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EQUITY - MARKET SCREENER

Asian Hotels (East) Ltd
Industry :  Hotels
BSE Code
ISIN Demat
Book Value()
533227
INE926K01017
85.7218956
NSE Symbol
P/E(TTM)
Mar.Cap( Cr.)
AHLEAST
21.33
258.6
EPS(TTM)
Face Value()
Div & Yield %
7.01
10
0
 

As on: May 06, 2024 10:22 PM

Dear Members,

Your Board has pleasure in presenting the 14th Annual Report of the Company together with the audited financial statements of the Company for the financial year ended on 31st March, 2021.

FINANCIAL HIGHLIGHTS

Your Company's performance for the financial year ended on 31st March, 2021 along with the previous year figures is summarised as under:

Rs. in lacs

Particulars Standalone Consolidated
2020-21 2019-20 2020-21 2019-20
Gross Revenue 2,940.70 9,210.27 5,436.29 18,466.61
Profit before Depreciation, Finance Costs, Tax and Exceptional items 357.72 2,511.36 36.52 4,067.44
Less: Depreciation 309.05 297.32 1,937.15 2,599.16
Less: Finance Cost Nil Nil 1,416.45 1,392.12
Profit before Tax & Exceptional Item 48.67 2,214.05 (3,317.08) 76.17
Add/(Less) Exceptional Item Nil Nil Nil Nil
Profit/(Loss) before tax 48.67 2,214.05 (3,317.08) 76.17
Tax Expenses (including Deferred Tax) (20.39) 827.09 (20.39) 827.09
Profit after Tax from continuing operations 69.06 1,386.96 (3,296.69) (750.92)
Profit after tax from discontinued operations Nil Nil (0.44) (0.29)
Profit after tax 69.06 1,386.96 (3,297.13) (751.21)
Other Comprehensive Income (227.11) (290.27) (211.27) (296.80)
Total Comprehensive Income for the period (158.05) 1,096.68 (3,508.40) (1,048.00)

IMPACT OF COVID-19 PANDEMIC ON THE COMPANY'S BUSINESS:

COVID-19 outbreak has presented unprecedented circumstances before the fragile tourism and hospitality industry. The outbreak of the deadly COVID-19 virus and the ensuing lockdown imposed across the country had a cascading effect on the business operations. The highly infectious novel coronavirus continues to thwart the hotel business.The health of the employees and the guests became a priority; stoppage of operations for an uncertain period resulted in a large financial burden on the Company. COVID-19 is an unprecedented challenge. The lockdown gave India time to make a concerted effort to flatten the outbreak curve.

Your Directors have been periodically reviewing with the management, the impact of the COVID-19 on the Company. Nationwide lockdown coupled with travel restrictions announced by the Central and State Governments had adversely impacted the business operations of the Company in first half of the financial year 2020-21 as the operations of the Company were temporarily suspended during that time. However towards the later part of the year, subsequent to the significant opening of the economic activities across the nation, the Company witnessed gradual recovery and the demand picked up as compared to that during the initial period of COVID-19.

The Company has taken all possible and effective measures to limit and keep the impact of COVID-19 under control in order to ensure business continuity with minimal disruption. The Company has undertaken necessary cost saving measures and is exploring initiatives to further uplift revenue.

The Board and the Management will continue to closely monitor the situation as it evolves and do its best to take all necessary measures, in the interests of all stakeholders of the Company.

TRANSFER TO RESERVES:

During the financial year ended 31st March, 2021, no sum is transferred to General Reserve due to inadequate profit. DIVIDEND:

The Covid-19 pandemic and the long lockdown declared by the government has created uncertainty and unpredictability for the Company. Therefore, the Board has decided not to recommend any dividend for the financial year ended 202021 to conserve resources.

BUSINESS OVERVIEW AND OPERATING PERFORMANCE/ STATE OF COMPANY'S AFFAIRS:

During the financial year ended 2020-21, Hyatt Regency Kolkata (the hotel) has been successful in facing the challenges that 2020 posed and closed the year-end occupancy at 29% compared to city average closure of 25%. The hotel focused on repatriation business, sports, additional crew movement, PSU and sustaining its leading position in weddings in the city while focusing on corporate MICE. The hotel has been largely successful in booking all the relevant wedding dates during the year under review. The hotel has maintained its prices in spite of low market demand and have ended the year at rank 2 in ADR.

