oO GS. AUTO inrernationat x70. |

Ref: GSA: FIN: — 2021 Dated: 07.09.2021

To,

Department of Corporate Services, Bombay Stock Exchange of India Limited, Floor 25, Phiroze Jeejeebhoy Towers, Dalal Street, MUMBAI-400001

SUB: REGULATION 34(1) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Dear Sir,

Pursuant to provisions of Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith a copy of Annual Report for the Financial Year ended March 31, 2021.

Kindly take the same on your records.

(Thanking You,

Yours Faithfully, - For UTO INTERNATIONAL LIMITED

(DEEPAK CHOPRA) Chief Financial Officer

Regd Office: G.S. Estate, G.T. Road, Ludhiana-141014 Phone : 0161-2511001/2/3/4/5, Fax:0161-2510885 E-mail : [email protected], Website: www.gsgroupindia.com CIN: L34300PB1973PLC003301

an Additional Director in the capacity of Independent the Members of G.S. Auto International Limited will be held on Director of the Company by the Board of Directors effective Thursday, September 30, 2021 at 1.30 p.m. through electronic mode from February13, 2021 and who holds office till the date of [video Conference ("VC") or other audio visual means the Annual General Meeting in terms of Section 161 of the ("OAVM") to transact the following businesses:

• 1. To consider and adopt the Audited Financial Statements of and Remuneration Committee and Board of Directors of
• 1. To appoint a Director in place of Mr. Surinder Singh Ryait of Section 160 of the Companies Act, 2013, be and is
• 1. To appoint a Director in place of Mr. Harkirat Singh Ryait shall not be subject to retirement by rotation.
• 1. To consider the re- appointment of Statutory Auditors of the expedient to give effect to the above resolution." resolution as an Ordinary Resolution: as a Special Resolution:

Accountants (Firm Registration No. 016737N), 620-R, Exchange Board of India (Listing Obligations and fixed by the Board of Directors of the Company." without being liable to retire by rotation.

09057746) as an Independent Director of the Company deeds, matters and things as may be necessary and and in this regard, to consider and if thought fit, to pass the expedient to give effect to the above resolution."

the Companies Act, 2013 and the Companies following resolution as an Special Resolution: (Appointment and Qualifications of Directors) Rules, 2014 "RESOLVED THAT pursuant to the provisions of Section

NOTICE thereof for the time being in force), Dr. Sehijpal Singh Khangura (holding DIN: 09057746) who was appointed as Notice is hereby given that the 47thAnnual General Meeting of Companies Act, 2013, and whose appointment as an Ordinary Business Independent Director is recommended by the Nomination the Company for the financial year ended March 31, 2021, the Company, and in respect of whom the Company has together with Reports of the Board of Directors and Auditors received a notice in writing from a member proposing his thereon. candidature for the office of Director pursuant to provisions (holding DIN: 00692792), who retires by rotation at this hereby appointed as an Independent Director of the Annual General Meeting and being eligible has offered Company for the term of Five consecutive years with effect himself for re-appointment. from February13, 2021 to February12, 2026, and the term

(holding DIN: 07275740), who retires by rotation at this RESOLVED FURTHER THAT the Board of Directors of the Annual General Meeting and being eligible has offered Company be and is hereby authorized to do all such acts, himself for re-appointment. deeds, matters and things as may be necessary and

Company for the second term of 5 years and fix their 6. To re-appoint Mr. Sharwan Sehgal (DIN: 07556315) as remuneration and in this regard to consider and if thought Independent Director of the Company and in this regard, to fit, to pass, with or without modification(s), the following consider and if thought fit, to pass the following resolution

"RESOLVED THAT pursuant to the provisions of Section "RESOLVED THAT pursuant to the provisions of Sections 139, 142 and other applicable provisions, if any, of the 149, 152 read with Schedule IV and all other applicable Companies Act, 2013 and the Companies (Audit and provisions of the Companies Act, 2013 and the Companies Auditors) Rules, 2014 (including any statutory (Appointment and Qualification of Directors) Rules, 2014 modification(s) or re-enactment(s) thereof, for the time (including any statutory modification(s) or re -enactment being in force), M/s Sukhminder Singh & Co., Chartered thereof for the time being in force) and Securities and Model Town, Ludhiana-141002, be and are hereby re- Disclosure Requirements) Regulations, 2015, as amended appointed as the Statutory Auditors of the Company for the from time to time, Mr. Sharwan Sehgal (DIN: 07556315) second term of five consecutive years to hold office from who holds office as an Independent Director up to June 29, the conclusion of 47thAnnual General Meeting till the 2021, be and hereby re-appointed as an Independent conclusion of 52ndAnnual General Meeting of the Director of the Company for a second term of five Company at such remuneration including reimbursement consecutive years from the date of 47th Annual General of travelling and other out of pocket expenses as shall be Meeting till the conclusion of 52ndAnnual General Meeting,

Special Business: RESOLVED FURTHER THAT the Board of Directors of the 5. To appoint Dr. Sehijpal Singh Khangura (holding DIN: Company be and is hereby authorized to do all such acts,

following resolution as a Special Resolution: 7. To appoint Mr. Jasbir Singh Ryait (DIN: 00104979) as "RESOLVED THAT pursuant to Sections 149, 150, 152 Chairman and Managing Director of the Company and in read with Schedule IV and other applicable provisions of this regard, to consider and if thought fit, to pass the

(including any statutory modification(s) of enactments 196, 197 read with Schedule V and other applicable

time being in force) and pursuant to the provisions of 14th August, 2021 to 13th August, 2024 on the Securities and Exchange Board of India (Listing remuneration and other perquisites as detailed below:-

provisions, if any, of the Companies Act, 2013, and the Obligations and Disclosure Requirements) Regulations, Companies (Appointment and Remuneration of 2015, Mr. Jasbir Singh Ryait(DIN: 00104979), be and is Managerial Personnel) Rules, 2014 (including any hereby appointed as Chairman and Managing Director of statutory modification(s) or re-enactment thereof, for the the Company for a period of three years with effect from

S.NO.	REMUNERATION	DETAILS
I.	Salary	In the scale of Rs.2,25,000 – Rs. 5,00,000 per month.
II.	Commission	Such percentage of net profits of the Company or such other quantum of net profits of the Company, as may be approved and decided by the Board of Directors.
III.	Perquisites	The perquisites are allowed in addition to salary and commission as per details given below:-
	PART "A"
a)	Housing	I. Unfurnished accommodation subject to ceiling of 100% of the salary.
		ii. If the accommodation is not provided as aforesaid, House Rent allowance shall be paid at minimum of 40% and may be increased up to 100% of the salary payable.
		iii. Gas, Electricity, Water and Furniture shall be provided by the Company in respect of Mr. Jasbir Singh Ryait's residence and these will be valued as per the Income Tax Rules, 1962, as amended from time to time.
b)	Medical Reimbursement	Reimbursement of actual medical and hospital expenses incurred by the appointee (including medi-claim insurance premium) on self and his family.
c)	Leave Travel Concession	The expenses incurred on leave travel by the appointee on self and his family is reimbursed once in a year in accordance with the rules specified by the Company.
d)	Club Fees	Fees of clubs, Subscription or any other incidental charges.
e)	Personal Accident Insurance	Payment of premium on personal accident insurance.
	PART "B"
a)	Provident Fund & other funds	Contribution towards Provident Fund and Pension/ Superannuation Fund subject to the rules framed by the Company in this respect.
b)	Gratuity	Gratuity payable not exceeding half a month's salary for each completed year of service subject to the ceiling prescribed by the Central Government from time to time.
	PART "C"
f)	Car & Telephone	The Company shall provide a car with chauffer and telecommunication facility at residence of the Appointee.
IV	Maximum Remuneration	The Board of Directors is at liberty to alter and vary or may revise the terms & conditions of the agreement to be enter into between the Appointee and the remuneration payable during the Financial Year in such manner as agreed to between the Board of Directors and the Chairman and Managing Director, subject to the Condition that remuneration by way of salary, perquisites, commission and other allowances shall not exceed such percentage of net profits of the Company as prescribed under Section 197 and Schedule V of the Companies Act, 2013, as may be amended from time to time.
V	Minimum Remuneration	In the event of loss or inadequacy of profits in any year, the Appointee shall be entitled to the aforementioned remuneration and perquisites as minimum remuneration subject to the limits prescribed in Schedule V of the Companies Act, 2013, as may be amended from time to time.
VII	Leave	Earned/ Privileged leave on full pay and allowances as per the rules of the Company not exceeding one month's leave for every eleven months service. Leave accumulated shall be encashed at the end of the tenure.
VIII	Other Benefits	I. Such other benefits under loan and other schemes in accordance with the practices, rules and regulations in force in the Company from time to time.
		ii. Such other benefits, amenities, facilities as may be provided by the Company to other senior executives from time to time.
		iii. Such other benefits, amenities, facilities, including those under the Special post Retirement Benefits Scheme as per rules of the Company.

RESOLVED FURTHER THAT Ms. Dalvinder Kaur Ryait, provisions, if any, of the Companies Act, 2013, and the Executive Director (holding DIN: 00572812) and Mr Companies (Appointment and Remuneration of Managerial . Harkirat Singh Ryait, Executive Director (holding DIN: 07275740), be Personnel) Rules, 2014 (including any statutory and are hereby severally authorized modification(s) or re-enactment thereof, for the time being in to file the requisite forms with force) pursuant to the provisions of Securities and Exchange the Registrar of Companies, to intimate the Stock Exchanges and to take all such steps as may be deemed Board of India (Listing Obligations and Disclosure

Managing Director Managing Director of the Company for a period of three years and in this regard to consider and if with effect from 14th August, 2021 to 13thAugust, 2024 on thought fit, to pass with or without modification(s), the the remuneration and other perquisites as detailed below:- following resolution as Special Resolution:

Explanation: "Family" means the spouse, the dependent "RESOLVED THAT pursuant to the provisions of Section children and dependent parents of the appointee. 196, 197 read with Schedule V and other applicable necessary Requirements) Regulations, 2015, Mr. Surinder Singh Ryait to give effect to the said resolution." (DIN: 00692792), be and is hereby re - appointed as 8. To reappoint Mr. Surinder Singh Ryait (DIN: 00692792), as

S.NO.	REMUNERATION	DETAILS
I.	Salary	In the scale of Rs.1,00,000 – Rs. 1,50,000 per month.
II.	Commission	Such percentage of net profits of the Company or such other quantum of net profits of the Company, as may be approved and decided by the Board of Directors.
III.	Perquisites	The perquisites are allowed in addition to salary and commission as per details given below:-
	PART "A"
a)	Housing	i. Unfurnished accommodation subject to ceiling of 100% of the salary. ii. If the accommodation is not provided as aforesaid, House Rent allowance shall be paid at minimum of 35% and may be increased up to 100% of the salary payable. iii. Gas, Electricity, Water and Furniture shall be provided by the Company in respect of Mr. Surinder Singh Ryait's residence and these will be valued as per the Income Tax Rules, 1962, as amended from time to time.
b)	Medical Reimbursement	Reimbursement of actual medical and hospital expenses incurred by the appointee (including medi-claim insurance premium) on self and his family.
c)	Leave Travel Concession	The expenses incurred on leave travel by the appointee on self and his family is reimbursed once in a year in accordance with the rules specified by the Company.
d)	Club Fees	Fees of clubs, Subscription or any other incidental charges.
e)	Personal Accident Insurance	Payment of premium on personal accident insurance.
	PART "B"
a)	Provident Fund & other funds	Contribution towards Provident Fund and Pension/ Superannuation Fund subject to the rules framed by the Company in this respect.
b)	Gratuity	Gratuity payable not exceeding half a month's salary for each completed year of service subject to the ceiling prescribed by the Central Government from time to time.
	PART "C"
f)	Car & Telephone	The Company shall provide a car with chauffer and telecommunication facility at residence of the Appointee.
IV	Maximum Remuneration	The Board of Directors is at liberty to alter and vary or may revise the terms & conditions of the agreement to be enter into between the Appointee and the remuneration payable during the Financial Year in such manner as agreed to between the Board of Directors and the Managing Director, subject to the Condition that remuneration by way of salary, perquisites, commission and other allowances shall not exceed such percentage of net profits of the Company as prescribed under Section 197 and Schedule V of the Companies Act, 2013, as may be amended from time to time.
V	Minimum Remuneration	In the event of loss or inadequacy of profits in any year, the Appointee shall be entitled to the aforementioned remuneration and perquisites as minimum remuneration subject to the limits prescribed in Schedule V of the Companies Act, 2013, as may be amended from time to time.
VII	Leave	Earned/ Privileged leave on full pay and allowances as per the rules of the Company not exceeding one month's leave for every eleven months service. Leave accumulated shall be encashed at the end of the tenure.

VIII	Other Benefits	i. Such other benefits under loan and other schemes in accordance with the practices, rules and regulations in force in the Company from time to time. ii. Such other benefits, amenities, facilities as may be provided by the Company to other senior executives from time to time. iii. Such other benefits, amenities, facilities, including those under the Special post Retirement Benefits Scheme as per rules of the Company.
------	----------------	---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Singh Ryait, Chairman and Managing Director (holding DIN: Personnel) Rules, 2014 (including any statutory intimate the Stock Exchanges and to take all such steps as Board of India (Listing Obligations and Disclosure

below:- following resolution as Special Resolution:

Explanation: "Family" means the spouse, the dependent "RESOLVED THAT pursuant to the provisions of Section children and dependent parents of the appointee. 196, 197 read with Schedule V and other applicable RESOLVED FURTHER THAT Ms. Dalvinder Kaur Ryait, provisions, if any, of the Companies Act, 2013, and the Executive Director (holding DIN: 00572812) and Mr Companies (Appointment and Remuneration of Managerial . Jasbir 00104979), be and are hereby severally authorized modification(s) or re-enactment thereof, for the time being in to file force) pursuant to the provisions of Securities and Exchange the requisite forms with the Registrar of Companies, to may be deemed necessary Requirements) Regulations, 2015, Mr. Harkirat Singh Ryait to give effect to the said (holding DIN: 07275740), be and is hereby re-appointed as resolution." an Executive Director of the Company for a period of three 9. To reappoint Mr. Harkirat Singh Ryait (DIN: 07275740), as an years with effect from 14thAugust, 2021 to 13thAugust, Executive Director and in this regard to consider and if 2024 on the remuneration and other perquisites as detailed thought fit, to pass with or without modification(s), the

S.NO.	REMUNERATION	DETAILS
I.	Salary	In the scale of Rs.1,00,000 – Rs. 5,00,000 per month.
II.	Commission	Such percentage of net profits of the Company or such other quantum of net profits of the Company, as may be approved and decided by the Board of Directors.
III.	Perquisites	The perquisites are allowed in addition to salary and commission as per details given below:-
	PART "A"
a)	Housing	i. Unfurnished accommodation subject to ceiling of 100% of the salary. ii. If the accommodation is not provided as aforesaid, House Rent allowance shall be paid at minimum of 35% and may be increased up to 100% of the salary payable. iii. Gas, Electricity, Water and Furniture shall be provided by the Company in respect of Mr. Harkirat Singh Ryait's residence and these will be valued as per the Income Tax Rules, 1962, as amended from time to time.
b)	Medical Reimbursement	Reimbursement of actual medical and hospital expenses incurred by the appointee (including medi-claim insurance premium) on self and his family.
c)	Leave Travel Concession	The expenses incurred on leave travel by the appointee on self and his family is reimbursed once in a year in accordance with the rules specified by the Company.
d)	Club Fees	Fees of clubs, Subscription or any other incidental charges.
e)	Personal Accident Insurance	Payment of premium on personal accident insurance.
	PART "B"
a)	Provident Fund & other funds	Contribution towards Provident Fund and Pension/ Superannuation Fund subject to the rules framed by the Company in this respect.
b)	Gratuity	Gratuity payable not exceeding half a month's salary for each completed year of service subject to the ceiling prescribed by the Central Government from time to time.
	PART "C"
f)	Car & Telephone	The Company shall provide a car with chauffer and telecommunication facility at residence of the Appointee.
IV	Maximum Remuneration	The Board of Directors is at liberty to alter and vary or may revise the terms & conditions of the agreement to be enter into between the Appointee and the remuneration payable during the Financial Year in such manner as agreed to between the Board of Directors and the Executive

		Director, subject to the Condition that remuneration by way of salary, perquisites, commission and other allowances shall not exceed such percentage of net profits of the Company as prescribed under Section 197 and Schedule V of the Companies Act, 2013, as may be amended from time to time.
V	Minimum Remuneration	In the event of loss or inadequacy of profits in any year, the Appointee shall be entitled to the aforementioned remuneration and perquisites as minimum remuneration subject to the limits prescribed in Schedule V of the Companies Act, 2013, as may be amended from time to time.
VII	Leave	Earned/ Privileged leave on full pay and allowances as per the rules of the Company not exceeding one month's leave for every eleven months service. Leave accumulated shall be encashed at the end of the tenure.
VIII	Other Benefits	i. Such other benefits under loan and other schemes in accordance with the practices, rules and regulations in force in the Company from time to time. ii. Such other benefits, amenities, facilities as may be provided by the Company to other senior
		executives from time to time. iii. Such other benefits, amenities, facilities, including those under the Special post Retirement Benefits Scheme as per rules of the Company.

Singh Ryait, Chairman and Managing Director (holding DIN: the Stock Exchanges and to take all such steps as may be

1. To re-appoint Mrs. Dalvinder Kaur Ryait (DIN: 00572812) as Executive Director of the Company for a period of three a Special Resolution: below:-

Explanation: "Family" means the spouse, the dependent "RESOLVED THAT pursuant to the provisions of Section children and dependent parents of the appointee. 196, 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013, and the RESOLVED FURTHER THAT Ms. Dalvinder Kaur Ryait, Companies (Appointment and Remuneration of Managerial Executive Director (holding DIN: 00572812) and Mr. Jasbir Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in 00104979), be and are hereby severally authorized file the force) pursuant to the provisions of Securities and Exchange requisite forms with the Registrar of Companies, to intimate Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Ms. Dalvinder Kaur Ryait deemed necessary to give effect to the said resolution." (DIN: 00572812), be and is hereby re - appointed as an an Executive Director of the Company and in this regard, to years with effect from 14th August, 2021 to 13thAugust, consider and if thought fit, to pass the following resolution as 2024 on the remuneration and other perquisites as detailed

S.NO.	REMUNERATION	DETAILS
I.	Salary	In the scale of Rs. 82,500 – Rs. 5,00,000 per month.
II.	Commission	Such percentage of net profits of the Company or such other quantum of net profits of the Company, as may be approved and decided by the Board of Directors.
III.	Perquisites	The perquisites are allowed in addition to salary and commission as per details given below:-
	PART "A"
a)	Housing	i. Unfurnished accommodation subject to ceiling of 100% of the salary. ii. If the accommodation is not provided as aforesaid, House Rent allowance shall be paid at minimum of 40% and may be increased up to 100% of the salary payable. iii. Gas, Electricity, Water and Furniture shall be provided by the Company in respect of Ms. Dalvinder Kaur Ryait's residence and these will be valued as per the Income Tax Rules, 1962, as amended from time to time.
b)	Medical Reimbursement	Reimbursement of actual medical and hospital expenses incurred by the appointee (including medi-claim insurance premium) on self and her family.
c)	Leave Trave lConcession	The expenses incurred on leave travel by the appointee on self and his family is reimbursed once in a year in accordance with the rules specified by the Company.
d)	Club Fees	Fees of clubs, Subscription or any other incidental charges.
e)	Personal Accident Insurance	Payment of premium on personal accident insurance.
	PART "B"
a)	Provident Fund &	Contribution towards Provident Fund and Pension/ Superannuation Fund subject to the rules

	other funds	framed by the Company in this respect.
b)	Gratuity	Gratuity payable not exceeding half a month's salary for each completed year of service subject to the ceiling prescribed by the Central Government from time to time.
	PART "C"
f)	Car & Telephone	The Company shall provide a car with chauffer and telecommunication facility at residence of the Appointee.
IV	Maximum Remuneration	The Board of Directors is at liberty to alter and vary or may revise the terms & conditions of the agreement to be enter into between the Appointee and the remuneration payable during the Financial Year in such manner as agreed to between the Board of Directors and the Executive Director, subject to the Condition that remuneration by way of salary, perquisites, commission and other allowances shall not exceed such percentage of net profits of the Company as prescribed under Section 197 and Schedule V of the Companies Act, 2013, as may be amended from time to time.
V	Minimum Remuneration	In the event of loss or inadequacy of profits in any year, the Appointee shall be entitled to the aforementioned remuneration and perquisites as minimum remuneration subject to the limits prescribed in Schedule V of the Companies Act, 2013, as may be amended from time to time.
VII	Leave	Earned/ Privileged leave on full pay and allowances as per the rules of the Company not exceeding one month's leave for every eleven months service. Leave accumulated shall be encashed at the end of the tenure.
VIII	Other Benefits	i. Such other benefits under loan and other schemes in accordance with the practices, rules and regulations in force in the Company from time to time.
		ii. Such other benefits, amenities, facilities as may be provided by the Company to other senior executives from time to time.
		iii. Such other benefits, amenities, facilities, including those under the Special post Retirement Benefits Scheme as per rules of the Company.

Explanation: "Family" means the spouse, the dependent "RESOLVED THAT pursuant to the provisions of Section

Companies (Appointment and Remuneration of Chairman and Managing Director (DIN: 00104979) and Mr. Managerial Personnel) Rules, 2014 (including any Harkirat Singh Ryait, Executive Director (DIN: 07275740),

1. To re-appoint Mrs. Amarjit Kaur Ryait (DIN: 00572776) as as an Executive Director of the Company for a period of as a Special Resolution: detailed below:-

children and dependent parents of the appointee. 196, 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013, and the RESOLVED FURTHER THAT Mr. Jasbir Singh Ryait, statutory modification(s) or re-enactment thereof , for the be and are hereby severally authorized to file the requisite time being in force) pursuant to the provisions of Securities forms with the Registrar of Companies, to intimate the and Exchange Board of India (Listing Obligations and Stock Exchanges and to take all such steps as may be Disclosure Requirements) Regulations, 2015, Ms. Amarjit deemed necessary to give effect to the said resolution." Kaur Ryait(DIN: 00572776), be and is hereby re - appointed an Executive Director of the Company and in this regard, to three years with effect from 14th August, 2021 to 13th consider and if thought fit, to pass the following resolution August, 2024 on the remuneration and other perquisites as

S.NO.	REMUNERATION	DETAILS
I.	Salary	In the scale of Rs.10,000 – Rs. 1,50,000 per month.
II.	Commission	Such percentage of net profits of the Company or such other quantum of net profits of the Company, as may be approved and decided by the Board of Directors.
III.	Perquisites	The perquisites are allowed in addition to salary and commission as per details given below:-
	PART "A"
a)	Housing	i. Unfurnished accommodation subject to ceiling of 100% of the salary. ii. If the accommodation is not provided as aforesaid, House Rent allowance shall be paid at minimum of 40% and may be increased up to 100% of the salary payable. iii. Gas, Electricity, Water and Furniture shall be provided by the Company in respect of Ms. Amarjit Kaur Ryait's residence and these will be valued as per the Income Tax Rules, 1962, as amended from time to time.

b)	Medical Reimbursement	Reimbursement of actual medical and hospital expenses incurred by the appointee (including medi-claim insurance premium) on self and his family.
c)	Leave Travel Concession	The expenses incurred on leave travel by the appointee on self and his family is reimbursed once in a year in accordance with the rules specified by the Company.
d)	Club Fees	Fees of clubs, Subscription or any other incidental charges.
e)	Personal Accident Insurance	Payment of premium on personal accident insurance.
	PART "B"
a)	Provident Fund & other funds	Contribution towards Provident Fund and Pension/ Superannuation Fund subject to the rules framed by the Company in this respect.
b)	Gratuity	Gratuity payable not exceeding half a month's salary for each completed year of service subject to the ceiling prescribed by the Central Government from time to time.
	PART "C"
f)	Car & Telephone	The Company shall provide a car with chauffer and telecommunication facility at residence of the Appointee.
IV	Maximum Remuneration	The Board of Directors is at liberty to alter and vary or may revise the terms & conditions of the agreement to be enter into between the Appointee and the remuneration payable during the Financial Year in such manner as agreed to between the Board of Directors and the Executive Director, subject to the Condition that remuneration by way of salary, perquisites, commission and other allowances shall not exceed such percentage of net profits of the Company as prescribed under Section 197 and Schedule V of the Companies Act, 2013, as may be amended from time to time.
V	Minimum Remuneration	In the event of loss or inadequacy of profits in any year, the Appointee shall be entitled to the aforementioned remuneration and perquisites as minimum remuneration subject to the limits prescribed in Schedule V of the Companies Act, 2013, as may be amended from time to time.
VII	Leave	Earned/ Privileged leave on full pay and allowances as per the rules of the Company not exceeding one month's leave for every eleven months service. Leave accumulated shall be encashed at the end of the tenure.
VIII	Other Benefits	i. Such other benefits under loan and other schemes in accordance with the practices, rules and regulations in force in the Company from time to time.
		ii. Such other benefits, amenities, facilities as may be provided by the Company to other senior executives from time to time.
		iii. Such other benefits, amenities, facilities, including those under the Special post Retirement Benefits Scheme as per rules of the Company.

Explanation: "Family" means the spouse, the dependent statutory modification(s), clarification(s), substitution(s) or

1. To approve giving Loan or Guarantee or providing security authorized by the Board to exercise the powers conferred,

the Companies (Amendment) Act, 2017 (including any to as the "Entities"), upto a sum not exceeding Rs. 10

children and dependent parents of the appointee. re-enactment(s) thereof for the time being in force), and subject to such approvals, consents, sanctions and RESOLVED FURTHER THAT Mr. Jasbir Singh Ryait, permissions, as may be necessary, provisions of other Chairman and Managing Director (DIN: 00104979) and Mr. applicable laws, the Articles of Association of the Company, Harkirat Singh Ryait, Executive Director (DIN: 07275740), consent of the Members of the Company, be and is hereby be and are hereby severally authorized to file the requisite accorded to the Board of Directors of the Company forms with the Registrar of Companies, to intimate the (hereinafter referred to as the "Board", which term shall be Stock Exchanges and to take all such steps as may be deemed to include, unless the context otherwise required, deemed necessary to give effect to the said resolution." any Committee of the Board or any Director(s) or Officer(s) in connection with loan availed by any of the persons on the Board under this resolution) for giving loan(s) in one specified under Section 185 of the Companies Act, 2013 or more tranches including loan represented by way of and, in this regard, to consider and if thought fit, to pass the book debt (the "Loan")to, and/ or giving guarantee(s), following resolution as Special Resolution: and/or providing security(ies) in connection with any Loan "RESOLVED THAT pursuant to the provisions of Section taken/ to be taken by any entity which is a Subsidiary or 185 of the Companies Act, 2013 (the "Act") and other Associate or Joint Venture or group entity of the Company applicable provisions of the Act and the Companies or any other person in which any of the Director of the (Meetings of Board and its Powers) Rules, 2014 read with Company is deemed to be interested (collectively referred

of the Company.

1. To approve the remuneration of the Cost Auditors for the specified in the Companies Act, 2013 and rules made financial year ending March 31, 2022 and, in his regard, to there under for his appointment as Independent Director consider and if thought fit, to pass the following resolution of the Company. Further, the Company has also received as an Ordinary Resolution:

Directors of the Company, to conduct the audit of the cost Khangura, is, in any way, concerned or interested, records of the Company for the financial year ending March financially or otherwise, in the resolution. 31, 2022, be paid remuneration as may be decided by the

RESOL resolution as set out at Item No. 5 of the Notice. VED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all acts and Item No. 6: take all such steps as may be necessary, proper or

The following Statement sets out all material facts relating June 30, 2021. to the Special Business mentioned in the accompanying

The Board of Directors, on declaration that they meet the criteria of independence as the recommendation of Nomination and Remuneration Committee, vide prescribed under Section 149 (6) of the Companies Act, its th 2013 & Regulation 16(1)(b) of Securities and Exchange resolution dated 13 February, 2021 appointed Dr. Sehijpal Singh Khangura as an Additional Director of Board of India (Listing Obligations and Disclosure the Company Requirements) Regulations, 2015 and their consent to in the capacity of Independent Director with ef th continue as an Independent Director. fect from 13 February, 2021 pursuant to Section 160

Crores ( Rupees Ten Crores only) at any point in time, in its member proposing the candidature of Dr. Sehijpal Singh absolute discretion deem beneficial and in the best interest Khangura to be appointed as Director of the Company.

Dr. Sehijpal Singh Khangura has given a declaration to RESOLVED FURTHER THAT the powers be delegated to the Board of Directors of the Company that he meets the the Board of Directors of the Company and the Board is criteria of Independence as required under Section 149 of hereby authorized to negotiate, finalize, the terms and the Companies Act, 2013 and Regulation 16 of Securities conditions of the aforesaid loan/ guarantee/ security and to and Exchange Board of India (Listing Obligations and do all such acts, deeds and things as may be necessary Disclosure Requirements), Regulations, 2015. In the and incidental including signing and/ or executing any opinion of the Board of Directors, Dr. Sehijpal Singh deeds, documents, undertakings, agreements, papers, writings Khangura is having vast experience in the field of for giving effect to this Resolution." Mechanical Engineering and fulfills the conditions from Dr. Sehijpal Singh Khangura consent to act as "RESOLVED THAT pursuant to the provisions of Section Director in terms of Section 152 of the Companies Act, 148 and other applicable provisions, if any, of the 2013 and a declaration that he is also not disqualified from Companies Act, 2013, Companies (Audit and Auditors) being appointed as Director in terms of Section 164 of the Rules, 2014 and Companies (Cost Audit) Rules, 2014 Companies Act, 2013. (including any statutory modification(s) or re-enactments

thereof, for the time being in force), M/s Pawan & None of the Directors or Key Managerial Personnel of the Associates, Cost Accountants, appointed by the Board of Company and / or their relatives except Dr Sehijpal Singh

Board of Directors. Accordingly, your consent is solicited for passing a special

expedient Mr. Sharwan Sehgal was appointed as an Independent to give effect to this resolution." Director of the Company pursuant to Section 149 of the By order of the Board Companies Act, 2013 read with Companies (Appointment For G.S. AUTO INTERNATIONAL LIMITED and Qualification of Directors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, by the members on September 30, 2016 to hold office up Date: 14.08.2021 (Jasbir Singh Ryait) to June 29, 2021. The Board, based on the evaluation of Place: Ludhiana Chairman & Managing Director Independent Directors and as per the recommendation of Regd Office: G.S. Estate, DIN: 00104979 the Nomination & Remuneration Committee, considers G.T. Road, Ludhiana-141014 that the continued association of Mr Sharwan Sehgal would be beneficial to the Company and it is desirable to ANNEXURE TO THE NOTICE: continue to avail his services as an Independent Director EXPLANATORY and therefore, subject to approval of shareholders in the STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT ensuing Annual General Meeting, re-appointed him for a , 2013 second term of five consecutive years with effect from

Notice: The Company has received intimation in Form DIR-8 from him that he is not disqualified from being re-appointed as Item No. 5: Independent Director under Section 164 of the Act and

and 161 of the Companies Act, 2013 read with Article 141 The details of Mr Sharwan Sehgal, Director, being re- of the Articles of Association of the Company. The appointed as an Independent Directors, pursuant to Company has also received a notice in writing from a Regulation 36 of the Securities and Exchange Board of

India (Listing Obligations and Disclosure Requirements) (Rs. In lacs) Regulations, 2015 are enclosed with the notice of the PARTICULARS 31.03.2021 31.03.2020 31.03.2019 meeting. A copy of the letter for re-appointment of Mr. Total Revenue 7726.87 8391.57 15391.00 Sharwan Sehgal as an Independent Directors setting out Profit/(Loss) before Tax (PBT) (375.84) (347.50) (88.85) the terms and conditions is available for inspection by

Company and Reserves & Surplus 1903.35 2236.63 2461.26 / or their relatives except Mr Sharwan Sehgal, is, in any way, concerned or interested, financially 5) Foreign Investments or collaborations, if any: or otherwise, in the resolution. Not Applicable

The Board recommends the Special Resolutions set out II. Information about the appointee: at item no 6 of the notice for approval of the members.

Item No. 7:

The Board of Directors th vide resolution dated 16 April, Managing Director of the Company. He is B.E. 2019 had appointed Mr. Jasbir Singh Ryait as Chairman (Mechanical Engineering). He is academically and Jt. Managing Director of the Company for a period of equipped with the knowledge and possesses th st three years with effect from 16 April, 2019 to 31 March, organizational ability and has more than 30 years' ²⁰²² at terms and conditions approved by the experience in the field of Production of Steel and Shareholders th in their General Meeting held on 30 Auto Components. September, 2019.

2) Past Remuneration: Now, since the term of Chairman and Jt. Managing Director is expiring on 31st March, 2022, the Board of Mr. Jasbir Singh Ryait, as Chairman and Jt. Directors, on the recommendations of the Nomination and Managing Director was being paid yearly gross Remuneration Committee, in its meeting held on remuneration of Rs. 77,60,459/- consisting of 14thAugust, 2021 had re-appointed Mr. Jasbir Singh Ryait basic salary, perquisites and allowances. as Chairman and Managing Director of the Company for a 3) Recognition or rewards: th term of three consecutive years with effect from 14 August, 2021 th to 13 August, 2024 on the terms and Mr. Jasbir Singh Ryait, who is Industrial Engineer conditions detailed in the resolution. His re-appointment is by education from Thapar University, Patiala, has subject to the approval of the members of the Company. been conferred Punjab Ratan at All India

Conference of Intellectuals in recognition of the The information required under proviso (iv) of Para (B) of distinguished services rendered by him in the Section II of Part II of the Schedule V of the Companies field of education, social work and Industry. Act, 2013 is given hereunder:

• &Jt. Managing Director and after his appointment Limited is one of the leading manufacturers of as a Managing Director, shall be responsible for Automotive Suspension and Fastening day-to-day management of the Company. The Components for Indian & International, Utility Company has well progressed under his Vehicles, Commercial Vehicles (LCVs, MCVs, guidance and supervision. HCVs), Multi- Axle Vehicles, Trailers and Special Purpose Vehicles. 5) Remuneration proposed:
• 2) Date or expected date of commencement of The Board of Directors has proposed to pay him comme the gross remuneration consisting of salary and rcial production:It is an existing perquisites as detailed in the resolution w th manufacturing Company.
• 3) In case of new companies, expected date of shall not exceed maximum limits as specified in commencement of activities as per project Schedule V of the Companies Act, 2013. approved by financial institutions appearing
• 4) Financial performance based on given profile of the position and person: indicators:

Regulations, 2015 are enclosed with the notice of the	PARTICULARS	31.03.2021 31.03.2020		31.03.2019
meeting. A copy of the letter for re-appointment of Mr. Sharwan Sehgal as an Independent Directors setting out	Total Revenue	7726.87	8391.57	15391.00
the terms and conditions is available for inspection by	Profit/(Loss) before Tax (PBT)	(375.84)	(347.50)	(88.85)
members at the Registered Office of the Company.	Profit/ (Loss) After Tax (PAT)	(378.50)	(264.72)	(69.06)
None of the Directors or Key Managerial Personnel of the	Paid up Share Capital	725.73	725.73	725.73

1) Background details:

Mr. Jasbir Singh Ryait is the Chairman & Jt.

4) Job profile and their suitability: I. General Information:

Mr. Jasbir Singh Ryait is acting as a Chairman 1) Nature of Industry: G.S. Auto International

.e.f 14 August, 2021 provided that the remuneration

6) Comparative remuneration profile with in the prospectus: Not Applicable. respect to industry, size of the Company,

manufacturer of Automotive Suspension and annexed to the Directors'Report. Fastening Components mainly focused on clients As per the provisions of the Companies Act, 2013 in India. The proposed remuneration is consent is solicited for passing special resolution as package of top level managerial persons having set out at Item No. 7 of the Notice. comparative qualification and experience.

to the extent of his shareholding of 580550 Equity financially or otherwise, in the resolution. Shares of Rs. 5 each and is drawing salary as approved by Item No. 8: the shareholders of the Company

• 1) Reason for loss and inadequate profit:Due to 30thSeptember, 2016. overall slowdown in the Indian & all over the world our customers, cause to decrease in the overall of the Company. margins of the Company.
• improvement: However, going forward, with the Act, 2013 is given hereunder: overall improvement in the Indian & world I. General Information: economy, increase in the selling price of our
• 3) Expected Vehicles, Commercial Vehicles (LCVs, MCVs, increase in productivity and profits conscious about improvement in productivity and Purpose Vehicles. scenario to predict the profits in measurable manufacturing Company. terms.

All the relevant information pertaining to the approved by financial institutions appearing remuneration and other particulars of Directors is in the prospectus: Not Applicable.

G.S. Auto International Limited is a leading mentioned in the Corporate Governance Report as

read with Schedule V, thereof, approval of the reasonably justified in comparison with the members is required for this purpose. Hence, your general market trends and remuneration

Except, Mr. Jasbir Singh Ryait, being an appointee 7) Pecuniary relationship directly or indirectly w himself, Ms. Dalvinder Kaur Ryait, Mr. Harkirat Singh ith the Company or relationship with managerial Ryait and Mr. Surinder Singh Ryait, being the personnel, if any: appointee's relatives, none of the Directors or Key Mr. Jasbir Singh Ryait does not have any Managerial Personnel of the Company or their pecuniary relationship with the Company except relatives are, in any way, concerned or interested,

from time to time. Heis related to Mr. Surinder The Board of Directors th vide resolution dated 13 August, Singh Ryait, Mrs. Dalvinder Kaur Ryait and Mr. 2016 had re-appointed Mr. Surinder Singh Ryait as Harkirat Singh Ryait who are Managing Director Managing Director of the Company for a period of five and Executive Directors respectively. st st years with effect from 1 September, 2016 to 31 August, III. Other Information: 2021 at terms and conditions approved by the Shareholders in their General Meeting held on

economy particularly in the Automotive Industry, Now, since the term of the Managing Director is expiring the Commercial vehicle industry was the worst on 31st August, 2021, the Board of Directors, on the affected. Further, due to slowdown in the recommendations of the Nomination and Remuneration Committee, th economy coupled with poor demand in the in its meeting held on 14 August, 2021 had commercial vehicle segment we, were not able to re-appointed Mr. Surinder Singh Ryait as Managing pass, the continuous increase in the prices of Director of the Company for a term of three consecutive diesel, th th increase in the electricity tariff by the years with effect from 14 August, 2021 to 13 August, 2024 Punjab State Power Corporation Limited, rise in on the terms and conditions detailed in the resolution. His the minimum wage by the Punjab Government, to re-appointment is subject to the approval of the members

The information required under proviso (iv) of Para (B) of 2) Steps taken or proposed to be taken for Section II of Part II of the Schedule V of the Companies

• products, increase in overall capacity utilization 1) Nature of Industry: G.S. Auto International particularly for Jamshedpur Plant, several cost Limited is one of the leading manufacturers of cutting initiatives taken by the Company, we are Automotive Suspension and Fastening hopeful of achieving better result going forward. Components for Indian & International, Utility HCVs), Multi- Axle Vehicles, Trailers and Special in measurable terms: The Company is very
• undertakes constant measures to improve it. 2) Date or expected date of commencement of However, it is extremely difficult in the present commercial production: It is an existing
• 3) In case of new companies, expected date of IV. Disclosures: commencement of activities as per project

4) Financial performance based on given Mr. Surinder Singh Ryait does not have any

PARTICULARS	31.03.2021	31.03.2020	31.03.2019	Shares of Rs. 5 each and is drawing salary as
Total Revenue	7726.87	8391.57	15391.00	approved by the shareholders of the Company from time to time. Heis related to Mrs. Amarjit
Profit/(Loss) before Tax (PBT)	(375.84)	(347.50)	(88.85)	Kaur Ryait and Mr. Jasbir Singh Ryait who are
Profit/ (Loss) After Tax (PAT)	(378.50)	(264.72)	(69.06)	Executive Director and Chairman and Managing
Paid up Share Capital	725.73	725.73	725.73	Director respectively.
Reserves & Surplus	1903.35	2236.63	2461.26	III. Other Information:

. Surinder Singh Ryait, as Managing Director was margins of the Company. being paid yearly gross remuneration of Rs.

well progressed under his guidance and hopeful of achieving better result going forward. supervision.

shall not exceed maximum limits as specified in terms. Schedule V of the Companies Act, 2013. IV. Disclosures:

5) Comparative remuneration profile with All the relevant information pertaining to the

G.S. Auto International Limited is a leading annexed to the Directors'Report. manufacturer of Automotive Suspension and As per the provisions of the Companies Act, 2013 Fastening Components mainly focused on general market trends and remuneration as set out at Item No. 8 of the Notice. package of top level managerial persons having

Directors or Key Managerial Personnel of the managerial personnel, if any:

indicators: pecuniary relationship with the Company except (Rs. In lacs) to the extent of his shareholding of 654430 Equity approved by the shareholders of the Company Director respectively.

