,49,233

39,30,734 40,75,113

26,22,165 22,34,866

57,063 -

1,01,60,525 87,68,358

11,426 1,26,14,772

Provision for litigation/contingency 2,26,269 -

Provision for obsolescence 7,66,354 -

2,11,84,835 3,07,42,342

1,21,80,623 (18,31,204)

25 Additional Disclosurea) Contingent Liabilites

b) Capital Commitment

26 Research & Development Expenses included in different heads comprises of:

Salary 51,02,449 96,33,122

Material Consumed 6,01,657 9,44,294

Depreciation on Assets 19,89,385 63,71,555

Overheads 1,34,79,111 1,00,34,917

2,11,72,603 2,69,83,888

27 Segment Information

A) ExportsB) Domestic

Amount in INR

Secondary segment reporting Exports Domestic Total

Sales 1,59,37,15,760 2,39,69,89,299 3,99,07,05,058

(1,70,07,28,230) (2,57,59,63,278) (4,27,66,91,508)28 a) No. of Non Resident Share Holders


i. Foreign Co. 1 1

ii. Non-Resident Indians (NRI) 4 5

iii. Overseas Corporate Bodyb) No. of Share Held

i. Foreign Co. 11,55,960 11,55,960

ii. Non-Resident Indians (NRI) 3,57,992 9,33,757

iii. Overseas Corporate Body

c) The amount remitted during the year in foreign

currency on account of dividend 29,77,428 29,77,428

(The company paid dividend for the year 2018-19 in FY 2019-20 and for the year 2017-18 in FY 2018-19)

Unabsorbed losses and Depreciation

i) Bank Guarantee issued in favour of Indraprastha Gas Limited amounting to ₹ 13,43,727/-(Previous year Rs, 13,43,727/-)

ii) The company has filed an appeal to CIT(Appeals) against demand of Rs. 41.39 lakhs which has been adjusted by A.O. against refund for Assessment Year 2019-20.

iii) Company has received a notice u/s 28(2)(II) of UP VAT Ex-Parte demand of ₹ 30.45 crores against which the company has filed an appeal for reopening of

case,which has been accepted by the department pending for disposal. No provision has been made as the council of company is of the opinion that the company is likely to

Provision For Gratuity

Provision For Leave Encashment

Provision For Bonus

Provision for doubtful debts & Advances

Provision For Expenses



Particulars

The Company is engaged in the Business of manufacture/Trading of “Automobile Parts” which is considered to be the only reportable business segment as per Accounting

Standard 17 issued by the Institute of Chartered Accountants of India. However, the secondary segment is bifurcated in to two sectors:-

For the Year ended

31.03.2019

i)Estimated amount of contracts remaining to be executed on capital account and not provided for is Rs. 586,60,526/- (previous year Rs. 93,27,247/-)

Deferred Tax Assets

Deferred Tax

Deferred Tax Liability

Difference In Block of Assets

TOTAL

TOTAL

Deferred Tax Liability/ (Assets)

For the Year ended

31.03.2020

29 Composition of Stores Consumed

As at 31.03.2020 As at 31.03.2019 As at 31.03.2020 As at 31.03.2019

Amount Amount % of Consumption % of

Consumption Imported 16,36,950 13,85,388 5% 3%

Indegenious 3,29,24,412 4,96,76,695 95% 97%

Total 3,45,61,362 5,10,62,083 100% 100%

30 Composition of Raw material Consumed



Consumption Imported 29,21,70,897 27,07,00,568 18% 14%

Indegenious 1,30,49,93,055 1,62,61,93,914 82% 86%

Total 1,59,71,63,952 1,89,68,94,482 100% 100%

31 Value of Imports on CIF Basis in respect of :



Consumption Raw Material ,Components & Stores 81,04,86,375 87,42,67,173 99% 93%

Purchase of Machinery 75,81,121 6,54,84,209 1% 7%

Total 81,80,67,496 93,97,51,382 100% 100%

32 Expenditure in Foreign Currency

As at 31.03.2020 As at 31.03.2019 Imported Raw Material 81,04,86,375 87,42,67,173