The year 2020-21 was a challenging year starting with a lockdown and most major markets witnessing very low demand and travel restrictions. Business recovery was done in 3rd Quarter (Q3) and 4th Quarter (Q4) with strategic focus by tapping different segment for rooms and driving F&B creatively through our delivery business.

During the financial year 2020-21, there were no material changes and commitments affecting financial position of the Company, which have occurred in the period to which the financial statements and the report relate.

Further, there has been no change in the nature of business of the Company since its incorporation.

SUBSIDIARY COMPANIES:

The Company has three subsidiaries, namely, Robust Hotels Private Limited, Chennai, (RHPL) a wholly owned and a material unlisted Indian Subsidiary, GJS Hotels Limited, Kolkata, a wholly owned and unlisted Indian Subsidiary and Regency Convention Centre and Hotels Limited, Kolkata, a wholly owned and an unlisted Indian Subsidiary.

RHPL owns and operates Hyatt Regency Chennai (Chennai Hotel). Revenue of the Chennai Hotel was severely impacted during the financial year ended 2020-21 on account of Covid-19. Comparative performance of Chennai Hotel during the last two financial years is given below:

Details 2020-21 2019-20
(Rs. in crores)
Revenue 27.22 95.82
PBDIT and Extra ordinary items 1.09 21.73
Interest on borrowings 16.07 15.75
PBDT and Extra ordinary items (14.98) 5.98
Depreciation 16.28 23.02
PBT (31.26) (17.04)
Taxes - -
(PAT (before extra-ordinary items (31.26) (17.04)
Ind AS entries 0.16 (0.07)
Extra-ordinary items (2.29) (3.77)
PAT after Ind-AS entries (33.40) (20.88)

With reference to GJS Hotels Limited, new terms is being discussed with the Government of Odisha regarding the Company's Bhubaneshwar Hotel Project.

Regarding the legal Suit No. 6846 of 1999 filed by Regency Convention Centre and Hotels Limited (Regency), the Company is in regular touch with the Adani Group i.e., new management group of Mumbai International Airport Limited to complete the present transaction.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of each of the subsidiaries of the Company in Form AOC-1 is annexed herewith marked as Annexure-I to this Report.

Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of subsidiaries, are available on the website of the Company http://www.ahleast.com/reports.html

The Consolidated Financial Statements of the Company are prepared in accordance with Indian Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015 (Ind-AS) and forms an integral part of this report.

The Policy for determining material subsidiaries of the Company has been provided in the following link: http://www. ahleast.com/policiespdf/Policy%20on%20Material%20Subsidiary.pdf

STATUS OF THE SCHEME OF ARRANGEMENT:

Regarding the Scheme of Arrangement, Demerger and Reduction of capital with the wholly owned subsidiary Robust Hotels Private Limited, Chennai (Robust) and their respective shareholders and creditors ("the Scheme"), equity shareholders and unsecured creditors of the Company have agreed to the scheme at their respective meetings held on 17th March, 2021. The unsecured creditors of Robust have also agreed to the Scheme at their meeting held on 30th January, 2021. Meetings of equity shareholders and secured creditors of Robust were dispensed with.

Robust has filed the Company Petition with Hon'ble NCLT, Chennai Bench on 11th February, 2021 for sanction of the scheme. The Hon'ble NCLT, Chennai Bench vide its order dated 29th March, 2021 fixed 6th May, 2021 as the date of hearing of the petition for sanction of the Scheme. But due to second wave of Covid-19 pandemic the date of hearing stands adjourned to 9th July, 2021.

The Company has also filed the Company Petition on 13th April, 2021 with Hon'ble NCLT, Kolkata Bench for sanction of the scheme and the same is pending for sanction by the Hon'ble NCLT due to second wave of Covid-19 pandemic.