• 1) Reason for loss and inadequate profit: Due to 5) Foreign Investments or collaborations, if any: overall slowdown in the Indian & all over the world Not Applicable economy particularly in the Automotive Industry, II. Information about the appointee: the Commercial vehicle industry was the worst 1) Background details: affected. Further, due to slowdown in the economy coupled with poor demand in the Mr. Surinder Singh Ryait is the Managing Director commercial vehicle segment we, were not able to of the Company. He is Graduate and has more pass, the continuous increase in the prices of than 30 years'experience in the field of Business diesel, increase in the electricity tariff by the Management. Punjab State Power Corporation Limited, rise in 2) Past Remuneration: the minimum wage by the Punjab Government, to Mr our customers, cause to decrease in the overall
• 3,90,435/- consisting of basic salary, perquisites 2) Steps taken or proposed to be taken for and allowances. improvement: However, going forward, with the overall improvement in the Indian & world 3) Job profile and their suitability: economy, increase in the selling price of our Mr. Surinder Singh Ryait is acting as a Managing products, increase in overall capacity utilization Director and shall be responsible for day to day particularly for Jamshedpur Plant, several cost management of the Company. The Company has cutting initiatives taken by the Company, we are
• 3) Expected increase in productivity and profits 4) Remuneration proposed: in measurable terms: The Company is very The Board of Directors has proposed to pay him conscious about improvement in productivity and the gross remuneration consisting of salary and undertakes constant measures to improve it. perquisites as detailed th in the resolution w.e.f 14 However, it is extremely difficult in the present August, 2021 provided that the remuneration scenario to predict the profits in measurable

respect to industry, size of the Company, remuneration and other particulars of Directors is profile of the position and person: mentioned in the Corporate Governance Report as

read with Schedule V, thereof, approval of the clients in India. The proposed remuneration is members is required for this purpose. Hence, your reasonably justified in comparison with the consent is solicited for passing a special resolution

comparative qualification and experience. Except, Mr. Surinder Singh Ryait, being an appointee himself, Mrs. Amarjit Kaur Ryait and Mr. Jasbir Singh 6) Pecuniary relationship directly or indirectly Ryait, being the appointee's relatives, none of the with the Company or relationship with

GS INTERNATIONAL

Company or their relatives are, in any way, II. Information about the appointee: concerned or interested, financially or otherwise, in 1) Background details: the resolution.

th resolution dated 14 February, 2019 appointed Mr. Components. Harkirat Singh Ryait as Executive Director of the Company for a term of three consecutive years with effect 2) Past Remuneration: th from 14 February, 2019 at the terms and conditions Mr. Harkirat Singh Ryait as an Executive Director approved by the Shareholders in their General Meeting was being paid yearly gross remuneration of Rs. held on 30thSeptember, 2019. 27,65,560/- consisting of basic salary, perquisites

Now, since the term of the Executive Director is expiring and allowances. on 13th February, 2022, the Board of Directors, on the 3) Recognitionor rewards: recommendations of the Nomination and Remuneration Committee, th in its meeting held on 14 August, 2021 had Sae Baja Award 2007. re-appointed Mr. Harkirat Singh Ryait as an Executive 4) Job profile and their suitability: Director of the Company for a term of three consecutive th th years with effect from 14 August, 2021 to 13 August, Mr. Harkirat Singh Ryait is looking after day to day 2024 on the terms and conditions detailed in the activities of the plant. He is looking after planning resolution. His re-appointment is subject to the approval and new product's development. of the members of the Company.

The information required under proviso (iv) of Para (B) of Section The Board of Directors has proposed to pay him II of Part II of the Schedule V of the Companies Act, the gross remuneration consisting of salary and 2013 is given hereunder:

• 1) Nature of Industry: G.S. Auto International Limited shall not exceed maximum limits as specified in is one of the leading manufacturers of Automotive Schedule V of the Companies Act, 2013. Suspension and Fastening Components for Indian & 6) Comparative remuneration profile with International, Utility Vehicles, Commercial Vehicles respect to industry, size of the Company, (LCVs, MCVs, HCVs), Multi- Axle Vehicles, Trailers profile of the position and person: and Special Purpose Vehicles.
• 2) Date or expected date of commencement of G.S. Auto International Limited is a leading comme manufacturer of Automotive Suspension and rcial production:It is an existing manufacturing Company Fastening Components mainly focused on clients .
• 3) In case of new companies, expected date of reasonably justified in comparison with the commencement of activities as per project general market trends and remuneration
• 4) Financial performance based on given

			(Rs. In lacs)
PARTICULARS	31.03.2021		31.03.2020 31.03.2019
Total Revenue	7726.87	8391.57	15391.00
Profit/(Loss) before Tax (PBT)	(375.84)	(347.50)	(88.85)
Profit/ (Loss) After Tax (PAT)	(378.50)	(264.72)	(69.06)
Paid up Share Capital	725.73	725.73	725.73
Reserves & Surplus	1903.35	2236.63	2461.26

Mr. Harkirat Singh Ryait is B. Tech. He is Item No. 9: academically equipped with the knowledge and The Board of Directors, on the recommendation of possesses organizational ability and has more Nomination and Remuneration Committee, vide its than 11 years' experience in the field of Auto

5) Remuneration proposed:

perquisites as detailed in the resolution w.e.f I. General Information: ¹⁴thAugust, 2021 provided that the remuneration

in India. The proposed remuneration is approved by financial institutions appearing in package of top level managerial persons having the prospectus: Not Applicable. comparative qualification and experience.

7) Pecuniary relationship directly or indirectly indicators: with the Company or relationship with (Rs. In lacs) managerial personnel, if any:

Chairman and Managing Director and Executive 5) Foreign Investments or collaborations, if any: Director respectively. Not Applicable

• th their General Meeting held on 30 September, 2019. 1) Reason for loss and inadequate profit: Due to Punjab State Power Corporation Limited, rise in approval of the members of the Company. the minimum wage by the Punjab Government, to The information required under proviso (iv) of Para (B) of
• 2) Steps taken or proposed to be taken for I. General Information: improvement: However, going forward, with the
• Purpose Vehicles. 3) Expected increase in productivity and profits undertakes constant measures to improve it. manufacturing Company.

All the relevant information pertaining to the 4) Financial performance based on given remuneration and other particulars of Directors is indicators: mentioned in the Corporate Governance Report as (Rs. In lacs) annexed to the Directors'Report.

himself, Mr. Jasbir Singh Ryait and Ms. Dalvinder 5) Foreign Investments or collaborations, if any: Kaur Ryait, being the appointee's relatives, none of Not Applicable the Directors or Key Managerial Personnel of the Company or their relatives are, in any way, II. Information about the appointee: concerned or interested, financially or otherwise, in 1) Background details: the resolution.

The Board of Directors th vide resolution dated 16 April, has more than 18 years'experience in the field of 2019 had appointed Mrs. Dalvinder Kaur Ryait as an Marketing and Personnel Segment. Executive Director of the Company for a period of three 2) Past Remuneration: th th years with effect from 18 April, 2019 to 17 April, 2022 at

III. Other Information: terms and conditions approved by the Shareholders in

overall slowdown in the Indian & all over the world Now, since the said term of 3 years is expiring, the Board economy particularly in the Automotive Industry, of Directors, on the recommendations of the Nomination th the Commercial vehicle industry was the worst and Remuneration Committee, in its meeting held on 14 affected. Further, due to slowdown in the August, 2021 had re-appointed Ms. Dalvinder Kaur Ryait economy coupled with poor demand in the as an Executive Director of the Company for a term of th commercial vehicle segment we, were not able to three consecutive years with effect from 14 August, 2021 pass, th the continuous increase in the prices of to 13 August, 2024 on the terms and conditions detailed in diesel, increase in the electricity tariff by the the resolution. Her re-appointment is subject to the

our customers, cause to decrease in the overall Section II of Part II of the Schedule V of the Companies margins of the Company. Act, 2013 is given hereunder:

• overall improvement in the Indian & world 1) Nature of Industry: G.S. Auto International economy, increase in the selling price of our Limited is one of the leading manufacturers of products, increase in overall capacity utilization Automotive Suspension and Fastening particularly for Jamshedpur Plant, several cost Components for Indian & International, Utility cutting initiatives taken by the Company, we are Vehicles, Commercial Vehicles (LCVs, MCVs, hopeful of achieving better result going forward. HCVs), Multi- Axle Vehicles, Trailers and Special
• in measurable terms: The Company is very 2) Date or expected date of commencement of conscious about improvement in productivity and commercial production: It is an existing
• However, it is extremely difficult in the present 3) In case of new companies, expected date of scenario to predict the profits in measurable commencement of activities as per project terms. approved by financial institutions appearing IV. Disclosures: in the prospectus: Not Applicable.

mentioned in the Corporate Governance Report as annexed to the Directors'Report.	(Rs. In lacs)
	PARTICULARS	31.03.2021		31.03.2020 31.03.2019
As per the provisions of the Companies Act, 2013 read with Schedule V, thereof, approval of the	Total Revenue	7726.87	8391.57	15391.00
members is required for this purpose. Hence, your	Profit/(Loss) before Tax (PBT)	(375.84)	(347.50)	(88.85)
consent is solicited for passing a special resolution	Profit/ (Loss) After Tax (PAT)	(378.50)	(264.72)	(69.06)
as set out at Item No. 9 of the Notice.	Paid up Share Capital	725.73	725.73	725.73
Except, Mr. Harkirat Singh Ryait, being an appointee	Reserves & Surplus	1903.35	2236.63	2461.26

Mrs. Dalvinder Kaur Ryait is the Executive Item No. 10: Director of the Company. She is Graduate and

Mrs. Dalvinder KaurRyait, as Executive Director our customers, cause to decrease in the overall was being paid yearly gross remuneration of Rs. margins of the Company.

terms. 5) Comparative remuneration profile with respect to industry, size of the Company, IV. Disclosures:

Fastening Components mainly focused on clients annexed to the Directors'Report. in India. The proposed remuneration is

6) Pecuniary relationship directly or indirectly Except, Mrs. Dalvinder Kaur Ryait, being the with the Company or relationship with

Shares of Rs. 5 each and is drawing salary as the resolution. approved by the shareholders of the Company Item No. 11: from time to time. Sheis related to Mr. Jasbir

1) Reason th for loss and inadequate profit: Due to their General Meeting held on 30 September, 2019. overall slowdown in the Indian & all over the world Now, since the said term of 3 years is expiring, the Board economy coupled with poor demand in the the minimum wage by the Punjab Government, to

• 75,06,692/- consisting of basic salary, perquisites 2) Steps taken or proposed to be taken for and allowances. improvement: However, going forward, with the 3) Job profile and their suitability: overall improvement in the Indian & world economy, increase in the selling price of our Mrs. Dalvinder KaurRyait acting as anExecutive products, increase in overall capacity utilization Director and is looking after and responsible for particularly for Jamshedpur Plant, several cost the personnel segment of the Company. cutting initiatives taken by the Company, we are 4) Remuneration proposed: hopeful of achieving better result going forward.
• The Board of Directors has proposed to pay her 3) Expected increase in productivity and profits the gross remuneration consisting of salary and in measurable terms: The Company is very perquisites as detailed in the resolution w th .e.f 14 conscious about improvement in productivity and August, 2021 provided that the remuneration undertakes constant measures to improve it. shall not exceed maximum limits as specified in However, it is extremely difficult in the present Schedule V of the Companies Act, 2013. scenario to predict the profits in measurable

profile of the position and person: All the relevant information pertaining to the G.S. Auto International Limited is a leading remuneration and other particulars of Directors is manufacturer of Automotive Suspension and mentioned in the Corporate Governance Report as

As per the provisions of the Companies Act, 2013 reasonably justified in comparison with the read with Schedule V, thereof, approval of the general market trends and remuneration members is required for this purpose. Hence, your package of top level managerial persons having consent is solicited for passing a special resolution as comparative qualification and experience. set out at Item No. 10 of the Notice.

interested party herself, Mr. Jasbir Singh and Mr. managerial personnel, if any: Harkirat Singh Ryait, being relatives, none of the Mrs. Dalvinder Kaur Ryait does not have any Directors or Key Managerial Personnel of the pecuniary relationship with the Company except Company or their relatives are, in any way, to the extent of her shareholding of 144860 Equity concerned or interested, financially or otherwise, in

Singh Ryait and Mr th . Harkirat Singh Ryait, who are The Board of Directors vide resolution dated 16 April, Chairman and Managing Director and Executive 2019 had re-appointed Ms. Amarjeet Kaur Ryait as an Director respectively. Executive Director of the Company for a period of three th years with effect from 18 April, 2019 to 17th April, 2022 at III. Other Information: terms and conditions approved by the Shareholders in

economy particularly in the Automotive Industry, of Directors, on the recommendations of the Nomination the Commercial vehicle industry was the worst and Remuneration Committee, th in its meeting held on 14 affected. Further, due to slowdown in the August, 2021 had re-appointed Ms. Amarjit Kaur Ryait as an Executive Director of the Company for a term of three commercial vehicle segment we, were not able to th th consecutive years with effect from 14 August, 2021 to 13 pass, the continuous increase in the prices of August, 2024 on the terms and conditions detailed in the diesel, increase in the electricity tariff by the resolution. Her re-appointment is subject to the approval Punjab State Power Corporation Limited, rise in of the members of the Company.

GS INTERNATIONAL

The information required under proviso (iv) of Para (B) of the gross remuneration consisting of salary and Section th II of Part II of the Schedule V of the Companies perquisites as detailed in the resolution w.e.f 14 Act, 2013 is given hereunder: August, 2021 provided that the remuneration

• 1) Nature of Industry: G.S. Auto International 5) Comparative remuneration profile with profile of the position and person: Components for Indian & International, Utility Vehicles, Commercial Vehicles (LCVs, MCVs, G.S. Auto International Limited is a leading HCVs), Multi- Axle Vehicles, Trailers and Special manufacturer of Automotive Suspension and Purpose Vehicles. Fastening Components mainly focused on clients
• 2) Date or expected date of commencement of reasonably justified in comparison with the commercial production:It is an existing general market trends and remuneration manufacturing Company.
• 3) In case of new companies, expected date of comparative qualification and experience. commencement of activities as per project 6) Pecuniary relationship directly or indirectly approved by financial institutions appearing with the Company or relationship with in the prospectus: Not Applicable. managerial personnel, if any:
• 4) Financial performance based on given Ms. Amarjeet Kaur Ryait does not have any indicators: pecuniary relationship with the Company except

PARTICULARS	31.03.2021		31.03.2020 31.03.2019	Shares of Rs. 5 each and is drawing salary as
Total Revenue	7726.87	8391.57	15391.00	approved by the shareholders of the Company from time to time. She is related to Mr. Surinder
Profit/(Loss) before Tax (PBT)	(375.84)	(347.50)	(88.85)	Singh Ryait who is the Managing Director of the
Profit/ (Loss) After Tax (PAT)	(378.50)	(264.72)	(69.06)	Company.
Paid up Share Capital	725.73	725.73	725.73	III. Other Information:
Reserves & Surplus	1903.35	2236.63	2461.26	1) Reason for loss and inadequate profit: Due to

Ms. Amarjeet Kaur Ryait, as Executive Director

business administration of the Company. hopeful of achieving better result going forward.

in measurable terms: The Company is very The Board of Directors has proposed to pay her

shall not exceed maximum limits as specified in I. General Information: Schedule V of the Companies Act, 2013.

Limited is one of the leading manufacturers of respect to industry, size of the Company, Automotive Suspension and Fastening

in India. The proposed remuneration is package of top level managerial persons having

(Rs. In lacs) to the extent of her shareholding of 123820 Equity approved by the shareholders of the Company

• 5) Foreign overall slowdown in the Indian & all over the world Investments or collaborations, if economy particularly in the Automotive Industry, any: Not Applicable the Commercial vehicle industry was the worst II. Information about the appointee: affected. Further, due to slowdown in the 1) Background details: economy coupled with poor demand in the commercial vehicle segment we, were not able to Ms. Amarjeet Kaur Ryait is an Executive Director pass, the continuous increase in the prices of of the Company. She is Graduate and has more diesel, increase in the electricity tariff by the than 16 years'experience in the field of Business Punjab State Power Corporation Limited, rise in Administration. the minimum wage by the Punjab Government, to 2) Past Remuneration: our customers, cause to decrease in the overall margins of the Company.
• was being paid yearly gross remuneration of Rs. 2) Steps taken or proposed to be taken for 3,23,320/- consisting of basic salary, perquisites improvement: However, going forward, with the and allowances. overall improvement in the Indian & world economy, increase in the selling price of our 3) Job profile and their suitability: products, increase in overall capacity utilization Ms. Amarjeet Kaur Ryait is acting as an Executive particularly for Jamshedpur Plant, several cost Director and is looking after and responsible for cutting initiatives taken by the Company, we are
• 4) Remuneration proposed: 3) Expected increase in productivity and profits

terms. business activities.

Special Resolution. remuneration and other particulars of Directors is

consent is solicited for passing a special resolution Item No. 13:

Managerial Personnel of March 31, 2022. the Company or their

The Company may have to render support for the and approved by the Board of Directors, has to be ratified business requirements of its group entities, associate or by the members of the Company. any other person in whom any of the Directors of the Accordingly, your consent is solicited for passing an Company is deemed to be interested (collectively referred ordinary resolution as set out at Item No. 13 of the Notice. to as the "Entities"), from time to time. However, owing to certain restrictive provisions contained in Section 185 of Save and except the above, none of the other Directors/ the Companies Act, 2013 ("the Act"), the Company was Key Managerial Personnel of the Company/ their relatives unable are, in any way, concerned or interested, financially or to extend financial assistance by way of loan to such Entities. otherwise, in these resolutions.

way of a special resolution pursuant to Section 185 of the RE-APPOINTMENT AT THE ANNUAL GENERAL MEETING. Act, for making loan(s) or providing financial assistance or providing guarantee of securities in connection with the (Pursuant to Regulation 36(3) of SEBI (LODR) loans taken or to be taken by the Entities for the capital Regulations, 2015.)

conscious about improvement in productivity and expenditure or the projects or working capital undertakes constant measures to improve it. requirements as may be required for time to time for the However, it is extremely difficult in the present expansion of its business activities and other matters scenario to predict the profits in measurable connected and incidental thereon for their principal

IV. Disclosures: The Board of Directors recommends the resolution as set out at Item No. 12 of the Notice for your approval as a All the relevant information pertaining to the

mentioned in the Corporate Governance Report as None of the Directors, Key Managerial Personnel of the annexed to the Directors'Report. Company or any or their relatives are, in any way, concerned or interested in the above resolution, expect to As per the provisions of the Companies Act, 2013 the extent of their shareholdings and directorships in the read with Schedule V, thereof, approval of the Company, if any. members is required for this purpose. Hence, your

as set out at Item No. 11 of the Notice. The Board on the recommendation of the Audit Except, Ms. Amarjeet Kaur Ryait, being an appointee Committee has approved the appointment and herself, Mr. Surinder Singh Ryait, being the remuneration of the Cost Auditors to conduct the audit of appointee's spouse, none of cost records of the Company for the financial year ending the Directors or Key

relatives are, in any way, concerned or interested, In accordance with the provisions of Section 148 of the financially or otherwise, in the resolution. Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Item No. 12: Cost Auditors as recommended by the Audit Committee

The Board of Directors seek consent of DETAILS OF DIRECTORS SEEKING APPOINTMENT/ the Members by

Name of the Director	Mr. Harkirat Singh Ryait	Dr. Sehijpal Singh Khangura	Mr. Sharwan Sehgal
Date of Birth	18/08/1988	08/04/1969	07/08/1975
Expertise in Specific Functional Area	More than 9 years' experience in the field of Auto Components production and marketing.	More than 18 years' experience in teaching in Mechanical Engineering and Research.	Having vast experience in the legal field of Civil and Criminal law.
Qualification	B. Tech	Ph. D	B.A., LLb.
Directorship of other Listed st Companies as on 31 March, 2021	-	-	-
Chairman/ Member of Committees of other Companies as on st 31 March, 2021	-	-	3
No. of Shares Held	56458	-	-
Relationship with other Director(s)	Mr. Harkirat Singh Ryait is related to Mr. Jasbir Singh Ryait and Ms. Dalvinder Kaur Ryait.	Not related to any director.	Not related to any director.

Name of the Director	Mr. Jasbir Singh Ryait	Mr. Surinder Singh Ryait	Ms. Dalvinder Kaur Ryait
Date of Birth	15/06/1962	11/04/1965	28/06/1963
Expertise in Specific Functional Area	Having more than 30 years' experience in marketing and personnel segment of the Industry.	Having 25 experience in the field of Business Management and Auto Components.	Having more than 18 years experience in marketing and personal segment of industry.
Qualification	B.E. (Mechanical Engineering)	Diploma in Business Management.	Graduate
Directorship of other Listed st Companies as on 31 March, 2021	-	-	-
Chairman/ Member of Committees of other Companies as on st 31 March, 2021	-	-	-
No. of Shares Held	580550	654430	144860
Relationship with other Director(s)	Mr. Jasbir Singh Ryait is related to Mr. Surinder Singh Ryait, Mr. Harkirat Singh Ryaitand Ms. Dalvinder Kaur Ryait.	Mr. Surinder Singh Ryait is related to Mr. Jasbir Singh Ryait and Ms. Harkirat Singh Ryait.	Ms. Dalvinder Kaur Ryait is related to Mr. Jasbir Singh Ryait and Mr. Harkirat Singh Ryait.

Name of the Director	Ms. Amarjit Kaur Ryait
Date of Birth	02/03/1966
Expertise in Specific Functional Area Having more than 15 years experience in the field of administration.
Qualification	Graduate
Directorship of other Listed Companies st as on 31 March, 2021	-
Chairman/ Member of Committees of other st Companies as on 31 March, 2021	-
No. of Shares Held	123820
Relationship with other Director(s)	Ms. Amarjit Kaur Ryait is related to Mr. Surinder Singh Ryait.

• Company with CDSLto facilitate remote e-voting and Regulations, 2015, in respect of the directors e-voting during the AGM. seeking re-appointment/ appointment in the Annual

• FCS 3934) as Scrutinizer for scrutinizing the entire e- caused by COVID-19, Ministry of Corporate Affairs voting process i.e. remote e-voting and e-voting (MCA), vide its General Circular No. 20/2020, 14/ during the AGM, to ensure that the process is carried 2020, 17/2020, 33/2020, 39/2020, 02/2021 and out in a fair and transparent manner. SEBI vide its Circular No. SEBI/HO/CFD/CMD1/ th Regulations, 2015, the 47 AGM of the Company marked to . shall be conducted through VC/ OAVM. The deemed 8. The Register of Members and Share Transfer Books venue for the meeting shall be registered office of the th of the Company shall remain closed from 25 Company at G.S. estate, G.T. road, Ludhiana. th September, 2021 to 30 September, 2021. Participation of members through VC/ OAVM will be

• 1. Since the physical presence of Members has been electronic form. Where shares are held in physical
• respective Depository Participants and/ or RTA. 4. In compliance with the aforesaid MCA and SEBI Limited at . demat their physical holdings. www.gsgroupindia.com www.evotingindia.com
• 1. Members shall have the option to vote electronically INSTRUCTIONS FOR ATTENDING THE AGM voting") or during the AGM. UNDER:

In compliance with the provisions of Section 108 of 11. Members are requested to not to share the Login the Act and Rule 20 of the Companies (Management details (User Id & Password), with any person and and Administration) Rules, ²⁰¹⁴ and any

NOTES:- SEBI Listing Regulations and MCA Circulars, the facility for remote e-voting and e-voting in respect of 1. The Statement pursuant to Section 102(1) of the the business to be transacted at the AGM is being Companies Act, 2013, relating to the Special provided by the Company through Central Business is annexed hereto. Additional information Depository Services (India) Limited ("CDSL"). pursuant to Regulation 36(3) of SEBI (Listing Necessary arrangements have been made by the Obligations and Disclosure Requirements)

• General Meeting forms part of this Notice. 6. The Company has appointed Mr. Pritpal Singh Dua, Practicing Company Secretary (Membership No. 2. Considering the extra ordinary circumstances
• CIR/P/ 2020/79 and SEBI/HO/ CFD/CMD2/ CIR/P/ 7. Institutional Investors/ Corporate Shareholders (i.e. 2021/11 has allowed the Companies to conduct the other than Individual/ HUF/ NRI etc) can appoint their AGM through Video Conferencing (VC) or other authorized representatives pursuant to Section 112 Audio Visual Means (OAVM) without the physical and 113 of the Act, as the case may be, to attend the presence of members at a common venue. In AGm through VC/ OAVM or to vote through remote eaccordance with the said circulars of MCA, SEBI and voting. They are requested to send a scanned copy other applicable provisions of the act and SEBI of the Board Resolution of authorization to the (Listing Obligations and Disclosure requirements) Company at with a copy [email protected] [email protected]
• 1. To receive shareholders' communications through reckoned for the purpose of quorum for the AGM as per Section 103 of electronic means, including Annual Reports and the Companies Act, 2013. Notices, members are requested to kindly register/ The procedure for joining the AGM through VC/ update their email addresses with their respective OAVM is mentioned in this Notice. depository participant, where shares are held in dispensed with, the facility for appointment of proxies form ,the Members are requested to notify the email by the Members will not be available for this AGM addresses, if any, at the earliest to the Registrar & and hence the Attendance Slip, Proxy Form and Share Transfer Agent/ Company. Members may Route Map are not annexed to this Notice. notify the change in their address, if any, to their
• th Circulars, Notice of the Annual General Meeting and 10. SEBI vide its notification dated 8 June, 2018 as th Annual Report is being sent only through electronic amended on 30 November, 2018, has stipulated mode st to those members whose email IDs are that w.e.f 1 April, 2019, the transfer of securities registered with the Company/ RTA/Depositories. (except transmission or transposition of shares) shall Members may note that the Notice will also be not be processed, unless the securities are held in available on the Company's Website at dematerialized form. The Company has complied , website of the Stock with the necessary requirements as applicable, Exchange i.e. BSE Limited and on website of the e- including sending of letters to shareholders holding voting agency Central Depository Services (India) shares in physical form and requesting them to

("e-voting") either before the AGM ("remote e- THROUGH VC/OAVM AND E-VOTING ARE AS

keep the same confidential with you only. Sharing of amendments thereto, Secretarial Standard on Login details is absolutely prohibited. Please note General Meetings ("SS-2"), Regulation 44 of the that the Members who do not have the User ID

andPassword for attending AGM through VC/OAVM through Laptops / IPads for better experience. and e-voting or have forgotten the User ID and 15. Further shareholders will be required to allow Password may retrieve the sameby following the Camera and use Internet with a good speed to avoid instructions mentioned at point no 'xv' mentioned any disturbance during the meeting. hereunder.

• ^{s e n d i n g a r e q u e s t a t} Members login by using the remote- e-voting [email protected]. However, if he / credentials. The link for VC/ OAVM will be available she is already registered with CDSL for remote e- in shareholders/ members login where the EVSN of voting then he/she can use his /her existing user id Company will be displayed. Members present in and password. theAGM through VC and who have not cast their vote https://www.evotingindia.com
• and join at least 15 (fifteen)minutes before the time joining the AGM shall be kept open until 1:45 PM IST for e-Voting and joining virtual meetings for

• Demat mode is given below: 14. Shareholders are encouraged to join the Meeting

• 1. Any person who acquires shares of the Company 12. Members will be provided with a facility to attend the and becomes the member of the Company after AGM through VC / OAVM through CDSL e-Voting sending of this Notice and holding shares as of the system. Shareholders may access the same at cut-off date, may obtain the log in id and password by under Shareholders/
• on the resolutions through remote e-voting and 17. In terms of SEBI circular no. SEBI/HO/CFD/ otherwise not barred from doing so, shall be eligible CMD/CIR/P/2020/242 dated December 9, 2020 on to vote through the e-voting system during the AGM. e-Voting facility provided by Listed Companies, The facility of participation at the AGM through Individual shareholders holding securities in demat VC/OAVM will be made available to atleast 1000 mode are allowed to vote through their demat members on first come first served basis. account maintained with Depositories and Depository Participants. Shareholders are advised 13. For convenience of the Members and proper to update their mobile number and email Id in their conduct of AGM, Members are requested to login demat accounts in order to access e-Voting facility.

scheduled for the AGM i.e. 1:15 PM IST. The link for Pursuant to abovesaid SEBI Circular, Login method i.e. 15 (fifteen) minutes after the start AGM. Individual shareholders holding securities in

Type of shareholders		Login Method
Individual Shareholders holding securities in Demat mode with CDSL	1)	Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The URLfor users to login to Easi / Easiest arehttps://web.cdslindia.com/myeasi/home/login or visit www.cdslindia.com and click on Login icon and select New System Myeasi.
	2)	After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting &voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL, so that the user can visit the e-Voting service providers' website directly.
	3)	If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration
	4)	Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders holding securities in demat	1)	If you are already registered for NSDL IDeAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL:

mode with NSDL	https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the "Beneficial Owner" icon under "Login" which is available under 'IDeAS' section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on "Access to e-Voting" under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
	2) If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select "Register Online for IDeAS "Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
	3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting
Individual Shareholders (holding securities in demat mode) login through their Depository Participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

User ID/ Password are advised to use Forget User ID and for shareholders other than individual website. shareholders.

Helpdesk for Individual Shareholders holding Step-1 :Log into www.evotingindia.com through securities in demat mode for any technical issues 'Shareholders/Members' section. Fill in the details as related to login through Depository i.e. CDSL and prompted by the screen along with the password. In

Login type	Helpdesk details		setting, same can be done by following the instruction No. 6 under the heading 'VOTING
Individual Shareholders	Members facing any technical issue in		THROUGH ELECTRONIC MEANS'.
holding securities in Demat mode with CDSL	login can contact CDSL helpdesk by s e n d i n g a r e q u e s t a t [email protected] or contact at 022- 23058738 and 22-23058542-43.		Step-2 :Go to 'Click Here' option given under Live Streaming against 'G.S. Auto International Limited'. You will be directed to a webex page. Fillin your details.
Individual Shareholders	Members facing any technical issue in		Step-3 :AGM log-in screen will open.
holding securities in Demat mode with NSDL	login can contact NSDL helpdesk by s e n d i n g a r e q u e s t a t [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30.	19.	Please note that, if you have not cast your vote through remote e-voting, then, before casting your vote at the time of AGM,firstly, you have to click on "Live streaming option", then you would be able to

Important note: Members who are unable to retrieve 18. Login method for e-Voting and joining virtual meeting Forget Password option available at above mentioned shareholders holding in Demat form & physical

NSDL case members need any assistance in password re instruction No. 6 under the heading 'VOTING

• applicable provisions, if any, of the Companies Act, 2013 and applicable rules,if any, as amended and Alternatively, if you are registered for CDSL's Regulation 44 of SEBI (Listing Obligations and EASI/ EASIEST e-services, you can log-in at Disclosure Requirements) Regulations, 2015, the from Company is pleased to provide to its members using your login credentials. Once you facility to exercise their right to vote on resolutions successfully log-in to CDSL's EASI/EASIEST proposed to be passed in the Meeting by electronic e-services, click on e-voting option and means and the businesses may be transacted proceed directly to cast your vote electronically. through electronic voting services arranged by iii. Next enter the Image Verification as displayed Central Depository Services (India) Limited and Click on Login. ('CDSL'). The members may cast their votes using
• your existing password is to be used. the members at the time of Annual General Meeting the Meeting but shall not be entitled to cast their vote form, follow the steps given below:
• 1. The right of voting shall be reckoned as per the individuals) and Physical Form cut-off date may treat this notice for information as physical shareholders) shares as on the cut-off date i.e. Friday, number* in the PAN field. September24, 2021 may follow the same
• 1. The voting period begins on Monday characters of the name in CAPITAL letters. Eg. If your name is , September 27, IST and ends on Wednesday, RA00000001 in the PAN field. September 29, 2021 at 5:00 PM IST. Duringthis shares either in physical form or in dematerialized Dividend order to login. module dd/mm/yyyy format. shall be disabled by CDSL for voting
• • Bank details field. i. The shareholders should log on to the e-voting website during the *as mentioned above www.evotingindia.com

Click on "Shareholders" tab. "SUBMIT" tab.

cast your venue e-vote. c. Members holding shares in Physical Form should enter Folio Number registered with the 20. Pursuant to the provisions of Section 108 and other Company.

https://www.cdslindia.com Login - Myeasi

• an electronic voting system from a place other than iv. If you are holding shares in De-mat form and the venue of the Meeting ('remote e-voting'). had logged on to and voted on an earlier voting of any company, then 21. The Company will also provide facility of e-voting to www.evotingindia.com
• ('AGM') through VC/OAVM. The members who have v. If you are holding shares in physical form or first cast their vote by remote e-voting may also attend time user in case holding shares in De-mat

	again.		For Members holding shares in De-mat Form (other than
22.	The right of voting shall be reckoned as per the		individuals) and Physical Form
	shareholding on the cut-off date. Any person who receives this notice, who ceases to be a member on cut-off date may treat this notice for information	PAN	Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for both De-mat shareholders as well as physical shareholders)
	purposes only. Any person, who acquires shares of the Company and becomes Member of the Company after dispatch of the Notice and holding shares as on the cut-off date i.e. Friday, September24, 2021 may follow the same instructions as detailed below for e-Voting.		Members who have not updated their PAN with the Company/Depository Participant are requested to use the first two letters of their name and the 8 digits of the sequence number* in the PAN field. In case the sequence number is less than 8 digits enter the applicable number of 0's before the number after the first two
23.	The voting period begins on Monday , September 27, 2021 at 9:00 AM IST and ends on Wednesday, September 29, 2021 at 5:00 PM IST. Duringthis		characters of the name in CAPITAL letters. Eg. If your name is Ramesh Kumar with sequence number 1 then enter RA00000001 in the PAN field.
	period, shareholders' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off datei.e. Friday, September 24, 2021 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting	DOB Dividend Bank Details	Please enter the DOB OR DIVIDEND BANK DETAILS in order to login. Enter the Date of Birth as recorded in your Demat account or in the company records for the said Demat account or Folio in dd/mm/yyyy format.
	thereafter.		Enter the Dividend Bank details as recorded in your De-mat
24.	The procedure and instructions for the same are as follows:		account or in the Company records for the said De-mat account or Folio.If the details are not recorded with the depository or company please enter the Member ID / Folio no. in the Dividend
	i. The shareholders should log on to the e-voting		Bank details field.

• voting period. vi. After entering these details appropriately, click on
• ii. Now Enter your User ID vii. Members holding shares in physical form will then directly reach the Company selection screen. a. For CDSL: 16 digits beneficiary ID, However, members holding shares in De-mat form b. For NSDL: 8 Character DP ID followed by 8 will now reach 'Password Creation' menu wherein Digits Client ID, they are required to mandatorily enter their login

password in the new password field. Kindly note that RESOLUTIONS PROPOSED IN THIS NOTICE: this password is to be also used by the De-mat 1. For Physical shareholders- please provide holders for voting for resolutions of any other your password with any other person and take utmost Aadhar Card) by email to Company/RTAemail id. care to keep your password confidential.

• x. On the voting page, you will see "RESOLUTION "YES/NO" for voting. Select the option YES or NO as Custodians desired. The option YES implies that you assent to a) Non-Individual shareholders (i.e. other than
• xi. Click on the "RESOLUTIONS FILE LINK" if you wish register themselves as Corporates.
• xii. After selecting the resolution you have decided to and accordingly modify your vote. link the account(s) for which they wish to vote on.
• xiii. Once you "CONFIRM" your vote on the resolution, d) The list of accounts should be mailed to
• the accounts they would be able to cast their vote. xiv. You can also take out print of the voting done by you
• xv. If De-mat account holder has forgotten the same format in the system for the scrutinizer to verify the password then Enter the User ID and the image same. verification code and click on Forgot Password &
• at www.evotingindia.com under help section or android based mobiles. The m-Voting app can be write an email to downloaded from Google Play Store. iPhone and respectively. Please follow the instructions as INFORMATION:

PROCESS FOR THOSE SHAREHOLDERS WHOSE available for electronic inspection without any fee by EMAIL ADDRESSES ARE NOT REGISTERED WITH the Members from the date of circulation of this THE DEPOSITORIES FOR OBTAINING LOGIN Notice upto the date of AGM i.e. September 30, 2021. CREDENTIALS FOR E-VOTING FOR THE Members seeking to inspect can send email to

• necessary details like Folio No., Name of company on which they are eligible to vote, provided shareholder, scanned copy of the share certificate that company opts for e-voting through CDSL (front and back), PAN (self attested scanned copy of platform. It is strongly recommended not to share PAN card), AADHAR (self attested scanned copy of
• 1. For Demat shareholders -, please provide Demat viii. For Members holding shares in physical form, the account detials (CDSL-16 digit beneficiary ID or details can be used only for e-voting on the NSDL-16 digit DPID + CLID), Name, client master or resolutions contained in this Notice. copy of Consolidated Account statement, PAN (self ix. Click on the EVSN for the on which you choose to vote. attested scanned copy of Aadhar Card) to Company/RTAemail id.

