Dear Members,
Your Directors take pleasure in presenting before you the 15th
(Fifteenth) Annual Report of your Company together with the Audited Financial Statement
and Auditor's Report thereon for the Financial Year ended on 31st March, 2025.
1. FINANCIAL SUMMARY/ HIGHLIGHTS
The performance of your Company for the financial year ended 31st
March, 2025 is summarized below:
(Rs. In lakhs)
|
Consolidated |
Standalone |
Particulars |
For the year ended 31.03.2025 |
For the year ended 31.03.2024 |
For the year ended 31.03.2025 |
For the year ended 31.03.2024 |
Revenue from operations |
1,06,605.60 |
72,891.50 |
1,04,567.64 |
72,606.54 |
Other Income |
1,941.26 |
908.96 |
2,547.11 |
1,346.57 |
Total Income |
1,08,546.86 |
73,800.46 |
1,07,114.75 |
73,953.11 |
Profit before Finance Cost, Depreciation,
Impairment and Amortisation expenses |
28,717.69 |
17,558.82 |
27,351.44 |
17,761.42 |
Less: Interest |
3,718.13 |
2,251.73 |
2,913.51 |
1,695.58 |
Less: Depreciation |
944.44 |
608.44 |
944.44 |
608.44 |
Profit before Tax (PBT) |
24,055.12 |
14,698.65 |
23,493.49 |
15,457.40 |
Less: Current Tax |
6,324.29 |
4,136.50 |
6,324.29 |
4,136.50 |
Less: Deferred Tax |
10.14 |
(88.09) |
(173.37) |
(88.79) |
Less: Tax adjust for earlier years |
5.90 |
4.60 |
5.90 |
1.47 |
Net Profit after Tax (PAT) |
17,714.79 |
10,645.64 |
17,336.67 |
11,408.22 |
Non Controlling interest- Share in Profit/
(Loss) for the year |
84.52 |
(197.46) |
- |
- |
Other Comprehensive Income |
(8.71) |
4.35 |
(8.71) |
4.35 |
Total Comprehensive Income |
17,706.08 |
10,649.99 |
17,327.96 |
11,412.58 |
EPS (Basic & Diluted) (Amount in L) |
11.76 |
7.97 |
11.57 |
8.39 |
2. RESULTS OF OPERTIONS AND THE STATE OF COMPANY
AFFAIRS
Your Company has delivered strong performance across key financial
metrics, both on a consolidated and standalone basis for F.Y. 2024-25. On a consolidated
basis, the revenue from operations increased to ^ 1,066 crores from ^ 729 crores in the
previous year, representing a robust growth of 46%. The Profit Before Tax (PBT) for the
year was ^ 241 crores up from ^ 147 crores in the previous year and the Net Profit After
Tax (PAT) stood at ^ 177 crores compared to ^ 106 crores in the previous year, reflecting
67% growth.
On a standalone basis, revenue from operations rose to H,046 crores
from ^ 726 crores. Profit Before Tax (PBT) was ^ 235 crores as against ^ 155 crores in the
previous year. The Net Profit After Tax (PAT) stood at ^ 173 crores compared to ^ 114
crores in the previous year. Your Company has shown significant growth in both revenue and
profitability, reflecting improved operational efficiency and strong market performance.
Your Company is in the business of designing, construction, operation
and maintenance of Water and Wastewater Treatment Plants (WWTPs) and Water Supply Scheme
Projects (WSSPs) for government authorities/ bodies. WWTPs include Sewage Treatment Plants
(STPs), Sewerage Schemes (SS) and Common Effluent Treatment Plants (CETPs) while WSSPs
include Water Treatment Plants (WTPs) alongwith pumping stations and laying of pipelines
for supply of water.
3. CHANGE IN NATURE OF BUSINESS
There is no change in the nature of the business in the financial year
under review.
4. TRANSFER TO RESERVES
During the year under review, Your Company has not transferred any
amounts to the General reserve. For complete details on movement in Reserves and Surplus
during the financial year ended March 31, 2025, please refer to the 'Statement of Changes
in Equity' included in the Standalone and Consolidated financial statements of this Annual
report.
5. DIVIDEND
With just four months of being listed as of 31st March 2025
and after careful consideration, your Directors have elected not to propose any dividends
for the financial year ended 31st March, 2025.