On sanction and effectiveness of the Scheme, the shareholders of the Company will receive prescribed bonus shares of the Company and new equity shares of Robust. The wholly owned subsidiary Robust will be listed with BSE and NSE and accordingly the shareholders of the Company will be holding the equity shares of two listed hotel companies. In view of this, the shareholding patter of Robust shall mirror the shareholding patter of the Company. The Company expects the effects of the Scheme shall be given in the current financial year 2021-22 provided the corona pandemic situation does not become a hindrance to it.

All stakeholders can see the Scheme documents at the Company's web link http://www.ahleast.com/index.html. AUDITORS & AUDITORS' REPORT:

Statutory Auditors:

M/s. Singhi & Co., Chartered Accountants, (Firm Registration No. 302049E), was appointed as the Statutory Auditors of the Company at the Annual General Meeting (AGM) held on 28th July, 2017 for a period of five (5) consecutive years. They have submitted a certificate confirming that their appointment is in accordance with Section 139 read with Section 141 of the Companies Act, 2013.

During the year under review, no offence of fraud was reported by the Auditors of the Company.

Statutory Auditor's Qualifications: Please refer to the audit report on standalone financial statements and consolidated financial statements.

Explanation to Auditors' Comment:

The Auditors' Qualification has been appropriately dealt with in Note No. 49 of the standalone audited financial statements and Note No. 50 of the consolidated audited financial statements which are self-explanatory and therefore do not call for any further comments. The Auditors' Report is enclosed with the financial statements in this Annual Report.

Internal Auditor:

Pursuant to Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, your Board based on the recommendation of the Audit Committee, appointed M/s. S.S. Kothari Mehta & Co., Chartered Accountants to conduct internal audit for the financial year 2020-21. The said appointment was valid till 31st March, 2021. The Board has reappointed M/s. S.S. Kothari Mehta & Co, Chartered Accountants as the Internal Auditors of your Company for the financial year 2021-22.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, your Board had appointed M/s. Abhijit Majumdar & Associates, Practicing Company Secretary (COP No. 18995), to undertake Secretarial Audit of your Company for the financial year 2020-2021.

Further, pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, (SEBI Listing Regulations, 2015) Secretarial Audit Report of the Company along with the Secretarial Audit Report of its material unlisted subsidiary, Robust Hotels Private Limited, Chennai is annexed to this Board Report, collectively as Annexure II.

Qualification in secretarial audit report and explanations by the board:

Sl. No. Qualification made by Secretarial Auditor Explanation made by the Board
a. The Board of Directors has not met four times in the financial year ended 31.03.2021 The Company has availed the relaxation provided in the MCA General Circular No. 11/2020 dated 24th March, 2020 which provided that the gap between two consecutive meetings of the Board or committee may extend to 180 days, instead of 120 days as required in the Companies Act, 2013, till next two quarters i.e. till 30th September, 2020 and has successfully covered the entire agenda items of the four quarters in three Board/Audit Committee Meetings.
b. The Audit Committee has not met four times in the financial year ended 31.03.2021
c. The Audit Committee does not have minimum 3 (three) directors as members Due to the untimely and sudden demise of Late Rama Shankar Jhawar, Independent Director on 14th October, 2020, the composition of Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee got reduced to 2 and the inadvertent errors was due to Covid-19 pandemic which was beyond the control of the Company. The Company had faced great difficulty in finalising a candidate for the appointment of an independent director on account of the Covid-19 pandemic force-majeure situation.
d. The Nomination & Remuneration Committee comprise of less than 3 (three) directors
e. The Stakeholders Relationship Committee comprise of less than 3 (three) directors However, the Company has rectified its non-compliance and re-constituted its Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee at the Board Meeting held on 19th May, 2021.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Directors

Pursuant to the provisions of Section 152 of the Companies Act, 2013 and Company's Articles of Association, Mr. Radhe Shyam Saraf (DIN: 00017962), Director retires by rotation and being eligible, offers himself for reappointment at the ensuing Annual General Meeting. The Board recommends his reappointment. Brief details of the Director, who is proposed to be re-appointed, as required under Regulation 36 of the SEBI Listing Regulations, 2015 are provided in the Notice of Annual General Meeting.

