Rohit Ferro Tech : ANNUAL REPORT 31st MARCH 2021

Contents

Notice	2
Board's Report	11
Management Discussion and Analysis Report	35
Corporate Governance Report	39
Standalone Auditor's Report - 2020-21	58
Standalone Financial Statements - 2020-21	72
Consolidate Auditor's Report- 2020-21	114
Consolidated Financial Statements - 2020-21	122
Standalone Auditor's Report - 2019-20	156
Standalone Financial Statements - 2019-20	170
Consolidate Auditor's Report- 2019-20	214
Consolidated Financial Statements - 2019-20	222

Rohit Ferro-Tech Limited 155

Corporate Information

Resolution Professional

Mr. Supriyo Kumar Chaudhuri

IP Registration No. IBBI/IPA-001/IP-P00644/2017-18/11098

BDO Restructuring Advisory LLP

C/o BDO India LLP

Floor 4, Duckback House

41, Shakespeare Sarani, Kolkata - 700017

Board of Directors (Suspended during CIRP w.e.f. 7th February, 2020)

Mr. Suresh Kumar Patni	Non-Executive Chairman
Mr. Ankit Patni	Managing Director
Mr. Ranjeet Kumar Burnwal	Non-Executive Director
Mrs. Sujata Agarwal	Independent/Non-Executive Director
Mr. Ankit Rungta	Independent/Non-Executive Director
Mr. Ankit Jain	Independent/Non-Executive Director
Mr. Sharat Malik	Independent/Non-Executive Director

Company Secretary

Mr. Anil Prasad Shaw

Chief Financial Officer

Mr. Vipul Jain

Statutory Auditors

M/s. R. Kothari & Co. LLP Chartered Accountants 16A, Shakespeare Sarani, Kolkata- 700071

Internal Auditors M/s. NR & Associates Cost Accountants

16A, Shakespeare Sarani, 5th Floor, Kolkata - 700 071

Cost Auditors

M/s. S.B. & Associates Cost Accountants

5, Garstin Place, 1st Floor Kolkata - 700 001

Secretarial Auditor

M/s. K.C Dhanuka & Co.

Practicing Company Secretaries

419, Centre Point, 21, Hemanata Basu Sarani,

Kolkata- 700 001

Bankers

State Bank of India

UCO Bank

Indian Bank

Bank of Baroda

Punjab National Bank

Central bank of India

Andhra Bank

Export Import Bank of India

Canara Bank

Registered Office

35, Chittaranjan Avenue, Kolkata - 700 012 Phone: [phone]/0226

Corporate Office

SKP House, 132A, S. P. Mukherjee Road

Kolkata - 700 026

Phone: [phone]/8100

Fax: [phone]/8107

E-mail:[e-mail]

Website: www.rohitferrotech.com

Plant Information

Bishnupur

WBIIDC Road, P.S. : Bishnupur

P.O.: Dwarika - 722 122

Dist: Bankura, West Bengal

Jajpur

Kalinganagar Industrial Complex

P.O.: Duburi - 755 026

Dist: Jajpur, Odisha

Haldia

Jaynagar, PS: Durgachak

P.O.: Buniaraichak

Dist: Purba Medinipur, West Bengal

DISCLAIMER

In this annual report we have disclosed forward-looking information to enable investors to comprehend our prospects and take informed investment decisions. This report and other statements - written and oral - that we periodically make contain forward- looking statements that set out anticipated results based on the management's plans and assumptions. We have tried wherever possible to identify such statements by using words such as 'anticipates', 'estimates', 'expects', 'projects', 'intends', 'plans', 'believes' and words of similar substance in connection with any discussion of future performance.

We cannot guarantee that these forward-looking statements will be realised, although we believe we have been prudent in our assumptions. The achievement of results is subject to risks, uncertainties and even inaccurate assumptions. Should known orunknown risks or uncertainties materialise, or should underlying assumptions prove inaccurate, actual results could vary materially from those anticipated, estimated or projected. Readers should bear this in mind.

We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

Notice of Annual General Meeting

Background:

As informed earlier, the Corporate Insolvency Resolution Process ("CIRP") was initiated in respect of Rohit Ferro-Tech Limited ("the Company") with effect from 7th February, 2020 in Company Petition No. 1214/KB/2018 ("Insolvency Commencement Order") under the provisions of the Insolvency and Bankruptcy Code 2016 ("the Code") by an Order passed by the Hon'ble National Company Law Tribunal ("Hon'ble NCLT"), Kolkata Bench. Mr. Supriyo Kumar Chaudhuri (IP Registration No. IBBI/IPA-001/IP-P00644/2017-18/11098) was appointed as Interim Resolution Professional ("IRP") to manage the affairs of the Company in accordance with the provisions of the Code. In the first meeting of the Committee of Creditors ("CoC") held on 5th March, 2020, Mr. Supriyo Kumar Chaudhuri had been confirmed as Resolution Professional ("RP") for the Company.

Pursuant to the Insolvency Commencement Order and in consonance with the stipulation contained in Section 17 of the Code, the powers of the Board of Directors of the Company stand suspended and the same are vested and exercised by Mr. Supriyo Kumar Chaudhuri, Resolution Professional ("RP") w.e.f. 7th February, 2020.

The RP invited expression of interest for the Company and subsequently received five Resolution Plans from Prospective Resolution Applicants as per the provisions of the Code. Based upon the Resolution Plans submitted by the Prospective Resolution Applicants, the CoC approved the Resolution Plan submitted by Tata Steel Mining Limited with requisite majority through the e-voting process concluded on 5th June, 2021. Pursuant to Section 30(6) of the Code, the RP submitted the CoC approved Resolution Plan with the Hon'ble NCLT, Kolkata Bench on 7th June, 2021 for consideration and approval of the Resolution Plan.

