Your Directors have pleasure in presenting the 30lh Annual Report together with Audited Accounts of the Company for the
year ended 31st March, 2024.
OPERATIONS
Your Directors report that your Company has reported Rs.0.01 lakhs income from other income and a Gross Loss before tax
of Rs.23,50,321/- as against Gross Loss before tax of Rs .64,49,353/- in the previous year respectively.
Financial Results-
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Particulars
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2023-2024
In Rupees
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2022-2023
In Rupees
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Gross Income
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765
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8,329
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Profit before Tax( )/Loss(-)
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(23,50,321)
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(64,49,353)
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Provision for Tax
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NIL
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NIL
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Profit after Tax( )/Loss(-)
Deferred Income Tax Assets
/Liabilities during the year
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(23,50,321)
NIL
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(64,49,353)
NIL
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Profit/(Loss) from the period from
Continuing operations
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(23,50,321)
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(64,49,353)
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Profit/(Loss) at the beginning of the year
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(39,42,85,671)
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(38,78,36,318)
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Profit/(Loss) for the end of the period
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(39,66,35,992)
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(39,42,85,671)
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FINANCIAL PERFORMANCE
The Company incurred a loss of Rs. 23,50,321/- during the financial year 2023-24.
DIVIDEND
In view of the loss carried out for the previous financial years including current year, your Directors express their inability to
recommend payment of dividend on equity shares to the members and on preference shares to the preference share holders.
MANAGEMENT DISCUSSION & ANALYSIS
Overall Review
Pursuant to ITAT Order in favour of the Company for the Asst.Year 2005-06, 2006-07,2007-08, 2008-09, 2009-10, 2010-11
2011-12, and 2013-14 the Income Tax Department have preferred an appeal in the High Court of Telangana challenging the
ITAT Order.
Business Risk Management
The Company, like any other enterprise, is exposed to business risk which can be internal risks as well as external risks.
The Country's economic scenario has many challenges to overcome the financial liquidity in the economy and to obtain growth
of 6% to 7% for the current financial year. Global Economy continues to face threats of imposing additional duties to overcome
and curtail excess supply from other developed nations. The Government’s thrust on infrastructure and growth in the
industrialization with huge investments, the economic activity continuous to grow at a single digit growth.
MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/INDUSTRIAL RELATIONS FRONT, INCLUDING NUMBER OF
PEOPLE EMPLOYED.
The Human Relations in the organization have been cordial. Your Company believes that man power is its greatest asset and
endeavors to improve employee welfare at all times.
Foreign exchange earnings and outflows are: NIL
DEPOSITS
The Company has not accepted deposits covered under Chapter V of the Companies Act, 2013 and accordingly, the disclosure
requirements stipulated under the said Chapter are not applicable.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
During the year under review, the company has not given any loans, Guarantees and Investments covered under the
provisions of Section 186 of the Companies Act, 2013
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in form MGT-9 is annexed herewith
AUDITORS' REPORT
The Auditors' Report to the members read together with the relevant notes thereon are self explanatory and hence do not
warrant any comments under Section 134 of the Companies Act, 2013.
AUDITORS
The members at its Annual General meeting held on 30th September, 2022, pursuant to the provisions of the Section 139
and other applicable provisions of the Companies Act, 2013, appointed M/s. P.Murali & Co., (FRN: 007257S), Chartered
Accountants, Hyderabad as Statutory Auditors of the Company to hold office up to the conclusion of 33rd Annual General
Meeting to held in the year 2027.
In this Regard, M/s P.Murali & Co., has provided a declaration stating that they are not disqualified to continue to act as the
Statutory Auditors of the Company.
CORPORATE GOVERNANCE
Corporate Governance report and Auditors’ Certificate regarding Compliance of conditions of Corporate Governance are made
a part of the Annual Report as per the Annexure - A.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations 2015, the Board has carried out an
annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of
its Audit and Nomination & Remuneration Committees.
NUMBER OF BOARD MEETINGS HELD DURING THE FINANCIAL YEAR AND THE DATES OF THE BOARD MEETINGS:
Nine Board meetings were held during the financial year 2023-24.
The dates on which the above Board meetings were held are as follows:
29th April 2023, 15th March 2023, 30th May 2023, 26th July 2023, 31st July 2023, 01st September 2023, 30th October
2023, 29th January 2024, 25th March 2024.