Dividend Distribution Policy
Pursuant to Regulation 43A of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015('SEBI
ListingRegulations'), the Board of Directors of your Company had formulated a Dividend
Distribution Policy and the same is available on the Company's website at
https://www.eiel.in/ files/ ugd/8b0bac_1b01b3fce1444a9a80405a9554a3b500.pdf
6. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE
FINANCIAL POSITION OF THE COMPANY
During the year under review, there were no material changes and
commitments affecting the financial position of the Company which have occurred between
the end of the financial year to which these financial statements relate and date of this
report.
7. SHARE CAPITAL
Authorised Share Capital
During the period under review, the Authorized Share Capital of your
Company was increased from t 180,00,00,000/- (Rupees One Hundred and Eighty Crores
Only) divided into 18,00,00,000 (Eighteen Crore) Equity Shares of t 10/- (Rupees
Ten) each to t 185,00,00,000/- (Rupees One Hundred and Eighty Five Crores Only)
divided into 18,50,00,000 (Eighteen Crore and Fifty Lakhs) Equity Shares of t 10/-
(Rupees Ten) each.
Initial Public Offering and Listing of Equity Shares of the Company
During the financial year 2024-25, your Company had successfully
launched an Initial Public Offer (IPO) of 4,39,48,000 equity shares of face value of t 10
each for cash at a price of t 148 per equity share (including a premium of t 138
per equity share) aggregating t 65,030.04 lakhs ("Offer").
The Offer comprised of a fresh issue of 3,86,80,000 equity shares
aggregating t 57,234.96 lakhs ("fresh issue") and an Offer for Sale
("OFS") of 21,34,000 equity shares aggregating t 3,157.69 lakhs by Mr.
Sanjay Jain, 21,34,000 equity shares aggregating t 3,157.69 lakhs by Mr. Manish
Jain, 5,00,000 equity shares aggregating t 739.85 lakhs by Mrs. Ritu Jain and,
5,00,000 equity shares aggregating t 739.85 lakhs by Mrs. Shachi Jain, Promoters of
your Company.
The Offer also included a reservation of 1,00,000 equity shares,
aggregating t 135.00 lakhs constituting 0.06% of the post-offer paid-up equity
share capital, at a discount equivalent of t 13.00 per equity share to the eligible
employees bid in the employee reservation portion.
The equity shares were allotted to eligible applicants on November 27,
2024, and the listing and trading of your Company's shares commenced on November 29, 2024,
on BSE Limited and National Stock Exchange of India Limited.
Details of changes in paid-up Equity Share Capital and Equity shares
during the year under review, are as under:
Particulars |
No. of Equity Shares |
Paid up Equity Share Capital (Amount in
L) |
At the beginning of the year i.e. 1st
April, 2024 |
13,68,50,000 |
136,85,00,000 |
Issue of shares in IPO |
3,86,80,000 |
38,68,00,000 |
At the end of the year i.e. 31st
March, 2025 |
17,55,30,000 |
175,53,00,000 |
Subscribed and Paid-Up
As on 31st March, 2025, the issued, subscribed and paid- up
capital of your Company is t 175,53,00,000/- (Rupees One Hundred Seventy Five Crores and
Fifty Three Lakhs Only) divided into 17,55,30,000 (Seventeen Crores Fifty Five Lakhs and
Thirty Thousand) Equity Shares of t 10/- (Rupees Ten) each.
No disclosure or reporting is required for the following, as during the
year under review your Company had not issued:
(a) Any Shares with differential voting rights as to dividend, voting
or otherwise
(b) Any debentures, bonds, warrants or any nonconvertible securities
(a) Sweat Equity Shares
8. CREDIT RATING
The Credit rating of your Company has improved and CRISIL has
reaffirmed long-term rating of 'CRISIL A-/ Stable' (Upgraded from 'CRISIL BBB+') and
short-term rating of 'CRISIL A2+' (Upgraded from 'CRISIL A2') on the bank facilities of
your Company. The outlook is 'Stable'. The details of credit rating are also disclosed in
the Corporate Governance Report, which forms part of this Annual Report.
9. QUALITY CERTIFICATION
Your Company has been awarded ISO 14001:2015 certification for
Environmental Management System, ISO 45001:2018 for Occupational Health and Safety
Management and Quality Management System and ISO 9001:2015 for Quality Management System.