DESCRIPTION" and against the same the option xvii. Note for Non-Individual Shareholders and

• the Resolution and option NO implies that you Individuals, HUF, NRI etc.) and Custodian are dissent to the Resolution. required to log on to and www.evotingindia.com
• to view the entire Resolution details. b) ^A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected]
• vote on, click on "SUBMIT". Aconfirmation box will be c) After receiving the login details a Compliance User displayed. If you wish to confirm your vote, click on should be created using the admin login and "OK", else to change your vote, click on "CANCEL" password. The Compliance User would be able to
• you will not be allowed to modify your vote. and on approval of [email protected]
• by clicking on "Click here to print" option on the Voting e) A scanned copy of the Board Resolution and Power page. of Attorney (POA) which they have issued in favor of the Custodian, if any, should be uploaded in PDF
• enter the details as prompted by the system. xviii. In case you have any queries or issues regarding evoting, you may refer the Frequently Asked xvi. Shareholders can also cast their vote using Questions ("FAQs") and e-voting manual available CDSL's mobile app m-Voting available for [email protected]

Windows phone users can download the app PROCEDURE TO INSPECT DOCUMENTS/ RAISE from the App Store and the Windows Phone Store QUESTIONS/ SEEK CLARIFICATIONS AND

prompted by the mobile app while voting on your 25. The statutory documents of the Company and/ or the mobile. documents referred to in this Notice will also be

i n f o @ g s g r o u p i n d i a . c o m [email protected] .

• i n f o @ g s g r o u p i n d i a . c o m [email protected] have any queries, then they may send the same in September 29, 2021 at 5.00 p.m. advance and also mentioning their Name, DP ID and (c) Details of Website: www.evotingindia.com Client ID/ Folio No., Mobile No. to the Company at . Queries received by to e-voting: th the Company till 5.00 p.m. on Saturday, 18 Company : Company Secretary September, 2021 shall only be considered and G.S. Auto International Limited responded during the AGM. G.S. Estate, G.T. Road, Ludhiana-141014
• [email protected] 27. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Registrar & : Skyline Financial Services Private Limited st Number (PAN) by every participant in Securities Transfer Agent: D-153 A, 1 Floor, Okhla Industrial Area, Market. Members holding Shares in electronic form Phase-I,New Delhi-110020 are, therefore, requested to submit the PAN to their [email protected] Depository Participant with whom they are E-Voting Agency : Central Depository Services Limited maintaining Demat Accounts. Members holding www.evotingindia.com shares in physical form can submit their PAN details Scrutinizer : Mr. Pritpal Singh Dua, PCS to M/s Skyline Financial Services Private Limited/ Email: [email protected] Secretarial Department of the Company.
• 1. Members holding shares in the same/ identical September 29, 2021 at 5.00 p. m. Once the vote on a
• Extraordinary General Meeting held on 5th February September 24, 2021. , 2008, the Equity Shares of the Company had been A person who is not a Member as on the cut-off date
• Governance" by allowing paperless compliances by [email protected]. the Companies and has issued circulars allowing 2. Members could have cast their vote on resolution(s) by
• 2014, conclusion of the Meeting. the Company is pleased to provide members th facility to exercise their votes at the 47 AGM by Mr.Pritpal Singh Dua, Practicing Company Secretary has
• Scrutinizer, after scrutinising the votes cast at the meeting (a) Date and time of commencement of voting through

GS INTERNATIONAL

a n d / o r electronic means: September 27, 2021 at 9.00 a. m.

• (b) Date and time of end of voting through electronic 26. In case the members wish to express their views or means beyond which voting will not be allowed:

• a n d / o r (d) Details of persons to be contacted for issues relating

Company	Company Secretary G.S. Auto International Limited G.S. Estate, G.T. Road, Ludhiana-141014 [email protected]
Registrar & Transfer Agent:	Skyline Financial Services Private Limited D-153 A, 1 st Floor, Okhla Industrial Area, Phase-I, New Delhi-110020 [email protected]
E-Voting Agency	Central Depository Services Limited www.evotingindia.com
Scrutinizer	Mr. Pritpal Singh Dua, PCS Email: [email protected]

The e-voting module shall be disabled for voting on name(s) under different folios are requested to apply resolution is cast by the shareholder, the shareholder for consolidation of such folios and send relevant shall not be allowed to change it subsequently. The share Certificates to the Company/ Registrar & Share voting right ofshareholders shall be in proportion to Transfer Agent. their shareholding in the paid up equity share capital 29. Pursuant of the Company as on thecut-off date (record date) i.e. to the approval of the Shareholders at the

sub-divided from one Equity Share of the Face Value should treat this Notice for information purpose only. A of Rs. 10/- (Ten) to two Equity Shares of the Face person whose name is recorded in the Register of Value of Rs. 5/- (Five) each. The members, who are Members or in the Register of Beneficial Owners still holding Equity Shares of the Face value of Rs. 10 maintained by the depositories as on the cut-off date only /- each, are requested to surrender their respective shall be entitled to avail the facility of remote e-Voting Share Certificates to the Company or to its Registrar before the AGM as well as remote e-Voting during the & Share Transfer Agent, to enable the Company to AGM. Any person who acquires shares of the Company issue fresh Share Certificate pertaining to Equity and becomes a Member of the Company after the Shares of the Face Value of Rs. 5/- each. dispatch of the Notice and holding shares as on the cut-off 30. The Ministry of Corporate Af date i.e. Friday, 24th September, 2021, may obtain the fairs, Government of User ID and Password by sending a request at India, has taken a "Green Initiative in Corporate

companies to send official documents to their remote e-Voting prior to the AGM will also be eligible to Members electronically. participate at the AGM through VC/OAVM but shall not be 31. entitled to cast their vote on such resolution(s) again. The In compliance with the provisions of section 108 of remote e-Voting module on the day of the AGM shall the Companies Act,2013 and Rule 20 of the Companies be disabled by CDSL for voting 15 minutes after the (Management and Administration) Rules

electronic means and the business may be been appointed as the Scrutinizer to scrutinize the etransacted through e-voting as per details below: voting process in a fair and transparent manner. The

and through remote e-voting, will, not later than three days By order of the Board of conclusion of the Meeting, make a consolidated For G.S. AUTO INTERNATIONALLIMITED scrutinizer's report and submit the same to the Chairman. The results declared along with the consolidated scrutinizer Date: 14.08.2021 (Jasbir Singh Ryait) 's report shall be placed on the website of the Company and on Place: Ludhiana Chairman & Managing Director the website of CDSL . The results shall Regd Office: G.S. Estate, DIN: 00104979 simultaneously be communicated to the Stock G.T. Road, Ludhiana-141014 Exchanges. www.gsgroupindia.com www.evotingindia.com

TRUST THE LEADER

47th Annual Report 2020-21

G.S. Auto International Limited CIN: L34300PB1973PLC003301

At "G.S Auto" we firmly believe that the Auto Component Industry stands on six pillars, namely: Commitment, Dedication, Quality, a Reputed Brand, a Professional Team and above all The Confidence of all its Stakeholders.

"The "GS" team of dedicated engineers works hard on each & every component manufactured here. All components pass through stringent quality checks and rechecks, so as to provide complete satisfaction to our extended family composed of a large number of customers be it Original Equipment Manufacturers (OEM), Replacement Market (After Sales Market) or Overseas Customers (Export Market). We strive to ensure that brand "GS" is the epitome of safety for all our valued stakeholders.

We owe our success, not only to our extended family of valuable customers, but to all our suppliers, vendors and all the stakeholders, who have placed their faith in us and have been an integral part our long journey to excellence.

Board of Directors

Mr. Jasbir Singh Ryait	Chairman & Managing Director
Mr. Surinder Singh Ryait	Managing Director
Mrs. DalvinderKaurRyait	Executive Director
Mrs. AmarjitKaurRyait	Executive Director
Mr. Harkirat Singh Ryait	Executive Director
Mr. SharwanSehgal	Independent Director
Mr. Avinash Sharma	Independent Director
Mr. PardeepSehgal	Independent Director
Mr. MohitBansal	Independent Director
Dr. Sehijpal Singh Khangura	Additional Independent Director

CHIEF FINANCIAL OFFICER

Mr. Deepak Chopra

STATUTORY AUDITORS

M/sSukhminder Singh & Co. Chartered Accountants 620-R, Model Town, Ludhiana-141002, Punjab, India

COST AUDITORS

M/s Pawan Verma & Co., Cost Accountants, 702, D-3, maya Garden City, Mohali.

SECRETARIAL AUDITORS

M/s P.S. Dua & Associates, 5SF, Sant Ishar Singh Nagar, Pakhowal Road, Ludhiana-141002.

INTERNAL AUDITORS

M/s Vikas Garg & Associates B-1-1184, Satsang Road, Civil Lines, Ludhiana-141001.

COMPANY SECRETARY

Mrs. Amninder Kaur (Membership No. A31641)

BANKERS

Punjab National Bank

REGISTERED OFFICE & WORKS- UNIT 1

G.S. Auto International Limited G.S. Estate, G T Road, Ludhiana-14101; Punjab, India Phone: 0161-2511001-05 Fax No.: 0161-2510885 CIN: L34300PB1973PLC003301

Unit-II

M-09, Large Sector, Tata Kundra Main Road, Industrial Area, Adityapur Industrial Development Authority, Jamshedpur-832402-Jharkhand, India Website: www.gsgroupindia.com Email : [email protected]

Registrar & Share Transfer Agent:

M/s Sky Line Financial Services Pvt. Ltd., D-153 A, Okhla Industrial Area, Phase-I, New Delhi-110020, India Phone: 011-64732681-88, 011-26812682-83, Fax No.: 011-26812682 Email: [email protected]

Contents

Vision and Principles	2
Company's Profile	3
Management Discussion and Analysis	6
Directors'Report	9
Corporate Governance Report	15
Financial Statements	45

needs, customized approach and pragmatic solution of life; across all platforms.

the world; the Industry, our business processes and systems

Component Industry over a period of time.

Component Brand. philosophy.

• VISION Growth through organic as well as through value chain & to further to expand our Business on a • The Global Indian Auto Component Brand: sustainable basis, by adding more products to its We will be a world class preferred Auto Component existing product portfolio through diversification in Brand for all the Original Equipment Manufacturers different sectors of the economy, as well as, to (OEM's) of the world along with a trusted brand in the After Sales Market through best quality, innovations expand through multi-locations, building a team that and cost competitive products. Our Customers will is passionate about growth, quality, value creation enjoy the benefits of dealing with a global Indian and above all serving to all its stakeholders & further brand that best understand their requirements, committed to making trust, respect & fellowship a way
• Be a Market leader in after sales market for • To build a World Class Company through Machined, Cast and Forged Components through reliability and be a great place to work. better dealer network, to further grow in Export Our Visions is to make our Company the best in the Markets by the supply of best quality Components class what we do in our business. The Products and and further to join hands with all the major OEM's of services we offer should be Comparable to the best in

should set a benchmark for others. We should earn As a young, dynamic enterprise, we constantly seek the respect of our Competitors and work for the to surpass our past achievements, even in the bad benefit of our all the stakeholders and be loved by days, and to discover newer, better means, to them. address challenges, be it problem solving, customer • The Most preferred employers in the Auto satisfaction or in the research and development."GS" is geared to respond with utmost dedication and an Our Company should be the most preferred undying spirit of enthusiasm that inspires and unifies Company to work, for any employee. Here he should while giving the customer a unique advantage."GS" feel like an owner, be able to live his dreams, fulfill all culture encourages and enables employees to his professional goals and have fun while doing so, participate as a team member and take initiatives; this because we at "GS" feel, we are all partners for spirit of entrepreneurship is a key mile stone of "GS" building ^a reputed/trusted global Indian Auto

Embracing new ideas and new means has been • "GS" strives to achieve enhanced customer satisfaction by delivering instrumental in our rise and will continue to define our the quality products in the safe working environment. We dedicate ourselves to approach. This culture of shared responsibility has continual improvements in all fields of our given an unmatched reputation to us while winning businesses. the trust and goodwill of employees& customers.

• Sense of Urgency& Customer Centric:

Products & Services: and dedication on it.

foundation of trust and reliability. We shall make sure that our products and services we Company. social performances.

• PRINCIPLES OF BUSINESS Continuous Improvement for excellence and consistency.
• Customer would Every employee work with "GS" should work like be the reason of our existence and continuous growth. Every decision we anownerof that process or partner for the different take should add value to our Customers and all our stakeholders. processes. The Success of that process (s) should We deliver what we make promises and we will not create joy and pain for him personally. He should make promises what we cannot deliver. consider himself responsible for the process and do it to the best of his ability and leave mark of his efforts • Better Relationships and better Quality of
• Our Endeavour shall be to create a rewarding We shall endeavor continuously to buildtrust, in our experience, every time a customer interacts or dealings with all our stakeholders.We shall strive transact with us. relentlessly to create faith amongst us through our actions. High integrity should be built on a solid • Reliability
• offer and commitment we make to our stakeholders We shall be transparent in providing reliable and are most reliable. In all our actions and behaviors, we pertinent information for enabling an objective shall be perceived and seen as reliable and trusted assessment of our financial, environmental and

Company Profile: Product Range:

"G.S. Auto" Synonymous to Indian Automotive On the strength of its expertise in the development and Component Industry is one of the manufacturers of manufacture of components, "GS" has explored new Automotive Suspension and Fastening Components for horizon to provide a diverse range of machined, forged Indian &International, Utility Vehicles, Commercial and cast (ferrous &nonferrous) components. The Vehicles following is the Product Range: - (LCVs, MCVs, HCVs), Multi-Axle Vehicles, Trailers and Specials Purpose Vehicles. 1. Machined Parts:

One of our manufacturing • King Pin Set facilities is located in major industrial township of Ludhiana in North India, spread • Spring Pins over an area of more than 16 acres and other • Shackle Bolts manufacturing facility is located at Jamshedpur in • Check Nuts Jharkhand at Adityapur Industrial Area Development • Axle Studs Authority (AIADA), spreading over an area of three acres. • U-Bolts Both our manufacturing facilitiesare ISO, QS and TS • Centre Bolt& Miscellaneous Bolts and Genuine Nuts 16949 certified. 2. Forged Parts:

We are an established leader in all our product segments. • High Nuts National and International Tier-1 and Automobile Majors • Castle Nuts Like Tata Motors Ltd, Ashoka Leyland Limited, Maruti • Hex Nuts Suzuki Ltd., SML ISUZU Ltd., VE Commercial vehicles • Flange Nuts limited, Daimler India Commercial Vehicles, etc. trust all • Washer Type Nuts our products. We develop components based on • Misc. Bolts customer's specifications, drawing and also provide 3. Non-Ferrous Cast Components: designing solution for enhanced product performance • Customized Aluminum Bronze Parts of different sizes and improved quality.

Our journey of excellence started long back in 1938 in pre • Engine Mounting • Base Plates independence days when a young man having a great vision translated his dream into reality steered by sheer • Threaded Rings hard work and determination. • Compressor Mounting Bracket

• Casting in Weight Range 1-20 Kgs The entrepreneurship of our founder, Baba Gurmukh S 5. Trailer Parts: ingh Ji, began with manufacturing of bicycle components, which afterwards got diversified into • Full Dressed Trailer Axles manufacturing of automotive components for various 6. Clutch Assemblies, Disc Assemblies and its motor vehicles.Further momentums were gained with the Components joining of his son GianiBhagat Singh (Former Chairman- Customer Base: G.S. Group) and S.Jagat Singh (Former Managing Director-G.S. Group). S.Jagat Singh had great marketing G.S Auto has a strong presence in… skill and vision to make "GS" a top brand in auto • OEM segment (Original Equipment Manufacturer) component market of India. He formed a small team of • Replacement Market (After Sales Market) four dedicated people to start marketing activity outside • Export market Punjab across India which later covered across the world OEM segment: as well.

Their lifetime knowledge, skills and experience was by almost all major Indian and International OEMs such as handed over by them to their next generation sons. The Tata Motors Ltd, Ashok Leyland Limited, Maruti Suzuki participation of Mr. Jasbir Singh Ryait, Chairman& Jt. Ltd., SML ISUZU Ltd., VE Commercial Vehicles limited, Managing Director, Mr. Surinder Singh Ryait (Managing Daimler India Commercial Vehicles etc. Director) and Mr. Harkirat Singh Ryait, Executive Director Replacement Market: further catalyzed growth of the Company. Mr. Harkirat Singh Ryait, being a next generation tech entrepreneur A vast network of over 500 Principal Dealers spread has recently taken active involvement in the group now nationwide cohesively provide support system and act a after observing the organization from the sidelines. He catalyst to our strength to combat competition. Being believes looked- after by their strong and dedicated sales team, in getting involved at shopfloor levels since there Company is able to provide efficient services to their lies the real strength and catalysts of the organization's dealers throughout the country. success.

4. Ductile Iron Cast Components:

• History: Spring Hanger Shackle/Bracket

The strength of G.S Brand lies in its quality endorsement

G.S Auto changing customer need. has strongly made their presence felt in the different part of the world. Flexible Production Run-up, • Quality is a Mission: Production Scheduling and of course, their ability to From the very beginning, "GS" has always shown strictly stick to deliver schedule have endowed leveraging incessant thirst for product quality and customer

One just not restricted to the shop floor of the company but of our manufacturing facilities is located in major also through the supply change. industrial township of Ludhiana in North India, , spread over an area of more than 16 acres and other Following quality system requirements are taken care manufacturing facility is located at Jamshedpur in at "GS"for conformance to quality standards, on-time Jharkhand at Adityapur Industrial Area Development delivery, maintaining product quality and handling Authority (AIADA), for the manufacturing of spheroidal customer complaint. graphite cast iron (SGI) components, spreading over an 1. APQP(Advanced Product Quality Planning) area of three acres. Both our manufacturing facilities are 2. PPAP(Production Part Approval Process) ISO, QS and TS 16949 certified.

3. FMEA (Failure Mode Effect Analysis) The Company has in house Foundry Plant with more than 4. SPC (Statistical Process Control) tenthous and MT capacity furnace(s) melting 900kgs metal along with Automatic (DISA) & Arpamoulding lines, 5. MSA (Measurement System Analysis) Linear Moulding Machines & Mould Making Machines. As After having conferred ISO 9002 Certification in 1997 and a manufacturing Company, over the years we have QS 9000 Certification in 1999 (Re-certified in 2003) by multiplied capacities, built up technologies and invested in BVQI, UK. The quality movement in "GS"has achieved its equipments that place us in a unique league. At "GS", the next milestone-ISO/TS 16949 re-accreditations in 2016. focus is on achieving best possible quality through Further, GS has accredited with latest version of IATF stringent control on repeatability of manufacturing 16949: 2016 also. process. All manufacturing processes for processing of We are committed for sustain growth and satisfaction of Alloy Steel Components i.eannealing, bar drawing, hot customers through innovative business, technological, forging, cold forging, precision machining, heat treatment management practice and improving their effectiveness an induction hardening are available under one roof and continually. are made to perform to deliver finished goods of highest Philosophy: quality acceptable to valuable customers.

market. "GS" always strive to manage the resources using employees. successful implementation of 5S, 3M concepts within integrated total productive maintenance (TPM), total products. quality management (TQM) and Lean Manufacturing. • Delivering the best value to customers.

• Customer Support System: Human Resources:

reduce the lead time to have access to the latest

Export market: technology but also serve as a road map to the fast

–effect in building-up strong customer base. satisfaction. At "GS"each component passes Manufacturing Facility: through series of stringent tests of quality from design At stage to manufacturing. Conformance to quality is present the Company has two manufacturing facilities.

• Understanding and serving the needs of customers. Systemized Approach:
• Providing distinctively superior value to the global Towards Global Competitiveness:
• Creating conducive work environment for its globally tested concepts and techniques. After
• the organization, we are committed to work toward Serving the customers with technological advanced

Feedback in any business is the blue print of its Working at "GS"means, a part of leading team in the progress. Based on this knowledge, we have always Indian automotives suspension and fastening component stressed our nerves to keep our customer(s) highly industry. Sustained leadership can be maintained only by satisfied. Principal approach is cost effectiveness by highly motivated employees. "GS" management always reduced rejection rate and process control. gives its top priority to total job satisfaction and job • Access To Latest Technology: security. The strength of "GS" is its people and sound Engineering Skills crystallized over a period of more than Technology up-gradations and Know-how can only several decades. Our team of more than one seven unlock the fortunes. Smooth and uninterrupted hundred young dedicated technicians works in close co- information's flow and data acquisitions not only operation with each other to offer its customers unchallenged quality and total customer satisfaction.

• BVQI, U.K. 1938: Start of business activity
• 1985: Renamed as G.S Auto International Ltd. with by BVQI, U.K. the successful raising of Funds through Public Issue Exchange parts for earth moving equipment. Limited," "The Delhi Stock Exchange Presently listed on The Bombay Stock Exchange of Rs.64 Cr.,
• U.K unit at Jamshedpur in July, 2013

• 2016 : Recertified for IS/TS 16949 by BVQI 1999: QS 9000 Certification in December 1999, by

• Our Journey so far: 2005: ISO / TS 16949 Certification in April 2005 by

• 2005: ISO / TS 16949 2007: The Company entered 1973: Converted into Private Limited Company as th into trailer parts segments as well as also launched "Gurmukh Singh & Sons Pvt. Ltd." on 29 June, 1973 Commercial vehicle "Axle"Certification in April 2005
• 2010: The Company entered into manufacturing of and further got Listed in "The Bombay Stock
• Limited"," "The Ludhiana Stock Exchange Limited" 2011: lay down the foundation stone for the new and "The Ahmedabad Stock Exchange Limited". manufacturing unit at Jamshedpur with a total capex

• Limited other being closed. 2014: Successfully commenced the commercial • 1997: production of the first phase of new manufacturing ISO 9002 Certification in March 1997 by BVQI,

• BVQI, U.K 2021: Accredited to latest version of IATF 16949 : 2016 by BSI, UK.

the trusted brands in the automotive suspension industry supplying to almost all the major Original Equipment Industry Structure and Development:

The company manufactures heavy and light automotive 7% to the GDP. The Indian auto industry is recognized as products through their two manufacturing units situated at a 'sunrise industry'as it has emerged as one of the fastest Ludhiana and Jamshedpur respectively. Ludhiana growing sectors over last few years. Domestic Manufacturing unit produces three types of auto parts automobiles production increased at 2.36% CAGR which includes; machine components, forged between FY16-20 with 26.36 million vehicles being components and SGI casting components. The installed manufactured in the country in FY20. Overall, domestic capacity at Ludhiana units stands at 10,000 MTs per automobiles sales increased at 1.29% CAGR between annum for machine and forged categories and 4,500 MTs FY16-FY20 with 21.55 million vehicles being sold in per annum for casting components. Moreover, company's FY20. Two wheelers and passenger vehicles dominate second unit at Jamshedpur is established mainly due to the domestic Indian auto market. Passenger car sales are fulfill the immediate demand for TATA motors situated in dominated by small and mid-sized cars. Two wheelers nearby region. It is established mainly for the and passenger cars accounted for 80.8% and 12.9% manufacturing of casting items with 12,000 MT per annum market share, respectively, accounting for a combined capacity. sale of over 20.1 million vehicles in FY20.

Further, the company generates their revenue from three The total domestic sales of the passenger vehicles main broad categories, i.e. Original Equipment jumped 115.20 per cent to 2,90,939 units in March 2021 Manufacturer (OEM), Replacement Market and Exports. from 1,35,196 units in the year-ago month. There was an OEM constitutes 35%-37%, Replacement Market increase of 78.73 per cent in the total production of the constitutes highest proportion of company's sales, 62%- passenger vehicles to 3,44,349 units in March 2021 from 67%. Export sales constitute 2%-4% of the total sales of 1,92,661 units in the same month last year. Their total the company. After Sales Market & Export Market, which export climbed 17.14 per cent to 40,183 units in March helps us in capitalizing to our strength in all the three 2021 from 34,303 units in March 2020.Overall, segments and to respond to market fluctuation and automobile export reached 4.77 million vehicles in FY20,

The company is registered as Medium Manufacturing Unit Two wheelers made up 73.9% of the vehicles exported, vide registration No UDYAM-PB-12-0003474 dated followed by passenger vehicles at 14.2%, three wheelers 09.09.2020The Company has dealing with its valued at 10.5% and commercial vehicles at 1.3%. customers and providing quality products to earn their Government Initiatives: continued support. With the widely recognized brand "GS", superior quality, strong distribution network and a The Government of India's Automotive Mission Plan committed team of employees, the "GS" is well positioned (AMP) 2006–2016 has come a long way in ensuring to take the advantages of the opportunities and withstand growth for the sector. Indian Automobile industry is market challenges. expected to achieve a turnover of \$300 billion by the year

The company was doing well in their business prior to GST council to lower the GST rate on electric vehicles Covid-19 outbreak. Due to outbreak of pandemic, from 12 percent to 5 per cent. Also, to make electric Government of India has imposed Pan-India lockdown in vehicle affordable to consumers, our government will order to mitigate the associated risk. During the lockdown provide additional income tax deduction of Rs.1.5 lakh in the entire country and working capital cycle is affected (US\$ 2,115) on the interest paid on loans taken to badly and there is mismatch in cash flow due to liquidity purchase electric vehicles. In November 2020, the Union tightness on account of slow sales and slow realizations of Cabinet approved PLI scheme in automobile and auto receivables. The plant was also stopped many times due components with an approved financial outlay over a fiveto low level of demand as a result of lockdown and year period of Rs. 57,042 crores (US\$ 8.1 billion)

Management Discussion and Analysis: uncertainty across the nation. Further, auto component industry faced severe recession due to lower operating Overview: level of major OEMs. The company has low capacity G.S. utilization and lower sales in 2020-21 as first half year was Auto International Limited (GS) is a north India under stress due to Covid-19 and manufacturing facilities based auto component manufacturing company, primarily remained partially closed and raw material and labour for commercial vehicle industry, catering to all the three availability was also disrupted and in second half of the verticals of auto component industry in India .GS is one of year, there was slow recovery.

Manufacturers and one of the first auto component The Indian automobile sector is one of its principal manufactures, supplying to after sales market through its industrial catalysts, providing jobs to more than 35 million pan India network of Distributors/Dealers and retailers. people, directly or indirectly, and contributing more than

customer strategies. growing at a CAGR of 6.94% during FY16-FY20.

2026 and will grow at a rate of CAGR 15 per cent from its The superior quality of product of the Company gives a current revenue of \$74 billion. In March 2021, the competitive edge in the market place. The Company is government announced to offer fresh incentives to committed to sustain its domestic market share by companies making electric vehicles (EVs) as part of a offering wide range of products at competitive rates and broad auto sector scheme. The scheme is expected to offering new products with inhouse development. attract US\$ 14 billion of investment in the next five years.

About The Company: As per the Union Budget 2019-20, government moved

Government has come out with Automotive Mission Plan devotes a considerable part of its time and resource in (AMP) 2016-26 which will help the automotive industry to motivation, training & development of its employees in grow and will benefit various traits, a part from job related skills, over the years, Indian economy in the following

Contribution of auto industry in the country's GDP will rise workforce shortages, retaining and motivating talent has to over 12 per cent. Around 65 million incremental become a key challenge. However, attrition in "GS" has numbers of direct and indirect jobs will be created. End of been less as compared to the Industry average, which

be a great challenge due to rapid growth in the economy. India is emerging as global hub for auto component The Company has undertaken special HR initiatives with sourcing. Relative to competitors, India is geographically a view to develop strong and stable organization having closer to key automotive markets like the Middle East & intrinsic strength to meet the current business challenges. Europe. In December 2018 India pitched to boost its exports The Company organizes celebration of festivals at in auto components in the market of China. In September 2015, Automotive Mission Plan 2016-26was various locations. Employees'families participate in large unveiled which numbers and appreciate the opportunity provided by the targets a fourfold growth for the sector.100 per cent FDI allowed under automatic Company. In the year under review given the changes in route for auto component sector the external environment there was a significantly . In January 2019, the Government of different challenge on the human resource management India lowered the custom duty on import of parts and components of electric vehicles front. Using the dual responsibility mythology, scope of to 10- 15 per cent.

Industrial Relations: Any delay in the recovery of the world economy adversely af The total numbers of permanent employees on the roll of fects the commercial vehicle segment, as commercial the Company were 839 as on March 31, 2021 (previous vehicle segment is a face of revival in the economy. year 731). Your Company had maintained its excellent Further any increase in the prices of commodities, be it industrial relations records of not loosing even a single rise in the steel prices, rise in crude prices along with the day due to industrial action since its inception, which rise in the interest rate in the domestic market will cause to further shows the relation of the Company with its slow down in the Indian economy as well as in the World workmen. This facilitated the following: economy. Rise in the crude prices coupled with the rise in the interest cost ultimately will affect the demand of Leadership development programme planned for office commercial vehicles as financing will be not be easy for bearers at each and every level of the organization and for the purchase of new vehicles. Further, as the entire major Executive committee members. auto component manufacturer are now tapping the Employee Welfare: untapped after sale market, there will increase in the On April 1st , of every year, Annual day is being celebrated competition which will ultimately reduce the margin in the and all the employees and their family members are after sale market in the days to come. However, your attending the function. This is an occasion of family get Company is well positioned in the after sale market and together. Various cultural and religious activities were has a huge network of distributors and retailers along with conducted for employees and their family members. a reputed brand name "GS", which will counter any increase in the competition in the aftermarket sale Risk and Concerns: segment. The Company has developed built-in procedures and a

to the best advantage of all the stakeholders and to resources enable the Company to consistently meet improve the stakeholder value and ensure continuity of customer requirements and deliver exceptional business. The Company is committed to high standards of performance for growth. To strive for success and growth business conduct and the risk management with a view to in any organization, human resource will have to play a protect the Company's Assets, Achieve Sustainable key role in the overall development of the organization. business growth and ensuring compliance with applicable We feel that the organization will grow, only & only if, each legal and regulatory requirements. & every employee of the organization will grow with regards to their personal developments, as well as, at Company's Financial Performance and Operational organization level, along with the organization. The Performance: Company provides ample opportunity to employees to During the year under review, there is decline in the enhance their knowledge & skill, which will ultimately overall performance of the company in spite of better contribute to the growth of the organization. Your Company product mix and lower capacity utilization on account of considers its human resource as "the most valuable asset", recession in the Auto sector especially commercial is thus committed to the welfare of its employees and their families, and by recognizing this vehicle segment resulting in sluggish demand for

ways: your Company has benefited from a pool of committed and dedicated employees. In an environment of general life Policy will be implemented for old vehicles. reflects the loyalty of your Company's employees. Opportunities: Recruiting &retaining qualified skilled manpower poses to

existing Employees'roles is being widened. Threats:

Human Resource Development: practice to effectively mitigate the adverse effects of the risk involved in the business and has laid down Human resource is one of the key assets of any procedures for handling risks in carrying out the business organization. The Company believes that human

455.15 lakhs), the company has suffered a marginal loss During the year, your company has earned profit before before taxes of Rs. 375.84 lakhs as compared to the depreciation & amortization, Interest & taxes (PBDIT) of previous year's loss before taxes (PBT) Rs. 455.83 Lakhs (5.90% of Net Income) as compared to previous year's profit before depreciation & Key Financial Ratios: amortization, Interest & taxes (PBDIT) of Rs. 527.61

commercial vehicles and affecting the auto component Lakhs (6.29% of Net Income). After provision for manufacturing units. The revenue from operations has depreciation and amortization of Rs. 420.34 Lakhs decreased to Rs. 7726.87 lakhs,as compared to revenue (previous year of Rs. 419.95 Lakhs), Interest & financial from operations of Rs. 8391.57 lakhs of the previous year. expenses of Rs 429.33 lakhs (previous year of Rs.

Sr. No.	Key Financial Ratio	2020-21	2019-20	% change	Reasons for major change (i.e. 25% or more)
1	Debtors Turnover Ratio	4.37	4.05	7.94%	-
2	Inventory Turnover Ratio	2.67	3.40	-21.64%	-
3	Interest Coverage Ratio	1.06	1.16	-8.41%	-
4	Current Ratio	0.78	0.70	11.52%	-
5	Debt Equity Ratio	1.28	0.94	36.65%	Long term Loans increased during the year due to Covid-19
6	Operating Profit Margin	0.53%	0.59%	10.42%	-
7	Net Profit Margin	-4.90%	-3.16%	-55.18%	Profitability affected due to Covid-19 Impact
8	Return on Net Worth	-14%	-8.71%	-60.60%	Profitability affected due to Covid-19 Impact

necessary. Review mechanisms are in place to monitor & guarantee that those assumptions and expectations are improve the internal control systems. The internal audit accurate or will realize. Actual results could differ department draws up yearly plans keeping in view the substantially or materially from those expressed or complexities of the businesses. All areas are covered implied. The Company assumes no responsibility to periodically & report submitted to the departmental heads. publicly amend, modify or revise any forward looking Corrective actions, if any, are taken within an agreed time frame. The audit committee of the board periodically developments, information or events. Important reviews the report & recommendations and follows up developments that could affect your Company's with necessary actions. Statutory auditors also review the operations include a downtrend in the Automobile adequacy of internal audit system and suggest

including commodity prices. Certain Statements in this Management Discussion and Analysis describing yours Company's objectives,

Internal Control System: projections, estimates, expectations or predictions may be 'forward looking statements' within the meaning of The Company's internal audit department is regularly applicable securities laws and regulations. Forward reviewing the adequacy of the internal control systems looking statements are based on certain assumptions and and suggests corrective measure, wherever found expectation of future events. The Company cannot statements, on the basis of any subsequent Industry- global or domestic or both, significant changes improvements wherever feel necessary, at regular in political and economic environment in India or key intervals. markets abroad, tax laws, litigation, labour relations, Cautionary Statement: exchange rate fluctuations, interest rate and other costs

Directors'Report for the Year Ended March 31, 2021: amortization, Interest & taxes (PBDIT) of Rs. 527.61

Your Directors have immense pleasure in presenting the Rs. 419.95), Interest & financial expenses of Rs 47th Annual Report on 429.33 lakhs(previous year of Rs. 455.16 lakhs), the the business and operations of the Company company has suffered a marginal loss before taxes of and the accounts for the Financial Year ended

1. Financial Results :The Summary of financial results After provision for taxation & deferred tax of Rs. 2.66 is given below:- lakhs (previous year Rs. 82.78 lakhs) there was a

	March 31, 2021	Year ended March 31, 2020		to be in the line with industry trend and looking into the slowdown in the economy within the country as well
Revenue from Operations	7726.87	8391.57		as international level.
Profit before Depreciation, Interest & Tax (PBDIT) & before exceptional items	455.82	527.61		The company was doing well in their business prior to Covid-19 outbreak. Due to outbreak of pandemic, Government of India has imposed Pan-India lockdown in order to mitigate the associated risk.
Less: Depreciation & Amortization	402.34	419.95		During the lockdown in the entire country and working capital cycle is affected badly and there is mismatch
Profit/(Loss) before Interest and Taxes (PBIT)	53.48	107.66		in cash flow due to liquidity tightness on account of slow sales and slow realizations of receivables. The plant was also stopped many times due to low level of
Interest & Financial expenses	429.33	455.15		demand as a result of lockdown and uncertainty across the nation. Further, auto component industry
Profit/(Loss) before Tax (PBT)	(375.85)	(347.50)		faced severe recession due to lower operating level of major OEMs. The company has low capacity utilization and lower sales in 2020-21 as first half year
Less: - Provision for Tax				was under stress due to Covid-19 and manufacturing
- Current	0.00	0.00		facilities remained partially closed and raw material and labour availability was also disrupted and in
- Deferred Tax	(2.66)	(82.78)		second half of the year, there was slow recovery.
Profit/(Loss) after Tax (PAT) for the year	(378.51)	(264.72)	3.	Foreign Exchange Earnings: During the year, your company has not paid net
Add/ Less: Other comprehensive income	45.23	40.08	4.	foreign exchange. (Last Year payment- NIL) Quality:
Total Comprehensive Income for the year	(333.28)	(224.64)		The Company has retained its ISO/TS 16949 certifications for its Quality Management System.
Earnings per Share (Rs.)			5.	Dividend:
- Basic & Diluted	(2.61)	(1.82)		During the period under review and in view of the loss
Dividend per Share (Rs.)		-		during the year, the Board has decided not to recommend any dividend for the financial year 2020-

2. Financial Performance of the Company: 2021.

During the year under review, there is decline in the 6. Reserves: overall performance of the company inspite of better During the period under review, no amount was product mix and lower capacity utilization on account transferred to reserves. of recession in the Auto sector especially commercial vehicle segment resulting in sluggish demand for 7. Management Discussion and Analysis Report: commercial vehicles and affecting the auto In terms of the provisions of Regulation 34 of SEBI component manufacturing units. The revenue from (Listing Obligations and Disclosure Requirements) operations has decreased to Rs. 7726.87 lakhs, as Regulations, 2015, the Management Discussion and compared to revenue from operations of Rs.8391.56 Analysis Report is presented in a separate section lakhs of the previous year. During the year, your forming part of the Annual Report. company has earned profit before depreciation & amortization, Interest & taxes (PBDIT) of Rs. 455.82 8. Adequacy of Internal Control: Lakhs (5.90% of Net Income) as compared to The Company has a proper and adequate system of previous year's profit before depreciation &

Lakhs. After provision for depreciation and Dear Members, amortization of Rs. 402.34 lakhs (previous year of March Rs. 375.84 lakhsas compared to the previous year's 31, 2021:- loss before taxes (PBT) of Rs. 347.50 lakhs.

(Rs Lakhs) loss of Rs. 378.51 lakhs as compared to previous year's loss after tax of Rs. 264.72 lakhs. The overall Year ended performance of the company has declined but seems March 31, March 31, to be in the line with industry trend and looking into the 2021 2020 slowdown in the economy within the country as well

recommend any dividend for the financial year 2020-

internal control, to ensure that all assets are 15. Research And Development:

The Company has also in place adequate internal Centre. financial controls with reference to financial 16. Human Resource Development: statements. Such controls are tested from time to The Company has a team of able and experienced time and no reportable material weakness in the professionals and is always following the policy of design or operation has been observed so far.

In conformity with the provisions of Regulation 34 of 17. Risk Management: the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Cash Flow The Risk Management Policy required to be Statement st formulated under the SEBI (Listing Obligations and for the year ended 31 March, 2021, is

The paid-up share capital of the Company as at Management Policy is to maximize opportunities in all March 31, 2021 is Rs. 7.25 Crores. The Company activities and minimize adversity. The policy includes currently has no outstanding shares issued with identifying types of risks, risk handling, monitoring

threaten the existence of the Company. 11. Subsidiary, Joint Venture and Associate

provisions of Section 152 of the Companies Act, 2013 12. Names of the Companies which have become and Articles of association of the Company, Mr. Subsidiary, Joint Ventures or Associate

No Companies have become Subsidiary, Joint rotation at the at the ensuing Annual General Meeting

13. Obligation of Company under the Sexual

In terms of provisions of the Sexual Harassment of recommendation of the Nomination and Women at Workplace (Prevention, Prohibition and Remuneration Committee has appointed Dr. Sehijpal Redressal) Act, 2013, the Company has formulated a Singh Khangura as an Additional Director in the Policy to prevent Sexual Harassment of Women at capacity of Independent Director. Dr. Sehijpal Singh Workplace. During the year under review, there were Khangura is having vast experience in teaching and no cases filed pursuant to the (Sexual Harassment of research in the field of Mechanical Engineering and is Women at Workplace Prevention, Prohibition and currently holding position of the Principal at Guru

The Company has established a Vigil Mechanism subject to the approval of shareholders. and a Whistle Blower Policy in accordance with the Declaration by Independent Directors:The provisions of the Act and Listing Regulations. Company has received declarations from all the Disclosures can be made by a whistle- blower Independent Directors of the Company that each of through an email or a letter to the Chairman of the them meets the criteria of independence as provided Audit Committee for employees and directors of the in Section 149(6) of the Companies Act, 2013 and Company, for expressing the genuine concerns of SEBI (Listing Obligations and Disclosure unethical behavior, actual or suspected fraud or Requirements) Regulations, 2015 and there has violation of the codes of conduct. It is affirmed that no been no change in the circumstances which may personnel has been denied access to the Audit affect their status as independent director during the Committee.The Vigil Mechanism Policy can be year.In the opinion of the Board, the independent ac ces sed at the C o m pany ' s w ebs ite www.gsgroupindia.com. experience and knowledge, as required.

safeguarded, properly utilized and protected against The Company is developing certain machineries loss from un-authorized use or disposition and those (Special purpose Machines), as per its various in- transactions are authorized and recorded by the house production process requirements, along with concerned departments properly and reported to the for the requirements of its group Companies, as & Audit Committee/ Board effectively. when required, under its Research & Development

Creating a healthy environment and work culture 9. Cash Flow Statement: resulting into harmonious inter-personal relations.

