About Supreme Infrastructure India Ltd

Supreme Infrastructure India Limited was incorporated as Supreme Asphalts Private Limited on 8th April 1983. The company name was changed to Supreme Infrastructure India Private Limited on 10th April 2002. Subsequently, it was converted into a Public Limited Company and the name was changed to Supreme Infrastructure India Limited. Mr. Bhawanishankar H. Sharma, Mr. Ved Prakash Gupta and Mr. Hirendra Kumar Sinha promoted the company. The Company was incorporated with the objects of commencing activities in construction field and supplying of asphalt. The Company is an end to end infrastructure company headquartered in Mumbai. A public-owned enterprise it has executed various projects by Central and State Government agencies, municipal corporations and corporate houses. The Company is amongst the leading players in the country in the Engineering, Designing and Construction (E, D&C) segment for power, roads, Bridges and other infrastructure sectors. The Company is also engaged in implementation, operation and maintenance of several projects in Power sector and infrastructural areas through its special purpose vehicles. It has executed the various projects within the state and country. Further, the Company is also a leading utility company having presence across the value chain of energy, Infrastructure businesses. Over the period of time two of the promoters Mr. Ved Prakash Gupta and Mr. Hirendra Kumar Sinha disassociated from the Company with effect from 1999 and ceased to be promoters of the Company. The Company started executing the orders of BMC and PWD at various sites and concreting of roads. After establishing in the field the Company further expanded its activities and procured contract of MMRDA and MSRDC. Presently the Company is registered with PWD and with BMC and is so eligible to bid for their tenders without any restriction in terms of value. Moreover, these registrations and class are also accepted and acknowledged by MMRDA and MSRDC. The work in hand as on August 1, 2007 is worth Rs. 299.84 Crores and most of these projects are from agencies such as MMRDA, MSRDC, MPT and NHAI. The Company is also executing a project for MUTP of earthwork and civil construction for laying of railway tracks between Vidya Vihar and Ghatkopar as a part of the Kurla-Thane (Phase-I) railway project being built under the World Bank aided Mumbai Urban Transport Project (MUTP).

Supreme Infrastructure India Ltd Chairman Speech

Overview

There are two principal messages I wish to communicate in my overview.

These messages comprise the gist of our capacity to recover and ride the India growth story.

The first message is the India story itself.

India comprises one of the most exciting opportunities in the global infrastructure sector.

It is estimated that India will invest an unprecedented H111 Lakh crore its infrastructure sector by FY 2024-25, the largest investment in this sector across any five-year period by the country.

While this investment will be made across a range of infrastructure sub-sectors, a majority of the spending will made in India’s roads sector.

International perspective

We are placed in a period of time when the subject of roads is not just national; it has acquired an international geopolitical dimension. The One Belt, One Road proposed by China a few years ago is not just about connecting China with the nearest port; it is about connecting China with much of Asia, Africa and the

European continent. For sheer daring, this could be the largest infrastructure opportunity in the world that could completely redefine global trade and business dynamics, centralising the role of roads in catalysing the global economy. Roads are no longer intra-national in their importance; they are defining Asian power shifts.

India’s extensive road network of around 62.16 Lakh kilometers is the second largest in the world after USA. While this would indicate a road building priority, the reality is that India’s road building penetration is considerably low compared with its population: USA comprises 21 kilometres of road per 1000 persons, while India has only around 4 kilometres per 1000 persons. Besides, the length of national highways was a meagre 1, 36,440 kilometres - about 2% of the total road length network but carrying 40% of the country’s road traffic. Worse, India ranked 74th (out of 140) and 61st (out of 140) in terms of the quality of overall infrastructure and quality of roads respectively as per the World Economic Forum Report for FY 2015-16. The result was that India incurred USD 6.6 billion in annual costs arising out of transportation delays; India’s annual additional fuel consumption arising out of the delays was estimated at USD 14.7 billion. The result was a national consensus: to build new roads faster, widen the existing ones, improve road conditions with round-the-year maintenance, increase the length of national highways and access-controlled expressways as a percentage of the total road length network, replace manual toll collection with electronic toll collection and unify the country with a common GST system to enhance logistics efficiency.

The Indian Government has, in the space of a few years, achieved what would normally have taken years to do. The Government has taken perhaps the largest element of India’s infrastructure and transformed the picture. The result of the Indian Government’s proactive response has got serious global investors to sit up and take notice. I am not sounding dramatic when I say that India’s road building sector is showing signs of acquiring the size and scope generally reserved for China’s successful infrastructure story today.