With deep regret, we report the sad demise of our Independent Director, Mr. Rama Shankar Jhawar, on 14th October, 2020. Your Directors would like to place on record their highest gratitude and appreciation for the guidance given by Lt. R S Jhawar to the Board during his tenure as a director.

Your Directors would like to confirm that the Company has received annual declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013, Rule 6(3) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 and Regulations 16(1)(b) and 25 of the SEBI Listing Regulations, 2015 and there has been no change in the circumstances, which may affect their status as Independent Director during the year.

Key Managerial Personnel

During the year under review, there has been no change in the Key Managerial Personnel of the Company. In terms of Section 203 read with Section 2(51) of the Companies Act, 2013, the Key Managerial Personnel of the Company are:

• Mr. Arun Kr. Saraf, Jt. Managing Director

• Mr. Umesh Saraf, Jt. Managing Director

• Mr. Bimal K. Jhunjhunwala, Chief Financial Officer and VP - Corporate Finance

• Mr. Saumen Chatterjee, Chief Legal Officer & Company Secretary

EVALUATION OF PERFORMANCE OF THE BOARD, ITS COMMITTEES AND DIRECTORS:

Pursuant to the provisions of the Companies Act, 2013 read with the rules made thereunder and SEBI Listing Regulations, 2015, performance evaluation of Directors, Committees and Board as a whole was carried out by the Independent Directors of the Company at their meeting held on 26th March, 2021 and by the Board of Directors of the Company in accordance with the Performance Evaluation Policy of the Company and on the basis of the criterial and framework approved by the Board of Directors. The Performance Evaluation Policy is available on the Company's web link: http:// www.ahleast.com/policiespdf/performance%20evaluation%20policy.pdf.

The criteria for performance evaluation of the individual Directors included aspects like professional conduct, competency, contribution to the Board and Committee Meetings and other measures.The evaluation manner, parameters and process have been explained in the Corporate Governance Report which forms part of the Board Report.

NOMINATION AND REMUNERATION POLICY:

In line with the requirements of section 178 of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated a Nomination & Remuneration Policy which can be accessed on the Company's website at http://www.ahleast.com/policiespdf/nomination%20and%20remuneration%20 policy.pdf.

BOARD DIVERSITY:

The Company recognizes and believes that a diverse Board will enhance the quality of the decisions made by the Board by utilizing different skills, qualifications, professional experiences, knowledge, gender, ethnicity, background and other distinguished qualities etc. of the members of the Board, necessary for effective corporate governance, sustainable and balanced development.

The Board recognizes the importance of a diverse composition and has adopted a Board Diversity Policy as required under Regulation 19 read with Part D of Schedule II of SEBI Listing Regulations, 2015 which sets out the approach to diversity. The Board diversity policy is available on our weblink: http://www.ahleast.com/policiespdf/Board%20 Diversity%20Policy.pdf

DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Sections 134(3)(c) and 134(5) of the Companies Act, 2013 for the preparation of the annual accounts for the financial year ended 31st March, 2021 and based upon representations from the Management, the Board states that:

a) in the preparation of the annexed accounts for the year ended 31st March, 2021, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year under review and of the profit of the Company for that year;

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the said accounts has been prepared on a going concern basis;

e) internal financial controls to be followed by the Company have been laid down and that internal financial controls are adequate and were operating effectively; and

f) proper systems to ensure compliance with the provisions of all applicable laws have been devised to ensure such systems are adequate and operating effectively.

PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information required pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, pertaining to conservation of energy, technology absorption and foreign exchanges earning and outgo to the extent possible in the opinion of your Directors, is annexed hereto Annexure-III and forming part of this Report.

PARTICULARS OF PERSONNEL:

The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and the accounts are being sent to the Members excluding the aforesaid annexure. In terms of Section 136 of the Act, the said annexure is open for inspection at the registered office of the Company during working hours and any Member interested in obtaining a copy of the same may write to the Chief legal Officer & Company Secretary at the email id saumen.chatterjee@ahleast.com.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All related party transactions that were entered by the Company during the financial year under review were in the ordinary course of business and on arm's length basis. There were no contracts or arrangements entered into by the Company which falls under the purview of Section 188 of the Companies Act, 2013 and there were no material related party transactions in terms of Regulation 23 of the SEBI Listing Regulations, 2015. Thus, disclosure as required in Form AOC-2 in terms of Section 134 of the Companies Act, 2013 is not applicable to the Company. Prior omnibus approval was obtained for related party transactions which are repetitive in nature and entered in the ordinary course of business and were at arm's length. All related party transactions were placed before the Audit Committee for review on a quarterly basis.