Disclosure Requirements) Regulations, 2015 has annexed hereto. been duly formulated and approved by the Board of 10. Share Capital: Directors of the Company. The aim of Risk differential rights, sweat equity or ESOS. and reporting, which in the opinion of the Board may

Companies: 18. Directors and Key Managerial Personnel (KMPs):

The company does not have any subsidiary. Liable to retire by Rotation: In accordance with the Companies Surinder Singh Ryait, Managing Director and Mr. during the year: Harkirat Singh Ryait, Executive Director, retires by Venture or Associate Company during the year. andbeingeligible,offerthemselves forre-appointment.

Independent Directors: Mr. Upkar Singh Ahuja, Harassment of Women at Workplace (Prevention, Independent Director, stepped down from the Board Prohibition And Redressal) Act, 2013: due to pre occupation. The Board of Directors on the Redressal) Act, 2013. Nanak Dev Engineering College, Ludhiana. He will hold office up to the ensuing Annual General Meeting. 14. Vigil Mechanism: His appointment as an Independent Director will be

directors possess appropriate balance of skills,

Company's Policy relating to Directors' 4. Non-independent Separate meeting of Remuneration Committee of Chairman directors. the Company has formulated a 'Nomination & Remuneration Policy' 5. Board, its Committees At the board meeting held which includes the criteria for determining and individual after the meeting of the 178(3) of the Companies Act, 2013. The Nomination above.

Members:Your Company has formulated 31st March, 2021: Familiarization Program for all the Board Members in Sr. No. Name Designation accordance with Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirement) 1 Jasbir Singh Ryait Chairman and Regulations, 2015 and Schedule IV of the Managing Director Companies Act, 2013 which provides that the 2 Surinder Singh Ryait Managing Director Company shall familiarize the Independent Directors in the Company, nature of industry in which the 4 Amninder Kaur Company Secretary Company operates, business model of the Company, etc. 19. Number of Meetings of the Board: through various programs. The Familiarization Program for Board Members may be accessed on the The Board met six times during the financial year, the

Annual Evaluation of the Board Performance:The Governance Report that forms part of this Annual meeting of the Independent Directors of the Report. The intervening gap between any two Company for the financial year 2020-21 was held on meetings was within the period prescribed by the 31st March, 2021, to evaluate the performance of Non- Companies Act, 2013. Independent Directors, Chairperson the Company 20. Committees of the Board: and the Board as a whole. The evaluation of all the directors and the Board as a whole was conducted Currently, the Board has three committees: the Audit based on the criteria and framework adopted by the Committee, Nomination and Remuneration

Sr.	Performance No. evaluation of	Performance evaluation performed by	All committees consist of a combination of Independent as well as Non independent directors as stipulated under the provisions of the Companies Act,
1.	Board and individual directors	Board after seeking inputs from all directors	2013.
2.	Board Committees	Board seeking inputs from all committee members	A detailed note on the Board and its Committees is provided under the Corporate Governance Report section in this Annual Report. The composition of the
3.	Individual Directors	Nomination and Remuneration committee	committees and compliances, as per the applicable provisions of the Act and Rules, are as follows:

	ANNUAL REPORT 2020-21
--	-----------------------	--

Company's Policy relating to Directors' appointment, payment of remuneration and discharge of their duties: The Nomination and Remuneration Committee of the Company has	4.	Non-independent directors, Board as a whole and the Chairman	Separate meeting of independent directors after taking views from executive directors.
formulated a 'Nomination & Remuneration Policy' which includes the criteria for determining qualifications, positive attributes, independence of a director and other matters as provided under Section 178(3) of the Companies Act, 2013. The Nomination	5.	Board, its Committees and individual Directors	At the board meeting held after the meeting of the independent directors based on evaluation carried out as above.

and Remuneration Policy is annexed hereto and Key Managerial Personnel:In compliance with the forms part of this report as Annexure II. provisions of Section 203 of the Companies Act, F a m iliari zati o n Pr o g ra m s f o r B o ar d 2013, following are the KMPs of the Company as on

Familiarization Program for all the Board Members in accordance with Regulation 25 of the SEBI (Listing	Sr. No. Name		Designation
Obligations and Disclosure Requirement) Regulations, 2015 and Schedule IV of the	1	Jasbir Singh Ryait	Chairman and Managing Director
Companies Act, 2013 which provides that the Company shall familiarize the Independent Directors	2	Surinder Singh Ryait	Managing Director
with the Company, their roles, rights, responsibilities	3	Deepak Chopra	Chief Financial Officer

Company's website www.gsgroupindia.com. details of which are given in the Corporate

Board in the following manner: Committee, Stakeholders' Relationship Committee. stipulated under the provisions of the Companies Act,

		Name of the Committee Composition of the Committee Highlights of Duties, responsibilities and activities.
Audit Committee	Mr. Sharwan Sehgal Chairman Mr. Avinash Sharma Mr. Jasbir Singh Ryait	The Company has adopted the Vigil Mechanism for directors and employees to report concerns about unethical behavior, actual or suspected fraud, or violation of the Company's Code of Conduct and Ethics.
		In accordance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated policies on related party transactions and material subsidiaries. The policies are available on the website www.gsgroupindia.com.
Nomination and Remuneration Committee	Mr. Pardeep Sehgal Chairman Mr. Sharwan Sehgal	The committee overseas and administers executive compensation, reviews the compensation program to align both short term and long term compensation with business

	*Mr. Upkar Singh Ahuja Mr. Avinash Sharma	objectives and to link compensation with the achievement of measurable performance goals.
		The Nomination and Remuneration Committee has framed the Nomination and Remuneration Policy. A copy of the policy is appended as Annexure II
Stakeholders Relationship Committee	Mr. Pardeep Sehgal Chairman Mr. Sharwan Sehgal Mr. Avinash Sharma *Mr. Upkar Singh Ahuja	The committee reviews and ensures redressal of investor grievances. The committee noted that all the grievances of the investors have been resolved during the year.

th *Resigned w.e.f. 28 December, 2020.

21. Auditors, Audit Report and Audited Accounts: for the financial year 2021-22 is placed for

Secretarial Auditors: The firstterm of the Statutory Auditors is expiring on th the conclusion of 47 Annual General Meeting Pursuant to the provisions of Section 204 and other (AGM). The Board on the recommendation of the applicable provisions, if any, of the Companies Act, Audit Committee recommends the re-appointment 2013, M/s. P.S. Dua & Associates, Practising of M/s Sukhminder Singh & Co. (ICAI Firm Company Secretaries were appointed as the Registration No. 016737N), Chartered Accountants, Secretarial Auditor for auditing the secretarial Ludhiana as Statutory Auditors for the second term records of the Company for the financial year 2020 of five consecutive financial years till the conclusion 21. nd of 52 Annual General Meeting (AGM) by the The Secretarial Auditors of the Company have members at the ensuing AGM. Members are submitted their Report in Form No. MR-3 as required requested to consider their re-appointment and under Section 204 of the Companies Act, 2013 for authorize the Board of Directors to fix their the financial year ended March 31, 2021. The

The Auditor has furnished a certificate to the effect Secretarial Auditor are in the observations section of that their re-appointment, if made, at the ensuing the report. The Report forms part of this report as AGM, will be within the limits prescribed under Annexure III. Section 141 of the Companies Act, 2013 and that 22. Corporate Governance: they are not beneficially holding any security or The Company has in place a system of Corporate interest in the Company as defined under the Companies Act, Governance. Corporate Governance is about 2013.

The Auditors' Report read with the notes to the sustainably. accounts referred to therein are self-explanatory Areport on Corporate Governance(Annexure- I) as and, therefore, do not call for any further comments. stipulated under the Listing Regulations forms an There are no qualifications, reservations or adverse

The Company is maintaining the Cost Records, as Governance is attached to the report on Corporate specified by the Central Government under Section Governance. 148 of the Companies Act, 2013. The Board of 23. Particulars of Loans, Guarantees and Directors had appointed M/s. Pawan Verma & Co., Investments: Cost Accountants, Mohali, as the Cost Auditors of the Company to conduct Cost Audit of the Accounts guarantees or made investments in contravention of for the financial year ended March 31, 2022. However the provisions of the Section 186 of the Companies , as per the provisions of Section 148 of the Companies Act, Act, 2013. The details of the loans and guarantees 2013 read with Companies (Cost Audit given and investments made by the Company are and Records) Rules, 2014, the remuneration provided in the notes to the financial statements. to be paid to the Cost Auditors is subject to ratification by the members at the Annual General 24. Related Party Transactions: Meeting. Accordingly, the remuneration to be paid to All related party transactions that were entered into M/s Pawan Verma & Co., Cost Accountants, Mohali,

ratification by the members. Statutory Auditors:

remuneration. Board's remarks on the observations of the

maximizing shareholder value legally, ethically and

integral part of this Report. The requisite certificate remarks made by the Auditors. from the Auditors of the Company confirming Cost Auditors: compliance with the conditions of Corporate

The Company has not given any loans or

during the financial year, if any, were on arm's length the going concern status of the Company and its basis and were in the ordinary course of Company's future operations. business. The Company has not entered into any 28. Conservation of Energy, Technology contract, arrangement or transaction with any Absorption and Foreign Exchange Earnings and related party which could be considered as material Outgo: within the meaning of Regulation 23 of SEBI (Listing Ob In accordance with the requirements of Section 134 ligations and Disclosure Requirements) Regulations, 2015. Accordingly of the Companies Act, 2013, statement showing , the disclosure of Related Party T particulars with respect to conservation of energy, ransactions as required under Section 134 of the Companies Act, 2013 in Form technology absorption and foreign exchange AOC-2 earnings and outgo is furnished as Annexure V to is not applicable.

this report. All the related party transactions are placed before 29. Extract of Annual Return: the Audit Committee for approval on a quarterly basis. Members may refer to Note44 to the In accordance with the requirements of Section 92 Financial Statements which sets out related party (3) of the Companies Act, 2013 and rule 12 (1) of the

and MGT-7 will be available on the website of the the Policy for determining material subsidiaries as approved by Company . the Board of Directors may be accessed on the Company's website at 30. General: www.gsgroupindia.com

25. Remuneration of Directors/ Employees and required in respect of the following items as there

During period under review:- the period under review, no employee of the Company received salary in excess of the limits as a) There were no material changes and prescribed under the Act. Accordingly, no particulars commitments, affecting the financial position of of employees are being given pursuant to Section the Company that has occurred between the 134 of the Companies Act, 2013 read with Rule 5(2) end of the financial year of the Company and of the Companies (Appointment and Remuneration the date of signing of this report.

Other information required pursuant to Section 197 Chapter V of the Act. read with Rule 5 of The Companies (Appointment c) Any fraud reported by the Auditors of the and Remuneration of Managerial Personnel) Company under Section 143(12) read with rule Rules, 2014 in respect of employees of the 13 of Companies (Audit and Auditors) Rules, company, forms part of this report as per Annexure 2014. IV will be provided upon request.

The Board has laid down a code of conduct for the going concern status and the Company's board members and senior management personnel Operations in future. of the Company. The code incorporates the duties of e) Change in the nature of business of the independent directors as laid down in the Company. Companies Act, 2013. The said code of conduct is p o s t e d o n C o m p a n y ' s w e b s i t e f) There is no Corporate Insolvency Resolution senior management personnel have affirmed Bankruptcy Code, 2016. compliance with the said code of conduct. A 31. Directors'Responsibility Statement declaration signed by the Chairman and Jt. Managing Director Your Directors confirm: is given at the end of the Corporate Governance Report. i. that in the preparation of the annual accounts, www.gsgroupindia.com

27. Significant and Material orders passed By the applicable accounting standards have the

relating to material departures; There are no significant or material orders passed by any regulator, tribunal or court that would impact ii. that your Directors have selected such

disclosures pursuant to Ind AS. Companies (Management and Administration) The Policy on dealing with Rules, 2014, a copy of the Annual Return in Form related party transactions www.gsgroupindia.com

Your Directors state that no disclosure or reporting is related analysis: were no transactions on these items during the

• of Managerial Personnel) Rules, 2014. b) Details relating to deposits covered under

• d) Significant material orders passed by 26. Code of Conduct: Regulators or Courts or Tribunals which impact

• . The Board members and Process initiated under the Insolvency and

• Regulators or Courts: been followed along with proper explanation

accounting policies and applied them 32. Acknowledgements: consistently and made judgments and Your Directors place on record their sincere estimates that are reasonable and prudent so appreciation gratitude to the continuing patronage

• iii. that your Directors have taken proper and Company. Your Directors wish to convey their deep assets of the Company and for preventing and business associates for their valuable support.
• Company and that such internal financial controls are adequate and were operating Place: Ludhiana effectively; and Date: 14.08.2021 Board of Directors
• vi. that your Directors have devised proper sd/- sd/- systems to ensure compliance with the Jasbir Singh Ryait Harkirat Singh Ryait provisions of all applicable laws and that such Chairman & Executive Director systems were adequate and operating Managing Director DIN:07275740 effectively. DIN:00104979

as to give a true and fair view of the state of and trust of our valued customers, bankers, financial affairs of the Company at the end of the institutions, business associates, shareholders and financial year March 31, 2021 and of the loss of other statutory authorities who have extended their the Company for the financial year; continued support and encouragement to your sufficient care for the maintenance of adequate appreciation to the dealers, distributors of the accounting records in accordance with the Company for their achievements in the field of sales provisions of the Act for safeguarding the and service and to suppliers and vendors and other

detecting fraud and other irregularities; Your directors also place on record their sincere iv. that your Directors have prepared the annual appreciation for the enthusiasm and commitment of accounts on a going concern basis; all its employees for the growth of the Company and look forward to their continued involvement and v. that your Directors have laid down internal support. financial controls to be followed by the

For and on behalf of the

Annexure I

Company; Corporate governance refers to the set of systems, principles and processes by which a company is 3. Conforming to prevalent guidelines on Corporate governed to ensure the company is managed to suit the Governance; regularly reviewing the processes of best interest of all the stakeholders. The Corporate Board and Management systems directed towards Governance structure specifies distribution of rights and continuous improvement. responsibilities among different participants in the 4. Legal and Statutory Compliances in letter and spirit. corporation, such as, the board, managers, shareholders and other stake holders, and spells out BOARD OF DIRECTORS: the rules and procedures for making decisions on corporate affairs. Composition as on March 31, 2021: Corporate governance provide the guidelines as to how The current policy is to have an appropriate mix of the company can be directed or controlled such that it can executive and independent directors to maintain the fulfill all its goals and objectives in a manner that adds to independence of the Board. As on March 31, 2021, the the value of the company and is also beneficial for all the Board comprised of ten directors, out of which 50% are stakeholders in the long term. Stakeholders include eve Executive and 50% are Non- Executive Directors. The ryone ranging from the board of directors, management, shareholders Company has an Executive Chairperson. Out of total to customers, employees and society. The management of the company hence strength of ten directors, five i.e. 50% are independent,

• business decisions, prudent financial management management.

Corporate Governance Report: and high standard of ethics throughout your

assumes the role of a trustee for all the others. thus it meets the stipulated requirement. None of the directors on the Board is a member of more than ten COMPANY'S PHILOSOPHY ON CORPORATE Board level Committees or acts as Chairman of more than GOVERNANCE: five Board level committees. Further, none of the The Board of Directors and the Management of your Independent Directors act as Independent Director in Company commit themselves to achieve excellence in more than seven listed companies. The Managing Corporate Governance by: Director does not serve as Independent Director in any 1. Ensure transparency and professionalism in the all other listed company. In the opinion of the Board, the decisions and transactions of your Company; Independent Directors fulfill the conditions specified in 2. S SEBI (Listing Obligations and Disclosure Requirements) trive towards the medium and long term enhancement of shareholder value through sound regulations, 2015 and are independent of the

Name of Director	Designation	Category	Share holding in Company (No. of shares)	Total No. of Directorships in other Public Limited Companies	Total No. of Committee Memberships in other Public Limited Companies	Total No. of Board Chairmanship in other Public Limited Companies	Total No. of Committee Chairmanship in other Public Limited Companies
Mr. Jasbir Singh Ryait	Chairman & Managing Director	Executive, Non- Independent	580550	-	-	-	-
Mr. Surinder Singh Ryait	Managing Director	Executive, Non Independent	654430	-	-	-	-
Ms. Dalvinder Kaur Ryait	Executive Director	Executive, Non Independent	144860	-	-	-	-
Ms. Amarjit Kaur Ryait	Executive Director	Executive, Non Independent	123820	-	-	-	-
Mr. Harkirat Singh Ryait	Executive Director	Executive, Non Independent	56458	-	-	-	-
Mr. Sharwan Sehgal	Independent Director	Non-Executive, Independent	-	-	-	-	-
*Mr. Upkar Singh Ahuja	Independent Director	Non-Executive, Independent	-	4	-	-	-

Other details relating to the Board are as follows:

Mr. Mohit Bansal	Independent Director	Non-Executive, Independent	-	-	-	-	-
Mr. Pardeep Sehgal	Independent Director	Non-Executive, Independent	-	-	-	-	-
Mr. Avinash Sharma	Independent Director	Non-Executive, Independent	-	-	-	-	-
***Dr. Sehijpal Singh Khangura	Additional Independent Director	Non, Executive, Independent	-	-	-	-	-

th *Resigned w.e.f28 December, 2020.

th ***Appointedw.e.f. 13 February, 2021

Note :

• 1. Mr . Jasbir Singh Ryait, Chairman and Managing D D i i r r e e c c t t o o r r , , M M r r . s. Su D ri a n l d v e in r de S r i K ng a h urR R y y a a it it , , E M x a e n c a u g ti in v g related and Director Mr. , Harkirat to Mrs. each AmarjeetKaurRyait, SinghRyait, other as per Executive Executive Section Director 2(77) Director are of Companies Companies (Specification Act, 2013 read of definition with Rule details) 4 of Rules, the Mr 2014.
• 1. For the purpose of SEBI (LODR) Regulations, 2015, C the om Committees mittee and considered the Share are holde only rs/ I the nves Audit tors Grievance Committee of Public Limited Companies.
• 1. Directorships of only public limited companies have

The Board of G.S. Auto International Limited comprises of qualified members who bring in required skills, expertise and competence so that the contribution made by the Board and its Committees achieves highest standards of Declaration by Independent Directors:

Skill Area	Description				independent of the Company's management. Further, the
Financial Performance	financial	viability	Qualifications and experience in accounting and/or finance and the ability to assess and	performance,	Independent Directors have affirmed their registration on the Independent Directors database as notified by the Ministry of Corporate Affairs.
	contribution to financial planning and efficient use of resources.				Further, Mr. Upkar Singh Ahuja, Independent Director resigned from the Board with effect from December 28 ,
Product Skills	Knowledge and experience in Auto Industry.				2020 due to pre-occupation and the Company has
Commercial Experience	A		broad range of commercial and business experience including marketing systems.		appointed Dr. Sehijpal Singh Khangura as an Additional Independent Director w.e.f. February 13 , 2021. th
Strategy and Ability to think strategically and identify					MEETINGS:
Planning			strategic opportunities and threats.		Meeting details- Board and Committees:
					At least four Board Meetings are held in a year, one in
Directors		Attributes			each quarter to review the financial results and other
	Financial Product Commercial Performance Skills Experience		Strategy and Planning	items on the agenda. The maximum gap between any two consecutive meetings does not exceed 120 days. Every Director on the Board/ Committee is free to suggest any
Mr. Jasbir Singh Ryait	ü		üüü		item for inclusion in the agenda for the consideration of Board/ Committee.

:	Mr . Surinder Singh Ryait			üüüü
. Jasbir Singh Ryait, Chairman and Managing D i r e c t o r , M r s. D a l v in de r K a urR y a it , E x e c u ti v e D i r e c t o r , M r Su ri n d e r S i ng h R y a it , M a n a g in g	Ms. Dalvinder Kaur Ryait			üüüü
Director , Mrs. AmarjeetKaurRyait, Executive Director and Mr. Harkirat SinghRyait, Executive Director are	Ms. Amarjeet Kaur Ryait			üüüü
related to each other as per Section 2(77) of Companies Act, 2013 read with Rule 4 of the	Mr . Harkirat Singh Ryait			üüüü
Companies (Specification of definition details) Rules, 2014.	Mr . Sharwan Sehgal			üüüü
For the purpose of SEBI (LODR) Regulations, 2015, the Committees considered are only the Audit C om mittee and the Share holde rs/ I nves tors	Mr . Pardeep Sehgal			üüüü
Grievance Committee of Public Limited Companies.	Mr . Avinash Sharma			üüüü
Directorships of only public limited companies have been considered.	Mr. Mohit Bansal	ü-		ü-
The Board of G.S. Auto International Limited comprises of qualified members who bring in required skills, expertise	Dr . Sehijpal Singh Khangura	-	ü-	ü

corporate governance. Further, based on the declarations received, in the opinion List of core-skills/ expertise/ competence identified of the Board, the independent directors fulfill the by the Board of Directors as required in the context of conditions specified in SEBI (Listing Obligations and its business(es): Disclosure Requirements), Regulations, 2015 and are Skill Area Description independent of the Company's management. Further, the Independent Directors have affirmed their registration on Financial Qualifications and experience in accounting the Independent Directors database as notified by the Performance and/or finance and the ability to assess Ministry of Corporate Affairs. financial viability and performance,

contribution to financial planning and Further, Mr. Upkar Singh Ahuja, Independent Director efficient use of resources. th resigned from the Board with effect from December 28 , Product Skills Knowledge and experience in Auto Industry. 2020 due to pre-occupation and the Company has Commercial A appointed Dr. Sehijpal Singh Khangura as an Additional broad range of commercial and business

At least four Board Meetings are held in a year, one in Directors Attributes each quarter to review the financial results and other Financial items on the agenda. The maximum gap between any two Performance Skills Experience and consecutive meetings does not exceed 120 days. Every Planning Director on the Board/ Committee is free to suggest any Mr. Jasbir Singh ü item for inclusion in the agenda for the consideration of Pursuant to Schedule IV of the Companies Act, 2013 and Ms. Dalvinder 6 - - - Yes Kaur Ryait the rules made there under, the independent directors of the Company hold at least one meeting in a year without Ms. Amarjit 5 - - - Yes Kaur Ryait the attendance of non-independent directors and members of the Management. All the independent Mr. Harkirat ⁶ - - - Yes directors of the Company strive to be present at such Singh Ryait meetings. The meeting is intended to review the Mr. Sharwan ^{6 5 3 3} Yes performance of non-independent directors and the Board Sehgal as a whole, to review the performance of the Chairman of the Board, take into account the views of the executive Singh Ahuja directors and non-executive directors; assess the quality, quantity and Mr. Avinash 3 4 2 3 - timeliness of flow of information between the Management Sharma and the board that is necessary for it to effectively and reasonable perform its duties. Mr. Pardeep 5 - 2 3 -

Sehgal The Company also holds Audit Committee Meetings, Mr. Mohit 5 - - - - inter-alia, to review financial results. Meetings of other Bansal ** Committees of the Board are held whenever matters falling under their terms of reference need discussion and **Dr. Sehijpal 1 - - - decision. Singh Khangura

• Not a member of the Committee Following are the details of meetings of Board of th * Resigned w.e.f. 28 December, 2020. Directors, Committees st thereof held between April 1 , 2020 th ** Appointed w.e.f13 February, 2021 and March 31st , 2021:

	Sr. Meetings No. of			Board Procedure:
No.		meetings held during the year	Date of meetings	Adetailed folder of agenda & notes thereon is sent to each Director in advance of Board and committee meeting. All material information is incorporated in the agenda for facilitating meaningful and purposeful discussion at the
1	Board of Directors	6	th st 27 April, 2020, 31 July, 2020 th th 26 Aug., 2020, 15 Sept., th 2020, 12 Nov., 2020 and th 13 February, 2021.	meeting. In special and exceptional circumstances, additional or supplementary item(s) on the agenda are permitted with the permission of Chairman of the meeting. To enable the Board to discharge their duties effectively, the Managing Director apprises the Board regarding
2	Audit Committee	5	th st 27 April, 2020, 31 July, 2020, th th 15 September, 2020, 12 No v emb e r, 2 0 2 0 a n d th 13 February, 2021.	overall performance of the Company at every meeting. The Board reviews strategy and business plans, annual operating and capital expenditure budgets, investment
3	Nomination & Remuneration Committee Meeting	3	th 27 April, 2020, st 31 July, 2020 and th 13 February, 2021	and exposure limits, compliance reports of all laws applicable to the Company. The board also reviews major legal issues, significant labor problems and their proposed solutions, minutes of the Committees of the board, significant transactions and arrangement entered
4	Stakeholders' Relationship Committee	3	th 15 September, 2020, th 12 November, 2020 and 13th February, 2021.	into by the company, adoption of financial results, transactions pertaining to purchase or disposal of properties, major accounting provisions and information on recruitment of officers just below the Board level

Company non-payment of dividend, delay in share transfer etc. in the Board and Committee Meetings held during the financial year 2020-21 are given below: Board Level Committees:

Name of the Director	Board	Audit	Meeting Committee Remuneration Committee	Nomination & Stakeholders' Relationship Committee	Annual General Meeting	The Board has constituted various Committees for smooth and efficient operation of the activities and is responsible for constituting, assigning, co-opting and
Mr. Jasbir Singh Ryait	6	5	-	-	Yes	fixing the terms of reference for the committees in line with the laws of land. The Chairman, quorum and the terms of
Mr . Surinder Singh Ryait	5	-	-	-	Yes	reference of each committee have been approved by the Board.

*Mr. Upkar	2	-	2	2	-

Board Procedure:

th th ¹⁵ September, 2020, 12 The Board reviews strategy and business plans, annual No ^v emb ^e r, ^{2 0 2 0 a n d} th operating and capital expenditure budgets, investment ¹³ February, 2021. and exposure limits, compliance reports of all laws th 3 Nomination & 3 27 April, 2020, applicable to the Company. The board also reviews major st Remuneration 31 July, 2020 and legal issues, significant labor problems and their th Committee 13 February, 2021 proposed solutions, minutes of the Committees of the Meeting board, significant transactions and arrangement entered th 4 Stakeholders' 3 15 into by the company, adoption of financial results, September, 2020, th Relationship 12 transactions pertaining to purchase or disposal of November, 2020 Committee and 13th properties, major accounting provisions and information February, 2021. on recruitment of officers just below the Board level including the appointment or removal of Chief Executive Attendance of each Director at the Meetings of the Officer and Chief Financial Officer. Board also take note Company on non-compliance of any regulatory, statutory nature or The details of attendance of each Director of listing requirements and shareholders service such as the

Audit	Mr . SharwanSehgal, Independent Director	auditor's report thereon.
Committee	(Chairman of Committee) Mr. Jasbir Singh Ryait, Non-Independent Director	6. Approval or any subsequent modification of transactions of the Company with related parties.
	Mr. Avinash Sharma, Independent Director	7. Evaluation of internal financial controls and risk
Nomination & Remuneration Committee	Mr. PardeepSehgal (Chairman of Committee)	management systems.
	Mr. SharwanSehgal, Independent Director *Mr. Upkar Singh Ahuja, Independent Director Mr . Avinash Sharma, Independent Director	8. Monitoring the end use of funds raised through public offers and related matters.
Stakeholders' Relationship Committee	Mr. PardeepSehgal, Independent Director (Chairman of Committee) *Mr. Upkar Singh Ahuja,	All the Members of Audit Committee are financially literate and have accounting knowledge to interpret and understand the financial statements. Mr. Sharwan Sehgal

The Audit Committee meetings are held at the Registered Mrs. AmninderKaur, Company Secretary and Compliance Office of the Company and Statutory Auditor, Company Officer is the Secretary of all Board Committees Secretary and Head of Accounts Department are constituted under the Companies Act, 2013 and the SEBI permanent invitees to the meetings. (Listing Obligations and Disclosure Requirements) Regulations, 2015. Stakeholder's Relationship Committee:

are Non- Executive Independent Directors. The objective Committee, the Stakeholders' Relationship Committee of Shareholders and Investors Grievance Committee to and the Business Development and Risk Management look into and redress shareholders/investors grievances Committee. All committees except the Audit Committee relating to transfer of shares, non receipt of declared and Business Development and Risk Management dividend, annual reports, all such complaints directly Committeeconsist entirely of independent directors. concerning the shareholders/investors as stakeholders of Recommendations of the committees are submitted to the the company, any such matters that may be considered Board for approval.

the Registrar and Transfer Agents of the Company and A qualified and independent Audit Committee has been recommends measures for overall improvement in the set up by the Board in compliance with the requirements quality of investor services. of SEBI (LODR) Regulations, 2015 read with Section 177 of the Companies Act, 2013. The terms of reference of the Mr. Pardeep Sehgal is the Chairman of the Stakeholders' Audit Committee has been expanded to include the Relationship Committee. requirements of the Companies Act, 2013 are inter-alia as Mrs. AmninderKaur, Company Secretary is the

• with the SEBI (LODR) Regulations, 2015 as amended 2. Review and monitor the auditor's independence and from time to time. performance, and effectiveness of audit process.

• Composition of Committees: 5. Examination of the financial statement and the

• Mr. Jasbir Singh Ryait, Non-Independent transactions of the Company with related parties. Director
• Mr. Avinash Sharma, Independent Director 7. Evaluation of internal financial controls and risk

Stakeholders' Mr. PardeepSehgal, Independent Director All the Members of Audit Committee are financially literate Relationship (Chairman of Committee) and have accounting knowledge to interpret and Committee *Mr. Upkar Singh Ahuja, understand the financial statements. Mr. Sharwan Sehgal Independent Director is the Chairman of the Audit Committee. Ms. Amninder Mr. Sharwanehgal, Independent Director Kaur, Company Secretary is the Compliance Officer of the Mr. Avinash Sharma, Independent Director Committee. th * Resigned w.e.f. 28 December, 2020.

Terms of reference of Committees: The Stakeholders' Relationship Committee has been constituted to look into and redress the Shareholders/ Currently, the Board has four committees: the Audit Investors grievances. All the members of the Committee Committee, the Nomination and Remuneration necessary in relation to Shareholders/investors of the Audit Committee: company. The committee overseas the performance of

under: Compliance Officer of the Committee. The Committee 1. The recommendation for appointment, remuneration meets as and when required, to deal with the investor and terms of appointment of auditors of the related matters etc. The terms of reference of the Company. Stakeholders Relationship Committee are in accordance

To expedite the process of share transfers, the Board has 3. Review of the quarterly and half yearly financial delegated the powers of share transfer to the Registrars results with the management and the statutory and Share Transfer Agent and share transfer formalities auditors. are approved by them on a fortnightly basis.

1. Review with the management and statutory auditors Detail of Queries/grievances/requests, received and of the annual financial statements before submission redressed by the Shareholder's Grievance Committee to the board. during 2020-2021::

Nature of complaints	Received during 2020-21	Resolved during 2020-21	Pending as on 31.03.2021	non-executive directors vis-a vis the listed entity: The Company does not have any direct pecuniary
Non-receipt of Dividend/ Annual Report	0	0	0	relationships or transactions with any of its non executive directors. b) Criteria of making payments to non- executive

directors: It has also been noted that the shareholding in

The terms of reference of Nomination and Remuneration c) Details of remuneration paid to Executive Committee are as per the SEBI (LODR) Regulations, Directors: 2015 and Companies Act, 2013. The broad terms of The Company pays remuneration to Chairman &

• b) Performance evaluation of Independent Directors,
• c) Remuneration of Directors, Key Managerial Ryait Managing Director other employees, as may be decided by the
• Singh Ryait Director d) To provide them reward linked directly to their effort, to the Company's operations. Kaur Ryait Director
• e) To retain, motivate and promote talent and to ensure Ms. Amarjit Kaur Executive 1,91,646/- 1,91,646/ long term sustainability of talented managerial Ryait Director

Performance evaluation of independent directors is Singh Ryait Director performed by the Nomination and Remuneration d) Service Contracts, Notice period, severance fees Committee and the Board after seeking inputs from all etc. directors. Mr. Pardeep Sehgal is the Chairman of the The employment of Managing Director and other Nomination and Remuneration Committee. Mrs. whole time directors shall terminate automatically in Amninder Kaur, Company Secretary is the Compliance the event of their ceasing to be Director of the

to the directors. All Board level compensation is approved by the shareholders and disclosed in the financial Shareholders: statements. Other details with respect to Directors' a) Annual General Meetings of the Company: Remuneration are given below:

Annual Report b) Criteria of making payments to non- executive

dematerialized mode as on March 31, 2021 was 97.23%. The Company does not provide any remuneration, sitting Nomination & Remuneration Committee: fee or commission to the Non- Executive Directors.

reference of Nomination & Remuneration Committee as Managing Director, Managing Director and Executive approved by the Board are as under: Directors as approved by the Board of Directors and the Members of the Company in the General Meeting. The a) Determining qualifications, positive attributes and details of remuneration paid to directors along with their independence of a Director; relationships and business interests are given below:

non-independent Directors, Chairman and the Board;	Names of the Directors	Business relationship with Perquisites Remuner- the Company	Salary & (Rs.)	Total ation (Rs.)
Remuneration of Directors, Key Managerial Personnel, Senior Management Personnel and other employees, as may be decided by the	Mr. Jasbir Singh Ryait	Chairman & Managing Director		50,84,035/- 50,84,035/-
Committee; To provide them reward linked directly to their effort,	Mr. Surinder Singh Ryait	Managing Director	1,78,898/-	1,78,898/-
performance, dedication and achievement relating to the Company's operations.	Ms. Dalvinder Kaur Ryait	Executive Director		51,07,743/- 51,07,743/-
To retain, motivate and promote talent and to ensure long term sustainability of talented managerial	Ms. Amarjit Kaur Ryait	Executive Director	1,91,646/-	1,91,646/-
persons and create competitive advantage. Performance evaluation of independent directors is	Mr. Harkirat Singh Ryait	Executive Director		25,90,165/- 25,90,165/-

Officer of the Committee. Company in the General Meeting and/ or in the event Directors'Remuneration: of resignation and subsequent acceptance of resignation by the Board and no severance fees is Nomination and Remuneration Committee determines paid. Notice period shall as per the appointment letter and recommends to the Board the compensation payable issued by the Company.

The details of General Meetings held during the last a) All pecuniary relationship or transactions of the three financial years are given as follows:

Meeting	Date & Time	Venue	Special Resolutions passed
th 46 Annual General Meeting for the FY ended March 31, 2020	th 30 September, 2020 at 12.30 P.M.	Through Video Conferencing (VC)	No special resolution was passed at the meeting.
th 45 Annual General Meeting for the FY ended March 31, 2019	th 30 September, 2019 at 11.00 A.M.	Regd. Off. G.S. Estate, G.T. Road, Ludhiana.	1. Re-appointment of Mr. Iqbal Singh as an Independent Director for a second term of five years.
			2. Re-appointment of Mr. Upkar Singh Ahuja as an Independent Director for a second term of five years.
th 44 Annual General Meeting for the FY ended March 31, 2018	th 29 September, 2018 at 11.00 A.M.	Regd. Off. G.S. Estate, G.T. Road, Ludhiana.	No special Resolution was passed at the meeting.

All the resolutions including Special Resolutions set The shareholders having claims w.r.t above unpaid out in the respective notice were passed by the dividends may approach the Company or M/s Skyline requisite majority of shareholders. Further, no special Financial Services Private Limited, the Registrar and resolutions were passed through postal ballot. Share Transfer Agent of the Company.