Travelling 1,84,49,361 1,73,99,118

Commission on Export Sale 4,16,661 4,16,661

Legal & Professional Charges 40,23,566 25,34,605

Royalty 1,26,21,015 1,08,84,022

Salary, wages and bonus 79,38,481 80,15,697

Insurance 3,12,087 3,00,419

Brand Fees 1,07,34,607 1,02,83,417

Other 1,64,38,083 64,50,769

88,14,20,237 93,05,51,881

33 Earnings in Foreign Exchange

As at 31.03.2020 As at 31.03.2019 FOB Value of Exports 1,59,81,87,912 1,67,22,28,203

1,59,81,87,912 1,67,22,28,203

34 Gratuity Plan

Total



The Company, subsidiaries and its joint venture has taken defined benefit gratuity plan. However, the principal assumptions used in determining the gratuity

benefit obligations are different for the respective entities. The tables set out the funded and unfunded status of the retirement benefit plans and the amounts

recognied on account of acturial gains and losses are recognised in the seprate financial statements of the respective entities.

Particulars

Particulars

Particulars

Total

Unhedged Foreign Curreny Exposures

Particulars of Total foreign currency exposure at the balance sheet date

Note 35

Particulars Foreign Currency Amount (FC) Amount (Rs.) Amount (FC) Amount (Rs.)

USD 25,85,497 17,41,13,169 21,13,389 14,61,85,851

EURO 28,777 23,70,034 3,763 2,92,409

GBP - - 5,650 5,11,187

JPY 7,29,35,530 5,07,99,596 5,91,82,771 3,70,01,082

USD 45,60,469 32,55,98,385 31,55,341 21,64,02,921

EURO 17,96,899 13,96,06,030 12,77,501 9,74,08,776

INR ( NEPAL ) - 10,31,618 - 5,48,308

AUD - - 9,603 4,79,898

USD -1,24,799 -90,67,678 75,721 51,95,518

AUD -8,258 -4,06,317 - -

USD -8,99,393 -6,39,77,511 -3,94,144 -2,72,64,222

EURO 2,993 2,43,955 - -

JPY - - 19,061 11,762

JPY 5,88,62,050 4,09,97,418 9,01,16,908 5,63,41,091

USD 5,46,741 4,12,16,550 10,93,479 7,56,37,381



Advance from Customer

Advance to Supplier

Loan Outstanding

As at 31.03.2019As at 31.03.2020

Import Creditors

Export Debtors

Note No. 36



Effluent Investment & Finance

Private Limited

Allied Motors Limited Allied Intertrade co.

Ltd.

Talwar Impex Private

Limited

Opening Balance 1-4-19 - -76,208 - -

Rent Expense -28,32,000

Diesel Purchases -16,01,584

Vehicle Repair & Running Expenses

Expense Reimbursement -1,74,97,028 2,82,811

Interest Income 1,04,68,094

Receipt

Payment 26,16,000 96,46,205 (9,31,049) 8,354

Loan Disbursement 15,40,00,000

Loan Repayment -24,87,057

Consultacy Expenses (8,354)

Closing balance as on 31-3-20 -2,16,000 15,24,52,423 -6,48,238 -




Opening balance as on 1-4-19 2,71,620

Purchase of Assets -18,68,400

Sale of Assets 52,00,000

Payments 2,70,44,734

Reimbursement for Expenses Incurred -11,81,879

Closing balance as on 31-3-20 2,94,66,075

Managerial remuneration Ravi Talwar Rohan Talwar Monika Dhingra NC Agarwal

Salaries & Incentives 3,03,30,400 2,88,01,000 25,83,506 8,83,985

Commision to Directors 1,20,00,000 1,20,00,000 - -

Death-Cum-Retirement Gratuity - - - 20,00,000

Closing balance as on 31-3-20 4,23,30,400 4,08,01,000 25,83,506 28,83,985

# Transactions reported in related party are inclusive of indirect taxes, wherever charged.

Notes :

1. a. Companies where ANL/KMP & Relatives of KMP hold more than 50%

Name of the Company Control

RMT Ventures Ltd, British Virgin Islands 100%

RMT International Ltd, U.A.E 100%

Allied Motors Limited 99.40%

Talwar Tradex Private Limited 100%

ANL Automotives Pvt. Ltd. 100%

Allied Intertrade Co. Ltd. 100%

Effluent Investment & Finance Private Limited 100%

RMT Enterprises FZE, U.A.E. 100%

Talwar Impex Pvt. Ltd. 100%

Allied Overseas Ltd., British Virgin Islands 100%

City Establishment Ltd., British Virgin Islands 100%

Auto venture Limited., Mauritius 100%

1. b. 5. Enterprises which qualify for “significant influence”

PAN India Accessories LLP 50%

TANDT Multitrading Private Limited 50%

Ascot Estates Private Limited 50%


3. Key Management Personnel

Particulars Nature of Relation

-Mr. Ravi Talwar Whole Time Director

-Mr. Rohan Talwar Managing Director

-Mrs Monika Dhingra GM - Corporate Affairs & Company Secretary



Trivium Education Services Private Limited (64.27% of shareholding is held by ANL Automotives Pvt. Ltd.)