10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review, as
stipulated under Regulation 34 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing
Regulations"), is presented in a separate section, which forms part of this Annual
Report.
11. SUBSIDIARY COMPANY / JOINT VENTURES
During the period under review, the Company has:
(i) Three (3) Subsidiaries:
a. EIEPL Bareilly Infra Engineers Private Limited -
A joint venture, incorporated as a Special Purpose Vehicle (SPV) for
the EPC of three STPs having 42 MLD, 20 MLD & 1 MLD capacities at Bareilly under
Bareilly Municipality, a project initiated by Government of Uttar Pradesh through Uttar
Pradesh Jal Nigam and the National Mission for clean Ganga.
b. EIEL Mathura Infra Engineers Private Limited -
A joint venture, incorporated as a Special Purpose Vehicle (SPV), for
the EPC of 60 MLD STP at Gokul Barrage in Mathura under Mathura - Vrindavan Municipality,
a project initiated by Government of Uttar Pradesh through Uttar Pradesh Jal Nigam and the
National Mission for Clean Ganga.
c. Enviro Infra Engineers (Saharanpur) Private
Limited
- A joint venture, incorporated as a Special Purpose Vehicle (SPV)
for the development of 135 MLD STP at Pinjora Village in Saharanpur, a project initiated
by Government of Uttar Pradesh through Uttar Pradesh Jal Nigam and the National Mission
for Clean Ganga.
The Company has yet to commence its operations.
However, subsequent to the end of the financial year and till the date
of this report, Your Company has acquired EIE Renewables Private Limited, thereby making
it a Wholly Owned Subsidiary of your Company.
(ii) Except as above, your Company does not have any Joint Venture
Company. However there are Five (5) Joint Control Operations namely (i) EIEPL-HNB JV, (ii)
HNB-EIEPL JV, (iii) EIEPL- LCIPPL-ABI JV, (iv) BIPL-EIEPL JV (v) EIEPL-ABI JV, which are
part of your Company's Standalone Financial Statements.
Your Company does not have any Associate Company.
A statement providing details of performance and salient features of
the financial statements of Subsidiary Companies / Joint Ventures, as per Section 129(3)
of the Act, is provided in Form AOC-1 under the consolidated financial statements.
Financial Statements of the aforesaid Subsidiary Companies are kept
open for inspection by the Members at the Registered Office of your Company on all days
except Saturday, Sunday and Public Holiday up to the date of 15th AGM i.e. 28th
August, 2025 between 11:00 a.m. to 5:00 p.m. as required under Section 136 of the Act. Any
Member desirous of obtaining a copy of the said Financial Statements may write to the
Company Secretary at its Registered Office or Corporate Office or mail at investors.
relation@eiepl.in.
The Financial Statements of the Subsidiaries are also uploaded on the
website of your Company under investors section at www.eiel.in.
Your Company has formulated a Policy for determining Material
Subsidiaries. The said Policy is available on the Company's website and can be accessed at
https://www.eiel.in/ files/ ugd/2514a1 9ea3180f9af0405a8cdbd37e18d33748.pdf.
Your Company does not have any material subsidiary during the F.Y.
2024-25. However, after the closure of the financial year and till the date of this
report, EIEL Mathura Infra Engineers Private Limited has become the Material Subsidiary of
your Company as per the SEBI Listing Regulations.
12. PUBLIC DEPOSITS
Your Company has not accepted any deposits during the year under review
which falls under the purview of Chapter V of the Companies Act, 2013 read with the
Companies (Acceptance of Deposits) Rules, 2014.
However, pursuant to Rule 2 (viii) of the Companies (Acceptance of
Deposits) Rules, 2014, your Company has received an interest free unsecured loan of ^ 2.82
Crores and ^ 4.27 Crores from Mr. Sanjay Jain and Mr. Manish Jain, Executive Directors of
your Company, respectively. The entire amount has been repaid till March, 2025.
Further, the said Directors have furnished to the Company at the time
of giving the loan, a declaration in writing to the effect that the amount is not being
given out of funds acquired by them by borrowing or accepting loans or deposits from
others.
13. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMPs)
The constitution of the Board of Directors of the Company is in
accordance with Section 149 of the Act and Regulation 17 the Listing Regulations. As on 31st
March 2025, the Board of Directors of your Company had a good and diverse mix of Executive
and Non-Executive Directors comprised of the following members:
S. No. Name of the Director |
DIN |
Designation |
1. Mr. Sanjay Jain |
02575734 |
Chairman & Whole Director |
2. Mr. Manish Jain |
02671522 |
Managing Director |
3. Mrs. Ritu Jain |
09583136 |
Non - Executive Director |
4. Mr. Aseem Jain |
09708228 |
Independent Director |
5. Mr. Anil Goyal |
00110557 |
Independent Director |
6. Mrs. Nutan Guha Biswas |
03036417 |
Independent Director |
None of the Directors of the Company are disqualified under the
provisions of the Act.
Changes in the Board during the year:
The following changes took place in the composition of the Board during
the financial year:
1. Dr. Rajesh Mohan Rai (DIN: 09050751) resigned on 08.05.2024 due to
illness. The Board places on record its sincere appreciation for the contributions made by
him during his tenure on the Board of the Company.
2. Mrs. Nutan Guha Biswas (DIN: 03036417) was appointed as Additional
Director (Non-Executive and Independent Director) w.e.f. 15.06.2024 and her appointment as
Independent Director for a period of five consecutive years was confirmed by the
shareholders of the Company in the Extra Ordinary General Meeting (EGM) held on
17.06.2024.
The appointment of a new Director is recommended by the Nomination and
Remuneration Committee (''NRC'') on the basis of requisite skills, proficiency, experience
and competencies as identified and finalised by the Board considering the industry and
sector in which the Company operates. The Board, on the
recommendation of the NRC, independently evaluates and if found
suitable, confirms an appointment to the Board. The
appointments are based on the merits of the candidate and due regard is
given to diversity including factors like gender, age, cultural, educational &
geographical background, management expertise, ethnicity, etc.
Reappointment:
The Board of Directors of your Company at its meeting held on 28th
May, 2025 based on the recommendation of NRC and the Audit Committee, has approved the
re-appointment of Mr. Sanjay Jain (DIN: 02575734) as Chairman & Whole-time Director
and Mr. Manish Jain (DIN: 02671522) as Managing Director of your Company in accordance
with the provisions of Sections 196, 197, 198, 203 and other applicable provisions of the
Act, and the rules made thereunder read with Schedule V of the Act (including any
statutory modification or re-enactment thereof) and subject to approval of the members and
such other authorities as may be required, for a period of 5 (five) years
with effect from 23rd August, 2025 to 22nd
August, 2030 and also approved the terms and conditions of their re-appointment including
payment of remuneration.
The brief profile and other details, as required under Regulation 36(3)
of the SEBI Listing Regulations seeking their reappointment at the ensuing AGM are
provided in the Notice of the AGM of the Company which forms part of this Annual Report.
Director Retiring by Rotation
Pursuant to Section 152 and other applicable provisions of the Act,
read with the Articles of Association of the Company, Mrs. Ritu Jain (DIN: 09583136),
Non-Executive Director is liable to retire by rotation at the ensuing AGM and being
eligible, offers herself for re-appointment. The Board of Directors of your Company, on
the recommendations of NRC, recommends her reappointment for consideration by the members
of the Company at the ensuing AGM. Accordingly, a resolution is included in the Notice of
the 15th AGM of the Company for seeking approval of members for her
re-appointment as a Director of the Company.
A brief profile, expertise of Director and other details as required
under the Act, Regulation 36 of the SEBI Listing Regulations and Secretarial Standards - 2
notified by Ministry of Corporate Affairs related to the Director proposed to be appointed
is annexed to the Notice convening the 15th AGM.
Key Managerial Personnels (KMPs)
During the year under review:
1. Mr. Sanjay Jain, Chairman & Whole Time Director (DIN: 02575734)
2. Mr. Manish Jain, Managing Director (DIN: 02671522)
3. Mr. Sunil Chauhan, Chief Financial Officer (CFO)
4. Mr. Piyush Jain, Company Secretary & Compliance Officer (ACS
57000)
continued to be the Key Managerial Personnel of your Company in
accordance with the provisions of Section 203 of the Act read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014. There was no change in
the KMPs of your Company during the year.
Declaration by Independent Directors
The Company has received declarations from all the Independent
Directors of your Company confirming that:
(a) They meet the criteria of independence prescribed under the Act and
the SEBI Listing Regulations.
(b) They have registered their names in the Independent Directors'
Databank.
