The Directors of Aurionpro Solutions Limited ("your company" or "the Company" or Aurionpro) are pleased to present this Twenty Seventh Annual Report of the Company, together with its Audited Financial statements for the year ended 31st March, 2024 ("financial year").
1. FINANCIAL SUMMARY AND HIGHLIGHTS
The highlights of the Consolidated and Standalone Financial Statements are detailed hereunder.
The Company's financial performance for the financial year ended 31st March, 2024 as compared to the previous financial year ended 31st March, 2023 is summarized below:
in lakhs)
|
Particulars
|
Consolidated
|
Standalone
|
|
31-03-2024
|
31-03-2023
|
31-03-2024
|
31-03-2023
|
|
Revenue from operations
|
88,747.15
|
65,933.16
|
58,249.48
|
42,010.08
|
|
Profit before Share of Profit of Associates, Exceptional Items and Tax
|
16,877.52
|
12,275.68
|
5,131.79
|
4,957.35
|
|
Profit Before Tax
|
16,877.52
|
12,232.20
|
5,131.79
|
4,957.35
|
|
Income Tax Expense:
|
|
|
|
|
|
Current Tax
|
2,285.76
|
2269.66
|
1,288.31
|
1,033.29
|
|
Deferred tax charge/ (credit)
|
299.09
|
(226.03)
|
(46.43)
|
62.89
|
|
Profit After Tax
|
14,292.67
|
10,188.57
|
3,889.91
|
3,861.17
|
|
Earnings Per Equity Share
|
|
|
|
|
|
Basic (In ')
|
60.48
|
42.69
|
16.69
|
16.93
|
|
Diluted (In '
|
58.26
|
42.69
|
16.08
|
16.93
|
Key Highlights of the Consolidated Performance of the Company
• Strong performance with accelerated growth momentum across businesses
• Consolidated Revenue: ' 88,747.15 lakhs (grew 35% year on year)
• EBITDA & PAT for FY24 was higher by 33% & 40% respectively on a YoY basis
• Basic EPS for Q4 FY24 stood at ' 60.48 and for FY23 it stood at ' 42.69, which was an increase of 42% on a YoY basis
2. MATERIAL CHANGES & COMMITMENTS
There were no material changes or commitments affecting the financial position of the Company between the end of the financial year and this date of the report. There was no change in company's nature of business during the financial year 2023-24.
3. DIVIDEND AND RESERVES/ RETURN OF SURPLUS FUNDS TO SHAREHOLDERS
The profit after tax based on standalone financials statement for the year ended 31st March, 2024, was ' 3,889.91 lakhs and the same was transferred to the Retained Earnings.
The Board of Directors of your company is pleased to recommend a dividend of ' 2.5 per equity share of the face value of ' 10 each (@25%), payable to those shareholders whose name appear in the Register of Members as on the Book Closure/ Record Date.
The Dividend Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") is uploaded on the Company's website. The web link of the Dividend Distribution Policy is https://www. aurionpro.com/wp-content/uploads/2024/06/Dividend Distribution Policu.pdf
4. STATE OF COMPANY'S AFFAIRS
For the third consecutive year, our business has achieved over 30% growth—a remarkable milestone that reflects the dedication and resilience of our team, as well as the increasing effectiveness of our strategic game plan. This sustained growth has been driven by a secular upswing across the majority of our operations, highlighting the strength and diversity of our portfolio. The significant traction was witnessed across our offerings in the banking and fintech space. Having successfully transitioned from rebuilding our portfolio, we are now moving aggressively to capitalize on the strong demand for our solutions. The notable growth in this segment is a direct outcome of our strategic investments in developing new products, expanding sales channels, and forging key partnerships within the broader ecosystem. Aurionpro
Payments, our subsidiary has received final authorization from the Reserve Bank of India (RBI) to conduct online payment aggregator business. This approval will greatly enhance our capabilities and strengthen the business economics in our targeted payment segments.
The growth in the TIG segment remains robust, with the Transit Payment division showing particularly promising trends. Our strategic partnerships are expected to significantly bolster the order book and pipeline, further validating the uniqueness and success of our partnership strategy.