The Policy on related party transactions and dealing with related party transactions as approved by the Board can be accessed on the Company's weblink: http://www.ahleast.com/policiespdf/Policy%20on%20Related%20Party%20 Transaction.pdf. The policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and Related Parties.

The details of the transactions with related parties are set out in Notes to the Standalone and Consolidated Financial Statements pursuant to Ind AS.

MANAGEMENT DISCUSSION AND ANALYSIS AND CORPORATE GOVERNANCE:

Pursuant to Schedule V of Regulation 34(3) of the Listing Regulations 2015 report on Management Discussion and Analysis as Annexure-IV and Corporate Governance Report as per Regulation 34(3) read with Schedule V of the SEBI Listing Regulations, 2015 as Annexure-V and Compliance Certificate on Corporate Governance from the Practicing Company Secretaries are annexed to this Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

As required under Section 135 of the Companies Act, 2013, the Company had made the CSR expenditure of Rs.40,00,000/- (Rupees forty lakhs only) during the financial year 2020-21. The Company implements the CSR projects through implementing agencies. The details of the CSR Committee, CSR projects, CSR amount spent, etc., for the financial year 2020-21 are annexed and marked as Annexure-VI to this report.

Besides the above, the hotel has been involved in limited CSR activities under "Hyatt Thrive" umbrella during the pandemic. The focus area during the financial year 2020-21 continued to be extending support to the society and the community during the pandemic. Food Packets (including Rice, Lentil, steel plates etc.) were distributed to community during lockdown in 2020. With health and wellness being our key areas, products like sanitisers, food, handwash etc. were also distributed to the NGOs. Approximately 70 volunteer hours and $654 was the contribution towards the CSR activities.

The Company's CSR Policy formulated in accordance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 is available on the Company's weblink: http://www. ahleast.com/companypolicies.html.

INTERNAL FINANCIAL CONTROL SYSTEMS AND ITS ADEQUACY:

Your Company has an Internal Control System which is commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit function is well defined in the organization. To maintain its objectivity and independence, the reporting is done to the Chairman of the Audit Committee of the Board.

The Audit Committee monitors and evaluates the efficacy and adequacy of internal control systems in your Company, its compliance with operating systems, accounting procedures and policies of your Company. Based on the Internal Audit Report, the Management undertakes corrective action in their respective areas and thereby strengthens the controls. Significant audit observations and corrective actions suggested are presented to the Audit Committee of the Board. In the view of the Statutory Auditors of the Company, the internal financial controls with respect to financial reporting were adequate and operating effectively during the financial year under review.

RISK MANAGEMENT:

Your Company has adopted a Risk Management Policy pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013 to identify and evaluate business risks and opportunities for mitigation of the same on a continual basis. This framework seeks to create transparency, minimize adverse impact on business objective and enhance your Company's competitive advantage. In your Company, risks are carefully mapped and a risk management framework is involved.

Your Company is faced with risks of different types, each of which need varying approaches for mitigation. Details of various risks faced by your Company and their mitigation are provided in the Management Discussion and Analysis Report. The Company's risk management policy formulated in accordance with Section 134(3)(n) of the Companies Act, 2013 as approved by the Board is available on Company's weblink: http://www.ahleast.com/policiespdf/Risk%20 Management%20Policy.pdf.

DISCLOSURES:

A) EXTRACT OF ANNUAL RETURN

Pursuant to Section 134(3)(a) of the Companies Act, 2013 as amended by the Companies (Amendment) Act, 2017, the extract of annual return of the Company referred to in Section 92(3) of the Companies Act, 2013 and rule 12 of the Companies (Management and Administration) Rules, 2014 is available under the Company's weblink: http://www.ahleast.com/reports.html.