Date	th 30 September, 2021	NSDL & CDSL
Day T ime	Thursday 1.30 P.M.	e) Financial Reporting for 2020-21 (Tentative):
Venue	Through V ideo Conferencing (VC)/	First Quarter un-audited Results- August, 2021 (2 Week)	nd

December 31, 2021 dividend. Further, Unpaid Interim Dividend for the FY 2009-10 and Final Dividend th for the FY 2010-11 and Fourth Quarter Audited Results- May' 2022 (4 Week) the shares corresponding to the unclaimed dividend March 31, 2022 for the consecutive seven years have been transferred to Investor Education and Protection Fund in 2017 and 2018 respectively.

b) Means of Communication: d) Company Registration Details, Listing Details & ISIN Details:

	at large through its Annual Reports, publication of financial results, press releases in leading		A. Corporate Identification No.(CIN)	L34300PB1973PLC003301
	newspapers and by filing of various reports and returns with the Statutory Bodies like Stock Exchange and the Registrar of Companies. The Quarterly Financial Results are published in daily newspapers		B. Listing at Stock Exchanges	Trading Code *Details of listing fee	Address
	viz. "Business Standard" and "DeshSewak". Simultaneously, the same is also uploaded on the Company's official website www.gsgroupindia.com and BSE Listing Centre which is a web based application designed by BSE for corporate. All Corporate Announcements and Compliances are	1.	BSE Ltd.	513059 *Listing fee of 2021-22 paid	Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400001
	fi led elec t roni cal l y on B S E Li s ting Centre.Shareholders complaints are addressed through SCORES.		C. International Security Identification No.(ISIN) in NSDL and CDSL	Particulars	ISIN
	GENERALSHAREHOLDER INFORMATION:		Equity Shares	*Depository fee	INE736H01024
a)	Annual General Meeting:			for 2021-22 paid to
	th Date 30 September, 2021			NSDL & CDSL

:)	Financial Reporting for 2020-21 (Tentative):
----	----------------------------------------------	--	--

	Venue	Through V ideo Conferencing (VC)/ Other Audio Visual Means (OAVM).	First Quarter un-audited Results- June 30, 2021	nd August, 2021 (2 Week)
b)	Next	Financial calendar: Financial Year: April 1, 2021 to March 31, 2022.	Half Yearly un-audited Results- September 30, 2021	nd November' 2021 (2 Week)
c)	Dividend:	The Company has not declared any dividend. Further, Unpaid Interim Dividend for the FY	Third Quarter un-audited Results- December 31, 2021	nd February' 2022 (2 Week)
		2009-10 and Final Dividend for the FY 2010-11 and the shares corresponding to the unclaimed dividend	Fourth Quarter Audited Results- March 31, 2022	th May' 2022 (4 Week)

Month		BSE Sensex		Company's Share	Volume	Total		6938	100.00	72572900	100.00
					(No. of Shares)	j)			Categories of equity shareholders as on 31
	High (in Rs.)	Low (in Rs.)	High (in Rs.)	Low (in Rs.)		March, 2021 CATEGORY			NO. OF		% AGE OF
April' 2020		33887.25 27500.79	2.77	2.40	3800				SHARES			SHARE
May'2020		32845.48 29968.45	4.26	2.90	21197				HELD		HOLDING
June'2020		35706.55 32348.10	4.47	3.70	93587		(A) Promoters Holding
July'2020		38617.03 34927.20	4.18	3.05	107730	1	Individuals		1685200		11.61
Aug'2020		40010.17 36911.23	5.75	3.01	333056	2	Bodies Corporate		4368340		30.10
Sept'2020		39359.51 36495.98	5.51	3.41	50780		Total Shareholding		6053540		41.71
Oct'2020		41048.05 38410.20	4.30	3.45	27340		of Promoters
Nov'2020		44825.37 39334.92	4.25	3.40	41344		(B) Non- Promoters
Dec'2020		44435.83 47896.97	5.13	3.55	277560		Holding
Jan'2021		50184.01 46160.46	6.39	4.18	140602	1		Mutual Funds, Banks, Financial Institutions,	Nil		Nil
Feb' 2021		52516.76 46433.65	5.40	3.95	43882			Insurance Companies etc.
Mar '2021		51821.84 48236.35	4.94	3.93	125112	2	Foreign Portfolio		Nil		Nil

Investors g) Registrar & Transfer agent:

E – Mail: [email protected]

is given hereunder: fortnight basis. The share transfer in physical form is share transfers and to resolve any query or problem Shares Shares in relation thereto. No. of shares

st i) DistributionofShareholdingason31 March,2021: dematerialized

Nominal V alue of Shares	No. of Shareholders	% to Total Number	Shareholding % to Total Amount	Amount	-NSDL -CDSL No. of shares in	4954339 9157507	34.13 63.09	4627539 9484907	31.88 65.35
1-5,000	6073	87.53	7982965.00	11.00	Physical Form	402734	2.78	402134	2.77
5,001-10,000	372	5.36	14718600.00	20.28	Total	14514580	100	14514580	100
10,001-20,000	211	3.04	3144890.00	4.33
20,001-30,000	96	1.38	2415165.00	3.33

Month								72572900	100.00
								49114165.00	67.68
		The monthly-wise highest and lowest stock prices of BSE during the financial year 2020-21 is given below: *Face value of Rs. 5/- per equity share. BSE Sensex Company's Share Volume			55	0.79	3825090.00	5.27
					30,001-40,000 42 0.61 40,001-50,000 36 0.52 50,001-1,00,000 1,00,001 & above 53 0.76 Total 6938 100.00		1681435.00	2.32
f)	Stock Market data:							1465470.00	2.02

st (No. of Shares) j) Categories of equity shareholders as on 31

	(in Rs.)	(in Rs.)	(in Rs.)	(in Rs.)			CATEGORY	NO. OF	% AGE OF
April' 2020		33887.25 27500.79	2.77	2.40	3800			SHARES	SHARE
May'2020		32845.48 29968.45	4.26	2.90	21197			HELD	HOLDING
June'2020		35706.55 32348.10	4.47	3.70	93587		(A) Promoters Holding
July'2020		38617.03 34927.20	4.18	3.05	107730	1	Individuals	1685200	11.61
Aug'2020	40010.17 36911.23		5.75	3.01	333056	2	Bodies Corporate	4368340	30.10
Sept'2020		39359.51 36495.98	5.51	3.41	50780		Total Shareholding	6053540	41.71
Oct'2020		41048.05 38410.20	4.30	3.45	27340		of Promoters
Nov'2020		44825.37 39334.92	4.25	3.40	41344		(B) Non- Promoters Holding
Dec'2020		44435.83 47896.97	5.13	3.55	277560	1	Mutual Funds, Banks,	Nil	Nil
Jan'2021		50184.01 46160.46	6.39	4.18	140602		Financial Institutions,
Feb' 2021		52516.76 46433.65	5.40	3.95	43882		Insurance Companies etc.
'2021		51821.84 48236.35	4.94	3.93	125112	2	Foreign Portfolio	Nil	Nil
		Registrar & Transfer agent:					Investors
					M/s Skyline Financial Services Pvt. Ltd. New Delhi is	3	Bodies Corporates	269205	1.85
					the Registrar and Share Transfer Agent of the company for handling the share transfer work in	4	Non Resident Individuals	32154	0.22
relating	to	share	transfer,		physical and electronic form. All correspondence transmissions,	5	Investor Education and Protection Fund	410470	2.83
dematerialisation, rematerialisation etc. can be made at the following address:		6	Indian Public & Others	7749211	53.38
M/S Skyline Financial Services Pvt. Ltd. ,D/153A, Okhla Industrial Area, Phase 1, New Delhi- 110020,					Total Shareholding of Public	8461040	58.29
Phone No. 011 64732681-88 (8 Lines).					Total (A + B)	14514580	100

k) Dematerialization of shares and Liquidity: h) Share Transfer System:

The Equity shares of the Company traded and The Company processes the Share Transfer and settled in the dematerialized form. The details of the other related Shareholders services through Registrar equity shares dematerialized as on March 31, 2021 and Share Transfer Agent (RTA) on a

	registered within 15 days from the date of receipt, provided the documents are complete in all respects.					Particulars		As on March 31, 2020		As on March 31, 2021
The Company has a Stakeholders' Relationship Committee, which considered and approves the share transfers and to resolve any query or problem							No. of Shares	Percent	No. of Shares	Percent
in relation thereto.						No. of shares
	DistributionofShareholdingason31 March,2021:		st			dematerialized
Nominal V alue	No. of	% to	Shareholding % to Total			-NSDL	4954339	34.13	4627539	31.88
of Shares	Shareholders	Total	Amount	Amount		-CDSL	9157507	63.09	9484907	65.35
		Number				No. of shares in
1-5,000 6073 87.53 7982965.00 11.00					Physical Form	402734	2.78	402134	2.77
5,001-10,000 372 5.36 14718600.00 20.28	Total	14514580	100	14514580	100

• l) As on March 31, 2021 there was no outstanding Regulation 46(2)(b) to 46(2)(i) along with other Global Depository Receipts or American Depository applicable provisions of the SEBI (LODR) Receipts or warrants or any other convertible Regulations, 2015 and other statutory authorities on

During three years. the year under review, the Company has received the following credit ratings c) Vigil Mechanism/ Whistle Blower Policy

The Company has established Vigil Mechanism /
Whistle Blower Policy to provide a formal mechanism to the employees, to report their concerns about
unethical behaviour, actual or suspected fraud or violation of the Company's Conduct or Ethics Policy, ensures timely and consistent organizational

transparency and trust. *Ms. Amninder Kaur, ACS is the Company Secretary

. Road, Ludhiana.

, Jamshedpur.

	Registered Office : G S Estate, G.T. Road, Ludhiana – 141010		'material' subsidiary is available at Company's Website: www.gsgroupindia.com
Telephone	: 0161-2511001-05	e)	Disclosure of commodity
Fax	: 0161-2511085		Commodity hedging activities:
Web Site	: www.gsgroupindia.com	f)	During the year, the Company has not raised any
E-mail ID	: [email protected] exclusively for the redressal of		funds through Preferential Allotment or Qualified Institutions Placement (QIP).

There was no material related part transaction, Directors: pecuniary transaction or relationship between the The details of familiarization program for independent Company and its Directors, promoters or the directors are available on the official website management that may have potential conflict with the . interests of the Company at large. The details of related party transactions are detailed in the notes to i) Code for prevention of Insider Trading: www.gsgroupindia.com

information. The code is applicable to the directors The Company has continued to comply with the and designated employees / persons associated with requirements as specified in Regulation 17 to 27 &

instruments. all matters related to capital market. There has been no instance of non-compliance by the company or m) Commodity Price Risk or Foreign Exchange Risk penalty or strictures imposed on the company by the and Hedging Activities: NIL stock exchanges or SEBI or any statutory authority on n) Credit Rating: any matter related to capital market, during the last

Long term Bank Facilities Whistle Blower Policy to provide a formal mechanism IVR B+ ( Stable Outlook) to the employees, to report their concerns about unethical behaviour, actual or suspected fraud or Short term Bank Facilities IVR A4 (IVR A Four) violation of the Company's Conduct or Ethics Policy, (Non Fund) ensures timely and consistent organizational o) Company Secretary/ Compliance Officer: response, build and strengthen a culture of

and Compliance Officer of the Company. The Company has set up a direct touch initiatives, under which all the employees/ business associates *Ms. Amninder Kaur has resigned w.e.f April 12, 2021. have direct access to the Management. The policy p) Plant Location: provides for adequate safeguards against Unit 1: G.S. Estate, G.T victimization of employees. It is affirmed that no personnel has been denied access to the Audit Unit 2: M-09 Large Sector, Tata Kundra Main Road, Committee. Industrial Area, Adityapur Development

• Authority d) Web Link where policy for determining 'material' subsidiaries is disclosed: The Company does not q) Address for Correspondence: have any subsidiary. The Policy for determining Registered Office : G S Estate, G.T. Road, 'material' subsidiary is available at Company's Ludhiana – 141010 Website: . www.gsgroupindia.com
• Telephone : 0161-2511001-05 e) Disclosure of commodity price risks and
• Web Site : www.gsgroupindia.com f) During the year, the Company has not raised any funds through Preferential Allotment or Qualified E-mail ID : [email protected] Institutions Placement (QIP). exclusively for the redressal of
• investor's grievances. g) There is no such instance where the Board has not accepted any recommendation of any Committee of Other Disclosures: the Board which is mandatorily required.

a) Related Party Transactions h) Familiarization Program for Independent

www.gsgroupindia.com

the Financial Statements disclosed as per applicable Pursuant to the SEBI (Prohibition of Insider Trading) accounting standards. Policy on dealing with Related Regulations 2015, the company has adopted a Code Party Transactions has been duly adopted by the for Prevention of Insider Trading. The objective of the Company and the same is uploaded on the official code is to restrict an insider from dealing in the shares website of . of the company either directly or indirectly when in b) Compliances made by the Company possession of unpublished price sensitive

has been circulated to all the concerned and the same account along with the documents as required by them. is also hosted on the website of the Company Register Nominations: . As required under www.gsgroupindia.com

The Company has paid Rs. 100000.00 to the nomination directly with their respective DPs. statutory auditors for all services. The detail of the Consolidation of folios and avoidance of multiple same is given in Note No. 33 of Notes forming part of mailing: financial statements. The Company has no

REQUIREMENTS AND ADOPTION OF THE NON the original share certificates to be consolidated.

The Company has complied with all the mandatory Chairperson. requirements entered into with Stock Exchanges and Annexure to the Corporate Governance Report: SEBI (LODR) Regulations, 2015.

The quarterly being appointed or continuing as directors of results of the Company are published in one English and one Punjabi newspaper Companies by the Board/ Ministry of Corporate Affairs , having wide circulation or any such statutory authority as Annexure A. in Punjab. In the view of forgoing, the half yearly results of the Company are not sent to the ii. Declaration signed by the Chief Executive Officer

compliance with the code of conduct of board of It is always the company's endeavour to present directors and senior management as Annexure B. unqualified financial statements. There is no audit qualification iii. Compliance Certificate from the Statutory Auditors in the company's financial statements for the

Permanent Account Number:

SEBI has made it mandatory for every participant in the securities /capital market to furnish PAN issued by the Income Tax dept. Accordingly all shareholders are required to submit their PAN along with a photocopy of

the company. The code enumerates the procedure to both sides of the Pan card duly attested. Shareholders be followed for dealing in the shares of the company with shareholding in physical form are requested to send a and periodic disclosures to be made. The Company copy of the PAN card of all holders (including joint holders) also informs the stock exchange(s) periodically about duly attested, by Notary Public/Gazetted Officer/ Bank the shareholdings of the directors as per the manager under their official seal and stating their full regulations. name and address, folio no. to the company or its Registrar and STA. Shareholders holding shares in j) Code of Conduct: electronic form are required to furnish their PAN details to The Code has been laid down by the Board, which their Depository Participant with whom they maintain their

Regulation 26(3) of the SEBI (Listing Obligations and To enable successors to get the shares transmitted in their Disclosure Requirements) Regulations, 2015 and the favour without hassles, the members may register their Companies Act, 2013, all board members and senior nomination. Member(s) desirous of availing this facility management have affirmed compliance with this may submit their nomination in Form SH-13 which can be code. A declaration signed by the Managing Director obtained from Skyline Financial Services Private Limited to this effect is forming part of this report. (Registrar Cum Share Transfer Agent) at the address mentioned above. Members holding shares in k) Total Fee paid to Statutory Auditors: Dematerialized form are requested to register their

subsidiary company. In order to enable the company to reduce costs and duplicity of efforts for providing services to investors l) During the year, no complaint was filed pursuant to members who have more than one folio in the same order the Sexual Harassment of Women at Workplace of names, are requested to consolidate their holdings as (Prevention, Prohibition and Redressal) Act, 2013. under one folio. Members may write to the registrar COMPLIANCE STATUS WITH MANDATORY indicating the folio numbers to be consolidated along with

MANDATORY REQUIREMENTS OF PROVISIONS OF Maintaining of Chairperson's office by Non Executive SEBI (LODR) REGULATIONS, 2015 Director:

Mandatory Requirements: No, as the Company has appointed Executive Director as

• i. ^A certificate from a Company Secretary in Practice Non Mandatory Requirements: that none of the directors on the Board of the Shareholder's Rights: Company have been debarred or disqualified from
• shareholders individually. stating that the members of board of directors and Audit Qualification: senior management personnel have affirmed
• st regarding compliance of conditions of corporate year ended 31 March, 2020. governance as Annexure C.

Annexure A

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS (Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

THE MEMBERS OF G S AUTO INTERNATIONALLIMITED

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of G S AUTO INTERNATIONALLIMITED, having CIN L34300PB1973PLC003301 and having registered office at G S Estate G T Road Ludhiana-141010, Punjab (hereinafter referred to as 'the Company'), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me/us by the Company & its officers, We hereby certify that none of the Directors on the Board of the Company as stated below for the st Financial Year ending on 31 March, 2021 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.

Sr. No.	Name of Director	DIN	Date of appointment in company*
1.	Sh. Jasbir Singh Ryait	00104979	01/09/2008
2.	Smt. Amarjit Kaur Ryait	00572776	06/03/2004
3.	Smt. Dalvinder Kaur Ryait	00572812	06/03/2004
4.	Sh. Surinder Singh Ryait	00692792	05/10/1989
5.	Sh. Mohit Bansal	08815472	31/07/2020
6.	Sh. Sehijpal Singh Khangura	09057746	13/02/2021
7.	Sh. Harkirat Singh Ryait	07275740	14/02/2019
8.	Sh. Sharwan Sehgal	07556315	30/06/2016
9.	Sh. Avinash Sharma	07963327	14/08/2018
10.	Sh. Pardeep Sehgal	08355909	14/02/2019

*the date of appointment is as per the MCAPortal.

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on the basis of our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For Tanveer Kaur & Associates Company Secretaries

Place : Amritsar Date: 14.08.2021 Tanveer Kaur UDIN: A061685C000787806 Company Secretaries

CP No.: 23138

Annexure B

Declaration

To the Shareholders of G.S Auto International Limited.

Sub: Compliance with Code of Conduct

The Company has adopted a code of conduct which deals with governance practices expected to be followed by the Board members and senior management employees of the Company. Therefore, I hereby declare that all Board Members and Senior Management Personnel have affirmed compliance with Code of Conduct for Board & Senior st Management Personnel'for the year ended 31 March, 2021.

By order of the Board For G.S. Auto International Limited

Sd/- Date: 14.08.2021 Jasbir Singh Ryait Place: Ludhiana Chairman & Managing Director DIN: 00104979

Annexure C

Certificate on Compliance of Corporate Governance

The Members of G.S.Auto International Limited, Regd. Off. G.S.Estate, G T Road, Ludhiana.

We have examined the compliance of conditions of Corporate Governance by G.S.Auto International Limited ('the Company'), for the year ended on 31st March, 2021, as stipulated in Regulations 17 to 27 and clauses (b) to (i) of Regulation 46(2) and para C, D and E of Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to a review of procedures and implementation thereof, adopted by the Company for ensuring compliance with the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, and the representations made by the Directors and the Management and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and Exchange Board of India warranted due to spread of the COVID-19 pandemic, we certify that the Company has compiled with the conditions of Corporate Governance, as stipulated in the SEBI Listing Regulations for the year ended on March 31, 2021.

We further state that this certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the Management has conducted the affairs of the Company.

For SUKHMINDER SINGH & CO. Chartered Accountants Firm Regn. No. 016737N

Sukhminder Singh Date: 14.08.2021 Partner Place: Ludhiana Membership No. 093100 UDIN:21093100AAAAEZ3745

Certification by Chief Executive Officer/Managing Director and Chief Financial Officer of the company.

(Under Regulation 17(8) read with Part B of Schedule II of SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015)

We the undersigned, in our respective capacities as Chairman & Jt. Managing Director and Chief Financial Officer of G. S Auto International Limited, ("the Company") to the best of our knowledge and belief certify that:

• a) We have reviewed financial statement and the cash flow statement for the year 2019-20 and that to the best of our knowledge and belief:
• i) these statement do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
• ii) these statements together present a true and fair view of the Company's affairs and are in compliance with existing accounting standards, applicable laws and regulations.
• b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year 2019-20 which are fraudulent, illegal or violative of the Company's Code of Conduct.
• c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting and have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
• d) We have indicated to the Auditors and the Audit Committee:
• i) significant changes in internal control over financial reporting during the year;
• ii) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statement; and
• iii) Instances of significant fraud of which we are aware and the involvement therein, if any, of the management or an employee having a significant role in the Company's internal control system over financial reporting.

Date: 30.06.2021 Jasbir Singh Ryait Deepak Chopra Place: Ludhiana Chairman & Jt. Managing Director Chief Financial Officer DIN : 00104979

ANNEXURE-II

"Company" wherever occur in the policy shall mean 19 read with Part D of Schedule II of Securities and Exchange Board of "G.S. Auto International Limited" India (Listing Obligations and Disclosure Requirements) Regulations, 2015 provide that • "Independent Director" means a Director, referred the Board of Directors on the recommendation of to in section 149(6) of the Act and Regulation 16(b) of Nomination and Remuneration Committee has to Securities and Exchange Board of India (Listing formulate Nomination and Remuneration Policy detailing Obligations and Disclosure Requirements) therein interalia, the criteria for determining qualifications, Regulations, 2015; positive attributes and independence of a Director; remuneration for the Directors, Key Managerial Personnel and other employees; review of performance a. the Chief Executive Officer or the Managing of non-independent directors and Chairman of the Board Director or the Manager and in their absence the and performance evaluation of Independent Directors. Whole Time Director;

Accordingly, the Nomination and Remuneration Policy of b. the Company Secretary; G.S. Auto International Limited has been designed to c. the Chief Financial Officer; and keep pace with the dynamic business environment and market linked positioning. The Policy has been duly d. any other person appointed as the KMP by the approved and adopted by the Board pursuant to Board of Directors of the Company. recommendations of Nomination and Remuneration • "Nomination and Remuneration Committee" or Committee of the Company.

The Policy provides criteria Income-tax Act, 1961. for:

• c) Remuneration of Directors, Key Managerial Interpretation Personnel, Senior Management Personnel and other

framed thereunder and any amendments thereto; in such a case shall be final.

• Nomination and Remuneration Policy • "Board of Director" or "Board", means the collective body of the Directors of the company; Preamble

• • "Company", "This Company", "The Company", Section 178 of the Companies Act, 2013 and Regulation

• • "Key Managerial Personnel" means

• "Committee" shall mean a Committee of Board of Applicability Directors of the Company, constituted in accordance This Policy is applicable to: with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of Securities and (a) Directors (Executive, Non-Executive and Exchange Board of India (Listing Obligations and Independent) Disclosure Requirements) Regulations, 2015. (b) Key Managerial Personnel (KMP)
• • "Policy" or "This Policy" means, "Nomination (c) Senior Management Personnel and Remuneration Policy".
• (d) Other employees as may be decided by the • "Remuneration" means any money or its equivalent Committee ("NRC") given or passed to any person for services rendered Objective by him and includes perquisites as defined under the
• a) Determining qualifications, positive attributes and • "Senior Management" means the personnel of the Company who are members of its core management independence of a Director; team and comprising all members of management b) Performance evaluation of Independent Directors, one level below the Board/Executive Directors, non-independent Directors, Chairman and the Board; including all the functional heads.

employees, as may be decided by the Committee; Terms that have not been defined in this Policy shall have the same meaning assigned to them in the Companies d) To provide them reward linked directly to their effort, performance, dedication and achievement Act, 2013, Securities and Exchange Board of India relating to (Listing Obligations and Disclosure Requirements) the Company's operations. Regulations, 2015 and/or any other SEBI Regulation(s) e) To retain, motivate and promote talent and to ensure as amended from time to time. In case of any dispute or long term sustainability of talented managerial difference upon the meaning/ interpretation of any word or persons and create competitive advantage. provision in this Policy, the same shall be referred to the Definitions Nomination and Remuneration Committee and the • "Act" means the Companies Act, 2013, Rules decision of the Nomination and Remuneration Committee

c) The Company's performance, long term Criteria for identifying persons who are qualified to be strategy and availability of resources; appointed as a Director / KMP / Senior Management Personnel of the Company: d) The level and composition of remuneration is

Any person who in the opinion of the Board is a Management Personnel and other person of integrity and possesses relevant employees of the quality required to run the expertise and Experience and is not disqualified Company successfully; in terms of Section 164 of the Companies Act, e) Relationship of remuneration to performance 2013 and other applicable provisions can be is clear and meets appropriate performance appointed as a Director of the Company. benchmark; and

For appointment as Independent Director, he/she fixed and incentive pay reflecting short and should possess qualifications as mentioned in long term performance objectives Rule 5 of The Companies (Appointment and appropriate to the working of the Company Qualification of Directors) Rules, 2014. Further, and its goals. he/she should also fulfill the requirements of The remuneration of Managing Director, Key

Executive Independent Director(s) requirements of the specific position, including for KMP and other Senior Management Personnel, a) The amount of sitting fees shall be subject to which commensurate with the size of its business ceiling/ limits as provided under Companies and the nature and complexity of its operations. Act, 2013 and rules made thereunder or any These positions will be filled internally as well as other enactment for the time being in force by lateral hiring. Any new recruit in the Company and as decided by the Board from time to is to match the requirements prescribed for the time.

a) Provisions relating to remuneration of criteria/limit thereof prescribed under Managing Director, Key Managerial Companies Act, 2013 and rules made Personnel, Senior Management Personnel thereunder. and other employees

remuneration payable beyond permissible Personnel, Senior Management Personnel and limit under the Companies Act, 2013 shall be other employees receive basic salary, subject to the approval of the Shareholders' allowances and other perquisites. The Company and/or of the Central Government, as may be policy is that remuneration should be fair and applicable. reasonable and should be reflective of market competitiveness so as to attract the best talent. III. Evaluation

• Guidelines b) The level of skill, knowledge, experience, local factors and expectations of individual; I. Qualifications

• reasonable and sufficient to attract, retain a. Directors and motivate Directors, KMPs, Senior

• b. Independent Directors f) Remuneration involves a balance between

Section 149 (6) of the Companies Act, 2013 and Managerial Personnel and other Senior Management Regulation 16(b) of Securities and Exchange Personnel are determined and reviewed by Board of India (Listing Obligations and Disclosure Nomination and Remuneration Committee, while the Requirements) Regulations, 2015. HR department reviews the remuneration of other c. Senior Management Personnel and KMP and employees. Any increase in the maximum aggregate Other Employees remuneration payable beyond permissible limit under the Companies Act, 2013 shall be subject to the The Company has specific job descriptions for approval of the Shareholders' and/or of the Central the various positions in the Organization Government, as may be applicable. Structure. The job descriptions detail the

m b. Provisions relating to remuneration of Non- inimum qualifications and experience

• position. b) The Non-Executive/ Independent Director(s) II. Remuneration may also receive remuneration / compensation commission etc as per
• c) Any increase in the maximum aggregate The Managing Director, Key Managerial

The following are the guiding factors: - Section 149 of the Companies Act, 2013 read with Schedule IV of the said Act and Regulation 25 of a) The scope of duties, the role and nature of Securities and Exchange Board of India (Listing responsibilities; Obligations and Disclosure Requirements) Social Responsibility; Regulations, 2015 provides that the Independent f) Ability to create a performance culture that drives Directors shall at its separate meeting review value creation and a high quality of discussions; performance of non-independent directors, Chairperson of g) Effective decision making ability to respond the Company and the Board as a whole. The performance evaluation of positively and constructively to implement the Independent Directors shall be done by same to encourage more transparency; the entire Board of

• maintain high standards of integrity; a) Role which he/she is expected to play, internal objectively and collectively the Company; in the best interest of

• Disclosures d) Ability to monitor the performance of

• 1. e) Vision on Corporate Governance and Corporate

• Directors excluding the Director being evaluated. h) Open channels of communication with executive The evaluation will be done on management and other colleague on Board to following parameters:

• Boa i) Contribution to enhance overall brand image of rd Relationships to make decisions

the Company to achieve organizational Based on evaluation criteria, the Nomination & successes and harmonizing the Board; Remuneration Committee and the Board shall annually b) Attendance and contribution at Board and review the performance of each and every Director. Committee meetings; Based on the rating of performance, the Board can decide to extend or continue the term of appointment or to c) Subject expertise, skills, behavior, experience, introduce new candidate as a member of the Board or leadership qualities, understanding of business Retirement of the member based on his/her performance and strategic direction to align company's values rating. and standards;

management and satisfy himself with The Company shall make the necessary disclosures of integrity of the policy in the Board Report as required under the Act the financial controls and systems in place by ensuring and Securities and Exchange Board of India (Listing right level of contact with external stakeholders; Obligations and Disclosure Requirements) Regulations,

SECRETARIALAUDIT REPORT Act, 1992 ("SEBI Act"):-

FOR THE FINANCIALYEAR ENDED 31.03.2021 (a) The Securities and Exchange Board of India [Pursuant to section 204(1) of the Companies Act, 2013 (Substantial Acquisition of Shares and and Rule No.9 of the Companies (Appointment and Takeovers) Regulations, 2011; Remuneration of Managerial Personnel) Rules, 2014]

compliance of applicable statutory provisions and the adherence (d) The Securities and Exchange Board of India to good corporate practices by M/s G S Auto (Share Based Employee Benefits) Regulations, International Limited (hereinafter called 'the Company'). Secretarial audit was conducted 2014- Not applicable to the Company during the in a manner that provided us a period under review. reasonable basis for evaluating the corporate conducts/statutory compliances and (e) The Securities and Exchange Board of India

papers, minute books, Company during the period under review. forms and returns filed and other records maintained by the Company and also the (f) The Securities and Exchange Board of India information provided by the Company, its officers, agents (Registrars to an Issue and Share Transfer and authorized representatives during the conduct of Agents) Regulations, 1993 regarding the secretarial audit, we hereby report that in our opinion, the Companies Act 2013 and dealing with client - Not Company has, during the audit period covering the applicable to the Company during the period Financial Year ended on 31 March 2021 (the period under under review. review) complied with the statutory provisions listed (g) The Securities and Exchange Board of India hereunder and also that the Company has proper Board- (Delisting of Equity Shares) Regulations, 2009 - processes and compliance-mechanism in place to the Not applicable to the Company during the period extent, in the manner and subject to the reporting made under review. hereinafter:

^W (h) The Securities and Exchange Board of India e have examined the books, papers, minute books, (Buyback of Securities) Regulations, 2018 - Not forms and returns filed and other records maintained by Applicable to the Company during the period the Company for the Financial Year ended on 31 March under review. 2021 according to the provisions of:

• (i) The Companies Act, 2013 and the rules made applicable clauses of the following: thereunder;
• (ii) The Securities and Exchange Board of India (Listing (iii) The Depositories Act, 1996 and the Regulations and Obligations and Disclosure Requirements) bye-laws framed thereunder; Regulations, 2015:

Investment, during the period under review as Requirements) Regulations, 2015 and the informed to us by the management of the Company. Companies Act, 2013:

Form No. MR-3 under the Securities and Exchange Board of India

• (b) The Securities and Exchange Board of India To (Prohibition of Insider Trading) Regulations, The Members 2015; G S Auto International Limited
• G S Estate, G T Road, Ludhiana-141010, Punjab (c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (CIN: L34300PB1973PLC003301) Regulations, 2018- Not applicable to the We have conducted the secretarial audit of the Company during the period under review.
• expressing our opinion thereon. (Issue and Listing of Debt Securities) Based on our verification of Regulations, 2008 - Not applicable to the the Company's books,

We have also examined compliance with the

• (i) Secretarial Standards issued by The Institute of (ii) The Securities Contracts (Regulation) Act, 1956 Company Secretaries of India; and (''SCRA") and the rules made there under;

(iv) Foreign Exchange Management Act, 1999 and the During the period under review the Company has rules and regulations made there under to the extent generally complied with the provisions of the Act, of Foreign Direct Investment, Overseas Direct Rules, Regulations, Guidelines, Standards, etc. Investment and External Commercial Borrowings: mentioned above except in respect of matters There was no Foreign Direct Investment, External specified below under The Securities and Exchange Commercial Borrowings and Overseas Direct Board of India (Listing Obligations and Disclosure

(v) The following Regulations and guidelines prescribed We further report that we have relied on the

Annexure III

Sr. No.	Compliance Requirement (Act/Regulations/ circulars / guidelines including specific clause)	Deviations	Observations/ Remarks of the Practicing Company Secretary
1.	Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,	Approval of shareholders is required by Special Resolution for payment of remuneration to Executive Directors as there is loss in the Company.	The Company is complying with Schedule V of the Companies Act, 2013. The Company shall pass special resolution in the General Meeting, as per the information provided to us by the Company.
2.	Regulation 18(2)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Audit Committee Quorum	One Independent Director was present in the meeting of Audit Committee held on 27.04.2020 against the requirement of two Independent Directors	Due to Covid-19 and resultant restrictions on travelling and transport, one Independent Director was physically unable to attend meeting dated 27.04.2020 as per the information provided to us by the Company.
3.	Regulation 20(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 178(7) of the Companies Act, 2013.	Chairperson of the Stakeholders Relationship Committee was not present at the Annual General Meeting ["AGM"].	Due to COVID-19, AGM was held through VC/ OAVM and due to technical difficulty Mr. Pardeep Sehgal, Chairperson of the Stakeholders Relationship Committee could not join the meeting. Therefore, Mr. Sharwan Sehgal, the Chairman of the Audit Committee, was designated to respond to the queries of Shareholders, as per the information provided to us by the Company.
4.	Regulation 23(9) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Related Party Transaction	Not filed within the stipulated time.	The required information was submitted on 14.12.2020 and there was mere one day delay due to Covid related restrictions, as per the information provided to us by the Company.
5.	Section 148 of the Companies Act, 2013 read with Rule 6(5) of The Companies (Cost Records and Audit) Rules, 2014 read with Ministry of Corporate Affairs Circulars ("MCACirculars") no. th 29/2020 and 38/2020 dated 10 September, st 2020 and 1 December, 2020 respectively.	Cost Audit Report was presented before the th Board of Directors on 6 May, 2021 as against st the requirement to present the same by 31 December, 2020	Cost Audit Report for the Financial Year 2019- 2020 has been filed on same date with MCA - th vide SRN No. T17982927 dated 6 May, 2021 as per the information provided to us by the Company.

representation made and other documents provided by Transboundary Movement) Rules, 2016; the Company, its officersand certify on the examination of 11. The Water (Prevention And Control of Pollution) Act, the same on test check basis that the Company has 1974; complied with the following laws applicable specifically to 12. The Air (Prevention And Control of Pollution) Act, the Company:

• 1981; 1. The Factories Act, 1948;
• 13. The Indian Boilers Act, 1923 and The Indian Boilers 2. The Payment of Wages Act, 1936and The Payment (Amendment) Act, 2007. of Wages (Amendment) Act, 2017;

• We further report that: 3. The Payment of Bonus Act,1965and The Payment of

• in compliance with the provisions of the Act. 6. The Industrial Disputes Act, 1947;

Bonus The Board of Directors of the Company is duly constituted (Amendment) Act, 2015; with proper balance of Executive Directors, Non- 4. The Payment of Gratuity Act, 1972; Executive Directors and Independent Directors. The 5. The Industrial Employment (Standing Orders) Act, changes in the composition of the Board of Directors that 1946; took place during the period under review were carried out

Adequate notice was given to all the Directors to schedule 7. The Employees'State Insurance Act, 1948; the Board meetings, and agenda and detailed notes on 8. The Employees ' Prov ident Funds and agenda were sent at least 7 (seven) days in advance Miscellaneous Provisions Act, 1952; except meetings which were conducted at shorter notice, 9. The Environment in compliance with the provisions of the Companies Act, (Protection) Act, 1986; 2013. Further, a system exists for seeking and obtaining 10. Hazardous and Other Wastes (Management and further information and clarifications on the agenda items before the meeting and for meaningful participation at the Place: - Ludhiana Sd/ meeting. Date: - 14.08.2021 Name of Company Secretary

Decisions were taken by majority, while the dissenting in Practice: - P.S. Dua members' views, if any, were captured and recorded as FCS No. 4552 part of the minutes. C P No. 3934

UDIN:F004552C000787763 We further report that there are adequate systems and This report is to be read with our letter of even date processes in the Company commensurate with the size which is annexed as "Annexure A" and forms an and operations of the Company to monitor and ensure integral part of this report. compliance with applicable laws, rules, regulations and guidelines.

• 1. Maintenance of secretarial record is the responsibility basis. of the management of the Company. Our
• 1. We have followed the audit practices and processes has conducted the affairs of the Company. as were appropriate to obtain reasonable assurance Place: - Ludhiana Sd/- about the correctness of the contents of the

• accounts of the Company. integral part of this report.

• Annexure A to Secretarial Audit Report 4. Wherever required, we have obtained and relied on the management representation about the To compliance of laws, rules and regulations and The Members happening of events etc. G S Auto International Limited

• G S Estate, G T Road, Ludhiana-141010, Punjab 5. The compliance of the provisions of corporate and (CIN: L34300PB1973PLC003301) other applicable laws, rules, regulations, standards is the responsibility of management. Our examination Our Report of even date is to be read along with this letter. was limited to the verification of procedure on test
• 1. The Secretarial Audit Report is neither an assurance responsibility is to express an opinion on these as to the future viability of the Company nor of the secretarial records based on our audit. efficacy or effectiveness with which the management

secretarial records. The verification was done on test basis to ensure that correct facts are reflected in	Date: - 14.08.2021	Name of Company Secretary in Practice: - P.S. Dua
secretarial records. We believe that the processes		FCS No. 4552
and practices, we followed provide a reasonable		C P No. 3934
basis for our opinion.		UDIN:F004552C000787763

1. We have not verified the correctness and This report is to be read with our letter of even date appropriateness of financial records and books of which is annexed as "Annexure A" and forms an

Annexure IV

Information pursuant to Section 197(12) read with Rule 5 of the Companies (Appointment and remuneration of managerial personnel) Rules, 2014

Details of the Ratio of remuneration of each director to the median employees'remuneration.

The Median Remuneration of employees for the Financial Year is Rs. 42,598/-.

I. The ratio of remuneration of each Director to the median remuneration of the employees of the Company for the financial year is as follows:-

	Sr. No. Name & Designation of Director	Remuneration	Ratio to Median Remuneration
1	Mr. Jasbir Singh Ryait – Chairman and Managing Director	50,84,035.00	119.34
2	Mr. Surinder Singh Ryait – Managing Director	1,78,898.00	4.19
3	Ms. Dalvinder Kaur Ryait- Executive Director	51,07,743.00	119.90
4	Ms. Amarjit Kaur Ryait- Executive Director	1,91,646.00	4.49
5	Mr. Harkirat Singh Ryait- Executive Director	25,90,165.00	60.80
6	Mr. Sharwan Sehgal- Independent Director	-	Not applicable
7	Mr. Pardeep Sehgal – Independent Director	-	Not applicable
8	Mr. Avinash Sharma- Independent Director	-	Not applicable
9	Mr. Mohit Bansal – Independent Director	-	Not applicable
10	Dr. Sehijpal Singh Khangura – Independent Director	-	Not applicable

II. The percentage increase in remuneration of each Director, CFO, CS or Manager, if any, in the financial year 2020-21 compared to 2019-20.

	Sr. No. Name & Designation of Director, CFO and CS	Remuneration for the year ended 2020-21	Remuneration for the year ended 2019-20	% change
1	Mr. Jasbir Singh Ryait – Chairman and Managing Director	50,84,035/-	77,60,459/-	-34.49%
2	Mr. Surinder Singh Ryait – Managing Director	1,78,898/-	3,90,435/-	-54.18%
3	Ms. Dalvinder Kaur Ryait- Executive Director	51,07,743/-	75,06,692/-	-31.96%
4	Ms. Amarjit Kaur Ryait- Executive Director	1,91,646/-	3,23,320/-	-40.73%
5	Mr. Harkirat Singh Ryait- Executive Director	25,90,165/-	27,65,560/-	-6.34%
6	Mr. Sharwan Sehgal- Independent Director	N.A.	N.A.	-
7	Mr. Pardeep Sehgal – Independent Director	N.A.	N.A.	-
8	Mr. Avinash Sharma- Independent Director	N.A.	N.A.	-
9	Mr. Mohit Bansal – Independent Director	N.A.	N.A.	-
10	Dr. Sehijpal Singh Khangura – Independent Director	N.A.	N.A.	-
11	Mr. Deepak- Chopra-CFO	5,55,737/-	-*	-
12	Ms. Amninder Kaur-CS	2,12,268/-	2,83,025/-	-25.00%

th * Not applicable as appointment of CFO is made w.e.f 27 April, 2020.

• III. The median remuneration of employees has decreased by 38.38%.
• IV. Number of permanent employees on the rolls of the Company during the financial year was 839.
• V. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification and are there any exceptional circumstances for increase in the managerial remuneration: Not Applicable
• VI. We affirm that the remuneration paid to the Directors, Key Managerial Personnel and employees is as per the remuneration policy of the Company.

INFORMATION AS REQUIRED UNDER RULE 5(2) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIALPERSONNEL) RULES, 2014.

I. Names of top 10employees of the Company in terms of remuneration drawn:

Sl. No	Name of Employee	Designation	Remuneration Received	Nature of Employment	Qualification and Experience	Date of Commen- cement of	Age	Last Employment	%age Equity Shares held by the employee	Whether such employee is relative of the director
1	Anil Kumar Gambhir	General Manager- Marketing	1409440.00	Permanent	MBA	15-5-2017	56	Padmini VNA Mechatronics Limited	NIL	Not related
2	Rajeev Sharma	General Manager- HR	857033.00	Permanent	B.tech	17-1-2018	55	Eastman Cast & Forge Ltd.	NIL	Not related
3	Rajinder Kumar	AGM	835173.00	Permanent	+2	07-4-1981	58	First employment	NIL	Not related
4	Indal Yadav	Deputy Manager- HTM	783422.00	Permanent	B.Sc (Math)	11-2-2008	43	GNA Enterprises Ltd.	NIL	Not related
5	Amit Bhamniya	Manager	565707.00	Permanent	B.tech	05-8-2020	35	SML Isuzu	NIL	Not related
6	Kawalbir Singh PPC	Senior Manager-	526834.00	Permanent	Diploma- Mech. Engg	10-9-2018	36	G.S Auto Comp Pvt. Ltd	NIL	Not related
7	Paramjit Singh	General Manager- Quality	400010.00	Permanent	P.G (Diploma) 30-6-2020		38	Metal Makers India Limited	NIL	Not related
8	Gurcharan Singh	Manager	214432.00	Permanent	B.A , Diploma (Draftsman, Auto Cad)	12-6-1999	47	First employment	NIL	Not related
9	Sushil Kumar Kanaria	General Manager Operations	210134.00	Permanent	B.E (Mechanical)	01-3-2021	45	Rockman Industries Ltd	NIL	Not related
10	Avtar Singh	Security Officer	168491.00	Permanent	th 10	22-1-2008	60	Ex Service Man	NIL	Not related

II. Name of the employees who were employed throughout the Financial Year 2020-21 and were paid remuneration not less than 1.02 Cr. per annum – NIL

III. Name of employees who were employees in part during the Financial Year 2020-21 and were paid remuneration not less than 8.50 Lacs per month- NIL

Annexure V

Information as per Section 134(3)(m) of The Companies Act, 2013 read with Rule 8(3) of the Companies st (Accounts) Rules 2014 forming part of the Director's Report for the year ended 31 March, 2021:

I) Conservation of Energy:

The Company has been taking adequate measures for the conservation of energy by ensuring the optimum utilization of energy and other resources at its disposal.