Across the board improvement

There has been an across-the-board improvement: from a time when 1000 kilometers of road building contracts would be issued to more than 15000 kilometers of contracts now being awarded per year. From a time (2011-14 average) when 73 kilometers of roads would be built in the country as part of the Pradhan Mantri Gram Sadak Yojana, 36.4 kilometers were built per day in FY 2020-21. From a time when the average highway building pace would be 9 kilometers per day (2012-14), the pace increased to 29.81 kilometers per day in FY 2020-21.

This has had a trickle-down impact. The number of orders has got larger and more frequent; there is a growing recognition that road builders must be provided a conducive environment in which to operate, translating into reinvestments (people, technologies and equipment). We believe that this investment will only accelerate project completion, which will result in infrastructure being handed over to the country’s citizens faster than ever, kick starting a virtuous win-win cycle. This has already been articulated by the Minister of Road Transport and Highways, who has indicated what we always felt would happen: the accelerated construction of highways would contribute more than 200 basis points to the country’s GDP and create millions of jobs.

The Indian government has transformed from a harsh umpire keen to spell out the rules and enforce the code to one willing to take a realistic win-win view of how to make the road building sector attractive for Indian as well as global infrastructure builders and investors. The government has addressed the various blockers: premium rescheduling, loan restructuring, exit to concessionaires, improving liquidity through InvIT, faster projects clearance etc. I am pleased to say that this sector will now attract the attention of serious long-term global investors.

Paradigm shifts

For years, land acquisition was a continuing problem related to highway construction in India. A number of projects were stalled since National Highways Authority of India could not sustain project progress because it could not conclude adequate land acquisition. One of the principal ground-shifts is that the NHAI has proposed that it will not invite any bids for road projects until it has completed land acquisition, shifted utilities and obtained in-principle forest clearances; correspondingly, it will not commence work on structures, flyovers, bridges and rail over-bridges until it enjoys 100% of the land. In view of this, we believe that the delay of several projects on account of land acquisition issues should now become a thing of the past.

These initiatives will graduate the country from one level to another. More roads or larger roads will mean stronger economic growth. However, what is not immediately evident is how this will kick start a rejuvenation of the entire ecosystem: Indian construction companies will resume aggressive re-investment based on credible order books and long-term growth prospects; we foresee a greater investment in equipment, a larger quantum of grassroots and rural employment, a larger inflow of support from global pension funds, InVits of Indian companies being listed on the exchanges, a new class of infrastructure-focused investors emerge and a greater respect for Indian infrastructure as a separate asset class that commands global respect. From a position where Indian infrastructure was merely a concept, everyone is now convinced that it will become a reality in future and this process has already been initiated.

It is because of a confidence-enhancing framework that there has been a large increase in project launches and enthusiastic bidding, followed by financial closure. This has resulted in actual construction either being implemented or getting near to the initiation point of the project. This entire sequence represents a validation of the sectoral turnaround: the confidence of the Government is increasing the confidence of construction companies, bankers, investors – the complete eco-system. The result: India has retained its 43rd place in the World Competitive Index in FY 2020-21 for the third time in a row, which can be majorly ascribed to accelerated infrastructure development.

The Indian government has transformed from a harsh umpire keen to spell out the rules and enforce the code to one willing to take a realistic win-win view of how to make the road building sector attractive for Indian as well as global infrastructure builders and investors.

The Ministry of Road Transport and Highways has undertaken the development of about 34,800 kilometers of national highways under Bharatmala Pariyojana for an estimated H5,35,000 crore (USD 76.55 billion) in consultation with State Governments.

NHAI also invited bids for preparing detailed project reports for road development along the borders and coast lines under the Bharat Mala project.

The result is that over the last couple of years, India has emerged as possibly the most exciting road building infrastructure destination in the world. These developments indicate that the opportunity is large enough to keep us growing for years. The emerging priority would be to keep bidding for and winning contracts, by widening our management bandwidth and growing to the extent that our Balance Sheet permits.

Supreme: Attractively placed

At Supreme Infrastructure, we are attractively placed to capitalise.

The company survived the industry downtrend during the last few years, strengthening its capacity to outperform in an environment when players are relatively fewer.

The fact that the company was cleared on forensic grounds by an independent credit rating agency indicates that the company was cleared on governance grounds, a significant validation of its intent and character.

The company has access to a sustainable pipeline of debt, the company’s bankers are aligned with the company’s growth strategy, the company continues to win attractive projects, it successfully retained most of its knowledge capital and institutional shareholders during the downturn and it has charted out an operating discipline that should translate into a predictable set of responses to challenges.

At Supreme Infrastructure, we are optimistic that the complement of these realities should start becoming visible from the fourth quarter of the current financial year, leading the company to break-even point in the next financial year and a positive surplus starting FY 2023-24.