Alongside our organic growth initiatives, we have strategically pursued key acquisitions to enhance our offerings and address specific gaps in our strategic blueprint. Our recent acquisition in the AI space enables us to integrate Aurionpro's industryleading enterprise software with one of the most mature Enterprise AI platforms designed specifically for banks and insurers. This strategic move positions us to play a pivotal role in driving AI adoption within the global banking and insurance sectors, both directly and through our ecosystem partnerships.
We successfully raised additional capital, and it was especially gratifying to welcome prominent global and Indian institutions to join us in our mission to build a global products and platforms leader rooted in India. We anticipate maintaining our growth momentum in FY25, with plans to achieve robust revenue growth while sustaining EBITDA and PAT margins at comparable levels.
i. SHARE CAPITAL
In Last one year, the following changes made in share Capital of Company:
1. Preferential Issue:
• In June 2023, the Board of Directors approved the issuance of 300,000 equity shares and 500,000 convertible warrants at a price of ' 880 per share through a preferential issue to Malabar Midcap Fund and Malabar India Fund Ltd. The allotment of said Equity Share and Warrants were completed on 28th July, 2023 wherein the trading approval for equity shares were received on September 20,2023. The warrants for which allotment was completed on 28th July, 2023 were approved for conversion into Equity Shares on 25th October, 2023 for which trading approval was received on 15th December, 2023.
• In October, 2023, the Board of Directors approved the issuance of 2,15,000 Equity shares at price of ' 1,250 per share through a preferential issue to Abhijit Mittra. These were allotted on 22nd November, 2023, and received listing and trading approval on 03rd January, 2024.
• In February, 2024, the board of directors approved the issuance of 9,02,935 equity shares at price of ' 2,215 per share through preferential issue to the identified persons. These were allotted on 28th March, 2024, and received listing and trading approval on 19th April, 2024.
2. Qualified Institutional Placement:
• In April 2024, the board of directors approved the initiation of a Qualified Institutional Placement (QIP). Following the receipt of subscription funds from Qualified Institutional Buyers, the company allotted 18,88,665 equity shares at a price of ' 2,000 per share on 8th April, 2024. Subsequently, the company received listing and trading approval on 19th April, 2024.
3. Bonus:
• In May, 2024, the Board of directors approved the issuance of Bonus shares in the ratio of 1:1 shares to the existing shareholders of the Company, post obtaining shareholders' approval in the Extra General Meeting held on 14th June, 2024. The Company had fixed the record date on 27th June, 2024.
On 28th June, 2024, the Company had allotted total 2,76,06,765 Bonus shares to the shareholders and received listing and trading approval from Stock Exchanges on 12th July, 2024.
4. Employee Stock Purchase Scheme 2022
• Further, the Company had launched the Employee Stock Purchase Scheme 2022 (ASL ESPS 2022) and established the Aurionpro Solutions Limited-Employee Benefit Trust (ASL ESPS Trust). The company had allocated 10,00,000 equity shares to the ASL ESPS Trust to manage the ESPS Scheme and hold shares on behalf of employees. Subsequently, the first tranche of equity shares were transferred from the ASL ESPS Trust to these eligible employees during the quarter ended June 2024 pursuant to vesting schedule of the Scheme
Monitory Agency Report/Utilization of Issue Proceeds
Pursuant to regulations 162A of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, the Company had appointed CRISIL Ratings Limited as Monitoring Agency for issuance of Monitoring Agency Report on utilization of proceeds raised through Preferential issue and Qualified Institutional Placement and the same place was placed before Audit committee for their review and was approved by the Board of Directors in every quarter and was published on Stock exchanges.
Monitoring Agency Report is also uploaded on the Company's website at www.aurionpro.com.
6. SUBSIDIARIES/ JOINT VENTURES
As on 31st March, 2024, the Company had 08 (Eight) Indian Subsidiaries and 23 (Twenty-Three) Foreign Subsidiaries (including step down Subsidiaries).
The provisions of Regulations 24 and 24A of SEBI Listing Regulations, with reference to Subsidiaries were duly complied with, to the extent applicable.
Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 ("the Act"), a statement containing the salient features of financial statements of the Company's subsidiaries in Form No. AOC-1 is attached as Annexure 4.
In Last one year, the major changes with respect to the Subsidiaries and Associate(s) of the Company were as under:
> During the second quarter, the Company acquired Interactive Communication Business (Interact DX) from Trejhara Solutions Limited (Trejhara) at all cash composite consideration of not exceeding ' 140 crores post obtaining shareholders' approval and execution of the Business Transfer Agreement (BTA).
> The Company had completed the acquisition of business consisting of comprehensive loan management system ("Omnifin") from A S Software Services Private Limited (AS Software). This acquisition was approved by the Board of Directors at their meeting on 11th October, 2023, for an all-cash consideration of ' 81.87 Crores.
> The Company has acquired majority stake (67.35%) in Arya.ai operated under legal entity Lithasa Technologies Private Ltd through the acquisition of secondary shares, held by the existing shareholders and the subscription of new equity capital in the company in all cash deal. The aggregate transaction Price is ' 135.20 Crores.
> The Company's subsidiary Aurionpro Payment Solutions Pvt Ltd. (Aurionpro Payments) received the final Certificate of Authorization from the Reserve Bank of India (RBI) on 12th June, 2024 to operate as an Online Payment Aggregator under the Payment and Settlement Act, 2007.
7. ANNUAL RETURN
Pursuant to the provisions of Section 134(3)(a) of the Act, the Annual Return in Form MGT-7 of the Company for the financial year 2023-24 will be available on the Company's website at www.aurionpro.com
8. CORPORATE GOVERNANCE
The Report on corporate governance as per the requirements of Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the LODR"), forms part of this Annual Report. Further, the requisite certificate from M/s. Milind Nirkhe & Associates,
Practicing Company Secretaries, confirming the compliance with the conditions of corporate governance has been included in the said Report.
9. MANAGEMENT DISCUSSION AND ANALYSIS (MDA)
Management Discussion and Analysis for the year under review, as required under Regulation 34 (2) (e) of the LODR has been covered in a separate section forming part of this Annual Report.
10. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company believes that the Corporate social responsibility is more than just a commitment to contribute to sustainable economic development of local community and society at large, but rather an unsaid commitment to take ahead the society with us to improve their lives in ways that are good for business and for development.
The Corporate Social Responsibility("CSR") Activities are governed and managed through the Corporate Social Responsibility Policy ("CSR Policy") approved by the Board. The CSR Committee of the board oversees the implementation of CSR Projects in line with CSR Policy. The CSR Policy of the Company is available on the website of the Company at www. aurionpro.com
The Company has a Board-level CSR Committee which recommends the budget for funding various charitable activities and contributions to be made to various initiatives. During FY 2023-24, our total CSR expenditure amounted to ' 68.22 lakhs. In accordance with the provisions of Section 135 of Companies act 2013, we have adopted a CSR Policy outlining various CSR activities to be undertaken. The policy strives for contribution towards sustainable economic development that positively impacts the society at large through strategic CSR application, to build a sustainable and profitable future for all. Our CSR Policy is available on the website at www.aurionpro. com.
At Aurionpro, we would promote various charitable and social initiatives by way of donations to the charitable organizations as well as by supporting various social programs undertaken by the NGOs. However, in order to undertake, promote and fund various social initiatives in an organised manner, we have formed Aurionpro Foundation, a section 8 Company under the Companies Act, 2013. Aurionpro Foundation selects projects under 'Aurocare' forum which are funded by the Foundation and executed directly or through selected NGOs.
Some of the projects which are being supported through Aurocare are as under:
a) Support for Performing 200 Free Cataract Surgeries & Procuring Medical Equipment for Indigent Rural People in Bihar (Through Yugrishi Shriram Sharma Acharya Charitable Trust).
Project Overview
This project aims to provide free cataract surgeries and essential medical equipment to indigent rural population in Bihar. By addressing the critical issue of cataract-induced blindness, we aim to improve the quality of life and economic productivity of the affected individuals.
Objectives
Perform 200 Free Cataract Surgeries: To restore vision and improve the quality of life for 200 individuals suffering from cataracts.