Energy conservation measures taken: - Conservation of energy is a continuous process and further various austerity measures were undertaken to curb consumption of Furnace oil consequent of change over to electrical system during the year.

No capital investment on energy conservation equipment was made during the year.

II) Technology Absorption:

Technology Absorption, Adaptation and Innovations;

The Company is carrying on its manufacturing operation by its in house technology generated. However Continuous efforts are being made on conservation of raw material by improving design and layout of dies. No technology has been imported during the last three years.

Research and Development;

Research and Development efforts in a manufacturing Company like ours, is an ongoing process. It is not possible to determine the benefits derived as a result of above said Research & Development activities. Continuous efforts are being put in by ways of Research & Development activities in all the areas of manufacturing activities so to reduce the cost of major inputs such as steel, fuel & power etc.

III) Foreign Exchange Earnings and Outgo:

a)	Activities relating to exports:	st Rs.146.54 Lakhs (previous year Rs. 287.46 Lakhs)	During the year ended 31 March, 2021 the Export was at
b)	Initiatives taken to increase exports, development of new exports markets for products, services, and exports plans.	Vigorous efforts are taken by the marketing department for new multinational customers and other export markets in additions to its Customers and existing export markets.
c)	Total Foreign Exchange Used and Earned (On Cash basis)		(Rs. in lacs)
		Current Year	Previous Year
	Used	0.00	32.41
	Earned	146.54	287.46

Date: 14.08.2021

Place: Ludhiana For and on behalf of the Board of Directors

Jasbir Singh Ryait Harkirat Singh Ryait Chairman & Managing Director Executive Director

DIN:00104979 DIN:07275740

these matters. TO, THE MEMBERS OF Other Information G S AUTO INTERNATIONAL LIMITED

G S AUTO INTERNATIONAL LIMITED ("the Company") 31/03/2021 the cash flow statement ,

according in the audit or otherwise appears to be materially to the explanations given to us, the aforesaid misstated. If, based on the work we have performed, we financial statements give the information required by the Act conclude that there is a material misstatement of this in the manner so required and give a true and fair view other information, we are required to report that fact. We in conformity with the accounting principles generally accepted have nothing to report in this regard. in India, of the state of affairs of the Company as at and Loss for the year Responsibility of Management and Those Charged ended on that date. with Governance (TCWG) 31/03/2021 it's and it's cash flows

on Auditing Companies Act, 2013 ("the Act") with respect to the (SAs) specified under section 143(10) of the Companies Act, 2013. Our preparation of these financial statements that give a true responsibilities under those S and fair view of the financial position, financial tandards are further described in the Auditor's Responsibilities performance and cash flows of the Company in for the Audit of the Financial Statements accordance with the accounting principles generally section of our report. We are independent of the Company accepted in India, including the Indian Accounting in accordance with the Code of Ethics issued by the Standards (Ind AS) specified under Section 133 of the Act, Institute of Chartered Accountants of India together with read with Rule 7 of the Companies (Accounts) Rules, the ethical requirements that are relevant to our audit of 2014. This responsibility also includes maintenance of the financial statements under the provisions of the Companies Act, 2013 and adequate accounting records in accordance with the the Rules there under, and we ha provisions of the Act for safeguarding of the assets of the ve fulfilled our other ethical responsibilities in accordance with respective Company and for preventing and detecting these requirements and the Code of Ethics. We believe frauds and other irregularities; selection and application of that the audit evidence we have obtained appropriate accounting policies; making judgments and is sufficient and appropriate to provide a basis

We draw attention to notes to the financial results which ensuring the accuracy and completeness of the describe the uncertainties and the impact of Covid-19 accounting records, relevant to the preparation and pandemic on the Company's operations/supply presentation of the financial statements that give a true chains/consumer demand/financial markets/commodity and fair view and are free from material misstatement, prices/personnel available for work and results as whether due to fraud or error which have been used for the assessed by the management. Our opinion is not preparation of the financial statements by the modified in respect of this matter. Management and Directors of the Company, as aforesaid.

INDEPENDENT AUDITORS'REPORT opinion thereon, we do not provide a separate opinion on

The Company's management and Board of Directors are Report on the Financial Statements responsible for the other information. The other ^W information comprises the information included in the e have audited the accompanying financial statements Company's annual report, but does not include the of financial statements and our auditors' report thereon. Our , which comprise the Balance Sheet as at opinion on the financial statements does not cover the , the Statement of Profit and Loss other information and we do not express any form of for the year then ended, and a summary of assurance conclusion thereon. In connection with our the significant accounting policies and other explanatory audit of the financial statements, our responsibility is to information. read the other information and, in doing so, consider Auditor's Opinion whether the other information is materially inconsistent with the financial statements or our knowledge obtained In our opinion and to the best of our information and

Basis for Opinion The Company's Management and Board of Directors is We responsible for the matters stated in Section 134(5) of the conducted our audit in accordance with the Standards estimates that are reasonable and prudent; and design, for our opinion on the financial statements. implementation and maintenance of adequate internal Emphasis of Matter financial controls, that were operating effectively for

Key Audit Matters In preparing the financial statements, Management and Board of Directors are responsible for assessing the Key audit matters are those matters that, in our Company's ability to continue as a going concern, professional judgement, were of most significance in our disclosing, as applicable, matters related to going audit of the financial statements of the current period. concern and using the going concern basis of accounting These matters were addressed in the context of our audit unless management and Board of Directors either intends of the financial statements as a whole and in forming our to liquidate the Company or to cease operations, or has no

Auditor's Responsibility for the Audit of the Financial date of our auditor's report. However, future events or

Our objectives are continue as a going concern. to obtain reasonable assurance about whether the financial statements as a whole are free from • Evaluate the overall presentation, structure and material misstatement, whether due to fraud or error, and content of the financial statements, including the to issue an auditor's report that includes our opinion. disclosures, and whether the financial statements Reasonable assurance is a high level of assurance, but is represent the underlying transactions and events in a not a guarantee that an audit conducted in accordance manner that achieves fair presentation. with SAs will always detect a material misstatement when

considered material if, individually or in the aggregate, which we are the independent auditors. We are they could reasonably be expected to influence the responsible for the direction, supervision and economic decisions of users taken on the basis of these performance of the audit of financial information of the

As part of an audit which we are the independent auditors. in accordance with SAs, we exercise professional judgement and maintain professional We communicate with those charged with governance

• e identify during our audit. rror, design and perform audit procedures
• Evaluate the appropriateness of accounting policies interest benefits of such communication. used and the reasonableness of accounting estimates and related disclosures in the financial Report on Other Legal and Regulatory Requirements statements made by management and Board of Directors.
• Conclude on the appropriateness of management's and Board of Directors' use of the going concern basis of accounting in preparation of financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast As required by Section 143 (3) of the Act, we report that: significant doubt on the Company's ability to continue (a) We have sought and obtained all the information and as a going concern. If we conclude that a material explanations which to the best of our knowledge and uncertainty exists, we are required to draw attention

realistic alternative but to do so. in our auditor's report to the related disclosures in the financial statements or, if such disclosures are The respective Board of Directors are also responsible for inadequate, to modify our opinion. Our conclusions overseeing the Company's financial reporting process. are based on the audit evidence obtained up to the Statements conditions may cause the Company to cease to

• Obtain sufficient appropriate audit evidence it exists. regarding the financial information of the Company to Misstatements can arise from fraud or error and are express an opinion on the financial statements, of financial statements. Company included in the annual financial results of

scepticism throughout the audit. We also: regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including • Identify and assess the risks of material misstatement of any significant deficiencies in internal control that we the financial statements, whether due to fraud or

responsive to those risks, and obtain audit evidence We also provide those charged with governance with a that is sufficient and appropriate to provide a basis for statement that we have complied with relevant ethical our opinion. The risk of not detecting a material requirements regarding independence, and to misstatement resulting from fraud is higher than for communicate with them all relationships and other one resulting from error, as fraud may involve matters that may reasonably be thought to bear on our collusion, forgery, intentional omissions, independence, and where applicable, related safeguards. misrepresentations, or the override of internal control. From the matters communicated with those charged with governance, we determine those matters that were of • Obtain an understanding of internal control relevant to most significance in the audit of the financial statements of the audit in order to design audit procedures that are appropriate the current period and are therefore the key audit matters. in the circumstances. Under section 143(3)(i) of We describe these matters in our auditor's report unless the Companies Act, 2013, we are also law or regulation precludes public disclosure about the responsible for expressing our opinion on whether the matter or when, in extremely rare circumstances, we company has adequate internal financial controls determine that a matter should not be communicated in system with reference to financial statements in place and our report because the adverse consequences of doing the operating effectiveness of such controls. so would reasonably be expected to outweigh the public

As required by the Companies (Auditors' Report) Order,2016("the Order") issued by the Central Government of India in terms of sub section (11) of section 143 of the Companies Act, 2013. We give in the Annexure A statements on the matters specified in paragraphs 3 and 4 of the order, to the extent applicable.

• opinion and to the best of our information and (b) In our opinion, proper books of account as required by according to the explanations given to us: law have been kept by the Company so far as it
• litigations on its financial position in its financial (c) The Balance Sheet, the Statement of Profit and Loss statements. dealt with by this Report , andthe cash flow statement
• the applicable law or accounting standards, for (d) In our opinion, the aforesaid financial statements material foreseeable losses, if any, on long-term comply with the Accounting Standards specified contracts including derivative contracts. under Section 133 of the Act, read with Rule 7 of the
• required to be transferred, to the Investor Education (e) On the basis of the written representations received and Protection Fund by the Company. from the directors as on taken on record by the Board of Directors, none of the directors is disqualified as on from being appointed Date : 30/06/2021 31/03/2021
• Reg No. :0016737N (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 SUKHMINDER SINGH our Partner separate report in "Annexure B".
• (g) With respect to the other matters to be included in the UDIN : 21093100AAAAEE3735 Auditor's Report in accordance with Rule 11 of the

belief were necessary for the purposes of our audit. Companies (Audit and Auditors) Rules, 2014, in our

• appears from our examination of those books. 1. The Company has disclosed the impact of pending
• are in agreement with the books of account. 2. The Company has made provision, as required under
• Companies (Accounts) Rules, 2014. 3. There has been no delay in transferring amounts,

disqualified as on 31/03/2021 from being appointed	Date : 30/06/2021	FOR SUKHMINDER SINGH AND CO.
as a director in terms of Section 164 (2) of the Act.	Place : LUDHIANA	(Chartered Accountants)

M.No. : 093100

ANNEXURE - A

Reports under The Companies (Auditor's Report) Order, 2016 (CARO 2016) for the year ended on 31st March 2021

To, The Members of G S AUTO INTERNATIONAL LIMITED

We report that:-

Sl. No.	Comment Required on	Auditor's Opinion on Following Matter	Auditor's Remark
(i)	Fixed Assets	a) Whether the company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets?	The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.
		b) Whether these fixed assets have been physically verified by the management at reasonable intervals; whether any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt with in the books of accounts?	Fixed assets have been physically verified by the management at reasonable intervals; No material discrepancies were noticed on such verification.
		c) Whether the title deeds of immovable properties are held in the name of the company? lf not, provide the details thereof.	Yes, the title deeds of all the immovable properties are held in the name of Company as at the Balance Sheet date.
(ii)	Inventory	Whether physical verification of inventory has been conducted at reasonable intervals by the management and whether any material discrepancies were noticed and if so, whether they have been properly dealt with in the books of account?	Physical verification of inventory has been conducted at reasonable intervals by the management. No material discrepancies were noticed.
(iii)	Loans Secured or Unsecured Granted	Whether the company has granted any loans, secured or unsecured to companies, firms, Limited Liability partnerships or other parties covered in the register maintained under section 189 of The Companies Act, 2013? if so,	The company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained u/s 189 of the companies Act-2013.
		a) Whether the terms and conditions of the grant of such loans are not prejudicial to the company's interest?	N A
		b) Whether the schedule of repayment of principal and payment of interest has been stipulated and whether the repayments or receipts are regular?	N A
		c) If the amount is overdue, state the total amount overdue for more than ninety days, and whether reasonable steps have been taken by the company for recovery of the principal and interest?	N A
(iv)	Loan to director and investment by the company	In respect of loans, investments, guarantees, and security whether provisions of section 185 and 186 of the Companies Act, 2013 have been complied with. If not, provide the details thereof.	While doing transaction for loans, investments, guarantees, and security provisions of section 185 and 186 of the Companies Act, 2013 have been complied with.
(v)	Public Deposits	In case, the company has accepted deposits, whether the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed thereunder, where	The company has not accepted any Deposits.

		applicable, have been complied with? If not, the nature of such contraventions be stated; lf an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, whether the same has been complied with or not?
(vi)	Cost Accounting Records	Whether maintenance of cost records has been specified by the Central Government under sub section (1) of section 148 of the Companies Act, 2013 and whether such accounts and records have been so made and maintained?			made and maintained.	We have broadly reviewed the books of accounts relating to materials, labour and other items of cost maintained by the company pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013 and we are of the opinion that prima facie the prescribed accounts and records have been
(vii)	Statutory Compliance	a) Whether the company is regular in depositing undisputed statutory dues including provident fund, employees' state insurance, income tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues to the appropriate authorities and if not, the extent of the arrears of outstanding statutory dues as on the last day of the financial year concerned for a period of more than six months from the date they became payable, shall be indicated?			with Income Tax Department .	The Company is depositing Provident Fund and ESI but there is delay in deposit in some cases. There is no undisputed amounts payable and outstanding in respect of Income Tax, Wealth Tax, Sales Tax, Custom Duty and Excise Duty, Investor Education and Protection Fund as on 31 March, 2021 for a period of more than six months from the date they become payable except case
		b) Where dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax have not been deposited on account of any dispute, then the amounts involved and the forum where dispute is pending mentioned. (A mere representation concerned Department shall not be treated as a dispute)	shall be to the	Detail of Disputed amounts payable to statutory authorities are as given below.
	Name of Statute	Nature of the dues	Period to which it relates (AY)		Amount (Rs Lakhs)	*Forum where dispute is pending
	Income Tax Act,1961	Income Tax including interest as applicable	2008-09		97.54	Commissioner (Appeals)
	Income Tax Act,1961	Income Tax including interest as applicable	2009-10		36.3	Commissioner (Appeals)
	Income Tax Act,1961	Income Tax including interest as applicable	2010-11		62.23	ITAT/Commissioner (Appeals)
	Income Tax Act,1961	Income Tax including interest as applicable	2011-12		94.44	ITAT/Commissioner (Appeals)
	Income Tax Act,1961	Income Tax including interest as applicable	2012-13		273.11	Commissioner (Appeals)
(viii)	Loan from Banks/ Financial Institution	Whether the company has defaulted in repayment The company has not defaulted in repayment of of loans or borrowing to a financial institution, dues to financial institution, or a bank. bank, government or dues to debenture holders? If yes, the period and the amount of default to be reported (in case of defaults to banks, financial institutions, and government, lender wise details to be provided)
(ix)	Application of Money Received from Equity or Loan	Whether moneys raised by way of initial public offer or further public offer {including instruments) and term loans were applied for the purposes for which those are raised. If not, the details together with delays or default and subsequent rectification? If any, as may be applicable, be reported.	debt		which they were raised.	The Company has not applied term loans for the purposes other than for which those are raised. The Company has not raised money by further Public Offer. The term loans taken by the company have been applied for the purpose for

(x)	Fraud Reporting	Whether any fraud by the company or any fraud on the Company by its officers or employees has been noticed or reported during the year? If yes, the nature and the amount involved is to be indicated;	Based on our audit procedures and the information and explanation made available to us no such fraud noticed or reported during the year.
(xi)	Managerial Remuneration	Whether managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act? If not, state the amount involved and steps taken by the company for securing refund of the same.	Managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act.
(xii)	Nidhi Company - Compliance with Deposits	Whether the Nidhi Company has complied with the Net Owned Funds to Deposits in the ratio of 1:20 to meet out the liability and whether the Nidhi Company is maintaining ten per cent unencumbered term deposits as specified in the Nidhi Rules, 2014 to meet out the liability?	As per information and records available with us The company is not Nidhi Company.
(xiii)	Related Party Transactions	Whether all transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable accounting standards?	Yes, all transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 wherever applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable accounting standards.
(xiv)	Issue of Share Capital and use of Amount Raised	Whether the company has made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and if so, as to whether the requirement of section 42 of the Companies Act, 2013 have been complied with and the amount raised have been used for the purposes for which the funds were raised. If not, provide the details in respect of the amount involved and nature of non compliance?	During the year the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures.
(xv)	Transaction with Director	Whether the company has entered into any non cash transactions with directors or persons connected with him and if so, whether the provisions of section 192 of Companies Act, 2013 have been complied with?	The company has not entered into any non-cash transactions with directors or persons connected with him.
(xvi)	Registration from RBI	Whether the company is required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 and if so, whether the registration has been obtained?	The company is not required to be registered under section 45-IA of the Reserve Bank of lndia Act, 1934.

Date : 30/06/2021 FOR SUKHMINDER SINGH AND CO. Place : LUDHIANA (Chartered Accountants) Reg No. :0016737N

SUKHMINDER SINGH Partner M.No. : 093100 UDIN : 21093100AAAAEE3735

INTERNATIONALLIMITED. controls operated effectively in all material respects.

financial reporting, assessing the risk that a material financial reporting of G S AUTO INTERNATIONAL weakness exists, and operating effectiveness of internal LIMITED as of March 31, 2021 in conjunction with our control based on the assessed risk. The procedures audit of the standalone financial statements of the selected depend upon on the auditor's judgment, Company for the year ended on that date.

Controls fraud or error.

The Company's management and Board of Directors are We believe that the audit evidence we have obtained is responsible for establishing and maintaining internal sufficient and appropriate to provide a basis for our audit financial controls based on the internal control over opinion on the Company's internal financial controls financial reporting criteria established by the Company system over financial reporting. considering the essential components of internal control Meaning of Internal Financial Controls over Financial stated in the Guidance Note on Audit of Internal Financial Reporting Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities A company's internal financial control over financial include the design, implementation and maintenance of reporting is a process designed to provide reasonable adequate internal financial controls that were operating assurance regarding the reliability of financial reporting effectively for ensuring the orderly and efficient conduct of and the preparation of financial statements for external its business, including adherence to company's policies, purposes in accordance with generally accepted the safeguarding of its assets, the prevention and accounting principles. A company's internal financial detection of frauds and errors, the accuracy and control over financial reporting includes those policies and completeness of the accounting records, and the timely procedures that (1) pertain to the maintenance of records preparation of reliable financial information, as required that, in reasonable detail, accurately and fairly reflect the under the Companies Act, 2013. transactions and dispositions of the assets of the

Auditors'Responsibility

Our responsibility is to express an opinion on the preparation of financial statements in accordance with Company's internal financial controls over financial generally accepted accounting principles, and that reporting based on our audit. We conducted our audit in receipts and expenditures of the company are being accordance with the Guidance Note on Audit of Internal made only in accordance with authorizations of Financial Controls Over Financial Reporting (the management and directors of the company and (3) "Guidance Note") and the Standards on Auditing, issued provide reasonable assurance regarding prevention or by ICAI and deemed to be prescribed under section timely detection of unauthorized acquisition, use or 143(10) of the Companies Act, 2013, to the extent disposition of the company's assets that could have a applicable to an audit of internal financial controls, both material effect on the financial statements. applicable to an audit of Internal Financial Controls and Inherent Limitations of Internal Financial Controls both issued by the Institute of Chartered Accountants of over Financial Reporting India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and Because of the inherent limitations of internal financial perform the audit to obtain reasonable assurance about controls over financial reporting, including the possibility

"Annexure B" to the Independent Auditor's Report of whether adequate internal financial controls over financial even date on the Financial Statements of G S AUTO reporting was established and maintained and if such

Report on the Internal Financial Controls under Our audit involves performing procedures to obtain audit Clause (i) of Sub-section 3 of Section 143 of the evidence amount the adequacy of the internal financial Companies Act, 2013. control system over financial reporting and their operating effectiveness. Our audit of internal financial controls over We have audited the internal financial controls over including the assessment of the risks of material Management's Responsibility for Internal Financial misstatement of the financial statements, whether due to

company; (2) provide reasonable assurance that transactions are recorded as necessary to permit

of collusion or improper management override of controls, March 31, 2021, based on the internal control over material misstatements due to error or fraud may occur financial reporting criteria established by the Company and not be detected. Also, projections of any evaluation of considering the essential components of internal control the internal financial controls over financial reporting to stated in the Guidance Note on Audit of Internal Financial future periods are subject to the risk that the internal Controls over Financial Reporting issues by the Institute financial control over financial reporting may become of Chartered Accountants of India. inadequate because of changes in conditions, or that the Date : 30/06/2021 FOR SUKHMINDER SINGH AND CO. degree of compliance with the policies or procedures may Place : LUDHIANA (Chartered Accountants) deteriorate. Reg No. :0016737N

Opinion

In our opinion, the Company has, in all material respects, Partner M.No. : 093100 an adequate internal financial controls system over UDIN : 21093100AAAAEE3735 financial reporting and such internal financial controls over financial reporting were operating effectively as at

SUKHMINDER SINGH

Balance Sheet as at March 31, 2021

				(Amount Rs)
	Particulars	Note No.	As at March 31, 2021	As at March 31, 2020
ASSETS
1	Non-Current Assets
(a)	Property, Plant and Equipment	4	470486606	506011203
(b )	Other Intangible Assets	5(a)	133265	306953
(c)	Right to use Assets	5(b)	3590887	3889195
(d)	Financial Assets
	(i) Investments		0	0
	(ii) Other Financial Assets	6	16323049	16323049
(e )	Deferred tax Assets (Net)	7	68264915	68530598
(f)	Other Non-Current Assets	8	37444912	36756192
	Total (A)		596243634	631817190
2	Current Assets
(a)	Inventories	9	289678231	246334736
(b)	Financial Assets
	(I) Investments		0	0
	(ii) Trade Receivables	10	176653024	206942843
	(iii) Cash and Cash Equivalents	11	8577704	2735860
	(iv) Bank Balances other than (iii) above	12	9653471	9148555
	(v) Other Financial Assets	13	1332972	980322
(c )	Other Current Assets	14	10558018	12971871
	Total (B)		496453420	479114187
	Total Assets (A+B)		1092697054	1110931377
	EQUITY AND LIABILITIES
EQUITY
	(a) Equity Share Capital	15	72572900	72572900
	(b) Other Equity	16	197879814	231207721
	Total Equity (A)		270452714	303780621
LIABILITIES
1	Non-Current Liabilities
(a)	Financial Liabilities (i) Borrowings	17	71967349	2974293
	(ii) Other Financial Liabilities	18	3792108	5096056
(b)	Other Non-current Liabilities	19	90826671	91442233
(c)	Provisions	20	21372088	25336011
(d)	Lease Liability		1500702	1251585
2	Current Liabilities (a) Financial Liabilities
	(i) Borrowings	21	267476587	280197447
	(ii) Trade and Other Payable	22	135949687	187630908
	(iii) Other Financial Liabilities	23	169286496	125698147
(b)	Other Current Liabilities	24	53058852	82218918
(c )	Provisions	25	7013800	5305158
	Total Liabilities (B)		822244340	807150756
	Total Equity and Liabilities (A+B)		1092697054	1110931377
	The accompanying Notes are integral part of these Financial Statements As per our report of even date

For SUKHMINDER SINGH & CO.

ICAI Firm Registration No:016737N JASBIR SINGH RYAIT DEEPAK CHOPRA

Partner Executive Director Membership No.:093100 DIN: 07275740 UDIN:21093100AAAEE3735

Place : Ludhiana Date : 30th June, 2021 For and on behalf of the Board of Directors

Chartered Accountants Chairman & Jt. Mg. Director Chief Financial Officer DIN 00104979

SUKHMINDER SINGH HARKIRAT SINGH RYAIT

Statement of Profit and Loss for the year ended March 31, 2021

				(Amount Rs)
	Particulars	Note No.	Year Ended March 31, 2021	Year Ended March 31, 2020
I	Revenue from Operations	26	772687859	839156885
II	Other Income	27	3650376	8991757
III	Total Income		776338235	848148642
IV	EXPENSES
	Cost of Materials Consumed	28	352830290	410878953
	Changes in inventories of Finished goods, Stock-in	29	(24027757)	(49395950)
	Employee Benefits Expense	30	167338680	190346201
	Finance Costs	31	42933105	45515483
	Depreciation and Amortization Expense	32	40234141	41995389
	Other Expenses	33	234614717	243558232
	Total Expenses		813923176	882898308
V	Profit/(Loss) before tax (III-IV)		(37584941)	(34749666)
VI	Tax Expense :	34
	(i) Current Tax		—	—
	(ii) Deferred Tax		(265683)	8277611
	Total Tax Expenses		(265683)	8277611
	VII Profit/(Loss) for the year (V-VI)		(37850624)	(26472055)
	VIII Other Comprehensive Income
	Acturial gain/(loss) on employee defined benefit plan		4522717	4008298
	reclassified to other comprehensive income
IX	Total Comprehensive Income for the year (VII+/-VIII)		(33327907)	(22463757)
X	Earning per equity share of the face value of Rs.5/- each	35	(2.61)	(1.82)

The accompanying Notes are integral part of these Financial Statements As per our report of even date

For and on behalf of the Board of Directors

ICAI Firm Registration No:016737N JASBIR SINGH RYAIT DEEPAK CHOPRA Chartered Accountants Chairman & Jt. Mg. Director Chief Financial Officer DIN 00104979

SUKHMINDER SINGH HARKIRAT SINGH RYAIT Partner Executive Director Membership No.:093100 DIN: 07275740 UDIN:21093100AAAEE3735

For SUKHMINDER SINGH & CO.

Place : Ludhiana Date : 30th June, 2021

CASH FLOW STATEMENT For the year ended March 31, 2021

			(Amount Rs)
Particulars		Year Ended March 31, 2021	Year Ended March 31, 2020
CASH FLOW FROM OPERATING ACTIVITIES:
Net Profit before Tax		(37584941)	(34749666)
Adjustments for :
i) Depreciation and amortization		40234141	41995389
ii) Finance Cost		42933105	45515483
iii) Interest on Security Deposit		(1310884)	(1455580)
iv) Foreign exchange variations		(1047610)	1500393
v) (Profit)/Loss on sale of Property, Plant and Equipment		111227	(593807)
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES		43335038	52212212
Adjustment for Changes in working capital:
i) (Increase)/Decrease in Inventories		(43343495)	(30082794)
ii) (Increase)/Decrease in Trade Receivables		31337429	37487535
iii) (Increase)/Decrease in Other Financial Assets		(857566)	1862811
iv) (Increase)/Decrease in Other Assets		1725133	2909714
v) Increase/(Decrease) in Trade payable		(51681221)	(12821799)
vi) Increase/(Decrease) in liabilities		14061838	(11542378)
vii) Increase/(Decrease) in provisions		2267436	(134067)
CASH GENERATED FROM OPERATIONS		(3155408)	39891234
Income tax paid (net of refund )		0	0
NET CASH FROM OPERATING ACTIVITIES (A)		(3155408)	39891234
CASH FLOW FROM INVESTMENT ACTIVITIES:
i) Purchase of fixed assets (including Capital work in progress) ii) Purchase of Intangible Assets		(5553775) (20000)	(2107463) (52800)
iii) Interest from Security Deposit and others		1310884	1455580
iv) Proceed from sale of fixed assets		1225000	1450000
v) (Investment)/Sale in subsidiary		0	0
vi) (Investment)/Sale in other investments		0	0
NET CASH (USED)/RAISED FROM INVESTING ACTIVITIES (B)		(3037891)	745317
CASH FLOW FINANCING ACTIVITIES:
i) Proceeds/(Repayment) from Borrowings		56272196	(111002)
ii) Proceeds/(Repayment) of trade deposits		(1303948)	(18467)
iii) Finance Cost		(42933105)	(45515483)
Net Cash (used)/raised from financing activities (C )		12035143	(45644952)
Net Increase/(decrease) in cash & cash equivalents (A +B+C)		5841844	(5008402)
Cash & Cash Equivalents at the beginning of the year		2735860	7744262
Cash & Cash Equivalents at the end of the year		8577704	2735860
The accompanying Notes are integral part of these Financial Statements As per our report of even date
For SUKHMINDER SINGH & CO.	For and on behalf of the Board of Directors
ICAI Firm Registration No:016737N Chartered Accountants	JASBIR SINGH RYAIT Chairman & Jt. Mg. Director	DEEPAK CHOPRA	Chief Financial Officer

SUKHMINDER SINGH HARKIRAT SINGH RYAIT Partner Executive Director

Membership No.:093100 DIN: 07275740 UDIN:21093100AAAEE3735

Place : Ludhiana Date : 30th June, 2021 DIN 00104979

Statement of Changes in Equity for the year ended March 31,2021

	Particulars	No. of Shares	Amount (Rs)
A.	EQUITY SHARE CAPITAL
	Balance as at April 1, 2020	14514580	72572900
	Changes during the year	—	—
	Balance as at March 31, 2021	14514580	72572900

	Particulars		Reserves and Surplus
		Capital Reserve	Securities Premium Account	Capital Revaluation Reserve	Investment Allowance Reserve	General Reserve	Retained Earnings
B.	OTHER EQUITY
	Balance as at April 1, 2020	7214943	117590075	7545000	256315.98	8650000	89951387	231207721
	Total Comprehensive income for the year	—	—	—	—	—	(33327907)	(33327907)
	Balance as at March 31, 2021	7214943	117590075	7545000	256315.98	8650000	56623480.00	197879814

Summary of significant accounting policies 3

The accompanying Notes are integral part of these Financial Statements As per our report of even date

For SUKHMINDER SINGH & CO.

ICAI Firm Registration No:016737N JASBIR SINGH RYAIT DEEPAK CHOPRA Chartered Accountants Chairman & Jt. Mg. Director Chief Financial Officer

SUKHMINDER SINGH HARKIRAT SINGH RYAIT

Partner Executive Director Membership No.:093100 DIN: 07275740 UDIN:21093100AAAEE3735

Place : Ludhiana Date : 30th June, 2021 For and on behalf of the Board of Directors

DIN 00104979

Significant Accounting Policies and other on a historical cost convention except certain financial assets and liabilities have been Explanatory Information to the Financial measured at fair value as under: - Statements for the Financial Year ended

Company") is a public company domiciled in India Employee Defined Plan Assets measured and incorporated as "Gurmukh Singh & Sons Auto th Benefit Plans at fair value less Parts Private Limited" on 29 June, 1973 under the present value of provisions of the Companies Act, 1956 & later on defined benefit changed its name to "G.S. Auto International obligation Limited", having its registered office at G.S. Estate, G.T Road, Dhandari Kalan, Ludhiana-141010. Also Certain Financial Fair Value the Company has its second manufacturing facility Assets and at Jamshedpur location. Its equity shares are listed Liabilities on "The Bombay Stock Exchange Limited". 3. Significant Accounting Policies "G.S. Auto International Limited" ("GS" or "the

The Company is engaged in the manufacturing of 3.1 Property, Plant and Equipment wide range of auto components such as Ferrous & Non Ferrous Casting Components, Machined (a) Tangible Assets Components, Forged parts and Assembly of heavy (i) Recognition and Measurement

The Company is operating in all the three verticals of borrowing cos t s , les s ac cumulated auto components industry by supplying its depreciation, and accumulated impairment components to Original Equipment Manufacturers, losses, if any, except freehold land which is After Sales Market (Replacement Market) & Export carried at historical cost. Cost of an item of M a r k e t . T h e C o m p a n y ' s C I N i s property, plant and equipment comprises its L34300PB1973PLC003301. purchase price, including import duties and non-

The Financial Statements of the Company are working condition for its intended use and prepared in accordance with Indian Accounting estimated costs of dismantling and removing Standards (Ind AS) as per the Companies (Indian the item and restoring the site on which it is Accounting Standards) Rules, 2015 and the located. Companies (Indian Accounting Standards) Subsequent expenditure related to an item of (Amendment) Rules, 2016 and the subsequent fixed asset is added to its book value only if it amendments from time to time, notified under increases the future benefits from the existing Section 133 of the Companies Act, 2013 (the asset beyond its previously assessed standard "Act") and other relevant provisions of the Act. of performance. All other expenses on existing

These Financial Statements of the Company as fixed assets, including day-to-day repair and at and for the year ended March 31, 2021 maintenance expenditure are charged to the (including comparatives) were approved and statement of profit and loss for the period during authorized for issue by the Board of Directors of which such expenses are incurred.

profit or loss for the period in which they arise Indian Rupees (INR), which is also a functional except the scope exclusion provided under Ind currency. All the values are in rupee value,

	March 31, 2021:	Items	Measurement Basis
1.	Corporate Information: "G.S. Auto International Limited" ("GS" or "the	Investment in Mutual Funds	Fair Value
	Company") is a public company domiciled in India and incorporated as "Gurmukh Singh & Sons Auto th Parts Private Limited" on 29 June, 1973 under the provisions of the Companies Act, 1956 & later on changed its name to "G.S. Auto International Limited", having its registered office at G.S. Estate,	Employee Defined Benefit Plans	Plan Assets measured at fair value less present value of defined benefit obligation
	G.T Road, Dhandari Kalan, Ludhiana-141010. Also the Company has its second manufacturing facility at Jamshedpur location. Its equity shares are listed	Certain Financial Assets and Liabilities	Fair Value

duty trailer axles for Commercial vehicles and Items of property, plant and equipment are agriculture segment. measured at cost, which include capitalized refundable purchase taxes, after deducting 2. Basis of preparation: trade discounts and rebates, any directly 2.1 Statement of Compliance with Ind AS attributable cost of bringing the item to its

th the Company in their meeting held on 30 June, Any exchange difference arising on translation/ 2021. settlement of all foreign monetary items 2.2 Functional and Presentation Currency including long term foreign currency monetary The Financial Statements are presented in items to be recognized as income or expense in unless otherwise indicated. AS 21 based on the voluntary exemption given in Ind AS101. Gains or losses arising from 2.3 Basis of Measurement derecognition of fixed assets are measured as These Financial Statements have been prepared the difference between the net disposal

loss when the asset is derecognized. freehold land and properties under

working condition for its intended use and Depreciation is generally recognized in the estimated costs of dismantling and removing Statement of Profit and Loss. Amortization on the item and restoring the site on which it is leasehold land is provided over the period of located. lease.

If significant parts of an item of property, plant Useful lives have been determined in and equipment have different useful lives, then accordance with Schedule II to the Companies they are accounted for as separate items (major Act, 2013.The residual values are not more than components) of property, plant and equipment. 5% of the original cost of the asset.

Useful lives have been determined in Depreciation method, useful lives and residual accordance with Schedule II to the Companies values are reviewed at each financial year end Act, 2013. The and adjusted, if appropriate. Based on technical residual values are not more evaluation and consequent advice, the than 5% of the original cost of the asset.

property, plant and equipment is recognized in management expects to use these assets. The profit or loss following the principles of Ind AS- useful lives of the Company's Plant and

Leasehold continuous process plant. land, acquired on thirty years lease basis, from "Adityapur Industrial Development Depreciation on the additions (disposals) to the Authority ("AIDA") for setting up of particular assets, during the year, is provided on manufacturing unit at Jamshedpur and all the a pro-rata basis, from the date of related expenses & incidental to the acquisition acquisition/installation/on which the particular of asset is put to use (disposed of). the leasehold land, up to the date of the commencement of the first phase of the Depreciation on additions on account of

Fixed Assets revalorization of foreign currency loans is being are reviewed for impairment on

Subsequent expenditure is capitalised only if it Projects under commissioning and other

intended use and transferred from Capital work- derecognised upon disposal or when no future in-progress Group to Tangible Fixed Assets economic benefits are expected to arise from Group. the continued use of assets.

(c) Intangible Assets (iv) Research and Development Cost

(i) Initial Recognition and Classification Research and Development Costs that are in the nature of tangible assets and are expected Intangible assets acquired separately are to generate probable future economic benefits Intangible assets are stated at cost less are capitalised as tangible assets. Revenue accumulated amount of amortization and expenditure on research and development is

proceeds and the carrying amount of the asset Depreciation is calculated on cost of items of and are recognized in the statement of profit and property, plant and equipment (other than construction) less their estimated residual The cost of a self-constructed item of property, values over their estimated useful lives using plant and equipment comprises the cost of the straight line method in respect of buildings, materials and direct labour, any other costs plant and equipment, furniture and fixtures, directly attributable to bringing the item to office equipment, Vehicle and other assets.

management believes that its estimates of Any gain or loss on disposal of an item of useful lives best represent the period over which 115 "Revenue from Contracts with Customers". Equipment are considered on the basis of

Commercial production was capitalized. increase or decrease in rupee value due to provided at rates of depreciation over the each Balance Sheet date. remaining useful life of the said assets.

(ii) Subsequent Expenditure (b) Capital work-in-progress

is probable that the future economic benefits Capital work-in-progress are carried at cost associated with the expenditure will flow to the comprising of direct and indirect costs, related Company. incidental expenses and attributable interest. (iii) Derecognition Depreciation on Capital work-in-progress An commences when assets are ready for their item of property, plant and equipment is

measured on initial recognition at cost. accumulated impairment losses, if any. charged to the Statement of Profit and Loss in Intangible assets are amortized on a straight the year in which it is incurred. line basis over the estimated useful economic of (v) Depreciation/Amortization such assets. An asset's useful life is estimated based on an evaluation of the future economic 3.2 Borrowing cost:

when it increases the future economic benefits reported in finance costs. embodied in the specific asset to which it 3.3 Operating Cycle relates. All other expenditures are recognized in

straight line method and is included in and non-current. depreciation and amortization in Statement of 3.4 Current versus Non- Current Classification Profit and Loss. The estimated useful lives of four years. Amortization method, useful classification. lives and residual values are reviewed at the end of each financial year and adjusted, if An asset/ liability is treated as current when it is: appropriate.

An item of intangible asset is derecognized - Held primarily for the purpose of trading upon disposal or when no future economic - Expected to be realized/ settled within twelve benefits are expected to arise from the months after the reporting period, or continued use of asset.

The Company's non-financial assets are least twelve months after the reporting period. recoverable amount is estimated. respectively.