These realities indicate that the company is at the right place and the right time to enhance shareholder value in a sustainable way across the foreseeable future.

Bhawanishankar H. Sharma

Chairman

Supreme Infrastructure India Ltd Company History

Supreme Infrastructure India Limited was incorporated as Supreme Asphalts Private Limited on 8th April 1983. The company name was changed to Supreme Infrastructure India Private Limited on 10th April 2002. Subsequently, it was converted into a Public Limited Company and the name was changed to Supreme Infrastructure India Limited. Mr. Bhawanishankar H. Sharma, Mr. Ved Prakash Gupta and Mr. Hirendra Kumar Sinha promoted the company. The Company was incorporated with the objects of commencing activities in construction field and supplying of asphalt. The Company is an end to end infrastructure company headquartered in Mumbai. A public-owned enterprise it has executed various projects by Central and State Government agencies, municipal corporations and corporate houses. The Company is amongst the leading players in the country in the Engineering, Designing and Construction (E, D&C) segment for power, roads, Bridges and other infrastructure sectors. The Company is also engaged in implementation, operation and maintenance of several projects in Power sector and infrastructural areas through its special purpose vehicles. It has executed the various projects within the state and country. Further, the Company is also a leading utility company having presence across the value chain of energy, Infrastructure businesses. Over the period of time two of the promoters Mr. Ved Prakash Gupta and Mr. Hirendra Kumar Sinha disassociated from the Company with effect from 1999 and ceased to be promoters of the Company. The Company started executing the orders of BMC and PWD at various sites and concreting of roads. After establishing in the field the Company further expanded its activities and procured contract of MMRDA and MSRDC. Presently the Company is registered with PWD and with BMC and is so eligible to bid for their tenders without any restriction in terms of value. Moreover, these registrations and class are also accepted and acknowledged by MMRDA and MSRDC. The work in hand as on August 1, 2007 is worth Rs. 299.84 Crores and most of these projects are from agencies such as MMRDA, MSRDC, MPT and NHAI. The Company is also executing a project for MUTP of earthwork and civil construction for laying of railway tracks between Vidya Vihar and Ghatkopar as a part of the Kurla-Thane (Phase-I) railway project being built under the World Bank aided Mumbai Urban Transport Project (MUTP).

Supreme Infrastructure India Ltd Directors Reports

To

The Members of

SUPREME INFRASTRUCTURE INDIA LIMITED

Your Directors have pleasure in presenting their 38th Annual Report and the Audited Statement of Accounts for the year ended 31st March, 2021.

1. HIGHLIGHTS/ PERFORMANCE OF THE COMPANY

H In Lakhs (except EPS)

2. OPERATION AND PERFORMANCE REVIEW

During the year under review on standalone basis your Company earned an income of H25,818.76 Lakh against H23,179.37 Lakh in the previous year. Your Company incurred losses of H64,231.30 Lakh as compared to the H49.093.38 Lakh in the previous year.

3. DIVIDEND

In view of the losses incurred and stressed financial resources, your Directors do not recommend any dividend on Equity Shares and Preference Shares for the year under review. Consequently, no amount is transferred to reserves for the year ended 31st March, 2021.

4. FINANCE

During the year under review, the Company’s Financials were under severe stress on account of several factors like Covid 19 pandemic, delay in execution of projects, delay in execution of BOT Projects, cost over runs on delayed projects, high interest cost vis- a-vis volume of the Company’s operation, stressed working capital finance and similar factors peculiar to the infrastructure sector.

5. CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Companies Act, 2013 and implementation requirements of Indian Accounting Standards (‘IND-AS’) Rules on Accounting and disclosure requirements, which is applicable to our company and as prescribed by Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "SEBI Listing Regulations") the audited Consolidated Financial Statements are provided in this Annual Report.

Pursuant to Section 129(3) of the Companies Act, 2013, a statement containing the salient features of the financial statements of each of the subsidiary and joint venture in the prescribed form AOC-1 is annexed to this annual report.

Pursuant to Section 136 of the Companies Act, 2013 the financial statements of the subsidiaries are kept for inspection by the shareholders at the Registered Office of the Company. The said financial statements of the subsidiaries are also available on the website of the Company www.supremeinfra.com under the Investors Section.

6. DETAILS OF SUBSIDIARY COMPANIES, JOINT VENTURES AND ASSOCIATES COMPANIES

The Company as on 31st March, 2021 had Sixteen Subsidiaries of which Fifteen are incorporated and based in India & One Overseas. The Company also had one Associate Companies as on 31st March, 2021. Some Joint Venture Projects have become non operative on account of the completion of the projects.