INDEPENDENT DIRECTORS
At the 25th Annual General Meeting of the Company held on 28th September 2019, the Members of the Company had
appointed Independent Directors of the Company, for a period of 5 years. All Independent Directors have given declarations
that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and SEBI (LODR)
Regulations 2015.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134 (3) (c) of the Companies Act, 2013, with respect to Director's responsibilities
Statement it is hereby confirmed:
a. That in preparation of the annual accounts, the applicable accounting standards have been followed along with
proper explanation relating to material departures;
b. That 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 ended 31st March, 2024 and of the profit and loss of the company for that period;
c. That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities;
d. That the directors have prepared the annual accounts on a going concern basis.
e. that proper internal financial controls were in place and that the financial controls were adequate and were operating
effectively;
f. That systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and
operating effectively.
Policies
Material subsidiary
During the year ended March 31, 2024, the Company does not have any material listed/unlisted subsidiary companies. The
policy on determining material unlisted subsidiary of the Company is approved by the Board of Directors of the company.
Vigil Mechanism
The Board of Directors of the company are committed to maintain the highest standard of honesty, openness and
accountability and recognize that employees have important role to play in achieving the goal. As a public company the integrity
of the financial matters of the Company and the accuracy of financial information is paramount. The stakeholders of the
Company and the financial markets rely on this information to make decisions. For these reasons, the Company must maintain
workplace where it can retain and treat all complaints concerning questionable accounting practices, internal accounting
controls or auditing matters or concerning the reporting of fraudulent financial information to our shareholders, the Government
or the financial markets. The employees should be able to raise these free of any discrimination, retaliation or harassment.
Pursuant to the policy, employees are encouraged to report questionable accounting practices to Mr.Sripathi Vamshikrishna,
Chairman Audit Committee through email or by correspondence through post.
Familiarisation programme for Independent Directors
The Company has formulated a programme for familiarising the Independent Directors with the Company, their roles, rights,
responsibilities in the company, nature of the industry in which the company operates, business model of the company etc
through various initiatives.
Key Managerial Personnel
Srinivas Bade, Managing Director, B. Arun, Chief Financial Officer and B.Srinivas, Compliance Officer of the Company were
appointed as Key Managerial Personnel in accordance with the Section 203 of the Companies Act, 2013.
Related Party Transaction
No related party transactions were entered into during the financial year under review, there are no materially significant related
party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons
which may have a potential conflict with the interest of the Company at large. The same was discussed by the Audit Committee
as also the Board. The policy on Related Party Transactions as approved by the Board. None of the Directors has any
pecuniary relationships or transactions vis-a-vis the Company.
Accordingly, the disclosure of related party transactions as required in Form AOC- 2 pursuant to Rule 8 (2) of the Companies
(Accounts) Rules, 2014 are not required.
The Policy on materiality of RPTs stipulating the threshold limits and also on dealing with, pursuant to SEBI Listing Regulations
has been placed on the Company's website.
Internal Financial Controls
The Company has in place adequate internal financial controls with reference to financial statements. Periodic audits are
undertaken on a continuous basis covering all the operations i.e., manufacturing, sales & distribution, marketing, finance, etc.
Reports of internal audits are reviewed by management from time to time and desired actions are initiated to strengthen the
control and effectiveness of the system.
Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the Secretarial Audit Report is in Form No. MR-3 obtained by the company and forms
part of this Annual report.
Disclosures pursuant to The Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014
1. The Disclosures pursuant to sub-rule (1) of Rule 5 of The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 are forms part of the Board’s Report.
2. The Disclosures pursuant to sub-rule (2) of Rule 5 of The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, in respect of employees of the Company forms part of the Board’s Report.
Remuneration Policy
The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and
appointment of Directors, Senior Management and their remuneration. The details pertaining to criteria for determining
qualifications, positive attributes and independence of a Director and remuneration policy have been provided in Section of
the attached Corporate Governance Report.
Significant and Material Orders Passed by the Regulators or Courts
There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the
Company and its future operations
Disclosure Under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Company has in place an Anti Sexual Harassment Policy in line with the requirements of Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act 2013. An Internal committee has been set up to redress the
complaints received regarding sexual harassment at workplace. All employees including trainees are covered under this policy.
DEMATERIALISATION OF SECURITIES
As Members are aware, your Company's equity shares are compulsorily tradable in electronic form. As on March 31, 2024,
90.89% of your Company's paid up Capital representing 45,45,065 equity shares are in dematerialized form. In view of
numerous advantages emanating from the depository system. Members holding equity shares in physical mode are requested
to avail the facility of dematerialization of the Company's shares on either of the depositories i.e., CDSL/NSDL.
ACKNOWLEDGEMENTS
Your directors have pleasure in recording their appreciation of co-operation extended to the Company by the Bankers and
employees.
For and on behalf of the Board
B.Srinivas B. Kavitha
Managing Director Director
Place: Secunderabad
B.Arun Someswara Rao G
Date: 27-08-2024 CFO Company Secretary
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