(c) They are not aware of any circumstance or situation, which exists
or may be reasonably anticipated, that could impair or impact their ability to discharge
their duties as Independent Directors of the Company.
(d) They have complied with the Code of Conduct for Independent
Directors prescribed in Schedule IV of the Act.
In the opinion of the Board, the Independent Directors hold the highest
standard of integrity and possess the requisite qualifications, experience, expertise and
proficiency.
14. EVALUATION OF THE BOARD'S PERFORMANCE,
COMMITTEE AND INDIVIDUAL DIRECTORS
Your Company has devised a framework for performance evaluation of the
Board, its committees and individual directors. The Board carries out an evaluation of its
own performance and that of its Committees and the individual Directors. The performance
evaluation of NonIndependent Directors, the Board as a whole and the Chairperson is
carried out by the Independent Directors in their separate meeting. The evaluation process
consisted of structured questionnaires covering various aspects of the functioning of the
Board and its Committees, such as composition, experience and competencies, performance of
specific duties and obligations, governance issues etc.
The Board also carried out the evaluation of the performance of
Individual Directors based on criteria such as contribution of the director at the
meetings, strategic perspective or inputs regarding the growth and performance of the
Company etc. The Board opines that Independent Directors have got integrity, expertise and
relevant experience required in industry in which Company operates. The evaluation of all
the Directors and the Board as a whole was found to be satisfactory. The flow of
information between the Company management and the Board is timely, qualitative, and
adequate.
15. BOARD AND COMMITTEES OF THE BOARD
The number of meetings of the Board and various Statutory Committees of
the Board including composition are set out in the Corporate Governance Report which forms
part of this report. The intervening gap between the meetings was within the period
prescribed under the provisions of Section 173 of the Act and SEBI Listing Regulations.
16. AUDITORS AND AUDITOR'S REPORT
(I) Statutory Auditors and Auditor's Report
In compliance with the Section 139 of the Act and Companies (Audit and
Auditors) Rules, 2014, M/s S S Kothari Mehta & Co. LLP, Chartered Accountants (FRN:
000756N/N500441) were appointed as the Statutory Auditors of the Company at the 14th
Annual General Meeting (AGM) held on 28th September, 2024 for a period of 5
years to hold the office till the conclusion of the 19th Annual General Meeting
to be held in the year 2029.
The Statutory Auditor's Report for the F.Y. 2024-25 does not contain
any qualification, reservation or adverse remark and forms part of the Annual Report. The
Statutory Auditors have not reported any fraud under Section 143(12) of the Act.
(II) Internal Auditors
The Board appointed M/s Jain Bansal & Associates, as an Internal
Auditors of the Company for FY 2025, who have conducted the internal audits and shared
their reports and findings with the Audit Committee and follow-up actions thereon. The
Audit Committee reviews the adequacy and effectiveness of the Company's internal control
environment and monitors the implementation of audit recommendations including those
relating to strengthening the Company's risk management policies and systems.
(III) Secretarial Auditors
Pursuant to Section 204 of the Act read with the rules made thereunder,
the Board on the recommendation of the Audit Committee had appointed M/s Jain Alok &
Associates, Company Secretaries, New Delhi (C.P No. 14828) as Secretarial Auditors of the
Company for the financial year 2024-25. The Secretarial Audit Report for the F.Y. 2024-25
received from the Secretarial Auditors, is attached to this report as 'Annexure-I'.
The Secretarial Audit Report does not contain any qualification or
reservation or adverse remark or disclaimer.
Further, pursuant to Regulation 24A of the SEBI Listing Regulations,
the Company is required to appoint a Secretarial Auditor, based on the recommendation of
the Board of Directors, with the approval of the shareholders at the ensuing Annual
General Meeting.
After evaluating and considering various factors such as industry
experience, competency of the Firm, efficiency in conduct of audit, Independence etc, the
Board of Directors on the recommendation of the Audit Committee, in its meeting held on 28th
May, 2025 proposed the appointment of M/s Jain Alok & Associates, Company Secretaries,
New Delhi (C.P No. 14828, Peer review No.: 2438/2022), for a term of 5 (five) consecutive
years, i.e., to hold the office from conclusion of 15th Annual General Meeting
till the conclusion of 30th Annual General Meeting of your Company, at a
remuneration as may be mutually agreed between the Board of Directors (upon the
recommendation of the Audit Committee) and Secretarial Auditor.