Procure Medical Equipment
To equip local healthcare facilities with necessary medical tools and equipment to ensure sustainable healthcare services.
Target Beneficiaries
Indigent rural population in Bihar, with a focus on elderly individuals and those with limited access to healthcare services.
b) Construction of Toilets for School Children at Vaitarana, Igatpuri, Nasik District, Maharashtra. (Through Fandry Foundation).
Project Overview
This project aims to construct hygienic and safe toilet facilities for school children in Vaitarana, a remote village near Igatpuri in Nasik District, Maharashtra. By providing these essential facilities, we aim to improve the health, hygiene, and overall well-being of the students, thereby enhancing their educational experience.
Objectives
Construct Safe and Hygienic Toilets: To build modern, clean, and gender-segregated toilet facilities for school children.
Promote Hygiene Education: To educate students about the importance of hygiene and proper sanitation practices.
Target Beneficiaries
School children in Vaitarana village, with a focus on ensuring gender equality and inclusivity.
Additionally, it includes an educational support initiative where some of our employees taught English and Maths to the students through a virtual setup, enhancing their learning experience. For this purpose, Aurocare has made available the TV screen and internet connection to the school through which the volunteers of Aurocare can connect with the students.
c) The company has generously donated its CSR fund to the Rotary Club of Powai Charitable Trust and the Malad Kandivli Education Society. This contribution is set to benefit the community in numerous ways, supporting vital initiatives and educational programs.
Such donations is help to:
Enhance educational facilities: Providing better resources and infrastructure for students.
Support community projects: Funding various local initiatives aimed at improving the quality of life.
Promote health and wellness: Offering medical camps, health awareness programs, and more.
It's inspiring to see the company taking active steps to give back to the community and make a positive impact.
The aforesaid projects were undertaken in partnership with the other registered NGOs, some are affiliated to Rotary Club of India and with Fandry Foundation. While at Aurionpro Foundation, we have to build capacities to conduct impact assessment of the various initiatives in house. Presently, we are working with the partner NGOs and they provide to us the detailed report on the status and impact of various initiatives.
The disclosures, as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, has been enclosed to this Report as "Annexure 1".
11. INTERNAL CONTROL SYSTEM & THEIR ADEQACY
The Company has an internal control system which commensurate with the size, scale and nature of its operations. The Internal Audit Team monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies of the Company.
12. DIRECTOR'S RESPONSIBILITY STATEMENT
Based on the framework of internal financial controls maintained by the Company, work performed by the various auditors and external consultant(s), including audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by the Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY 2023-24.
In terms of the provisions of Section 134(3)(c) of the Act, the Board the Directors, to the best of their knowledge and ability, confirms that:
i. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
ii. they 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 31st March, 2024 and of the profit and loss of the Company for that period;
iii. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
iv. they have prepared the annual accounts on a going concern basis;
v. they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;
vi. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
13. DIRECTOR'S/KEY MANAGERIAL PERSONNEL (KMP)
As on 31st March, 2024, the Company has eight Directors
comprising of Two Executive Directors and Six Non-Executive
Directors, out of which four are Independent Directors including
a woman director.
• Appointment
Mr. Ashish Rai was elevated as the Chief Executive Officer of the company with effect from 25th October, 2023.
• Re-appointment on account of retirement by rotation
In terms of Section 152 (6) of the Companies Act, 2013 and as per Article 34 (l) of the Articles of Association of the Company, one third of the Directors other than Independent Directors are liable to retire by rotation at the Annual General Meeting of the Company. Mr. Ajay Sarupria, Non-Executive Non Independent Director, (DIN: 00233245), is liable to retire by rotation and offers himself for re-appointment.
The information as required to be disclosed under regulation 36 of the LODR and brief profile of director in case of re-appointment of director is incorporated in explanatory statement of AGM Notice forming part of the Annual Report.
• Independent Directors
> Continuation of Dr. Mahendra Singh Mehta, Independent Director post attaining the age of 75 years.
As per regulation 17 (1A) of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015,
No listed entity shall appoint a person or continue the directorship of any person as a non-executive director who has attained the age of seventy five years unless a special resolution is passed in General meeting.