An impairment loss is recognized if the carrying 3.5 Inventories: amount of an asset exceeds its estimated Items of inventories are measured at lower of cost recoverable amount. Impairment losses are

decreased or no longer exists. An impairment condition.

benefits expected of such assets. Borrowing costs are interest and other costs Expenditure incurred on acquisition or incurred in connection with the borrowing of funds. development of software, video Advertisement, Borrowing costs directly attributable to the and such other Intangible Assets are acquisition or construction of qualifying asset that recognized as Intangible Assets, if it is expected necessarily takes a substantial period of time to get that such assets will generate sufficient future ready for its intended use are capitalized as part of economic benefits. the cost of the respective asset until such time the assets are substantially ready for their intended use. (ii) Subsequent Expenditure All other borrowing costs are recognized as an Subsequent expenditure is capitalized only expense in the period in which they are incurred and

profit or loss as incurred. Based on the nature of products/activities of the Company and the normal time between purchase of (iii) Amortization raw materials and their realization in cash or cash Amortization is calculated to write off the cost of equivalents, the Company has determined its intangible assets less their estimated residual operation cycle within 12 months for the purpose of values over the estimated useful lives using the classification of its assets and liabilities as current

compu The Company presents assets and liabilities in the ter software are considered not exceeding Balance Sheet based on current/non-current

• Expected to be realized or intended to be sold or (iv) Derecognition consumed or settled in normal operating cycle
• Cash or cash equivalent unless restricted from (d) Impairment of Non-Financial Assets. being exchanged or used to settle a liability for at

reviewed at each reporting date to determine All other assets and liabilities are classified as non- whether there is any indication of impairment if current, Deferred tax assets and liabilities are any such indication exists, then the asset's classified as non-current assets and liabilities

and net realizable value after providing for recognized in the Statement of Profit and Loss. obsolescence, wherever considered necessary. In respect of assets for which impairment loss The Cost of Inventories comprises of all cost of has been recognized in prior periods, the purchases, cost of conversion and other costs Company reviews at each reporting date including manufacturing overheads incurred in whether there is any indication that the loss has bringing the inventories to their present location and

loss is reversed if there has been a change in Cost of Raw materials and components, stores and the estimates used to determine the spares and loose tools are valued at lower of cost recoverable amount. Such a reversal is made and net realizable value. However, materials and only to the extent that the asset's carrying other items held for use in the production of amount does not exceed the carrying amount inventories are not written down below cost if the that would have been determined, net of finished products in which they will be incorporated depreciation or amortization, if no impairment are expected to be sold at or above cost. Costs are loss had been recognized. determined on weighted average basis.

bringing the goods to their present condition & recognize a contingent liability but discloses its location. Cost is determined on weighted average existence in the financial statements. basis.

Contingent liability is disclosed in the case of: Consumable Stores and packing materials are valued at cost plus expenses. -a present obligation arising from past events, when

it is not probable that an outflow of resources will be Net realizable value is the estimated selling price in required to settle the obligation. the ordinary course of business, less estimated -a present obligation arising from past events, when costs of completion and estimated costs necessary no reliable estimate is possible Contingent assets to make the sale. Excess/shortages, if any, arising are neither recognized nor disclosed in the Financial on physical verification are absorbed in the Statements. respective consumption accounts.

3.9 Earnings per share: 3.6 Cash and cash equivalents:

Cash flows are reported using the indirect method For the purpose of calculating diluted earnings per whereby the profit before tax is adjusted for the share, the net profit or loss for the year attributable to effect of the transactions of a non cash nature, any equity shareholders and the weighted average deferrals or accruals of past and future operating number of shares outstanding during the period are cash receipts or payments and items of income or adjusted for the effects of all dilutive potential equity expenses associated with investing or financing shares. cash flows. The cash flows from operating, investing 3.10 Foreign Currency Transactions: and financing activities of the Company are segregated. Foreign currency transactions and balances

3.8 Provisions, Contingent Liabilities & Contingent i. Initial recognition

present obligation (legal or constructive) as a result functional currency. Foreign currency of a past events, transactions are recorded in the reporting it is probable that an outflow of currency, by applying to the foreign currency resources embodying economic benefits will be amount the exchange rate between the required to settle the obligation and a reliable reporting currency and the foreign currency at estimate can be made of the amount of the the date of the transaction. obligation. Provisions are not discounted to their present value and are determined based on the best In case of advance receipts/payments in a estimate required to settle the obligation at the foreign currency, the spot exchange rate to use reporting date. These estimates are reviewed at on initial recognition of the related asset, each expense or income on the derecognition of a reporting date and adjusted to reflect the current best estimates. Where non-monetary asset or non-monetary liability the Company relating to advance consideration, shall be the expects some or all of a provision to be reimbursed, date when an entity has received or paid for example under an insurance contract, the advance consideration in a foreign currency. reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. ii. Conversion The expense relating to any provision is presented Foreign currency monetary items are in the statement of profit and loss net of any retranslated using the exchange rate prevailing

A contingent liability is a possible obligation that which are measured in terms of historical cost arises from past events whose existence will be denominated in a foreign currency, are reported

Work-in-Progress is valued at raw material cost-plus confirmed by the occurrence or nonoccurrence of conversion cost depending upon the stage of one or more uncertain future events beyond the completion. Cost includes direct materials and control of the Company or a present obligation that is labour cost and a proportion of manufacturing not recognized because it is not probable that an overheads based on normal operating capacity. outflow of resources will be required to settle the Cost is determined on weighted average basis. obligation. A contingent liability also arises in extremely rare cases where there is a liability that Finished Goods are valued at raw material cost-plus cannot be recognized because it cannot be conversion cost & other overheads incurred in measured reliably. The Company does not

Cash Basic earnings per equity share is calculated by and cash equivalents for the purposes of cash dividing the net profit or loss for the year attributable flow statement comprise cash at bank and in hand to equity shareholders of the Company by the and other bank balances. weighted average number of equity shares 3.7 Cash Flow Statement outstanding during the year.

Assets The Company's financial statements are Provisions are presented in INR, which is also the Company's recognized when the Company has a

reimbursement. at the reporting date. Non-monetary items,

profit and loss. iii. Exchange differences

• not restated in the financial results. asset.

In accordance with MCA circular dated August Revenue arises from sale of goods and rendering of 9, 2012, exchange differences for this purpose, services. are total differences arising on long-term foreign Sale of products currency monetary items for the period. In other cost and other exchange difference. and rewards of the goods in question.

consideration received or receivable, net of returns intended to be held for not more than one year from and allowances, trade discounts. the date on which such investments are made, are classified as current investments. All other As per Ind AS 115, the Company determines investments are classified as long-term whether there is a significant financing component in

On use practical expedient provided in Ind AS 115 and initial recognition, all investments are measured at not to adjust the promised amount of consideration cost. The cost comprises purchase price and directly attributable acquisition for the effects of a significant financing components charges such as brokerage, in the contracts, where the Company expects, at fees and duties. If an investment is acquired, or partly acquired, by contract inception that the period of completion of the issue of shares or other securities, contract terms are one year or less. Therefore, for the acquisition cost is the fair value of short-term advances, the company does not the securities issued. If an investment is acquired account for a financing component. No long-term in exchange for another asset, the acquisition advances from customers are generally received by is determined by reference to the fair value of the Company. the asset given up or by reference to the fair value of the investment acquired, whichever is more The Company provides retrospective volume

Current investments are carried in the financial the customer once the quantity of products statement at lower of cost of acquisition and fair purchased during the period exceeds a threshold

estimate the variable consideration, the Company However, provision for diminution in value of considers that the most likely amount method better investments is made to recognize a decline other predicts the amount of variable consideration. than temporary in the value of investment.

using the exchange rate at the date of the between its carrying amount and net disposal transaction. proceeds is charged or credited to the statement of

3.12 Revenue from Contracts with Customers: The Company accounts for exchange

st differences arising on translation/settlement of Effective 01 April, 2018, the Company has adopted foreign currency monetary items as below: Ind AS 115 "Revenue from Contracts with Customers" using the cumulative effect method. a) Exchange differences arising on long-term The standard is applied retrospectively only to foreign currency monetary items related to Contract that are not completed as at the date of acquisition of a fixed asset are capitalized and initial application and the comparative information is depreciated over the remaining useful life of the

As per this new standard, the Company recognizes b) All other exchange differences are recognized revenue to depict the transfer of promised goods or as income or as expenses in the period in which services to customers in an amount that reflects the they arise. consideration to which the Company expects to be For the purpose of (a) above, the Company entitled in exchange for those goods or services. treats a foreign monetary item as "long-term Further, the Company evaluates the performance foreign currency monetary item", if it has a term obligations being distinct to enable separate of 12 months or more at the date of its recognition and can impact timing of recognition of origination. certain elements of multiple element arrangements.

words, the Company does not differentiate Most of the Company's revenue is derived from between exchange differences arising from selling goods with revenue recognized at a point in foreign currency borrowings to the extent they time when control of the goods is transferred to the are regarded as an adjustment to the interest customer and retains none of the significant risks

3.11 Investments The Company recognizes revenue from the sale of goods measured at the fair value of the Investments, which are readily realizable and

investments. its contracts. However, the Company has decided to

clearly evident. rebates to its customers on products purchased by value determined on an individual investment basis. specified in the contract. Retrospective volume rebates give rise to variable consideration. To Long-term investments are carried at cost.

On Revenue from export sales are recognized when all disposal of an investment, the difference the significant risks and rewards of ownership of the goods have been passed to the buyer, usually on the finance lease or an operating lease. A lease that basis of dates of bill of lading. transfers substantially all the risks and rewards

Export incentives

Revenue from export incentives are accounted for Finance leases that transfer substantially all of the on export of goods if the entitlements can be risks and benefits incidental to ownership of the estimated with reasonable assurance and

Profit/loss on sale of investment is recognized when A leased asset is depreciated over the useful life of

a The Right-of-use Assets are initially recognized at rrangement at the inception of the lease cost, which comprises the initial amount of the lease transaction. The arrangement is, or contains, a liability adjusted for any lease payments made at or lease if fulfillment of the arrangement is dependent prior to the commencement date of the lease plus on the use of a specific asset or assets and the any initial direct costs less any lease incentives. arrangement conveys a right to use the asset or They are subsequently measured at cost less assets, even if that right is not explicitly specified in accumulated depreciation and impairment losses

The Ministry of Corporate Affairs has notified Ind AS liability. 116, 'Leases'applicable w.e.f. 1st April, 2019. It sets Right-of-use Assets are depreciated on a straight- out the principles for the recognition, measurement, line basis over the shorter of the lease term and presentation and disclosure of leases on balance useful life of the underlying asset. sheet for both parties to a contract i.e., the lessee The lease liability is initially measured at amortized and the lessor. This new standard introduces a cost at the present value of the future lease single lease accounting model and requires a lessee payments. The lease payments are discounted to recognize assets and liabilities for all leases with a using the interest rate using the normal borrowing term of more than twelve months, unless the rates. Lease liabilities are remeasured with a underlying asset is of low value. Lessor accounting corresponding adjustment to the related right of use under Ind AS 116 is substantially unchanged from asset if the Company changes its assessment if Ind AS 17.The Company has adopted Ind AS 116 whether it will exercise an extension or a termination using modified retrospective method of adoption option. with the date of initial application of April01, 2019 Company as a lessor with the cumulative effect of initially applying the Leases in which the Company does not transfer Standard recognised at the date of initial application. substantially all the risks and benefits of ownership On adoption of Ind AS 116, the Company recognised of the asset, are classified as operating leases. lease liabilities in relation to leases which had Assets subject to operating leases are included in previously been classified as'operating leases' fixed assets. Lease income on an operating lease is under the principles of Ind AS 17 Leases. These recognized in the statement of profit and loss on a liabilities were measured at the present value of the straight-line basis over the lease term. Costs,

incidental to ownership to the Company is classified as a finance lease.

leased item, are capitalized at the commencement conditions precedent to claim is fulfilled. of the lease at the fair value of the leased property or, Interest & Other income if lower, at the present value of the minimum lease payments. Lease payments are apportioned Interest income and expenses are reported on an between finance charges and a reduction of the accrual basis using the effective interest method. lease liability so as to achieve a constant rate of Other income is recognized on accrual basis except interest on the remaining balance of the liability. where the receipt of income is uncertain. Finance charges are recognized in Finance Costs in Profit / loss on sale of investment the Statement of Profit and Loss.

all the significant risks and rewards of ownership in the asset. However, if there is no reasonable investment is transferred. certainty that the Company will obtain ownership by 3.13 Leases: the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the The determination of whether an arrangement is (or asset and the lease term. contains) a lease is based on the substance of the

an arrangement. and adjusted for any remeasurement of the lease

remaininglease payments, discounted using the including depreciation, are recognized as an st lessee's normal borrowing rate as of 1 April 2019. expense in the statement of profit and loss. Initial Company as a lessee: direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the statement of A lease is classified at the inception date as a profit and loss.

3.14 Retirement and other employee benefits: Long-term Employee Benefits

fund, gratuity and compensated absences. gratuity which are allowed to be carried forward over Employee benefits include provident fund, pension

The Company's contribution to provident fund and the present value of the defined benefit obligation as pension fund is considered as defined contribution at the Balance Sheet date out of which the plan and is charged as an expense as they fall due obligations are expected to be settled. based on the amount of contribution required to be 3.15 Taxes on Income made and when services are rendered by the Income tax comprises Current and Deferred Tax. It employees. The Company has no legal or is recognized in the Statement of Profit or Loss constructive obligation to pay contribution in

The Company operates a defined benefit Gratuity Current Tax Plan with approved Gratuity Fund and contributions Current income tax assets and/or liabilities comprise are made to a separately administered approved those obligations to, or claims from, fiscal authorities Gratuity Fund. For defined benefit plans in the form relating to the current or prior reporting periods, that of gratuity, the cost of providing benefits is are unpaid at the reporting date. Current tax is determined using 'the Projected Unit Credit payable on taxable profit, which differs from profit or method', with actuarial valuations being carried out loss in the financial statements. Calculation of at each Balance Sheet date. Remeasurements, current tax is based on tax rates and tax laws that comprising of actuarial gains and losses, the effect have been enacted or substantively enacted by the of the asset ceiling, excluding amounts included in end of the reporting period. Current tax assets and net interest on the net defined benefit liability and the current tax liabilities are offset only if there is a return on plan assets (excluding amounts included legally enforceable right to set off the recognized in net interest on the net defined benefit liability), are amounts, and it is intended to realize the asset and recognized immediately in the Balance Sheet with a settle the liability on a net basis or simultaneously. corresponding debit or credit to retained earnings through other comprehensive income in the period Deferred Tax in which they occur. Remeasurements are not Deferred tax is provided using the liability method on reclassified to the Statement of Profit and Loss in temporary differences between the tax bases of subsequent periods. The retirement benefit assets and liabilities and their carrying amounts for obligation recognized in the Balance Sheet financial reporting purposes at the reporting date. represents Deferred tax assets are recognized for all deductible the present value of the defined benefit obligation as adjusted temporary differences, the carry forward of unused for unrecognized past service tax credits and any unused tax losses. Deferred tax cost.

The undiscounted amount of short term employee deductible temporary differences, and the carry benefits expected to be paid in exchange for the forward of unused tax credits and unused tax losses services rendered by employees are recognized can be utilized. Deferred tax liabilities are generally during recognized in full. Deferred tax assets and liabilities the year when the employees render the service. These benefits are measured at the tax rates that are expected to include salaries, wages, performance apply to the period when the asset is realized or the incentive and compensated absences which liability is settled, based on tax rates (and tax laws) are expected to occur within twelve months

• (a) in case of accumulated compensated the Statement of Profit & Loss. absences, when employees render the
• (b) in case of non-accumulating compensated that sufficient taxable profit will be available to allow absences, when the absences occur. all or part of the asset to be recovered.

Compensated absences and other benefits like Defined Contribution a period in excess of 12 months after the end of the Plans period in which the employee renders the related Provident Fund: service are recognized as a non-current liability at

except to the extent that it relates to business addition to its fixed contribution. combination or to an item recognized directly in Gratuity: equity or in other comprehensive income.

assets are recognized to the extent that it is probable Short-term Employee Benefits that taxable profit will be available against which the that have been enacted or substantively enacted at after the end of the period in which the employee the Balance Sheet date. Tax relating to items renders the related service. The cost of such recognized directly in equity/ other comprehensive compensated absences is accounted as under: income is recognized in respective head and not in

The carrying amount of deferred tax assets is services that increase their entitlement of reviewed at each Balance Sheet date and is future compensated absences; and adjusted to the extent that it is no longer probable

offset only if a legally enforceable right exists to set accounted for prospectively. off current tax assets against current tax liabilities Contingencies, Judgments and Assumptions and the deferred taxes relate to the same taxable Deferred tax assets and deferred tax liabilities are

The Company till date is not using the booking of and other claims. By their nature, contingencies will forward contract as hedging instrument for covering be resolved only when one or more uncertain future its risk against currency fluctuations for it's all the events occur or fail to occur. The assessment of the import and export business carried on during the existence, and potential quantum, of contingencies year. In terms of risk management strategy, the inherently involves the exercise of significant Company does not use forward cover contracts for judgments and the use of estimates regarding the

has made the following judgments, which have the Goods received are accounted as purchases on most significant effect on the amounts recognized in satisfactory completion of inspection. Discount to the financial statements. customers and price escalation to suppliers, if any, to the extent not settled at the Balance Sheet date The assumptions concerning the future and other are accounted on the basis of reasonable estimates sources of estimation uncertainty at the reporting made after considering negotiations with date that have a significant risk of causing a material vendors/customers. Tools, jigs and fixtures costing adjustment to the carrying amounts of assets and less than Rs.5,000/- each, are written off in the year liabilities within the next financial year, are

Retained earnings include current and prior period Impairment of Non-financial Assets retained profits. All transactions with owners of the

The preparation of the Company's financial Company estimates the assets' recoverable statements requires management to make amount. An asset's recoverable amount is the judgments, estimates and assumptions that affect higher of an asset's or Cash Generating Unit's the reported amounts of revenues, expenses, (CGU) fair value less costs of disposal and its value assets and liabilities, the accompanying in use. It is determined for an individual asset, unless disclosures, and the disclosure of contingent the asset does not generate cash inflows that are liabilities at the date of the financial statements. largely independent of those from other assets or Estimates and assumptions are continuously groups of assets. Where the carrying amount of an evaluated and are based on management's asset or CGU exceeds its recoverable amount, the experience and other factors, including

In particular, the Company has identified the market transactions are taken into account. If no following areas where significant judgments, such transactions can be identified, an appropriate estimates and assumptions are required. Further valuation model is used. The calculations are information on each of these areas and how they corroborated by valuation multiples, quoted share impact the various accounting policies are prices for publicly traded subsidiaries or other described below and also in the relevant notes to the available fair value indicators.

financial statements. Changes in estimates are

Contingent liabilities may arise from the ordinary entity and the same taxation authority. course of business in relation to claims against the 3.16 Hedge Accounting: Company, including legal, contractor, land access trading & speculative purposes. outcome of future events. In the process of applying 3.17 Expenses: the Company's accounting policies, management

of purchase. mentioned herein below. The Company based its assumptions and estimates on parameters 3.18 Equity and Reserves available when the financial statements were Equity shares are classified as equity. Incremental prepared. Existing circumstances and assumptions costs directly attributable to the issue of new shares about future developments, however, may change are shown in equity as a deduction, net of tax, from due to market change or circumstances arising the proceeds. beyond the control of the Company.

Company are The Company assesses at each reporting date recorded separately within equity. whether there is an indication that an asset may be 3.19 Significant Judgments, Estimates and impaired. If any indication exists, or when annual Assumptions impairment testing for an asset is required, the asset is considered impaired and is written down to expectations of future events that are believed to be its recoverable amount. In assessing value in use, reasonable under the circumstances. Uncertainty the estimated future cash flows are discounted to about these assumptions and estimates could result their present value using a pre-tax discount rate that in outcomes that require a material adjustment to the reflects current market assessments of the time carrying amount of assets or liabilities affected in value of money and the risks specific to the asset. In future periods. determining fair value less costs of disposal, recent

assertion of a claim against the company or the valuations. An actuarial valuation involves making disclosure of any such suit or assertions does not various assumptions that may differ from actual automatically indicate that a provision of a loss may developments in the future. These include the be appropriate. determination of the discount rate, future salary increases, mortality rates and attrition rate. Due to 3.20 Fair Value Measurement

When the fair values of financial assets and financial measurement date. All assets and liabilities for liabilities recorded in the Balance Sheet cannot be which fair value is measured or disclosed in the measured based on quoted prices in active market, financial statements are categorized within the fair their fair value is measured using valuation value hierarchy, described as follows, based on the techniques including the Discounted Cash Flow lowest level input that is significant to the fair value (DCF) model. The inputs to these models are taken measurement as a whole. from observable markets where possible, but where Level 1 - Quoted (unadjusted) market prices in this is not feasible, a degree of judgment is required active markets for identical assets or liabilities. in establishing fair values. Judgments include Level 2 - Valuation techniques for which the lowest considerations of inputs such as liquidity risk, credit level input that is significant to the fair value risk and volatility. Changes in assumptions about measurement is directly or indirectly observable. these factors could affect the reported fair value of

measurement is unobservable. Management judgment is required for the For the purpose of fair value disclosures, the calculation of provision for income - tax and deferred Company has determined classes of assets and tax assets and liabilities. The Company reviews at each Balance Sheet date liabilities on the basis of the nature, characteristics the carrying amount of deferred and risks of the asset or liability and the level of the tax assets. The factors used in estimates may dif fair value hierarchy as explained above. fer from actual outcome which could lead to adjustment to the amounts reported in the financial 3.21 Financial Instruments statements. Financial Assets

The impairment provisions for financial assets are All financial assets are recognized initially at based on assumptions about risk of default and fair value plus, in case of financial assets not Expected Credit Loss (ECL) rates. The Company recorded at fair value through profit or loss, uses judgments in making these assumptions and transaction costs that are attributable to the selecting the inputs to the impairment calculation, acquisition of the financial asset, which are not based on Company's past history, existing market at fair value through profit and loss, are added conditions as well as forward looking estimates at to fair value on initial recognition. Transaction the end of each reporting period.

The Company has received various orders and Statement of Profit and Loss. notices from tax authorities in respect of direct taxes. (ii) Subsequent Measurement The outcome of these matters may have a material ef Financial assets carried at amortized cost fect on the financial position, results of operations or cash flows. Management regularly analyzes A financial asset is subsequently measured at current information about these matters and amortized cost if it is held within a business provides provisions for probable losses including model whose objective is to hold the asset in the estimate of legal expenses to resolve such order to collect contractual cash flows and the matters. In making the decision regarding the need

Estimation of Defined Benefit Obligations for loss provisions, management considers the degree of probability of an unfavorable outcome and The cost of the defined benefit plan and other post- the ability to make a sufficiently reliable estimate of employment benefits and the present value of such the amount of loss. The filing of a suit or formal obligation are determined using actuarial

the complexities involved in the valuation and its The Company measures financial instruments, such long term nature, a defined benefit obligation is as investments in mutual funds, certain other highly sensitive to changes in these assumptions. All investments etc. at fair value at each Balance Sheet assumptions are reviewed at each reporting date. date.

Fair Value Measurement of Financial Fair value is the price that would be received to sell Instruments an asset or paid to transfer a liability at the

financial instruments. Level 3 -Valuation techniques for which the lowest Estimation of Current T level input that is significant to the fair value ax and Deferred Tax

Impairment of Financial Assets (i) Initial Recognition and Measurement

costs of financial assets carried at fair value Legal Contingencies through profit or loss are expensed in

contractual terms of the financial asset give rise all the risks and rewards of ownership of the on specified dates to cash flows that are solely financial asset, the Company shall continue to payments of principal and interest on the recognize the financial asset.

Company has not retained control of the fair value through other comprehensive income financial assets. Where the Company retains if it is held within a business model whose control of the financial assets, the asset is objective is achieved by both collecting continued to be recognized to the extent of contractual cash flows and selling financial continuing involvement in the financial asset. assets and the contractual terms of the financial asset give rise on specified dates to Financial Liabilities cash flows that are solely payments of principal Initial Recognition and Subsequent and interest on the principal amount Measurement

associated with its assets measured at recorded as finance cost. amortized cost and assets measured at fair Fair Value of Financial Instruments value through other comprehensive income. The impairment methodology applied depends In determining the fair value of its financial on whether there has been a significant instruments, the Company uses a variety of

Company has transferred the right to receive analysis, available quoted market prices. All cash flows from the financial assets or retains methods of assessing fair value result in the contractual rights to receive the cash flows general approximation of value and such value of the financial assets, but assumes a may vary from actual realization on future date. contractual obligation to pay the cash flows to Offsetting of Financial Instruments one or more recipients.

offset and the net amount is reported in the asset, it evaluates the extent to which it retains Balance Sheet, if there is a currently the risk and rewards of the ownership of the enforceable legal right to offset the recognized financial assets. If the Company transfers amounts and there is an intention to settle on a substantially all the risks and rewards of net basis, to realize the assets and settle the ownership of the financial asset, the Company liabilities simultaneously. shall derecognize the financial asset and recognize separately as assets or liabilities any rights and obligations created or retained in the transfer. If the Company retains substantially

principal amount outstanding. Where the Company has neither transferred a Financial assets at fair value through Other financial asset nor retains substantially all risks Comprehensive Income (FVOCI) and rewards of the ownership of the financial A asset, the financial asset is derecognized if the financial asset is subsequently measured at

outstanding. All financial liabilities are recognized initially at Financial assets at fair value through Profit fair value and in case of borrowings and or Loss (FVTPL) payables, net of directly attributable cost. Afinancial asset which is not classified in any of Financial liabilities are subsequently carried at the above categories are subsequently fair amortized cost using the effective interest valued through Statement of Profit and Loss. method. For trade and other payables maturing within one year from the Balance Sheet date, Impairment of Financial Assets the carrying amounts approximate fair value The Company assesses on a forward looking due to the short maturity of these instruments. basis the Expected Credit Losses (ECL) Changes in the amortized value of liability are

increase in credit risk. methods and assumptions that are based on Derecognition of Financial Assets market conditions and risks existing at each reporting date. The methods used to determine A financial asset is derecognized when the fair value include discounted cash flow

Where Financial assets and financial liabilities are the Company transfers the financial

	QUIP Note :4 -PROPERTY, PLANT, E	MENT AND CAPITAL		WORK IN PROGRESS					(Amount Rs)
No. Sr.	Particulars	Freehold Land	Buildings	Plant and Equipments	Furniture Fixtures and	Office Equipments	Vehicles	Other Assets	Total
1	Deemed Cost of Assets
	As at April 1, 2019	8686663	171006911	641389836	9607937	52464564	30046261	1941001	915143172
	Additions	0	0	400000	120455	77534	258489	0	856478
	Disposal/Adjustments	0	0	0	0	0	(6734110)	0	(6734110)
	Addition on account of
	Exchange Differences	0.00	0.00	0.00	0.00	0.00	0.00	0.00	0.00
	As at March 31 ,2020	8686663	171006911	641789836	9728392	52542098	23570640	1941001	909265540
	Additions	0	0	3981275	59955	260960	1251585	0	5553775
	Disposal/Adjustments	0	0	(1818044)	0	0	(928343)	(729027)	(3475414)
	Addition on account of
	Exchange Differences	0.00	0.00	0.00	0.00	0.00	0.00	0.00	0.00
	As at March 31 ,2021	8686663	171006911	643953067	9788347	52803058	23893882	1211974	911343901
2	Depreciation/Amortization
	As at April 1, 2019	0	32414156	269185209	8324932	31511092	24431297	1698711	367565396
	Charge for the year	0	4873135	30007256	490223	3570000	2521184	105059	41566858
	Disposal/Adjustments	0	0	0	0	0	(5877917)	0	(5877917)
	As at March 31 ,2020	0	37287291	299192465	8815155	35081092	21074564	1803769	403254337
	Charge for the year	0	4873135	30918952	181619	2858981	839724	69733	39742145
	Disposal/Adjustments	0	0	(1004978)	0	0	(405182)	(729027)	(2139187)
	As at March 31 ,2021	0	42160426	329106440	8996774	37940073	21509106	1144475	440857295
3	Net Bock
	As at March 31 ,2019	8686663	138592755	372204627	1283005	20953473	5614963	242290	547577776
	As at March 31 ,2020	8686663	133719620	342597370	913237	17461006	2496075	137232	506011203
	As at March 31 ,2021	8686663	128846485	314846627	791573	14862985	2384775	67499	470486606
	Capital Work in Progress
	As at March 31 ,2019								0.00
	As at March 31 ,2020								0.00
	As at March 31 ,2021								0.00

Notes :

a. Previous period's figures have been regrouped/re-classified wherever required to current year's classification b. All the above said items of Property, Plant &equipment are mortgaged and hypothecated with Punjab National Bank.

Note :5 (a) -OTHER INTANGIBLE ASSETS

		(Rs.)
Sr. No.	Particulars	Total
1	Deemed Cost of Assets
	As at April 1 ,2019	2326344
	Additions	52800
	Disposal/Adjustments	0
	Addition on account of Exchange Differences	0
	As at March 31 ,2020	2379144
	Additions	20000
	Disposal/Adjustments	0
	Addition on account of Exchange Differences	0
	As at March 31 ,2021	2399144
2	Depreciation/Amortization
	As at April 1 ,2019	1872436
	Charge for the year	199755
	Disposal/Adjustments	0
	As at March 31 ,2020	2072191
	Charge for the year	193688
	Disposal/Adjustments	0
	As at March 31 ,2021	2265879
3	Net Block
	As at April 1 ,2019	453908
	As at March 31 ,2020	306953
	As at March 31 ,2021	133265

5(b). Leasehold Land

			Gross Block			Depreciation				Net Block
Particulars	As at	Additions	Deductions	Balance as	As at	For the	Deductions	As At	As At	As At
	31st March,	during the	during the	on	31st March,	Year	during the	31st March,		31st March, 31st March,
	2020	year	year	31.03.2021	2020		year.	2021	2021	2020
Current Year	4993813	0	0	4993813	1104618	298308	0	1402926	3590887	3889195
Previous Year	3742228	1251585	0	4993813	875842	228776	0	1104618	3889195	2866386

Note-6-OTHER FINANCIAL ASSETS-NON-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
At Amortised Cost
Security Deposits (Unsecured, Considered good)	16323049	16323049
Total	16323049	16323049

Note-7-DEFERRED TAX ASSETS (NET):

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Deferred Tax Liability (Arising on account of temporary differences)
On Account of timing Difference in:
Assets: impact of differences between carrying value	49449543	52889136
and tax base of Depreciable assets
Total Deferred Tax Liabilities (A)	49449543	52889136
Deferred Tax Assets (Arising on account of temporary differences)
impact of expenditure charged to the statement of profit and	8350704	9722482
loss in the current year but allowed for tax purposes on payment basis
amount allowed for tax credit in next years	109363754	111697252
Total Deferred Tax Assets (B)	117714458	121419734
Total (B-A)	68264915	68530598
Note-8-OTHER NON-CURRENT ASSETS
Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Adavnces other than Capital Advances
Advance Income Tax for eralier years (Net of provisions for Tax)	37444912	36756192
Total	37444912	36756192
Note-9-INVENTORIES
Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
As taken, valued & certified by the Management
At lower of Cost and Net Realisable Value
(I) Raw Material & Components	20414103	6285549
(ii) Work -in-Progress (includes lying with third parties)	104933356	88025441
(iii) Finished Goods	131369000	124249158
(iv) Goods in Transit	931073	0
(v) Stores, Spares & Consumables	32030699	27774588
Total	289678231	246334736

Notes: Inventories are hypothecated to secure working capital facilities from Punjab National Bank.

Note-10-TRADE RECEIVABLES-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Trade receivables ( net of bills discounted with banks)
unsecured- considered good unless stated otherwise:
i) Outstanding for a period exceeding six months from the	7831273	7476434
date they are due for payment
ii) Others receivables	168821751	199466409
Total	176653024	206942843

10.1 Trade Receivables are hypothecated to secure working capital .

10.2 No trade or other receivables are due from directors or other officers of the company either jointly or severally with any other person.

10.3 Trade receivables are non-interest bearing are generally on credit terms of 45 days to 90 days

10.4 No trade or other receivables are due from private companies in which director is a partner, director or a member.

Note-11-CASH AND CASH EQUIVALENTS

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Balances with Banks-Current accounts	7775637	2062123
Cash on hand including imprest	802067	673737
Total	8577704	2735860

Note-12-OTHER BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS

As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
9653471	9148555
9653471	9148555

Note-13-OTHER FINANCIAL ASSETS-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Interest receivables	1332972	980322
Total	1332972	980322

Note-14-OTHER CURRENT ASSETS

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Export incentives receivables	2530019	2451793
Insurance Claim receivable	0	3870
Other Advances recoverable in cash or in kind	8027999	10516208
Total	10558018	12971871

Note-15-EQUITY SHARE CAPITAL

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Authorised shares Capital
2,60,00,000 Equity Shares of Rs.5/- each	130000000	130000000
Total	130000000	130000000
Issued, Subscribed and fully paid up Capital
1,45,14,580 Equity Shares of Rs.5/ each fully paid up	72572900	72572900
Total	72572900	72572900

15.1 The Reconciliation of the number of Equity Shares outstanding and amount of share capital is set out below:

	As at March 31, 2021		As at March 31, 2020
	Shares	Number of (Rs. Lakhs)	Number of Shares	(Rs. Lakhs)
Shares Outstanding at the beginning of the year	1,45,14,580	725.73	1,45,14,580	725.73
Add: Shares Issued during the year	-	-	-	-
Shares Outstanding at the end of the year	1,45,14,580	725.73	1,45,14,580	725.73

15.2 Terms/rights attached to Equity Share:

The Company has only one class of issued Equity Shares having a par value of Rs.5/- per share. Each Shareholder of Equity Shares is entitled to one vote per share and each equity share carries an equal right of dividend. The dividend (if any) proposed by the Board of Directors and approved by the shareholders in the Annual General Meeting, except in case of Interim Dividend, is paid in Indian rupees. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

15.3 Shares held by holding/ultimate holding Company and/or their subsidiaries/associates

The Company being ultimate holding company, there are no shares held by any other holding, ultimate holding company and their subsidiaries/associates.

15.4 Details of Shareholders holding more than 5% of the aggregate shares are set out below:

Name of Shareholder	As at March 31, 2021		As at March 31, 2020
	No. of Shares held	% of Holding	No. of Shares held	% of Holding
G.J.Holdings Private Limited	43,68,340	30.10	43,68,340	30.10

Note-16-OTHER EQUITY

	Particulars		As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
1.		Other Reserves
	(i)	Securities Premium Reserve	117590075	117590075
	(ii)	Capital Reserve	7214943	7214943
	(iii)	Investment Allowance Reserve	256316	256316
	(iv)	Capital Revaluation Reserve	7545000	7545000
	(v)	General Reserve	8650000	8650000
2.		Retained Earnings
		Balance as per last financial year	89951387	112415144
		Total Comprehensive Income for the year	(33327907)	(22463757)
	Total		197879814	231207721

Nature and purpose of Other Reserves

I) Securities Premium

Securities Premium represents the premium collected on issue of shares to shareholders at price more than face value. The reserve is utilized in accordance with the provisions of the Companies Act.

ii) Capital Reserve

Reserve is primarily created on amalgamation as per statutory requirement. This reserve is utilized in accordance with the specific provisions of the Companies Act 2013.

iii) Investment Revaluation Reserve

Reserve is primarily created on account of Income Tax Act. This reserve is utilized in accordance with the specific provisions of the Companies Act.

iv) Capital Revaluation Reserve

Reserve is primarily created on revaluation of its assets Reserve is utilized in accordance with the specific provisions of the Companies Act 2013.

v) General Reserve

General Reserve is created out of profits earned by the Company by way of transfer from surplus in the statement of profit and loss. The Company can use this reserve for payment of dividend and issue of fully paid-up shares. As General Reserve is created by transfer of one component of equity to another and is not an item of other comprehensive income, items included in the General Reserve will not be subsequently reclassified to statement of profit and loss.

Note-17-LONG TERM BORROWINGS-NON CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Non-Current Borrowings
Term Loans (Secured)
From Banks:
Indian rupee loans from banks	75871699	0
Deferred Payment Liabilities (Secured)
Indian rupee vehicle loans from banks (secured)	1479654	3064974
Due to Others-Unsecured Loan	1050000	1050000
Total	78401353	4114974
Less:- Current maturities (amount disclosed under the head "other liabilities"	6434004	1140681
	6434004	1140681
Total	71967349	2974293
Note-18-OTHER FINANCIAL LIABILITIES-NON CURRENT
Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Trade deposits	3792108	5096056
Total	3792108	5096056
Note-19-OTHER LIABILITIES-NON CURRENT
Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Other non-current Liabilities	90826671	91442233
Total	90826671	91442233

Note-20-PROVISIONS-NON-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Provision for long term employee benefits	21372088	25336011
Total	21372088	25336011

Note-21-SHORT TERM BORROWINGS-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Loans Repayable on Demand (Secured)-from Punjab National Bank
Cash Credit (secured)	267476587	280197447
Total	267476587	280197447

Cash credit from bank is secured against hypothecation of stocks of semi-finished and finished goods, raw materials, work-in-progress, consumable stores and spares, book debts etc. of the company along with hypothecation of the leasehold rights of the Company land at Jamshedpur & immoveable property at G S Estate, G T Road, Ludhiana. Cash credit is repayable on demand.

Note-22-TRADE PAYABLE-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Total outstanding dues of micro, small and medium enterprises	3378322	1188626
(refer note 57 for details of dues to micro and small enterprises)
Total outstanding dues of creditors other than micro, small and	132571365	186442282
medium enterprises
Total	135949687	187630908

Note-23-OTHER FINANCIAL LIABILITIES-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Current liabilities of long-term borrowings	6434004	1140681
Other liabilities	162852492	124557466
Total	169286496	125698147

Note-24-OTHER CURRENT LIABILITIES

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Advance against orders	12897767	24759312
Employee contributions & recoveries payable	1921350	16148871
Statutory dues payable including tax deducted at source	10279338	10427441
Other liabilities	27960397	30883294
Total	53058852	82218918

Note-25-SHORT TERM PROVISIONS-CURRENT

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Short term employee benefits	7013800	5305158
Total	7013800	5305158

Note-26-REVENUE FROM OPERATIONS

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Revenue from operations:
Sale of products (net of return, rebates etc.)
Domestic	757784554	809557201
Export	14653607	28745815
Other Operating Revenues
Export incentives	249698	853869
Total	772687859	839156885

Notes:

26.1 Disaggregation of Revenue : Disaggregation of revenue into various categories to depict the nature, amount, timing and uncertainty of revenue and cash flows affected by economic data

Particulars	Year ended March 31, 2021 (Rs)
Product Type
Goods	772687859
Services	0
Total	772687859
Contract Counterparties
Dealers	772687859
Direct to Consumers	0
Total	772687859
Timing of Transfer of Goods and Services
Point in Time	772687859
Total	772687859

• 26.2 There is no any impairment loss to be recognized on receivables arising from the Company's contracts with customers.
• 26.3 The opening and closing balances of receivables and contract liabilities from contracts with customers are disclosed in Notes No. 10 and 23 respectively
• 26.4 No amount of the transaction price allocated to the performance obligations are unsatisfied as at the end of the reporting period.

26.5 The impact of application of Ind AS 115 "Revenue from Contracts with Customers" on the financial statements of the Company for the reporting period is insignificant.

