Sharp Chucks and Machines Ltd

To,

The Members,

Your Directors have pleasure in presenting their 28th Annual Report on the business and operations of the Company and the accounts for the financial year ended March 31^st, 2022.

1. Financial summary or highlights/Performance of the Company

During the year under review, performance of your company as under:

(Rupees)

The Company achieved total revenue of Rs.152.52 Crores in the reporting period as compared to Rs. 135.83 crores in the previous year, whereas the company achieved profit (after tax) of Rs.4.53 crores as compared to Rs. 3.80 crores in the previous year . The Company has achieved turnover more than Rs.150 crores in the current reporting period and further the market conditions seems good for the Commercial Tractors Business, this will enable company to achieve good number of sales in the current financial year too.

2. Dividend

With a view to provide a cushion for any financial contingencies in the future and to strengthen the financial position of the Company, your Directors have decided not to recommend any dividend for the period under review.

3. Reserves

Amount of Rs.20,00,000 is transferred apart from the profits for the current year to the Balance Sheet during the financial year ended March 31, 2022.

5. Change in the nature of business, if any

No Change in the nature of the business of the Company done during the yean

6. Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

No material changes and commitments affecting the financial position of the company have occurred between the end of the financial year of the company to which the financial statements relate and the date of this report.

7. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future-

No significant and material orders were passed by the regulators or courts or tribunals which affect the going concern status and future operation of the Company.

8. Details in respect of adequacy of internal financial controls with reference to the Financial Statements.

The Company has a proper and adequate system of internal controls to ensure that all assets are safeguarded and protected against loss from unauthorized use. The Company's internal controls are supplemented by an extensive programme of internal audit, review by management and documented policies, systems support, guidelines and procedures. The internal control is designed to ensure that financial and other records are reliable for preparing financial information and other data.

9. Details of Subsidiary/Joint Ventures/Associate Companies

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

10. Deposits

The Company has neither accepted nor renewed any deposits during the year under review. However there are unsecured loans from Directors amounting to Rs.2.28 crores .

11. Statutory Auditors

M/s Sharp & Tannan , Chartered Accountants,205-207, Ansal Tower 38, Nehru Place New Delhi-110019 (Firm Registration No. 000452N) has been reappointed as Statutory Auditors for a period of 5 years for FY 2019-2024.

12.Internal Auditors

M/s R.P. Gupta & Associates, Chartered Accountants Jalandhar has been appointed as the Internal Auditors of the company for the period of years from Financial Year 2022-23 .

13. Auditors' Report

The Notes on financial statement referred to in the Auditors' Report are self-explanatory and do not call for any further comments.

14. Share Capital

A) Issue of equity shares with differential rights

The Company has not issued any Equity Shares with differential rights during the year under review.

B) Issue of sweat equity shares

The Company has not issued any Sweat Equity Shares during the year under review.

C) Issue of employee stock options

The Company has not provided any Stock Option Scheme to the employees.

15. Conservation Of Energy, Technology Absorption. Foreign Exchange Earnings And Outgo

The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure A and is attached to this report.

16. Corporate Social Responsibility fCSR)

Since the Company is not falling under any criteria specified in sub-section (1) of section 135 of the Act, your Company is not required to constitute a Corporate Social Responsibility ("CSR") Committee during the period under review.

A) Changes in Directors and Key Managerial Personnel

During the period under review, the constitution of the Board remained unchanged.

18. Cost Auditor

The Board of Directors has appointed M/s S.K. VERMA & ASSOCIATES, Cost Accountants as Cost Auditors for conducting the audit of cost records of the Company for the financial year 2021-22 pursuant to Section 148 of the Companies Act, 2013

19. Number of meetings of the Board of Directors& Details of last Annual General Meeting

Dates of the Board Meetings are:-

19. Audit Committee

The Company being a Private Limited Company, provisions of Section 177 of the Companies Act, 2013 were not applicable.

20. Changes in Share Capital

During the Financial Year 2021-2022, there was no change in the Share Capital of the company.

21. Particulars of loans, guarantees or investments under section 186

The company has not given any loan, guarantees or has not made any investments.

22. Particulars of contracts or arrangements with related parties:

There were no related transactions during the year 2021-2022

23. Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition &Redressal) Act, 2013

There was no case filled during the year, under the sexual harassment of women at workplace (Prevention, Prohibition &Redressal) Act, 2013. Further Company ensures that there is a healthy and safe atmosphere for every women employee at the workplace and made the necessary policies for safe and secure environment for women employee.

As per notification dt. 31/07/2018 of the Ministry of Corporate Affairs by which amended the Companies (Accounts) Rules 2014 issued under section 134 of the Companies Act, 2013 it is stated as under "The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of women at work place (Prevention, Prohibition &Redressal) Act, 2013"

25. Managerial Remuneration:

None of the employee of your company, who was employed throughout the financial year, was in receipt of remuneration in aggregate of sixty lakh rupees or more or if employed for the part of the financial year was in receipt of remuneration of five lakh rupees or more per month.

26. Secretarial Audit Report

The requirement of obtaining a Secretarial Audit Report from the practicing company secretary is not applicable to the Company.

27. Details of establishment of vigil mechanism for directors and employees

The Company has implemented vigil mechanism for the directors & employees.

28. Corporate Governance Certificate

The requirement of obtaining a Corporate Governance Certificate is not applicable to the Company.

29. Risk management policy

The Company being a Private Limited Company is not under the purview for constituting Risk management committee under the provisions of listing agreement

30. Web address

Web address of the company is www.sharpchucks.com.

31. Maintenance of cost Records.

Cost records have been maintained by the company.

32. Directors' Responsibility Statement

The Directors⁷ Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, shall state that—

(?) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

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

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

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

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

33. DETAILS OF APPLICATION / ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE. 2016

Neither any application was made nor any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the financial year.

34. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

As Company has not done any one time settlement during the year under review hence no disclosure is required.

35. Acknowledgements

Your Directors⁷ wishes to place on record its sincere thanks to all the Customers, Suppliers, Bankers and Central and State Government Authorities for extending support to your Company. The Board also places on record its sincere appreciation of the contribution made by all the stakeholders for placing their faith and trust on the Board.