The Company has adopted a policy for determining material subsidiaries in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015. The said policy is available on the Company’s website. A statement containing the salient features of the financial statements of the subsidiary companies is attached to the financial statements in Form AOC-1.

The company had Two subsidiaries of which one Supreme Infrastructure BOT Private Limited is under the CIRP Process and Sanjose Supreme Tollways Development Private Limited is under the Liquidation Process.

7. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND THE COMPANY’S OPERATIONS IN FUTURE

No significant and material orders have been passed by the regulators or courts or tribunals impacting the going concern status and the Company’s operations in future.

8. DEPOSITS

During the year under review, your Company has not accepted any deposit from the public or its employees during the year under review. As such, no amount of Principal or Interest is outstanding as on the Balance Sheet date.

9. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Detailed information on CSR Policy developed and implemented by the Company and CSR initiatives taken during the year pursuant to Sections 134 & 135 of the Companies Act, 2013 is given in the ‘Annexure-I’ as CSR Report.

10. ENVIRONMENT & SAFETY

The Company is conscious of the importance of environmentally clean and safe operations. The Company’s policy requires conduct of operations in such a manner, so as to ensure safety of all applicable compliances of environmental regulations and preservation of natural resources.

Your Directors further state that during the year under review, no complaints were reported to the Board as required by the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

11. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tasted and no reportable material weaknesses in the operations were observed.

12. DIRECTORS AND KEY MANAGERIAL PERSONNEL DIRECTORS

Pursuant to the provisions of Companies Act, 2013 and Articles of Association of the Company, Mr. Vikram Sharma, Managing Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible offered himself for reappointment.

The Board has appointed Mrs. Payal Agarwal, as the Additional Director of the Company with effect from 01st December, 2020 and was regularized at the 37th Annual General Meeting of the Company held on 4th June, 2021 as Non-Executive, Non Independent Director of the Company.

During the year, Mr. Sushil Kumar Mishra (DIN:06411532) was reappointed as an Independent Director of the Company, whose term shall not be subject to retirement by rotation and continue to act as an independent director for a second term of five consecutive years up to March 31, 2026.

The Company has received declarations from the Independent Directors confirming that they meet the criteria of independence as prescribed both under Section 149 (6) of the Companies Act, 2013 and Regulation 16(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and that there is no change in their status of Independence.

KEY MANAGERIAL PERSONNEL

The Company has designated Mr. Vikram Sharma- Managing Director of the Company.

FAMILIARISATION PROGRAM FOR THE INDEPENDENT DIRECTORS

In compliance with the requirement of Listing Regulations, the Company has put in place a Familiarisation Program for the independent directors to familiarize them with their role, rights and responsibility as directors, the working of the Company, nature of the industry in which the Company operates, business model, etc. The details of the Familiarisation Program are explained in the Corporate Governance Report. The said details are also available on the website of the Company www.supremeinfra.com.

BOARD EVALUATION

PursuanttotheprovisionsofSection134(3)(p),149(8)andSchedule IV of the Companies Act, 2013 and Regulation of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, annual performance evaluation of the Directors as well as that of the Audit Committee, Nomination and Remuneration Committee and Stakeholders’ Relationship Committee has been carried out. The performance evaluation of the Independent Directors was carried out by the entire Board and the performance evaluation of the Chairman and Non-Independent Directors was carried out by the Independent Directors.

REMUNERATION POLICY

The Company has adopted a remuneration policy for the Directors, Key Managerial Personnel and other employees, pursuant to the provisions of the Act and Regulation of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The remuneration policy is annexed as Annexure II to this Report.

MEETINGS

The Company held a minimum of Board meeting and Audit Committee Meeting as per companies Act, 2013. The details of the Meetings held during the financial year are given in the Corporate Governance Report.

13. PARTICULARS OF EMPLOYEES

The details as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel), 2014 is annexed as "Annexure III" During the financial year 2020-2021 not applicable as there are no employee in the Company employed throughout the financial year with salary above Rs. 102 Lakhs per annum or employed in part of the financial year with average salary above Rs. 8.5 Lakhs per month.

The ratio of remuneration of each Director to the median employee’s remuneration and other details in terms of Section 197(12) of the Companies Act, 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in the statement hereas follows:

14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF COMPANIES ACT, 2013

Details of loans, guarantees and investments covered under the provisions of Sections 186 of the Companies Act, 2013 are given in notes to the financial statements.