Dr. Mahendra Mehta, Non-Executive & Independent director of the company who was reappointed as Independent director of the company on 30th September, 2019 and attained the age of 75 on 18th May, 2024 during his second tenure as an Non-executive Director & Independent Director which will expire on 29th September, 2024, Therefore, in compliance with regulation of SEBI (LODR) as mentioned above the board of Directors of company has approved the continuation of Dr. Mehta as Independent Director on 5th February, 2024 and same approved by shareholders of the company by sending notice through postal ballot and passed the resolutions on 12th May, 2024.
> Proposed re-appointment of Ms. Sudha Bhushan (DIN: 01749008) as an Independent Director of the Company, not liable to retire by rotation, to hold office for 5 (Five) consecutive years i.e. for a term up to 19th September, 2029.
The Nomination and Remuneration committee ("NRC") of the Board of Directors at its meeting held on 24th July, 2024 recommended the re-appointment of Ms. Sudha Bhushan (DIN: 01749008) after completion of her first term on 19th September, 2024. The NRC evaluated the balance of Skills, Knowledge, and experience on the board and recommended that Ms. Sudha Bhushan shall be reappointed as an independent Director for a future term of 5 (Five) years from 20th September, 2024 to 19th September, 2029, at the ensuing AGM.The Board has considered and approved her re-appointment in the Board meeting held on 24th July, 2024,subject to the approval of the shareholders, further details will form part of the 27th AGM notice.
Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been no change in the circumstances affecting their status as independent directors of the Company.
None of the directors of the Company is disqualified under the provisions of the Act or under the LODR. All Independent Directors have
provided confirmations as contemplated under section 149(7) of the Act.
• Key Managerial Personnel Pursuant to the provisions of Section 203 of the Act as on the date of this Report, the Key Managerial Personnel of the Company comprised of Mr. Paresh Zaveri, Chairman and Managing Director, Mr. Ashish Rai, Vice Chairman & Chief Executive Officer, Mr. Vipul Parmar, Chief Financial Officer and Mr. Ninad Kelkar, Company Secretary.
14. PERFORMANCE EVALUATION
The Company's policy relating to the appointment and remuneration of Directors, KMPs and other employees including criteria for determining qualifications, positive attributes and independence of Directors are covered under the Corporate Governance Report which forms part of this Annual Report.
The performance of the board was evaluated by the Board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, etc. The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc.
The Board and the Nomination and Remuneration Committee reviewed the performance of individual directors on the basis of criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.
The Board has formulated the Nomination and Remuneration Policy for selection and appointment of Directors, senior management personnel and their remunerations. This policy is available at the Company's website www.aurionpro.com
15. MEETINGS
During the year, the Board met nine times. For details of meetings of the Board, please refer to the Corporate Governance Report, which is part of this report.
16. COMMITTEES
As on the date of this report, the Board has following committees
i) Audit Committee;
ii) Nomination and Remuneration/Compensation Committee;
iii) Stakeholder Relationship/Investor Grievance and Share Transfer Committee;
iv) Corporate Social Responsibility Committee; and
v) Risk Management Committee
The detailed information in relation to these committees, including composition and the terms of reference and other details are provided in Corporate Governance Report.
17. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
According to the provisions of Section 125 and other applicable provisions of Companies Act, 2013 (hereinafter "the Act"), dividend that remains unpaid/ unclaimed for a period of seven years, are to be transferred to the account administered by the Central Government viz: Investor Education and Protection Fund ("IEPF").
During last year under the report, Company has transferred the unclaimed and unpaid dividend of ' 234,444 to the IEPF Authority. Further 953 shares on which the dividend was unclaimed and unpaid for seven consecutive years have been transferred as per the requirement of the IEPF Rules.
The details are provided in the shareholders communication section of the Annual Report and are also available on the Website: www.aurionpro.com.