NOTICE is hereby given that the 21st Annual General Meeting ("AGM") of the Members of the Company will be held on Friday, 20th day of August, 2021 at 11.00 a.m. through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM") to transact the following businesses:

ORDINARY BUSINESS:

1. To receive, consider and adopt:
2. 1. the Audited Standalone Financial Statements of the Company for the Financial Year ended on 31st March, 2021, together with the Reports of the Auditors and Board's thereon.
   2. the Audited Consolidated Financial Statements of the Company for the Financial Year ended on 31st March, 2021, together with the Reports of the Auditors thereon.
3. To receive, re-consider and adopt:
4. 1. the Audited Standalone Financial Statements of the Company for the Financial Year ended on 31st March, 2020, together with the Reports of the Auditors and Board's thereon which was received and considered in last AGM but not adopted by the Shareholders with requisite majority.
   2. the Audited Consolidated Financial Statements of the Company for the Financial Year ended on 31st March, 2020, together with the Reports of the Auditors thereon which was received and considered in last AGM but not adopted by the Shareholders with requisite majority.

SPECIAL BUSINESS:

3. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary

Resolution:

"RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder including any amendment or modification thereof, the remuneration payable to M/s. S. B. & Associates, Cost Accountant (FRN No. 00109), to audit the cost records maintained by the Company for the Financial Year 2021-2022 amounting to ` 35,000/- (Rupees Thirty-Five Thousand only) plus applicable taxes and reimbursement of out-of-pocket expenses incurred, be and is hereby ratified and confirmed."

	By the Order of Resolution Professional
	For Rohit Ferro-Tech Limited
	(Company under Corporate Insolvency Resolution Process)
Place: Kolkata	Anil Prasad Shaw
Date: 29th June, 2021	(Company Secretary)

• Rohit Ferro-Tech Limited

Notice of Annual General Meeting

NOTES:

1. In view of the global outbreak of the COVID-19 pandemic, the Ministry of Corporate Affairs (MCA) vide its General Circular Nos. 14/2020 dated 8th April, 2020 and 17/2020 dated 13th April, 2020, followed by General Circular No. 20/2020 dated 5th May, 2020 read with General Circular No. 02/2021 dated 13th January, 2021 (collectively referred to as MCA Circulars) has permitted the holding of Annual General Meeting (AGM) through Video Conferencing (VC) or Other Audio-Visual Means (OAVM), without the physical presence of the Members at a common venue. The Securities and Exchange Board of India (SEBI) vide its Circular No. SEBI/ HO/CFD/CMD2/CIR/P/2021/11 dated 15th January, 2021 read with Circular No. SEBI/HO/CFD/CMD1/CIR/P/ 2020/79 dated 12th May, 2020 (SEBI Circulars) has granted relaxation in respect of sending physical copies of annual report to the shareholders and requirement of proxy for general meetings held through electronic mode. In compliance with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and MCA Circulars and SEBI Circulars, the 21st Annual General Meeting (AGM) of the Company is being held through VC/OAVM on Friday, 20th day of August, 2021 at 11:00 a.m. Thus, members can attend and participate in the AGM through VC/OAVM following the instructions given in the Notice of AGM.
2. Pursuant to the provisions of the Companies Act, 2013, a member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a member of the Company. Since this AGM is being held pursuant to the MCA circulars through VC/OAVM, the requirement of physical attendance of members has been dispensed with. Accordingly, in terms of the MCA Circulars and the SEBI Circulars, the facility for appointment of proxies by the members will not be available for this AGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice. However, in pursuance of Section 112 and 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or Body Corporate Members can attend the AGM through VC/OAVM and cast their votes through e-voting.
3. Pursuant to Section 113 of the Companies Act, 2013, Corporate Members are required to send a scanned copy (PDF/JPG format) of its Board or Governing body Resolution/Authorization etc., authorizing its representative to attend the AGM through VC/OAVM on its behalf and to vote through remote e-voting, to the Company's email ID or upload it on the e-voting portal.
4. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to at least 1000 members on first come first served basis. This will not include Large Shareholders (shareholders holding 2% or more), Promoters, Institutional Investors, Directors, Key Managerial Personnel, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.
5. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
6. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 setting out material facts concerning the business under Item No. 3 of the Notice is annexed hereto.
7. In consonance with the stipulation contained in Section 28 of the IBC, 2016, any change in the management of the Corporate Debtor shall not be made without prior approval of Committee of Creditors. Since Mr. Ankit Patni, Managing Director is subject to retire by rotation at the ensuing Annual General Meeting, but no consent has been received from him. No other directors have also proposed to be appointed / re-appointed, hence, appointment / re-appointment of the Directors are not recommended at the ensuing Annual General Meeting. Further, pursuant to Section 17 of the IBC, 2016, the powers of the Board of Directors stand suspended during the continuance of the CIRP. However, the provisions of Section 238 of the IBC, 2016 override other applicable laws which are in contravention to the provisions of the code.
8. In compliance with the aforesaid MCA Circulars and SEBI Circular, Notice of the 21st AGM along with Annual Report 2020-21 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/Registrar/Depositories. Members may note that the Notice of the AGM and Annual Report 2020-21 will also be available on the Company's website at www.rohitferrotech.com, on the websites of the Stock Exchanges i.e., BSE Limited and National Stock Exchange of India Limited at www. bseindia.comand www.nseindia.comrespectively and on the website of CDSL at www.evotingindia.com.

Rohit Ferro-Tech Limited		3