STATUTORY AUDITORS AND THEIR REPORT

M/s. Borkar & Muzumdar, Chartered Accountants (Firm Registration No, 101569W) and M/s. Ramanand & Associates, Chartered Accountants (Firm Registration No. 117776W) are the joint auditors of the Company appointed in the 37th Annual General Meeting of the Company for the period of from conclusion of the 37th Annual General meeting to till the conclusion of 38th Annual General Meeting for the financial year ended 2020-2021. Your director to wish to re-appoint the same auditor for the financial year 2021-2022 to 2023-2024, Subject to approval of the shareholders, the Board of Directors of the Company has appointed M/s. Borkar & Muzumdar, Chartered Accountants (Firm Registration No. 101569W) and M/s Ramanand & Associates, Chartered Accountants (Firm Registration No. 117776W) as joint statutory auditor of the Company for the period of 3 years from conclusion of 38th Annual General Meeting for the financial year ended 31st March, 2021 till the conclusion of 41st Annual General Meeting of the Company to be held for the financial year ended 31st March, 2024.

The Company has received confirmation from M/s Borkar & Muzumdar, Chartered Accountants (Firm Registration No, 101569W) that they are not disqualified from continuing as Auditors of the Company.

EXPLANATION TO THE QUALIFICATION IN AUDITORS’ REPORT

The Directors submit their explanation to the qualifications made by the Auditors in their report for the year 2020-2021. The relevant Para nos. of the report and reply are as under:

i. Auditor’s Qualification and Management’s Reply on standalone financial results:

a. As stated in Note 11.3 to the accompanying standalone financial statements, the Company’s current financial assets as at March 31 2021 include trade receivables aggregating 45,680.90 lakhs in respect of projects which were closed/ substantially closed and where the receivables have been outstanding for a substantial period. Management has assessed that no adjustments are required to the carrying value of the aforesaid balances, which is not in accordance with the requirements of Ind AS 109, ‘Financial Instruments’. Consequently, in the absence of sufficient appropriate evidence to support the management’s contention of recoverability of these amounts and balance confirmations, we are unable to comment upon the adjustments, if any, that are required to the carrying value of trade receivable, and consequential impact, if any, on the accompanying standalone financial statement. The Opinion on the statement for the year ended 31 March 2020 was also modified in respect of this matter.

b. As stated in Note 4.4 to the accompanying standalone financial statements, the Company’s non-current investments as at March 31, 2021 include non-current investments in one of its subsidiary aggregating 142,556.84 lakhs. The subsidiary has significant accumulated losses, and its consolidated net-worth is fully eroded. Further, the subsidiary is facing liquidity constraints due to which it may not be able to realise projections as per the approved business plans. Based on the valuation report of an independent valuer as at March 31, 2019 and other factors described in the aforementioned note, Management has considered such balance as fully recoverable Management has assessed that no adjustments are required to the carrying value of the aforesaid balances, which is not in accordance with the requirements of Ind AS 109, ‘Financial Instruments’. In the absence of sufficient appropriate evidence to support the management’s assessment as above, continued losses in this subsidiary for FY 2020-21, and other relevant alternate evidence, we are unable to comment upon adjustments, if any, that may be required to the carrying values of these non-current investments and aforementioned dues and the consequential impact on the accompanying standalone financial statements. Previous opinion on the standalone financial statement for the year ended March 31, 2020 was also modified in respect of this matter.

c. Note 16.1 to the accompanying statements, the Company’s other current financial liabilities as at March 31, 2021 include balance amounting to H57,909.52 Lakhs, in respect of which confirmations/statements from the respective banks/lenders have not been provided to us by the management of the Company. Further, in respect of certain loans while principal balance has been confirmed from the confirmations issued by the banks/lenders, the interest accrued amounting H184,427.50 Lakhs have not been confirmed by banks/ lenders. In the absence of such confirmation from banks/ lenders or sufficient and appropriate alternate audit evidence, we are unable to comment on the adjustments and changes in classification of balances in accordance with the principle of Ind AS 1, presentation of financial statements, if any, that may be required to carrying value of the aforementioned balances in the accompanying statement.

d. Note 37 to the accompanying standalone financial statements, which indicates that the Company has incurred a net loss of H64,150.95 lakhs during the year ended March 31 2021 and, as of that date; the Company’s accumulated losses amounts to 241,787.27 lakhs which have resulted in a full erosion of net worth of the Company and its current liabilities exceeded its current assets by 377,940.02 lakhs. Further, as disclosed in Note 3 to the said financial statements, Company has defaulted in repayment of principal and interest in respect of its borrowing and has overdue operational creditor outstanding as at March 31, 2021. The above factors, along with other matters as set forth in the aforesaid note, indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. However, based on ongoing discussion with the lenders for restructuring of the loans, revised business plans, equity infusion by the promoters, and other mitigating factors mentioned in the aforementioned note, Management is of the view that going concern basis of accounting is appropriate.