18. VIGIL MECHANISM/ WHISTLE BLOWER POLICY
The Company has established the necessary vigil mechanism and has put in place a 'Whistle Blower policy' in order to enable the employees and Directors of the Company to report their concerns about the management, operations and other affairs of the Company. In terms of the Whistle Blower Policy, the whistle blowers are provided an access to the Audit Committee to lodge their concerns. This policy is available on the website of the Company at www.aurionpro.com
19. RISK MANAGEMENT POLICY
The Company has formulated a comprehensive Risk Management Policy to identify, assess and mitigate various risks associated with the Company. The detailed section on business risks and opportunities forms part of Management Discussion and Analysis Report, which forms part of the Annual Report.
20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT
The details of loans, guarantees and investments, covered under the provisions of Section 186 of the Act, are given under the note no. 40 to the standalone financial statements forming part of this annual report.
21. PARTICLUARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All the related party transactions entered into during the financial year were on an arm's length basis and were in the
ordinary course of business. During the financial year, the Company has entered into material related party transaction with Trejhara Solutions Limited ("Seller") as there are common promoters in Companies, post obtaining shareholders' approval in the last Annual General Meeting held on 29th September, 2023 in accordance with the policy of the Company as to related party transactions. The details of all related party transactions are placed before the Audit Committee for approval. The policy as to Related Party Transactions, as approved by the Board, is available on the Company's website at www.aurionpro.com
The details of transactions entered into with the related parties are disclosed in the note No. 48 to the standalone financial statements forming part of this Annual Report.
22. PUBLIC DEPOSITS
During the year, the Company has neither invited nor accepted any public deposits.
23. AUDITORS AND THEIR REPORTING
M/s. C K S P & Co. LLP, Chartered Accountants (Firm Registration No. 131228W/W100044) was appointed as Statutory Auditors of the Company for a period of Five years at the Twenty Sixth Annual General Meeting ("AGM") held on 29th September, 2023 to hold office till the conclusion of Thirty First AGM.
Further, in terms of the Regulation 33(1)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the 'Listing Regulations'), the Statutory Auditors of your Company are subjected to the Peer Review Process of the Institute of Chartered Accountants of India (ICAI). M/S. CKSP & Co., LLP, Chartered Accountants have confirmed that they hold a valid certificate issued by the 'Peer Review Board' of ICAI and have provided a copy of the said certificate to your Company for reference and records.
The Statutory Auditors of the Company has stated in their report that, during the course of Audit no fraud on or by the Company has been noticed or reported.
24. SECRETARIAL AUDIT
Pursuant to the requirements of Section 204(1) of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. Milind Nirkhe & Associates, Company Secretary in Practice to conduct the Secretarial Audit for the financial year under the review. The Report of the Secretarial Auditor in Form MR-3 is annexed herewith as "Annexure 2".
The Secretarial Audit Report does not contain any qualifications, reservations or adverse remarks.
25. HUMAN RESORUCE
The Company has always desired to be an organization and a workplace which attracts, retains and provides a canvas for
talent to operate. The Company believes on the value that the employees are strength and are reason behind its rapid growth and expansion. They are part of our larger family that cultivates respect and fosters wellbeing of each other.
The company encourages the inclusive growth by having the highly motivated and performance led workforce being a valued partner to the communities and responding to customer needs ensures the success of our business.
Enabling Human Talent
We believe in caring, understanding and supporting the needs of our employees. We focus on employee benefits and salaries, which helps enhance employees' sense of identity and allows them to feel more engaged with the company. Your company has been certified as Great Place to Work Certification™ in India.
Diversity and Inclusion
At Aurionpro, we have established a corporate culture of diversity and inclusion. We ensure that no individual is treated differently or discriminated based on gender, race, socioeconomic status, religion, physical and mental disability, or other reasons. We also recognize the importance of gender friendly mechanisms and have adopted measures to create an inclusive workplace. There is healthy representation of women at leadership level.
Employee Attraction and Retention
Our people are our most valued asset. In order to ensure that we are positioned to execute and consistently achieve our strategic, business objectives, we focus on acquiring the right talents, engaging and retaining our employees with on-going initiatives and activities to create a positive and productive work culture. We have established a Performance Management System to provide employees with a fair and reasonable performance review, development, and improvement system.