B) MEETINGS OF THE BOARD

During the financial year ended 2020-21, the Board of Directors had three (3) meetings. These meetings were held on 31st July, 2020, 10th November, 2020 and 10th February, 2021. The details in relation to attendance at the meetings are disclosed in the Corporate Governance section which forms a part of this report.

C) COMPOSITION OF AUDIT COMMITTEE

Due to the sudden demise of Mr. Rama Shankar Jhawar on 14th October, 2020, the strength of the Audit Committee got reduced to two. Hence, as on 31st March, 2021, the Audit Committee comprises of two (2) Directors amongst which one (1) is Independent Non-Executive Director, namely Mr. Amal Chandra Chakrabortti and one (1) is Joint Managing Director namely Mr. Umesh Saraf. Further, the Board at its meeting held on 19th May, 2021 has reconstituted the Audit Committee by inducting Ms. Rita Bhimani, Women Independent Director in the Committee.

There have been no instances during the financial year when recommendations made by the Audit Committee were not accepted by the Board. The details of the Committees along with their composition, number of meetings and attendance at the meetings are provided in the Corporate Governance Report.

D) SECRETARIAL STANDARDS OF ICSI

The Company is in compliance with the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India and approved by the Central Government.

E) VIGIL MECHANISM/WHISTLE BLOWER POLICY

Your Company has adopted a Whistle Blower Policy to provide a mechanism for the Directors and employees to report genuine concerns about any unethical behavior, actual and suspected fraud or violation of your Company's Code of Conduct. No person has been denied access to the Chairman of the Audit Committee. The provisions of the policy are in line with the provisions of Section 177 of the Companies Act, 2013 read with Regulation 22 of the SEBI Listing Regulations, 2015. The vigil mechanism/whistle blower policy can be accessedon the Company's weblink: http://www.ahleast.com/policiespdf/Vigil%20Mechanism%20%20Whistle%20Blower%20Policy.pdf.During the year under review, the Company did not receive any complaint under the policy.

F) DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has always shown concerns to each and every employee working in the organization. It has zero tolerance towards sexual harassment at workplace and has an Internal Complaints Committee to consider and redress complaints of sexual harassment. The Company has also adopted a policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder with the objective of providing safe working environment for the benefit of the employees. During the year under review, the Company has not received any complaints on sexual harassment.

G) PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN AND SECURITY PROVIDED

Pursuant to the provisions of Section 134(3)(g) of the Companies Act, 2013, particulars of loans, guarantees, investments and securities given under Section 186 of the Companies Act, 2013 are given in the notes to the financial statements forming part of this Annual report.

H) PARTICULARS OF REMUNERATION

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended are provided in Annexure-VII to this report.

I) MAINTAINANCE Of COST RECORDS

The maintenance of cost records as specified by the Central Government under Section 148(1) of the Companies Act, 2013 is not applicable to the Company.

J) 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 financial year under review:

i) Details relating to deposits covered under Chapter V of the Companies Act, 2013.

ii) Issue of equity shares with differential rights as to dividend, voting or otherwise.

iii) Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

iv) The Joint Managing Directors of the Company did not receive any remuneration or commission from any of its subsidiaries.

v) No significant or material orders were passed by the Regulators or Courts or Tribunals which could impact the going concern status and Company's operations in future.

vi) There has been no change in the nature of business of the Company.

vii) There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

viii) The Company is a debt free Company and thus, there was no instance of one time settlement with any Banks or Financial Institutions.

ACKNOWLEDGEMENT

Your Board express their deep sense of appreciation for the contribution made by the employees to the significant improvement in the operations of the Company.

The Directors also thank all associates including customers, the Government of India, Government of West Bengal, Government Agencies, Hyatt Hotels Corporation, U.S.A., Bankers, Suppliers, Shareholders and others for their continuous co-operation and support.

For and on behalf of the Board of Directors
A C Chakrabortti Umesh Saraf Rita Bhimani
Kolkata Director Joint Managing Director Director
23rd June, 2021 (DIN: 00015622) (DIN: 00017985) (DIN: 07106069)