Management Reply to the above Auditor’s Qualification

(i) Trade receivables as at 31 March 2021 include H45,680.90 Lakh (31 March 2020: H45,680.90 Lakh), in respect of projects which were closed/substantially closed and which are overdue for a substantial period of time. Based on the contract terms and the ongoing recovery/ arbitration procedures (which are at various stages), Management is reasonably confident of recovering these amounts in full. Accordingly, these amounts have been considered as good and recoverable.

(ii) The Company, as at March 31, 2021, has non-current investments in Supreme Infrastructure BOT Private Limited (SIBPL’), a subsidiary company, amounting to H142,556.83 lakhs (March 31, 2020; H142,556.83 lakhs). SIBPL is having various Build, Operate and Transfer (BOT) SPVs under its fold. While SIBPL. has incurred losses during its initial years and have accumulated losses, causing the net worth of the entity to be fully eroded as at 31 March 2021, the underlying projects are expected to achieve adequate profitability on substantial completion of the underlying projects. Further, in case of Supreme Manorwarda Bhiwandi Infrastructure Private Limited (‘SMBIPL’), a subsidiary of SIBPL, lenders have referred SMBIPL to NCLT under RBI circular dated February 12, 2018, the said petition filed by the bank has been dismissed by Hon’ble NCLT in lieu of the directions given by Hon’ble Supreme Court of India in case of Dharini Sugars and Ors. v/s Union of India and Ors. Further, commercial operation date (COD) in respect of few subsidiaries of SIBPL has been delayed due to various reasons attributable to the clients primarily due to non-availability of right of way, environmental clearances etc. and in respect of few subsidiaries, the toll receipts is lower as compared to the projected receipts on account of delay in receiving compensation from government for exempted vehicles. Further, there have been delays in repayment of principal and interest in respect of the borrowings and the respective entity is in discussion with their lenders for the restructuring of the loans. Management is in discussion with the respective lenders, clients for the availability of right of way and other required clearances and is confident of resolving the matter without any loss to the respective SPVs. Therefore, based on certain estimates like future business plans, growth prospects, ongoing discussions with the clients and consortium lenders, the valuation report of the independent valuer and other factors, Management believes that the net- worth of SIBPL does not represent its true market value and the realizable amount of SIBPL is higher than the carrying value of the non-current investments as at March 31, 2021 and due to which these are considered as good and recoverable.

(iii) Other current financial liabilities as at March 31, 2021 include balance amounting to H57,909.52 Lakhs, in respect of which confirmations/statements" from the respective banks/ lenders have not been received. Further, in respect of certain loans while principal balance has been confirmed from the confirmations issued by the banks/lenders, the interest accrued amounting H184,427.50 Lakhs have not been confirmed by banks/lenders. In the absence of confirmations/ statements from the lenders, the Company has provided for interest and other penal charges on these borrowings based on the latest communication available from the respective fenders at the interest rate specified in the agreement. The Company’s management believes that amount payable on settlement will not exceed the liability provided in books in respect of these borrowings. Accordingly, classification of these borrowings into current and Non-Current as at 31st March, 2021 is based on the original maturity terms stated in the agreements with the lenders.

(iv) In terms of the guidelines on Prudential Framework for Resolution of Stressed Assets issued by the Reserve Bank of india on June 7, 2019 ("RBI Circular") the majority of the lenders have in principle agreed to restructure the loan accounts of the Company with the lenders and have signed an Inter creditor arrangement as per the procedure laid down in the RBI Circular. On sanction of the resolution plan by the fenders under the aegis of the RBI circular and confirmation by the promoters to infuse additional funds, (wherein out of the total estimated debt H408,000 lakhs existing as at reference date I.e. February 28 2021 H650,000 lakhs are to be classified as sustainable debt to be serviced as per the existing terms and conditions and the remainder is to be converted into Non-Convertible Debenture, Compulsorily Convertible Debenture).

Further, the company has incurred a net loss after tax of H64,150 Lakhs for the year ended March 31, 2021 and has also suffered losses from operations during the preceding financial year and as of that date, the company’s accumulated losses amounts to H241,787.27 lakhs, and its current liabilities exceeded its current assets by H377,940.02 Lakhs. The Company also has external borrowings from banks and financial institutions, principal and interest payment of which has been delayed during the current period. Pending execution of the revised resolution plan as discussed above, the aforesaid conditions, indicate existence of material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern due to which the Company may not be able to realise its assets and discharge its liabilities in the normal course of business. However, on expectation of execution and implementation of the aforesaid revised resolution plan, further fund infusion by the promoters and business growth prospects, Management has prepared the financial results on a "Going Concern" basis.