Employee Training and Development
The Company continues to invest significantly in the training of our workforce on a continuous basis. These trainings can provide learning opportunities to employees and can help employees upskill, stay up to date on latest advancements and become more effective in their roles. We believe that the personal growth of the employees would elevate our organizational performance and help in achieving long-term business growth and sustainability for our organization.
Employee Health and Well-being
We adopt a holistic approach to workplace wellness encompassing the physical, social and psychological wellbeing of our employees. Our workplace wellness plans are supported by activities that encourage employee well-being and team bonding, employee-led committees that organise a range of recreational and wellness activities, and voluntary free annual health screenings for all employees.
26. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT
In accordance with Regulation 34(2)(f) of the Listing Regulations, Business Responsibility and Sustainability Report ("BRSR") covering disclosures in the prescribed format for FY 2023-24 forming part of this report, is provided elsewhere in the Annual Report.
27. PARTICLUARS OF EMPLOYEES
In terms of the provisions of Section 197(12) of the Act read with the Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules is provided in a separate annexure forming part of this Report. Having regard to the provision of the first proviso to Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the Members of the Company. In terms of Section 136, the said annexure is open for inspection. Any Member interested in obtaining a copy of the same may write to the Company Secretary.
The disclosures pertaining to the remuneration and other details as required under section 197(12) of the Act read with Rule 5(1) of the of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, have been provided in the Annual Report as "Annexure 3".
28. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
In terms of section 134(3)(m) of the Act, read with rule 8 of the Chapter IX of the Companies (Accounts) Rules, 2014, the Directors furnish herein below the required additional information:
> Conservation of Energy:
Although the operations of the Company are not energy intensive, the management is highly conscious of the criticality of the conservation of energy at all operational levels. The requirement of disclosure of particulars with respect to conservation of energy as prescribed in Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is not applicable to the Company and hence are not provided.
> Technology Absorption:
The Company continues to adopt latest technologies and innovations for improving the productivity and quality of its products and service offerings. The Company is also partnering with major technology providers in global markets.
> Foreign Exchange Earnings and Outgo:
The details of foreign exchange earned and spent by the Company during the year are given below:
Foreign Exchange Earnings and Outgo:
(' In lakhs)
|
Particulars
|
FY 2023-24
|
FY 2022-23
|
|
a) Foreign Exchange Earnings
|
6,846.18
|
6,093.14
|
|
b) Foreign Exchange Outgo
|
350.81
|
412.71
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29. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place the necessary policy which is in line with the requirements under the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. An Internal Complaints Committee (ICC) has been set up to redress complaints if any, received regarding sexual harassment. The Company has complied with the provisions relating to the constitution of Internal Complaints Committee(ICC) under the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. During the year under review, the Company has not received any complaints under the policy.
30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.
31. COST RECORDS
The Company is not required to maintain cost records specified by Central Government under section 148(1) of the Act.
32. AFFIRMATION ON COMPLIANCE OF SECRETARIAL STANDARDS
The Company hereby affirms that during the year under review, the Company has complied with all the applicable Secretarial Standards i.e. SS-1 and SS-2, relating to 'Meetings of the Board of Directors' and 'General Meetings' respectively (including any modifications or amendments thereto) issued by the Institute of Company Secretaries of India.
33. DISCLAIMER AND FORWARD-LOOKING STATEMENT
The statements in the Board's Report and the Management Discussion & Analysis describing the Company's objectives, expectations or forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those expressed in the statement. Important factors that could influence the Company's operations include global and domestic demand and supply, input costs, availability, changes in government
regulations, tax laws, economic developments within the country and other factors such as litigation and industrial relations.
34. ACKNOWLEDGEMENTS
The Directors would like to place on record their sincere
appreciation for the continued co-operation, support and assistance provided by all the stakeholders including Company's employees, the financial institutions, banks, customers, vendors, members and other government departments and authorities.
For and on behalf of the Board of Directors
Sd/-
Paresh Zaveri Chairman & Managing Director
Place : Navi Mumbai Date : 24th July, 2024
Registered Office:
Synergia IT Park, Plot No. R-270,
T.T.C. Industrial Estate,
Near Rabale Police Station,
Rabale, Navi Mumbai -400701.
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