M/ s Jain Alok & Associates have consented to their appointment as
Secretarial Auditors of the Company and have confirmed that if appointed, their
appointment will be in accordance with the Act and the SEBI Listing Regulations.
The Board recommends the Ordinary Resolution set out at Item No.8 of
the Notice for approval by the Members. None of the Directors and Key Managerial Personnel
of the Company or their relatives is, in any way, concerned or interested in the
Resolution set out at Item No.8 of the Notice.
(IV) Cost Auditors and Cost Records
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.
17. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY
Your Company has in place adequate internal control systems
commensurate with the size of its operations. Internal control systems comprising of
policies and procedures are designed to ensure sound management of your Company's
operations, safekeeping of its financial information and compliance. The Company's
internal audit process covers all significant operational areas and reviews the process
and control. Further, systems and procedures are periodically reviewed to keep pace with
the growing size and complexity of your Company's operations.
18. VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to the provisions of Section 177 of the Act and Regulation 22
of SEBI Listing Regulations, your Company has adopted a Vigil Mechanism / Whistle Blower
Policy
to provide a platform to the Directors and Employees of the Company to
raise concerns regarding any irregularity, misconduct or unethical matters/dealings within
the Company. The same is detailed in the Corporate Governance Report which forms part of
this Annual Report.
19. PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES
The statement of disclosure of remuneration under Section 197 of the
Act read with Rule 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is attached to this report as 'Annexure - II'.
Further, as per second proviso to Section 136(1) of the Act read with
Rule 5 of the Rules, the Board's Report and Financial Statements are being sent to the
Members of the Company including the statement of particulars of employees as required
under the said Rules. The said statement is also available for inspection by the Members
at the Registered Office of your Company on all days except Saturday, Sunday and Public
Holiday up to the date of 15th AGM i.e. 28th August, 2025 between
11:00 A.M. to 5:00 P.M. (1ST). Alternatively, the members may send an email to the Company
Secretary and Compliance Officer of the Company at investors.relation@eiepl.in in this
regard.
20. CORPORATE GOVERNANCE REPORT
Your Company emphasizes on maintaining the highest standards of
corporate governance and believes in adopting best practices and principles which
articulate through the Company's code of business conduct, Corporate Governance
Guidelines, Charter of various committees and disclosure policy. The Company fully adheres
to the standards set out by the SEBI for corporate governance practices. The report on
Corporate Governance as stipulated under the SEBI (Listing Obligation and Disclosure
Requirement) Regulation, 2015 forms part of this Annual Report and is attached as 'Annexure
- III'.
The requisite certificate from the Practicing Company Secretaries
confirming compliance with the conditions of Corporate Governance is attached to the
report on Corporate Governance.
21. CORPORATE SOCIAL RESPONSIBILITY
Pursuant to Section 135 of the Act read with the rules made thereunder,
an Annual Report on CSR activities in the prescribed proforma is annexed at 'Annexure -
IV'. The Company was required to spend 184.20 lakhs, being 2% of the average net
profits of the preceding 3 years during the year under review which have been fully
utilized. The CFO has confirmed to the Board that funds mandated were spent in line with
the approval of the CSR Committee and Board.
The Company has also formulated a Corporate Social Responsibility (CSR)
Policy which is available on the website of the Company at https://www.eiel.in/_files/
ugd/8b0bac_4d75c949e90c48a197a35fb515f8287f.pdf.
22. RISK MANAGEMENT POLICY
A Risk Management Policy to ensure sustainable business growth with
stability and to promote a pro-active approach in reporting, evaluating, and resolving
risks associated with the Company's business has been adopted, which has been placed on
the website of the Company at: www.eiel. in. The Company's management systems,
organizational structures, processes, standards, code of conduct and
behaviors together form the Risk Management System that governs how the
Company conducts its business and manages associated risks. The Company has adequate risk
management infrastructure in place capable of addressing those risks.
23. ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3) (a) of the Act, the
Company's annual return is available on its website at: https://www.eiel.in/investor.
24. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
The information on conservation of energy, technology absorption and
foreign exchange earnings and outgo as stipulated under Section 134 of the Act, read with
the Companies (Accounts) Rules, 2014, is enclosed as 'Annexure - V' to the Board's
Report.
25. PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS UNDER SECTION 186
Provisions of Section 186 except sub-section (1) of the Section are not
applicable on the Company, being a Company engaged in the business of providing
infrastructural activities.
26. SIGNIFICANT AND THE MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS
During the year under review, no significant and the material orders
were passed by the Regulators/Courts impacting the going concern status of the Company and
its future operations.
27. RELATED PARTY TRANSACTIONS
In compliance with Sections 177 and 188 of the Act, along with relevant
Rules and Regulation 23 of SEBI Listing Regulations, your Company had obtained prior
approval from the Audit Committee before engaging in any related party transactions.
All contracts / arrangements / transactions entered by the company
during the financial year with related parties as defined in the Act and the SEBI Listing
Regulations were in the ordinary course of business and on an arm's length basis.
Transactions with related parties are disclosed in Note No. 43 of both the Standalone
& Consolidated Financial Statements in the Annual Report.
The particulars of material related party transactions, referred to in
Section 188(1) of the Act during the F.Y. 2024-25 in the prescribed form AOC-2 is attached
with this report as 'Annexure VI'
The Board has approved a policy for related party transactions which
has been uploaded on the Company's website at https://www.eiel.in/_files/ugd/2514a1_
c62ed3545f4c45d4b68f18b09955fd24.pdf.
28. DISCLOSURE UNDER THE SEXUAL HARASMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place a policy on 'Prevention of Sexual Harassment'
in line with the requirements of the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder for
prevention and redressal of complaints of sexual harassments at workplace. The policy is
also available on the website of the company at https://www.eiel.in/_
files/ugd/8b0bac_78e3184706df4fafa38294f684528fd4.pdf.
All women associate (permanent, temporary, contractual and trainees) as
well as any women visiting the Company's office premises or women service providers are
covered under this Policy. Internal Complaints Committee (ICC) has been set up to redress
complaints received regarding sexual harassment.
During the year under review, no cases were filed pursuant to the
Sexual Harassment Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Company has been conducting awareness campaign in its offices to encourage its
employees to be more responsible and alert while discharging their duties.
29. DIRECTORS' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(3)(c) & 134(5) of
the Companies Act, 2013, your Board of Directors to the best of their knowledge and
ability hereby confirm that:
a) in the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to material departures;
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 as at March 31, 2025
and of the profit of the Company for that period;
c) that the Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d) the Directors have prepared the annual accounts on a going concern
basis;
e) the Directors had laid down internal financial controls to be
followed by the Company and that such internal financial controls are adequate and were
operating effectively.
f) the Directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and operating
effectively.
30. INVESTOR EDUCATION AND PROTECTION FUND
There were no amounts or shares which were required to be transferred
to the Investor Education and Protection Fund by your Company during the year ended March
31, 2025.
31. SECRETARIAL STANDARDS
During the year under review, your Company has complied with
Secretarial Standards on Meetings of the Board of Directors ("SS-1") and on
General Meetings ("SS-2") as amended and issued from time to time by the
Institute of Company Secretaries of India in terms of Section 118(10) of the Companies
Act, 2013.
32. PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
There are no proceedings initiated/pending against your Company under
the Insolvency and Bankruptcy Code, 2016 which materially impact the business of the
Company.
33. DIFFERENCE IN THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT
AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS
There were no instances where your Company required the valuation for
one time settlement and while taking the loan from the Banks or Financial institutions.
34. ACKNOWLEDGEMENT
Your directors wish to take this opportunity to express their sincere
thanks to the merchant bankers, legal counsels, Registrar to the Offer, Auditors and the
Strategic Advisors
involved with the IPO and for helping your Company in achieving the
successful IPO and listing. Your Directors would also like to thank the regulators SEBI
and ROC for enabling the Company to take its equity story to the public market. Your
Directors would like to express the appreciation to the Stock Exchanges for extending
cooperation in the listing process. Your Directors extend their heartfelt gratitude to the
shareholders for investing in the IPO and reposing their continuous trust and faith in the
Company & its management. Last but not the least, your directors also wish to place on
record their deep appreciation for the employees for the hard work, commitment and
dedication shown throughout the period.
|
For and on behalf of the Board of
Directors of |
|
Enviro Infra Engineers Limited |
|
Sd/- |
|
(Sanjay Jain) |
Date: 28.05.2025 |
Chairman & Whole Time Director |
Place: New Delhi |
DIN: 02575734 |