(v) The financial results have been prepared to comply in all material respects with the Indian Accounting Standards (‘Ind AS’) as prescribed under Section 133 of the Companies Act, 2013 ("the Act") read with Companies (Indian Accounting Standards) (Amendment) Rules, as amended from time to time. The above financial results have been reviewed by the Audit Committee and Approved by the Board of Directors of the company at their respective meeting held on September 18, 2021.

The Auditor’s qualification in respect of Consolidated Financial Statements and Management Response thereof is in line with the above.

Further, the other observations made by the Auditors in their report are self-explanatory and does not call for any further comment. The Notes on financial statement referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.

COST AUDITORS

Pursuant to Section 148 of the Companies Act, 2013 read with The Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit records maintained by the Company in respect of its Infrastructure activity is required to be audited. Your Directors had, on the recommendation of the Audit Committee, appointed M/s. Shashi Ranjan & Associates to audit the cost accounts of the Company for the financial year 2021-2022. Accordingly, a Resolution seeking Member’s ratification for the appointment and remuneration payable to M/s. Shashi Ranjan & Associates, Cost Auditors is included at the Notice convening the Annual General Meeting.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Nidhi Bajaj & Associates, Company Secretary in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report for the financial year 2020-2021 is annexed herewith as ‘Annexure-IV. The Secretarial Audit Report has reported the following qualification, reservation or remark

Pursuant to the Regulation 33 there was a delay in declaration and submission of Financial Results to the Stock Exchange for the quarter and the year ended March 2020, quarter ended June 2020, quarter and half year ended September 2020. However, the reason for the delay was duly intimated to the stock exchange in accordance with the SEBI (LODR), 2015.

The observations and comments given by the Secretarial Auditor in their Report are self-explanatory and hence do not call for any further comments under Section 134 of the Act.

ANNUAL SECRETARIAL COMPLIANCE REPORT

In Compliance with the Regulation 24A of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and SEBI circular CIR/CFD/CMD1/27/2019 dated 8th February, 2019, the Company has undertaken an audit for the financial year 2020-2021 for all the applicable compliance as per the Securities and Exchange Board of India Regulation and Circular/Guidelines issued thereunder. The Annual Secretarial Compliance Report duly issued by M/s. Nidhi Bajaj & Associates, Company Secretary has been submitted to the Stock Exchanges within the prescribed time lines.

16. BOARD COMMITTEES

The Board of Directors of your Company had already constituted various Committees in compliance with the provisions of the Companies Act, 2013 / SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 viz. Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee and Corporate Social Responsibility Committee.

Details of the role and composition of these Committees, including the number of meetings held during the financial year and attendance at meetings, are provided in the Corporate Governance Section of the Annual Report.

17. VIGIL MECHANISM

The Vigil Mechanism of the Company also incorporates a whistle blower policy in terms of the Listing Regulations. Protected disclosures can be made by a whistle blower through an e-mail, or a letter to the Ombudsperson Task Force or to the Chairman of the Audit Committee.

18. CORPORATE GOVERNANCE

As per Regulation of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with the Stock Exchanges, a separate section on corporate governance practices followed by the Company, together with a certificate from the Practicing Company Secretary confirming compliance forms an integral part of this Report.

19. DIRECTORS’ RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134(3) (c) of the Companies Act, 2013 that the Board of Directors have:

a. In the preparations of the annual accounts for the year ended March 31, 2021, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. Selected such accounting policies as mentioned in the annual accounts and applied them consistently and judgment and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2021 and of the loss of the Company for the year ended on that date;

c. taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. prepared the annual accounts on a going concern basis;

e. laid down internal financial controls to be followed by the Company and that such financial controls are adequate and were operating effectively; and devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

f. Devised proper systems to ensure compliance with the provisions of all applicable laws and that such system was adequate and operating effectively.

20. MANAGEMENT DISCUSSION AND ANALYSIS

A detailed review of the operations, performance and future outlook of the Company and its business is given in the Management Discussion and Analysis appearing as Annexure to this Report.

21. COMPLIANCE WITH SECRETARIAL STANDARDS

Pursuant to the approval given on April 10, 2015 by Central Government to the Secretarial Standards specified by the Institute of Company Secretaries of India, the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) came into effect from July 1, 2015. These secretarial Standards were thereafter revised and made effective from October 1, 2017. The Company is in compliance with the same.

22. REPORTING OF FRAUD

The Auditors of the Company have not reported any instances of fraud committed against the Company by its officers or employees as specified under Section 143(12) of the Act.

23. LISTING

Equity Shares of the Company are listed on the National Stock Exchange of India Limited (NSE) and BSE Limited (BSE). The Company has paid listing fees for the year 2020-2021.