Perpetuiti Technologies Private Limited (50% of shareholding is held by ANL Automotives Pvt. Ltd.)

As % of

Consolidated

net assets

Amount

As % of

Consolidat

ed profit or

Loss

Amount

Parent

Allied Nippon Private Limited India Parent 0.67 1,68,14,36,296 0.58 23,14,14,602

Indian Subsidiary

Krishnaav Engineering Limited India 100% 0.01 3,69,11,233 0.01 41,40,715

Allied Nippon Components Limited India 55% 0.01 1,71,43,412 0.02 83,68,010

Foreign Subsidiary

Allied Comline Limited U.K. 51% 0.02 4,06,55,296 0.06 2,49,78,637

Joint Venture

Allied JB Friction Private Limited India 49% 0.26 65,52,36,244 0.33 13,17,67,568

Joint Venture

Allied Westlake Private Limited India 26.67% 0.03 7,63,76,571 -0.01 -29,45,599

1.00 2,50,77,59,051 1.00 39,77,23,933

(a) Adjustments arising Out of Consolidation -29,86,27,294 -

(b) Minority Interest

Allied Comline Limited 1,97,69,925 -

Allied Nippon Components Limited - -

Consolidated Net Assets/Profit after tax 2,22,89,01,683 39,77,23,933

38 CSR Expenditure

Particulars

Paid before the

year end Yet to be paid

Paid before the

year end Yet to be paid

(i) Construction/Acquisition of any asset - - - -

(ii) On purposes other than (i) above 56,28,875 5,63,680 49,48,239 -

39 Earning Per Share


Net Profit as per Profit & Loss Account 35,85,86,479 31,14,40,151

Weighted Average number of Equity Share Outstanding 55,86,784 55,86,784

Basic EPS 64.18 55.75

a) Gross amount required to be spent by the Company during the FY 2019-2020 is Rs. 61,92,555/- ( Previous Year Rs 49,48,239/-)

b) Amount spent during the periodFor the year ended 31.03.2020 For the year ended 31.03.2019



37Additional Information, as required under Schedule III to the Companies Act,2013, of Enterprises Consolidated as

Subsidiary/Associates/Joint Ventures

Name of the Company

Net Assets, i.e total assets minus

total liabilitesShare in Profit or Loss

Country of

Incorporation

Percentage of

Holding

Total

40

41 The balance of Debtors, Creditors and Loan and advances have been confirmed on sample basis.

42 Previous year figures have been regrouped or rearranged wherever necessary.

43 The Notes to account from 1 to 42 are integral part of financial statements.


SKCA & ASSOCIATES


FRN NO. 013517N

CA Chaitanya Kumar

Partner

Membership No.: 514877

Place : New Delhi

Date: 28.08.2020

M.N.: A18606

Rohan Talwar

Managing Director

(DIN-00177963)

Monika Dhingra




Ravi Talwar

Chairman & Whole Time Director

(DIN-00177922)

Government of India declared lockdown on March 23, 2020 and the Company temporarily suspended the operations in compliance with the lockdown instructions issued

by the Central and State Governments. COVID-19 has impacted the normal business operations of the Company by way of interruption in normal business activities due

to closure/lock down of facilities during the lock-down period.

However, The company has started its business operations after obtaining permissions from the appropriate government authorities.The Company has made detailed

assessment of its liquidity position for the next year and the recoverability and carrying value of its assets comprising property, plant and equipment, intangible assets,

inventory,trade receivables, Current and Non-Current Assets. Based on current indicators of future economic conditions, the Company expects to recover the carrying

amount of these assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future impact of the COVID-19

which may be different from that estimated as at the date of approval of these financial results. The Company will continue to closely monitor any material changes arising

of future economic conditions and impact on its business.



Annual Report_2019-20 .pdf - Allied Nippon

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