Note-27-OTHER INCOME

Particulars	As at	As at
	March 31, 2021 (Rs)	March 31, 2020 (Rs)
Interest Income from Financial Assets at Amortized Cost
Interest income- Bank deposits & others	1310884	1455580
Rental income	189996	258996
Foreign exchange gain (net)	1047610	0
Profit on sale of Property, Plant and Equipment	186934	593807
Miscellaneous income	914952	6683374
Total	3650376	8991757

Note-28-COST OF RAW MATERIAL AND COPONENTS CONSUMED

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Inventory at the beginning of the year	6285549	20464030
Add: Purchases
Raw materials	277589418	282627465
Semi-finished goods	89369426	114073007
	366958844	396700472
Less: Inventory at the end of the year
Raw Materials	20414103	6285549
Total	352830290	410878953

Note-28.1-IMPORTED AND INDIGENOUS RAW MATERIALS AND COMPONENTS CONSUMED

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Imported	0	0
Indigenous	352830290	410878953
Total	352830290	410878953

Note-29-CHANGE IN INVENTORIES OF FINISHED GOODS, WORK, IN-PROGRESS AND STOCK IN TRADE

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Change in Stock
Inventories at the end of the year
Work-in-Progress	104933356	88025441
Finished Goods	131369000	124249158
	236302356	212274599
Less: Inventories at the beginning of the year
Work-in-Progress	88025441	53785798
Finished Goods	124249158	109092851
	212274599	162878649
Total	(24027757)	(49395950)

Note-30-EMPLOYEE BENEFITS EXPENSE:

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
(a) Salaries,Wages and Bonus (Including managing & whole time director's remuneration)	153090677	174231182
(b) Contribution to provident & other funds	12074042	13105382
© ) Staff welfare expenses	2173961	3009637

Total 167338680 190346201

Note-31-FINANCE COST

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Interest on working capital facilities	31467585	32734892
Interest on long term borrowings	5068666	0
Other borrowings costs	6147737	12780591
Interest on Lease Liability	249117	0
Total	42933105	45515483

Note-32-DEPRECIATION AND AMORTIZATION EXPENSE

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Depreciation of Property, Plant and Equipment	39742145	41566858
Amortization of other intangible assets	193688	199755
Lease Liability w/off	298308	228776
Total	40234141	41995389

Note-33-OTHER EXPENSES

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Consumption of stores and spare parts	64456559	62938770
Power & fuel	59488233	59931918
Oil & lubricants	7615756	9894467
Packing material	17476044	19682152
Research & development expenses	769324	566235
Repair & maintenance-buildings	1243438	699812
Repair & maintenance-plant & machinery	13219988	10183766
Insurance	1194846	1764068
Rates & taxes	4203183	2681311
Freight & forwarding charges	10076004	14003922
Shipping charges	644418	2163830
Advertisement	381188	300006
Commission to agents	74273	98886
Travelling & conveyance	14263763	19714308
Printing & stationary	691429	829045
Vehicle expenses	788761	1117703
Subscription & membership fees	64420	183585
Donation	2000	7100
Postage & telephone expenses	679083	896705
Legal & professional charges	9781223	4444540
Seminar & training expenses	29000	35200
Payment to auditors for:
Audit and limited review fee	100000	110000
General expenses	2867834	3326762
Repair & maintenance-electricity and general	3988818	3136377
Recruitment expenses	25250	79678
Samples	15187	18027
Sales promotion & entertainment expenses	1416224	4726514
Discounts & rebates	18760310	18523152
Loss on sale of fixed assets	298161	0
Exchange Fluctuation	0	1500393
Total	234614717	243558232

Note-33-TAX EXPENSES

Particulars	As at March 31, 2021 (Rs)	As at March 31, 2020 (Rs)
Current Tax	0	0
Deferred Tax	(265683)	8277611
Total	(265683)	8277611

The Major Components of Income tax expenses for the year ended are

Statement of Profit and Loss		(Rs. Lakhs)
Particulars	March 31, 2021	March 31, 2020
Current Income Tax Charge
Current Income Tax	-	-
Deferred Tax
Relating to origination and reversal of temporary differences	(2.66)	82.78

Reconciliation of tax expenses and accounting profit multiplied by India's domestic rate for March 31, 2021 and March 31, 2020

		(Rs. Lakhs)
Particulars	March 31, 2021	March 31, 2020
Accounting profit/(Loss) before tax (before exception items)	(375.84)	(347.50)
At India's Statutory Income tax rate of 26.00% (March 31, 2020:27.82%)	-	-
Effective tax	-	-
Income tax expenses reported in the Statement of profit and loss	-	-

Statement of profit and loss (Rs. Lakhs) Particulars March 31, 2021 March 31, 2020 Deferred tax relating to the following Fixed Assets: impact of difference between tax depreciation and depreciation Charged for financial reporting (36.61) 31.47 Employee benefit obligations (8.25) 33.63 Items allowed on payment basis/temporary disallowance 24.59 (15.71) Others 22.93 (132.16) Deferred tax expenses/(income) in the statement of profit and loss 2.66 (82.77)

Balance Sheet		(Rs. Lakhs)
Particulars	March 31, 2020	March 31, 2019
Deferred tax relating to the following
Fixed Assets: impact of difference between tax depreciation and depreciation
Charged for financial reporting	492.28	528.89
Employee benefit obligations	(68.60)	(60.35)
Items allowed on payment basis/temporary disallowance	(12.28)	(36.87)
Others	(1094.05)	(1116.97)
Net Deferred Tax Assets	(682.65)	(685.30)

Note-35- EARING PER SHARE (EPS)

Particulars	Year Ended March 31, 2021	Year Ended March 31, 2020
Earnings Per Share (EPS)-Basic & Diluted
Net Profit/(Loss) attributable to Shareholders as per P&L A/c( Rs)	(37850624)	(26472056)
Weighted average number of equity shares (nos.)	1,45,14,580	1,45,14,580
Basic & Diluted EPS (Rs.)	(2.61)	(1.82)
Nominal value of shares (Rs.)	5.00	5.00

Note-36—GRATUITY-DEFINED BENEFIT PLANS

As per Ind AS 19 "Employee Benefits", the disclosures of employee benefits as defined in the Indian Accounting Standard are:- Defined Contribution Plan: The Company's Contribution to provident fund and pension fund is considered as Defined Contribution Plan and is recognized as expenses for the year. Defined Benefit Plan: The Company operates a Defined Benefit Gratuity plan with approved Gratuity Fund and contributions are made to a separately administered approved Gratuity Fund. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit method, which recognizes 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 fund is subject to risk such as asset volatility, changes in assets yields, and assets liability mismatch risk, risk due to adverse salary growth/variability in morality and withdrawals rate, risk due to significant changes in discounting rate during the inter valuation period, risk on account of employees resignations/retirement from the company, resulting into strain on the cash flow, risk related to changes and fluctuations in the financial markets and assumptions depend on the yields on the corporate/government bonds and hence the valuation of liability is exposed to fluctuations in the yield as at valuation date, risk in the increase in the plan liabilities or reduction in plan assets due to changes in legislation or due to overall liquidity position of the company. The obligation for leave encashment is recognized as expense for the year.

Gratuity: The benefits are governed by the Payment of Gratuity Act, 1972. The key features are:-

Benefits offered	15 days terminal salary for each completed years of service
Salary definition	Last drawn qualifying Salary
Benefit ceiling	Rs. 20.00 lakhs (Rs Twenty Lakh)
Vesting conditions	5 years of continuous service (Not applicable in case of death / disability)
Benefit eligibility	Upon death or disability or retirement
Retirement age	58 years

The leave encashment benefits are governed by the Company's leave policy.

	(Rs. Lakhs)
		As At March 31, 2021 As At March 31, 2020
		Gratuity (Funded)	Leave Encashment (Unfunded)	Gratuity (Funded)	Leave Encashment (Unfunded)
(i)	Amount to be recognized in Balance Sheet
	a. Present value of Defined Benefits Obligations
	(i) Funded	182.27	-	209.67	-
	(ii)Unfunded	-	101.59	-	96.75
	b. Fair value of Plan Assets	5.72		6.11
	c. Net liability/(Assets) recognized in the Balance Sheet	176.55	101.59	203.56	96.75
(ii)	Amount to be recognized in the Statement of Profit & Loss
	a. Current service Cost	26.59	20.09	4.71	25.16
	b. Net Interest Cost/(Income)	13.02	5.47	3.56	6.46
	c. Past Service Cost	-	-	-	-
	d. Net Actuarial (Gain)/Loss recognized in the year	-	10.66	-	(5.72)
	e. Defined benefit cost recognized in the stmt of P&L	39.61	36.22	8.27	25.90
	(iii) Change in Defined Benefits Obligations and reconciliation thereof
	a. Present value of Defined Obligations at the beginning of the year	209.67	96.75	252.25	98.09
	b. Interest Cost	13.40	5.47	3.86	6.46
	c. Past Service Cost	-		-	-
	c. Current Service Cost	26.59	20.09	4.71	25.15
	d. Benefits paid	(22.13)	(31.38)	(11.28)	(27.23)
	e. Re-measurement (gain)/Loss	(36.81)		(36.39)
	f. difference in present value of obligation	(8.45)		(3.48)
	g. Actuarial (Gain)/Loss		10.66		(5.72)
	h. Present value of Defined Obligations at the close of the year	182.27	101.59	209.67	96.75
	(iv) Change in the fair value of Plan Assets and the reconciliation thereof
	a. Fair value of Plan Assets at the beginning of the year	6.11	-	2.50	-
	b. Expected return on Plan Assets	0.39	-	0.31	-
	c. Contribution by Employer	21.38	-	14.37	-
	d. Benefits paid	(22.13)	-	(11.28)	-
	e Re-measurement Gain/(Loss	0.03	-	0.21	-
	f. Fair value of Plan Assets at the close of year	5.72	-	6.11	-

REMEASUREMENTS-OTHER COMPREHENSIVE INCOME (OCI) (Rs. Lakhs)

As At March 31, 2021 March 31, 2020 Return on plan Assets (excluding amounts includedin Net Interest Expense 0.03 0.21 Actuarial (Gain)/Loss arising from Experience Adjustment (36.81) (36.39) Present Value of Obligations (8.45) (3.48) Component of Defined of Benefit Costs recognized in OCI 45.23 (40.08) Summary of Actuarial assumptions (Rs Lakhs) March 31, 2021 March 31, 2020 a. Discount Rate ( per annum) 6.75% 6.75% 6.75% 6.75% b. Expected rate of return on Plan Assets (p.a) 6.75% N.A 7.65% N.A c. Rate of escalation in salary (per annum) 6.00% 6.00% 7.00% 7.00% d. Attrition Rate 12.00% 12.00% 8.00% 8.00% e. Mortality table Lives Mortality IAL Lives Mortality IAL 2012-14 Ultimate 2012-14 Ultimate As At

Sensitivity analysis

The Sensitivity of defined obligation to changes in the weighted principal assumptions is: (Rs. Lakhs)

Assumptions	March 31, 2021		March 31, 2020
	Impact of 1% increase	Impact of 1% decrease	Impact of 1% increase	Impact of 1% decrease
Discount Rate	(6.27)	6.89	(9.86)	11.09
Salary growth rate	6.83	(6.35)	10.82	(9.83)
Attrition Rate	(0.01)	(0.03)	(0.58)	0.26

The above sensitivity analysis is based on a change in assumption while holding all other assumptions constant. In practice, this is unlikely to occur and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of defined benefit obligation calculated with the Projected Unit Credit Method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognized in the balance sheet. The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous periods.

The following are the expected cash flows (based on terminal salary & past service) on the defined benefit plan in future years:

		(Rs. Lakhs)
Particulars	March 31, 2021	March 31, 2020
Within next 12 months	60.42	46.10
Between 1-5 years	86.01	99.38
Next five	51.22	67.50

The Category wise plan assets are as follows:-		(Rs. Lakhs)
Particulars	March 31, 2021	March 31, 2020
Investments with Insurer (LIC of India) and Trust Bank A/c (BOI)	5.72	6.11

Note-37-CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF: (Rs. Lakhs) As At As At March 31, 2021 March 31, 2020 (I) Guarantee given by the Company to the bank, on behalf of other Group Companies (i.e. G.S. Autocomp Private Limited & G.S. Consumer Products Private Limited Balance Outstanding 513.03 658.78 (ii) Sales Bills Discounted with banks 175.06 205.09 (iii) Income Tax & Interest Demand-matter under appeal 563.62 587.13

The Company has filed an appeal against the demand and the management, including its tax/legal advisors, believes that its position will likely be upheld in the appellate process. The Company has paid an amount of Rs. 288.72 (previous year Rs.288.72 Lakhs) in protest, against the above said demand. The company has opted to settle the case for the Astt year 2009-10 and Deposited Rs 10.56Lakhs on 21-04-2021under Vivad se vishwas act, 2020. The company has also filed for case settlement under Vivad se vishwas act, 2020 for the Astt Years 2010-11 tax liability 197.67 lakhs (tax deposited 192.39lakhs)and 2011-12 tax liability 75.97 lakhs(tax deposited 78.63) but the same is pending for approval from the income tax Department.The management believes that the ultimate outcome of this proceedings in other cases will not have a material adverse effect on the company's financial position and results of operations.

Note-38-CAPITALAND OTHER COMMITMENTS

Estimated value of contracts remaining to be executed on Capital Accounts (net of advances), not provided for Rs. NIL (Previous year Rs.NIL). Guarantees given by Company's Bankers on behalf of the Company against letter of credit is Rs.378.30 Lakhs (previous year Rs.362.86 Lakhs) are secured by extension of pari-passu charges by way of hypothecation of stock-in trade, raw material etc.

Note-39-Other Borrowing cost Note No.31 under the heading "Finance Cost" includes Bank Charges/Commission, Interest to others & hire charges.

Note-40-The Company is primarily engaged in the business of "Auto Components" for commercial vehicles and Agricultural Equipment, which are governed by same set of risks and returns and hence there is only one segment.

Note-41- In cases where letters of confirmation have been received from parties, book balances have been generally reconciled and adjusted, if required. In other cases, balance in accounts of sundry debtors, sundry creditors and advances or deposits have been taken as per books of accounts.

Note-42-No amount is considered as doubtful, from the total debtors.

Note-43- No amount is due, as on balance sheet date, from other officers or from directors or any of them either severally or jointly, with any other persons nor any debts due by firms or private companies, in the form of loans and advances in the nature of loans given to subsidiary and associates and firms/companies in which any of the directors are interested except at Note No.44.

Note-44—RELATED PARTY DISCLOSURE

a. Subsidiary

During the year and as at March 31, 2021, the Company has no any subsidiary company.

b. The Key Management personnel & individuals having control or significant Influence over the Company by reason of voting power, and their relatives:

Mr. Jasbir Singh Ryait	Chairman & Jt. Managing Director
Mr. Surinder Singh Ryait	Managing Director
Mrs. Dalvinder Kaur Ryait	Executive Director

• Mrs. Amarjeet Kaur Ryait Executive Director Mr.Harkirat Singh Ryait Executive Director Mr. Deepak Chopra Chief Financial Officer Mrs. Amninder Kaur Company Secretary
• c. Enterprises, over which control is exercised by individuals listed in "b"above:
• G.S. Autocomp Private Limited
• G.S. Consumer Products Private Limited*
• G.J. Holdings Private Limited*

Futurista Home Solutions Private Limited*

Gurmukh Singh International LLP

Ujjala Autotech Enterprises Private Limited*

* No transaction has taken place during the year.

The following transactions were carried out during the year with related parties in the ordinary course of business:

	Detail of transactions with enterprises referred to in "c" above:		(Rs. Lakhs)
	S. No. Particulars	2021-21	2019-20
1.	Sales, Services, Other Income
	Sales of Goods ––Gurmukh Singh International LLP	21.75	65.28
	Rendering of Services	-	-
	Rental Income
	G.S. Consumer Products Private Limited	0.00	0.23
	G.S. Autocomp Private Limited	1.00	1.00
	Gurmukh Singh International LLP	0.24	0.38
	Other Income
	G.S. Autocomp Private Limited	0.90	0.90
	Total	23.89	67.79
2.	Purchase of Semi-Finished Goods -
	-Gurmukh Singh International LLP	92.83	69.09
	Services	-	-
	Total	116.72	136.88
	Rs in Lakhs
	S. No. Particulars	2020-2021	2019-20
1.	Amount Outstanding-Receivable /(Payable)
	G.S. Autocomp Private Limited	208.05	139.75
	Gurmukh Singh International LLP	(271.78)	(238.69)

Disclosures in respect of transactions which are more than 10% of the total transactions of the same type with related parties during the year:

NIL

Details of Transactions relating to the persons referred to in "a" above :-	(Rs. Lakhs)
-----------------------------------------------------------------------------	-------------

S. No. Particulars	2020-2021	2019-2020
Managerial Remuneration (Mr. Jasbir Singh Ryait, Mr. Surinder Singh Ryait, Mrs. Dalvinder Kaur Ryait, Mrs.Amarjeet Kaur Ryait & Mr. Harkirat Singh Ryait)	131.53	187.44

Breakup of compensation paid to key Management Personnel (Rs. Lakhs)

	S. No. Particulars		2020-2021	2019-2020
1	Short term Employee Benefits	Mr. Jasbir Singh Ryait	50.84	77.60
		Mr. Surinder Singh Ryait	1.79	3.90
		Mrs. Dalvinder Kaur Ryait	51.08	75.06
		Mrs. Amarjeet Kaur Ryait	1.92	3.23
		Mr. Harkirat Singh Ryait	25.90	27.65
		Mr. Deepak Chopra	5.56	6.62
		Mrs. Amninder Kaur	2.12	2.83
2.	Post-Employment Benefits		-	-
3.	Other-long term benefits		-	-
4.	Termination benefits		-	-
	Total		139.21	196.89

Sales to and purchases from related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2021, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (March 31, 2020: Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

Note – 45: FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

Overview:

The Company's Risk Management framework encompasses practices relating to the identification, analysis, evaluation, treatment, mitigation and monitoring of the strategic, external and operational controls risks to achieving the Company's business objectives. It seeks to minimize the adverse impact of these risks, thus enabling the Company to leverage market opportunities effectively and enhance its long-term competitive advantage. The focus of risk management is to assess risks and deploy mitigation measures. The Company's principal financial liabilities comprise trade and other payables and loans and borrowings. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial asset includes loans, deposits, trade and other receivables and cash and cash equivalents that derive directly from operations. The Company's senior management's focus is to foresee the unpredictability and minimize potential adverse effects on the Company's financial performance.

The Company's activities expose it to variety of financial risks namely market risk, credit risk and liquidity risk. The Company's overall risk management procedures are to minimize the potential adverse effects of financial market on the Company's performance are outlined hereunder. The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework.The Company's risk management is carried out by the management in consultation with the Board of Directors. The Board provides principles for overall risk management, as well as policies covering specific risk areas.

The note explains the sources of risk which the entity is exposed to and how the entity manages the risk.

(A) Credit Risk:

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's receivables from customers and from its financial and operating activities including deposits with banks, foreign exchange transactions and other financial instruments. The Company establishes an impairment allowance based on Expected Credit Loss model that represents its estimate of incurred losses in respect of trade and other receivables.

Exposure to credit risk

The gross carrying amount of financial assets, net of any impairment losses recognized represents the maximum credit exposure. The maximum exposure to credit risk as at March 31 2021 & March 31, 2020 was as follows: -

				(Rs. Lakhs)
Particulars		As at March 31, 2021		As at March 31, 2020
	Gross Carrying Value	Net Value after Impairment	Gross Carrying Value	Net Value after Impairment
Investments	-	-	-	-
Other Financial Assets	163.23	163.23	163.23	163.23
Trade Receivables	1766.53	1766.53	2069.43	2069.43
Cash & Cash equivalents	85.78	85.78	27.36	27.36
Other Bank Balances	96.53	96.53	91.49	91.49
Other Financial Assets	13.33	13.33	9.80	9.80
Other Advance recoverable (Short term loans & advances)	105.58	105.58	129.72	129.72

Financial assets that are past due but not impaired

Long term loan, short term loan, Trade Receivables, Cash and cash equivalents and other assets are neither past due nor impaired.

(i) Trade Receivables:-

Customer's credit risk is managed by each business unit subject to the Company's established policy, procedures and control relating to customer credit risk management. The Company extends credits to customers in normal course of the business. The Company considers the factors such as credit track record in the market of each customer and past dealings for extension of credit to the customers. Credit quality of a customer is assessed based on individual credit limits and risk of potential default based on defined risk parameters. The Company monitors the payment track record of each customer and outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located at several jurisdiction and industries and operate in large independent markets. The Company also takes advances and security deposits from customers which mitigate the credit risk to an extent.

An impairment analysis is performed at each reporting date on an individual basis for major clients. The calculation is based on losses as per historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in the respective notes. The average credit period taken on sales of goods is 45 to 90 days. Generally, no interest has been charged on the receivables. Before accepting any new customer, the Company uses an internal credit system to assess the potential customer's credit quality and defines credit limit of customer. Limits attributed to customers are reviewed periodically. The Company does not hold any collateral or other credit enhancements over any of its trade receivables nor does it have a legal right of offset against any amounts owed by the Company to the counter party.

(ii) Financial Instruments and bank deposits:-

The Company considers factors such as track record, size of institution, market reputation and service standard to select

the banks with which deposits are maintained. The Company does not maintain significant deposit balances other than those required for its day to day operations. Credit risk on cash and cash equivalents is limited as these are generally held or invested in deposits with banks and financial institutions with good credit ratings. The Company's maximum exposure to credit risk for bank balances and deposits as at March 31 ,2021 and March 31 ,2020 is the carrying amounts as disclosed on the respective Notes.

(B) Liquidity Risk:-

Liquidity risk is the risk that the Company will face in meetings its obligations associated with its financial liabilities. The Company's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and stressed conditions. Due to continued losses from the past two to three years along with its committed repayment of its long term liabilities, there remains a strong liquidity crunch in the day to day working of the Company and there will remains liquidity challenge in the days to come till the next year However, the management is taking all the necessary steps to overcome this short term liquidity challenge with the best possible available means.

The Company's objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company relies on a mix of borrowings, capital and excess operating cash flows to meet its needs for funds. The Company monitors rolling forecasts of its liquidity requirements to ensure that it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities so that it does not breach borrowing limits.

The table below provides undiscounted cash flows towards non-derivative financial assets/ (liabilities) into relevant maturity based on the remaining period at the Balance Sheet date to the contractual maturity date.

				(Rs. Lakhs)
Particulars		As At March 31 ,2021		Total
	Not later Later than one year and Later than than not later than five years five years one year
Financial Assets
Trade Receivables	1688.22	78.31	-	1766.53
Others	13.33	163.23		176.56
Current Investments	-	-	-	-
Cash and Cash equivalents	85.78	-	-	85.78
Other Bank Balance	96.53	-	-	96.53
Total	1883.86	241.54		2125.40

(Rs. Lakhs)

Particulars		As At March 31 ,2021
	Not later than one year	Later than one year and not later than five year	Later than five years
Financial Liabilities
Borrowings-Bank Loans	2674.77	-	-	2674.77
Current Payable	3052.36	-	-	3052.36
Other Current Liabilities	530.59	-	-	530.59
Non-Current Payables	-	946.18	-	946.18
Other Liabilities-Non Current	-	719.67	-	719.67
Total	6257.72	1665.85	-	7923.57

				(Rs. Lakhs)
Particulars		As At March 31, 2021		Total
	Not later than one year	Later than one year and not later than five year	Later than five years
Financial Assets
Trade Receivables	1994.67	74.76	-	2069.43
Others	9.80	163.23		173.03
Current Investments	-	-	-	-
Cash and Cash equivalents	27.36	-	-	27.36
Other Bank Balance	91.49	-	-	91.49
Total	2123.32	237.99		2361.31

(Rs. Lakhs)

Particulars			Total
	Not later than one year	Later than one year and not later than five year	Later than five years
Financial Liabilities
Borrowings-Bank Loans	2801.97	-	-	2801.97
Current Payable	3133.29	-	-	3133.29
Other Current Liabilities	822.19	-	-	822.19
Non-Current Payables	-	965.38	-	965.38
Other Liabilities-Non Current	-	29.74	-	29.74
Total	6757.45	995.12	-	7752.57

Market Risk:

Market risk is the risk of loss of future earnings or fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign exchange rates and other market changes that affect market risk sensitive instruments.

Interest Rate Risk:

The Company's exposure to the risk of changes in market interest rates relates primarily to long term and working capital debts having floating rate of interest. Its objective in managing its interest rate risk is to ensure that it always maintains sufficient headroom to cover interest payment from anticipated cash flows which are regularly reviewed by the Board. However, the risk is receding due to payment its long term liability.

The Company's non-current borrowings from banks and financial institutions are Rs. 719.67 Lakhs as at March 31, 2021 Rs. 29.74 Lakhs as at March 31, 2020. Other non-current financial liabilities are non interest bearing where the risk of changes in the interest rates is not arises.

(ii) Commodity Risk:

The Company is exposed to the movement in the price of key raw materials and other consumables, which are quite volatile in the domestic and international markets. The Company has in place policies to manage exposure to fluctuation in prices of key raw materials used in operations. The Company enters into contracts for procurement of raw materials and other materials. Most of the transactions are short term fixed price contracts.

(iii) Foreign Currency Risk:

Foreign currency risk arises when future commercial transactions and recognized assets and liabilities are denominated

in a currency that is not the company's functional currency. Foreign exchange risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign currency rates.

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates and arises where transactions are done in foreign currencies. It arises mainly where receivables and payables exist due to transactions entered in foreign currencies. The Company does not enter into financial instrument transactions for trading or speculative purpose. The Company transacts business primarily in Indian Rupees, USD, Euro and GBP. The Company has foreign currency current receivables and is therefore, exposed to foreign exchange risk. The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:

			(Rs. Lakhs)
Particulars	Currency	As at March 31 ,2021	As at March 31 ,2020
Trade Receivables	USD	0.87	1.11
	EUR	0.29	0.17
Advance From Customers	USD	0	0.06
	EUR	0	0.09
Currency Rates	Currency	As at March 31 ,2021	As at March 31 ,2020
USD		73.5047	75.6650
EUR		86.099	82.7700

All the above said foreign currency exposures are un-hedged

Sensitivity Analysis

The following table demonstrates the sensitivity of profit and equity in USD and EUR to the Indian Rupee with all other variables held atconstant. The impact on the Company's profit before tax and other comprehensive income due to changes in the fair value of monetary assets and liabilities is given below:

			(Rs. Lakhs)
Particulars	Change in Currency exchange rate	Effect on profit before tax March 31 ,2021	Effect on profit before tax March 31 ,2020
USD	5%	3.20	4.00
	-5%	(3.20)	(4.00)
EUR	5%	1.25	0.22
	-5%	(1.25)	(0.22)

This is mainly attributable to the exposure outstanding on foreign currency receivables in the Company at the end of each reporting period.

Capital Management

The Company's objective for capital management is to manages its capital to be able to continue as a going concernand to maximize shareholders value, safeguarding business continuity and Support the growth of the Company. The Company determines the capital requirement based on annual operating Plans and Other strategic investment plans. The Funding requirements are met through equity and operating cash flow generated. No Changes were made in the Objectives, policies or processes during the years ended March 31, 2021 and March 31, 2020. Capital represents equity attributable to equity holders of the Company.

The capital structure consists of debt which includes the borrowings, cash and cash equivalents and current investments and equity attributable to equity holders of the Company, comprising issued share capital, reserves and retained earnings. For the purpose of calculating gearing ratio, debt is defined as non-current and current. Equity includes all capital and reserves of the Company attributable to equity holders of the Company. The Company is not subject to externally imposed capital requirements. The Board reviews the capital structure and cost of capital on an annual basis but has not set specific targets for gearing ratios. The risks associated with each class of capital are also considered as part of the risk reviews presented to the audit committee and the Board of Directors. However, due to past financial losses along with repayment of its long term liability there is tightness in the liquidity system of the Company and the Board of Directors of the Company is taking all the necessary steps to remove the liquidity tightness with the overall improvement in the business of the Company.

The following table summarizes the capital of the Company:

		(Rs. Lakhs)
Particulars	March 31 , 2021	March 31, 2020
Equity	2704.53	3037.81
Current Borrowings	2674.77	2801.97
Non-Current Borrowings	719.67	29.74
Current maturities of non-current borrowings	64.34	11.41
Total Debt	3458.78	2843.12
Gearing Ration-Debt to Equity	127.88%	93.59%

Note - 46. FINANCIALINSTRUMENTS

Set out below, is a comparison by class of the carrying amounts and fair value of the Company's Financial Instruments

				(Rs. Lakhs)
Particulars	As At March 31, 2021	As At March 31, 2020	As At March 31, 2021	As At March 31, 2020
Financial Assets
Financial Assets measured at fair value
Investments	-	-	-	-
Financial Assets measured at amortized cost
Investments	-	-	-	-
Trade Receivables	1766.53	2069.43	1766.53	2069.43
Cash and Cash equivalents	85.78	27.36	85.78	27.36
Other Bank Balances	96.53	91.49	96.53	91.49
Securities deposit	163.23	163.23	163.23	163.23
Interest Receivables	13.33	09.80	13.33	09.80
Export Incentive Receivables	25.30	24.52	25.30	24.52
TOTAL	2150.70	2385.83	2150.70	2385.83
Financial Liabilities
Financial Liabilities measured art amortized cost
Borrowing-Non Current	719.67	29.74	719.67	29.74
Borrowing- Current	2674.77	2801.97	2674.77	2801.97
Trade Payables	1359.50	1876.31	1359.50	1876.31
Deposit-Dealers	37.92	50.96	37.92	50.96
Current Liabilities of long term liabilities	64.34	11.41	64.34	11.41
Other Current Liabilities	1628.52	1245.57	1628.52	1245.57
TOTAL	6484.72	6015.96	6484.72	6015.96

The management assessed that fair value of short term financial assets and liabilities significantly approximate their carrying amounts largely due to the short term maturities of these instruments. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Company determines fair values of financial assets or liabilities by discounting the contractual cash inflows / outflows using prevailing interest rates of financial instruments with similar terms. The initial measurement of financial assets and financial liabilities is at fair value.

46.1 Fair Value Hierarchy

All financial instruments for which fair value is recognized or disclosed are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is insignificant to the fair value measurements as a whole.

Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2: Valuation techniques for which the lowest level inputs that has a significant effect on the fair value measurement are observable, either directly or indirectly.

Level 3: Valuation techniques for which the lowest level input which has a significant effect on fair value measurement is not based on observable market data.

There is Nil Investment as on 31-03-2021 (Previous Year Nil)

47. Figures in bracket indicate deductions except otherwise stated.

48. Unclaimed Dividend:

Unclaimed dividends include amounts transferred to the Investor Education and Protection Fund under Section 125 of the Companies Act, 2013.

49. Disclosure required under Section 186(4) of Companies Act, 2013

During the year, the Company has not given any loans or guarantees or made investments in contravention of the provisions of the Section 186 of the Companies Act, 2013.

50. Leases:

Operating leases: Company as lessee

The Company had taken land at Jamshedpur on operating lease. The tenure of such lease is 30 years at the time of agreement. Lease rental are charged to the statement of profit and loss for the year. There is no sub-lease. The lease is renewable on mutual agreeable. At the expiry of the lease term, the company has an option to terminate the agreement or extend the term by giving the notice in writing.

Company as lessee

• (a) Interest expense of Rs. 2.49 Lakhs on the lease liability has been included in finance costs under the head 'Other borrowing cost' in the statement of Profit and Loss.
• (b) The change in the carrying value of Right of Use asset during the year is as under:

	(Rs. Lakhs)
Particulars	Amount
As at April 1, 2020	38.89
Transition effect on account of adoption of Ind AS 116
Addition during the year	-
Depreciation during the year	2.98
As at March 31, 2021	35.91

( c) The following is the break-up of current and non-current lease liabilities as at March 31, 2021

(Rs. Lakhs)
Particulars	Amount
Current lease liabilities	2.00
Non-current lease liabilities	10.52
Total	12.52

(d) The following is the movement in lease liabilities during the year ended March 31, 2021:

	(Rs. Lakhs)
Particulars	Amount
Balance at the beginning of the year	-
Transition effect on account of adoption of Ind AS-116	12.52
Additions during the year	-
Finance cost accrued during the year	2.49
Payment of lease liability	-
Balance at the end of the year	15.01

The lease liabilities on creation of right to use asset has been included in other financial liabilities.

(e) The table below provides details regarding the contractual maturities of lease liabilities as at March 31, 2021 on an undiscounted basis:

	(Rs. Lakhs)
Particulars	Amount
Not later than one year	2.00
Later than one year and not later than five year	3.48
Later than five years	7.04
Total	12.52

The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

Company as lessor

The company has entered into operating leases for its land and building that are renewable on a periodic basis. The lease rentals incomes booked in the statement of Profit and Loss for the year is Rs. 0.90 Lakhs (Previous year was Rs. 1.00 Lakhs).

The total of future minimum lease rent receipts are as follows:-

Particulars	As on March 31, 2021	As on March 31,2020
Not Later than one year	1.00	1.00
Later than one year but not later than five years	4.00	4.00
Later than five years	88.67	89.67

• 51. The company has submitted restructuring proposal for its borrowings for rescheduling from the bank which is expected to be completed before end September, 2021. The company has considered current maturities for its term loans keeping in view the said restructuring proposal.
• 52. The company has aligned grouping of other non-current liabilities and other financial liabilities based on their repayment period.
• 53. Intangible Assets comprises of Acquisition of computer Software&Video Advertisement have been amortized @ 25% on Straight line basis, as the useful life thereof has been estimated to be not more than four years.

54. MOVEMENT IN PROVISIONS

Disclosure of movement in provisions during the year as per Ind AS 37, Provisions, Contingent Liabilities and Contingent Assets

(Rs. Lakhs)

Particulars	Balance as on March 31, 2020	Provided during the year	Paid/Adjusted during the year	Balance as on March 31, 2021
For Accumulated Leaves	96.75*	36.22	31.38	101.59*
For Gratuity	203.56	(4.88)	22.13	176.55
Total	300.31	31.34	53.51	278.14
Short term Rs.70.14 lakh & Long Term Rs.31.45 lakhs

(Rs. Lakhs)

(Rs. Lakhs)

55. The Company is developing certain machineries (Special purpose Machines), as per its various in house production process requirements under its Research & Development Centre to reduce the processing time and cost of manufacturing. The following expenditure has been incurred during the year, included under the relevant heads in the profit and loss account.

Expenditure incurred on Research & Development:

	Financial Year 2020-21	Financial Year 2019-20
Revenue Expenses	7.69	5.66
Wage (Research &Dev) (included under Note No.30)	3.21	2.60

56. (a) Exchange difference Gain/ (Loss) on account of fluctuations in foreign currency rates: (Rs. Lakhs)

		Financial Year 2020-21	Financial Year 2019-20
(I)	Gain/ (Loss) relating to Exports during the year recognized in Statement of profit and loss account.	10.48	(15.00)
(ii)	Recognized in the profit and Loss account Gain/ (Loss) on Settlement/revalorization of current assets	5.56	0.00

(b) Details of Un-hedged Foreign Currencies:

The year-end foreign currency exposures in respect of monetary items that have not been hedged by a derivative instrument or otherwise are given below, Amount (net) in foreign currency on account of the followings: -

Particulars	st 31 March, 2021 (Amt. in Foreign Currency) (Lakhs)	st 31 March, 2021 (Rs. Lakhs)	st 31 March, 2020 (Amt. in Foreign Currency) (Lakhs)	st 31 March, 2020 (Rs. Lakhs)
Export of Goods	USD 0.87	64.91	USD 1.11	84.27
	EURO 0.29	25.11	EURO 0.17	14.42
Advance from Customer			USD 0.06	4.00
			EURO 0.09	7.77

57. Detail of dues to Micro & Small enterprises as defined under Micro, Small and Medium Enterprises Developments Act, 2006 (MSMED Act 2006): -

(Rs. Lakhs)
Particulars	As At March 31, 2021	As At March 31, 2020
Principal amount due to suppliers under MSMED Act,2006	33.78	11.88
Interest Accrued and due to suppliers under MSMED Act, 2006 on the above amount	-	-
Payment made to suppliers (other than interest) beyond the appointed day, during the year	-	-
Interest paid to suppliers under MSMED Act, 2006 (other than section 16)	-	-
Interest paid to suppliers under MSMED Act, 2006 (Section 16)	-	-
Interest due & payable to suppliers under MSMED Act, 2006 for the payments already made.	-	-
Interest accrued and remaining unpaid at the end of the year to suppliers under MSMED Act, 2006.	-	-

The information has been given in respect of such vendors to the extent they could be identified as "Micro and Small enterprises" on the basis of information available with the Company.

• 58. COVID-19 has caused significant disruptions to businesses across India. The management has considered the possible effects, if any, that may impact the carrying amounts of inventories, receivables. In making the assumptions and estimates relating to the uncertainties as at the balance sheet date in relation to the recoverable amounts, the management has considered subsequent events, internal and external information and evaluated economic conditions prevailing as at the date of approval of these financials results. The management expects no impairment to the carrying amounts of these assets. The management will continue toclosely monitor any changes to future economic conditions and assess its impact on the operations.
• 59. Miscellaneous Receipts include, Rs. 8.25 Lakhs (previous year Rs. 50 Lakhs) received on account partial withdrawal from key man insurance policies.

60. Proposed Dividend:

During the year & during the previous year, the Company has not proposed any dividend on its Equity shares.

61. Additional Information under Part II of Schedule III to the Companies Act, 2013:

(a) CIF Value of Import		(Rs. Lakhs)
Particulars	Financial Year 2020-21	Financial Year 2019-20
Raw Material and Components	0.00	0.00
Traded Goods	-
Total	0.00	0.00
(b) Expenditure in Foreign Currency:		(Rs. Lakhs)
Particulars	Financial Year 2020-21	Financial Year 2019-20
Raw Material and Components	0.00	0.00
Traded Goods	0.00	0.00
Repayment of term loan, Bank Charges & Commission & Interest	0.00	32.41
Total	0.00	32.41

( c ) Earing in Foreign Currency:

		(Rs. Lakhs)
Particulars	Financial Year 2020-21	Financial Year 2019-20
F.O.B value of Exports	142.35	315.83
Total	142.35	315.83

• 62. Rental income includes Rs. 1.24 lakhs (previous year Rs 1.61 lakhs) from group companies as per Note No.44 above &Rs.0.66 lakhs(previous year Rs. 0.98 lakhs) from others.
• 63. Previous period figures have been regrouped, re-classified and re-arranged wherever considered necessary to confirm to the current year's classification.

The accompanying Notes are integral part of these Financial Statements As per our report of even date

For SUKHMINDER SINGH & CO. ICAI Firm Registration No:016737N JASBIR SINGH RYAIT DEEPAK CHOPRA Chartered Accountants Chairman & Jt. Mg. Director Chief Financial Officer

Partner Executive Director Membership No.:093100 DIN: 07275740 UDIN:21093100AAAEE3735

Place : Ludhiana Date : 30th June, 2021 For and on behalf of the Board of Directors

DIN 00104979

SUKHMINDER SINGH HARKIRAT SINGH RYAIT

If undelivered please return to :

G.S. Auto International Limited

G.S. Estate, G.T. Road Ludhiana-141010 Punjab, India

Phone : 0161-2511001/2/3/4/5 Fax:0161-2510885 E-mail : [email protected]

Website: www.gsgroupindia.com