During the year trading of the Equity shares of the Company was suspended by the National Stock Exchange of India Limited and BSE Limited with effect from 18th January, 2021. Company has filed the application for revocation of suspension of trading equity shares with National Stock Exchange of India Limited and BSE Limited and the Company has got the in principle approval of the BSE Limited for revocation of suspension.

24.ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is given hereunder:

CONSERVATION OF ENERGY

The Company’s main activity is of construction which does not require any utilities. However, Power is required for

(a) running the crushing unit,

(b) operating the ready mix concrete plant

(c) operating the asphalt plant and

(d) at the various project sites for operating the machinery/equipment and lighting. The power requirement of manufacturing units is met from local distribution sources and from generator sets. The power required at the project sites for operating the machinery/equipment and lighting are met from the regular distribution sources and are arranged by the clients who award the contracts. At the project sites where the power supply cannot be arranged, diesel generator sets are used to meet the requirement of power.

The conservation of energy in all possible areas is undertaken as an important means of achieving cost reduction. Savings in electricity, fuel and power consumption receive due attention of the management on a continuous basis.

TECHNOLOGY ABSORPTION, ADAPTATION, RESEARCH & DEVELOPMENT AND INNOVATION

The Company has not acquired any technology for its manufacturing division. However, the technology adopted and applied is the latest technology available in the Industry and main thrust has always been put to adapt the latest technology. In terms of Research and Development, it is the Company’s constant endeavor to be more efficient and effective in planning of construction activities for achieving and maintaining the highest standard of quality.

In view of the above, the rules regarding conservation of Energy and Technology Absorption are not applicable to the Company.

FOREIGN EXCHANGE EARNINGS AND OUT GO

During the year under review, there was no foreign exchange earnings and outgo.

25. ANNUAL RETURN

Pursuant to Section 194(3) and 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014 the Annual Return of the Company is available on the website of the Company i.e. www.supremeinfra.com.

26. INTERNAL FINANCIAL CONTROL

Your Company operates in SAP environment and has its accounting records stored in an electronic form and backed up periodically. The SAP system is configured to ensure that all transactions are integrated seamlessly with the underlying books of account. Your Company has automated process to ensure accurate and timely updation of various master data in the underlying SAP system.

The statutory Auditor of the Company has pointed out some areas where the Company needs to strengthen the Internal Control. Management of your Company is taking effort to strengthen these areas in which more controls required to make the robust Internal Financial Control.

27. RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on an arm’s length basis and were in the ordinary course of business. During the year, the Company has not entered into any contract/ arrangement/ transaction with related parties which could be considered material in accordance with the policy of the Company on materially of related party transactions. Thus, the disclosure in ‘Form AOC-2’ is not applicable. All Related Party Transactions are placed before the Audit Committee as also the Board of Directors for approval. Prior omnibus approval of Audit Committee and the Board of Directors is obtained on an annual basis for the transactions which are foreseen and of repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are audited and a statement giving details of all related party transactions is placed before the Audit Committee and the Board of Directors for their approval on a quarterly basis.

The Company has a Related Party Transactions Policy duly approved by the Board and the same is uploaded on the Company’s website. The details of Related Party Transactions are given in the notes to the financial statements.

28. EMPLOYEE STOCK OPTION SCHEME

With an objective of participation by the employees in the ownership of the Company through share based compensation scheme/ plan, your company has implemented ESOS Scheme after having obtained the approval of the shareholders at the Annual General Meeting of the Company held on 30th September, 2015. However, no ESOS have been granted during the year under review.

29. GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

A. Details relating to deposits covered under chapter V of the Act.

B. Neither the Managing Director nor the Whole-time Director of the Company receives any remuneration or commission from any of its subsidiaries.

C. No significant or material orders in view of the management were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company’s operations in future.

30. CAUTIONARY STATEMENT

The Board’s Report and Management Discussion & Analysis may contain certain statements describing the Company’s objectives, expectations or forecasts that appear to be forward-looking within the meaning of applicable securities laws and regulations while actual outcomes may differ materially from what is expressed herein. The Company is not obliged to update any such forward-looking statements. Some important factors that could influence the Company’s operations comprise economic developments, pricing and demand and supply conditions in global and domestic markets, changes in government regulations, tax laws, litigation and industrial relations.

31. ACKNOWLEDGEMENTS

The members of the Board of Directors wish to place on record their sincere appreciation for the devoted services rendered by all the employees and the continued co-operation and confidence of shareholders. The Board expresses their sincere thanks to the Bankers, Government and Semi-Government Authorities, Esteemed Customers, Suppliers, Business Associates and all other well-wishers for their consistent contribution at all levels to ensure that the Company continues to grow and excel.