Page 85 - BCML AR 2019-20
P. 85

BALRAMPUR CHINI MILLS LIMITED


            arm’s  length  basis. During the  year  under review, your  Company   Regulations, the Management Discussion and Analysis, the
            did not enter into any Related Party  Transaction which requires   Corporate Governance Report and the Certificate on the compliance
            prior approval of the Members.  There have been no materially-  of conditions of Corporate Governance form part of the Annual
            significant related party transactions made by the Company with   Report and are given separately as Annexure - VII.
            the Promoters, the Directors or the Key Managerial Personnel which
            may be in conflict with the interests of the Company at large.  Business Responsibility Report
                                                               Regulation 34(2) of the Listing Regulations, inter alia, provides that
            Since all related party transactions entered into by your Company   the annual reports of the top 1000 listed entities based on market
            were in the ordinary course of business and also on an arm’s length   capitalisation (calculated as on March 31st of every financial year),
            basis, therefore, details required to be provided in the prescribed   shall include a Business Responsibility Report. Since the Company is
            Form AOC - 2 are not applicable to the Company.  The Policy   one of the top 1000 listed entities, it has presented its Forth Business
            on Related Party Transactions as approved by the Board can be   Responsibility Report for the financial year 2019-20, as Annexure -
            accessed on the Company’s website at following web-link:
                                                               VIII to this Report.
            http://chini.com/wp-content/uploads/2018/03/Policy_on_
            materiality_of_Related_Party_Transactions.pdf      Auditors

            The details of the related party transactions are set out in the notes   Statutory Auditors and their Audit Report
            to the financial statements.                       Pursuant to the applicable provisions of the Act, the members of
                                                               the Company at their AGM held on 30th August, 2017, appointed
            Risk Management Policy                             M/s. Lodha & Co., Chartered Accountants (Firm Registration No.
                                                               301051E), as the Statutory Auditors of the Company to hold office
            The policy on risk assessment and minimisation procedures as
            laid down by the Board are periodically reviewed by the Risk   from the conclusion of the 41st AGM until the conclusion of the
            Management  Committee, Audit  Committee and  the Board.  The   46th AGM of the Company to be held in the year 2022.
            policy facilitates identification of risks at appropriate time and   The reports given by the Auditors, M/s. Lodha & Co., Chartered
            ensures necessary steps to be taken to mitigate the risks. Brief details   Accountants  on  the  standalone  and  consolidated  financial
            of risks and concerns are given in the Management Discussion and   statements of the Company for the year ended 31st March, 2020
            Analysis Report.                                   form part of this Annual Report and there is no qualification,
                                                               reservation, adverse remark or disclaimer given by the Auditors in
            Extract of Annual Return                           their Reports.
            Extract of Annual Return in Form MGT- 9 is annexed to this Report as   The Auditors of the Company have not reported any fraud in terms
            Annexure – VI. The said Annexure also contains the list of Associates   of the second proviso to Section 143(12) of the Act.
            of the Company as on 31st March, 2020.
                                                               Secretarial Auditors and their Audit Report
            Material Changes and Commitments                   Pursuant to the provisions of Section 204 of the Act, the Company
            Except those disclosed in this Annual Report, there are no material   has appointed Shri Manoj Kumar Banthia of M/s. MKB & Associates,
            changes and commitments affecting the financial position of the   Company Secretaries, to undertake the secretarial audit of the
            Company between the end of the financial year i.e. 31st March, 2020   Company for the financial year 2019-20. The Secretarial Audit Report
            and the date of this Report. The impact of COVID 19 pandemic has   for the financial year 2019-20 is attached as Annexure - IX and forms
            not been material on the financial performance of the Company   part of this Report. The contents of the said Audit Report are self-
            and is disclosed separately in the notes to Financial Statements.  explanatory and do not call for any further comments by the Board.
                                                               The Secretarial Audit Report does not contain any qualification,
            Significant and Material Orders                    reservation, adverse remark or disclaimer.
            There are no significant/ material orders passed by the Regulators /   Cost Auditors and their Audit Report
            Courts / Tribunals which would impact the going concern status of   The Cost Auditors (M/s. N. Radhakrishnan & Co., Cost Accountants)
            the Company and its future operations.
                                                               appointed by the Board have submitted the Cost Audit Report
            Internal Financial Controls                        within  the  time  limit  prescribed  under  the  Act  and  Rules  made
                                                               thereunder.
            The Company has in place adequate internal financial controls with
            reference to the financial statements. During the year, such controls   During the year under review, pursuant to Section 148 of the Act
            were reviewed and no reportable material weakness was observed.  read with the Companies (Cost Records and Audit) Rules, 2014 (as
                                                               amended), the Board appointed M/s. N. Radhakrishnan & Co., Cost
            Corporate Governance                               Accountants, to conduct cost audit of the Company relating to
            In  terms  of  the  provisions  of  Regulation  34(3)  of  the  Listing   sugar (including industrial alcohol) and electricity for the financial
                                                               year ended 31st March, 2020.


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