To
The Members,
Likhitha Infrastructure Limited
Your Directors are pleased to present the 25th (Twenty-Fifth) Annual
Report of Likhitha Infrastructure Limited ("the Company or LIL") along with
the Audited Financial Statements (Standalone and Consolidated) for the financial year
ended March 31, 2024.
FINANCIAL HIGHLIGHTS
Key highlights of the financial performance of the Company for the year ended March 31,
2024 summarized below:
( in Lakhs)
|
Standalone |
Consolidated |
Particulars |
2023-24 |
2022-23 |
2023-24 |
2022-23 |
Revenue from Operations |
42209.31 |
35076.61 |
42168.14 |
36495.50 |
Other Income |
608.92 |
784.91 |
517.69 |
423.48 |
Total Revenue |
42818.23 |
35861.52 |
42685.83 |
36918.98 |
EBITDA |
9884.00 |
8501.48 |
9870.43 |
8730.80 |
Finance costs |
135.43 |
77.66 |
135.43 |
77.66 |
Depreciation and Amortization Expenses |
767.47 |
507.21 |
767.47 |
507.21 |
Profit before tax |
8981.10 |
7916.61 |
8967.53 |
8145.93 |
Current Tax |
2424.77 |
1937.20 |
2491.57 |
2141.21 |
Deferred Tax Asset |
(46.73) |
(24.96) |
(46.73) |
(24.96) |
Profit after Tax |
6603.06 |
6004.37 |
6522.69 |
6029.68 |
Basic Earnings per Share () |
16.74 |
15.22 |
16.58 |
15.28 |
Diluted Earnings per Share () |
16.74 |
15.22 |
16.58 |
15.28 |
*Paid up share capital (face value of 5/- each) |
1972.5 |
1972.50 |
1972.50 |
1972.50 |
Reserves and Surplus |
29044.13 |
23035.19 |
28980.58 |
23035.55 |
COMPANY PERFORMANCE:
The key aspects of your Company's performance during the financial year 2023-24 are as
follows:
Standalone
Revenue from Operations increased by 20.33% YoY to 42209.31 Lakhs as against
35076.61 Lakhs in the previous year.
Operating EBITDA also increased by 16.26% YoY to 9884.00 Lakhs as against 8501.48
Lakhs in the previous year.
PAT increased by 9.97% YoY to 6603.06 Lakhs as against 6004.37 Lakhs in the
previous year.
Consolidated
Revenue from Operations increased by 15.54% YoY to 42168.14 Lakhs as against
36495.50 Lakhs in the previous year.
Operating EBITDA also increased by 13.05% YoY to 9870.43 Lakhs as against 8730.80
Lakhs in the previous year.
PAT increased by 8.18% YoY to 6522.69 Lakhs as against 6029.68 Lakhs in the
previous year.
Subsidiaries, Associates and Joint Venture Companies
As on March 31, 2024, the Company has two (02) Joint Ventures viz., CPM-Likhitha
Consortium, India and Likhitha Hak Arabia Contracting Company, Kingdom of Saudi Arabia. In
addition, your Company held 60% equity share capital in Likhitha Hak Arabia Contracting
Company, and consequently, now it became a subsidiary of the Company. There has been no
material change in the nature of the subsidiary/Joint Venture businesses.
As at March 31, 2024, none of the subsidiaries of the Company qualifies to be
considered as Material Subsidiary as per the Listing Regulations and the policy on
determining the material subsidiaries is available on the Company's website at
https://www.likhitha.co.in/img/content/policies/Policy_for_Determination_of_
Material_Subsidiaries.pdf.
Pursuant to provisions of Section 129(3) of the Companies Act, 2013 read with Companies
(Accounts) Rules, 2014, a statement containing salient features of financialstatements of
the Company's subsidiaries/ associates/Joint Ventures of the Company in Form AOC-1,
is attached as Annexure-I to this report.
Consolidated Financial Statements
As per SEBI (LODR) Regulations, 2015 and the Companies Act, 2013 read with relevant
accounting standards, the Company has preparedtheConsolidatedfinancialstatements.
The audited financial statements (both Standalone and Consolidated) together with the
Auditors Report form part of this Annual Report and separate financial statements of the
subsidiary company are available on the website of the Company at
https://www.likhitha.co.in/annual_report.html
Transfer To Reserves:
The closing balance of the retained earnings of the Company for FY 2023-24 after making
all appropriations and adjustments was stood at 28985.41 Lakhs. The Company has not
transferred any amount to general reserve during the financial year.
Dividend
The Board of Directors at their meeting held on May 27, 2024, has recommended a
dividend for the FY 2023-24 at the rate of 30% ( 1.5/-) per Equity Share of 5/-
each fully paid up, subject to approval of members at the ensuing Annual General Meeting
("AGM"). The Dividend, if approved, will be paid to shareholders whose names
appear in the Register of Members as of the record date. The record date for the purpose
of payment of dividend for the financial year ending March 31, 2024, is fixed as Tuesday,
September 17, 2024.
The total dividend payment for the financial year 2023-24 would be 591.75 lakhs on
3,94,50,000 equity shares of the Company.
As per the Income-Tax Act, 1961, dividends paid or distributed by the Company shall be
taxable in the hands of the shareholders. Accordingly, the Company makes the payment of
the dividend after deduction of tax at source (TDS).
The dividend recommended is in accordance with the Dividend Distribution Policy of the
Company. The Dividend Distribution policy is available on the Company's website at
https://www.likhitha.co.in/img/ content/policies/Dividend_Distribution_Policy.pdf.
Investor Education & Protection Fund (IEPF)
Following the provisions of Sections 124, 125, and other applicable provisions, if any,
of the Companies
Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting,
Audit, Transfer and Refund) Rules, 2016 (hereinafter referred to as "IEPF
Rules") (including any statutory modification(s) or re-enactment(s) thereof for the
time being in force), the amount of dividend remaining unclaimed or unpaid for a period of
seven consecutive years from the date of transfer to the Unpaid Dividend Account is
required to be transferred to the Investor Education and Protection Fund
("IEPF") maintained by the Central Government.
Your Company does not have any unpaid/unclaimed dividends or shares relating thereto
which are required to be transferred to the IEPF till the date of this Report. Details of
the balance in the Unpaid Dividend Account as of March 31, 2024, are given below:
( in Lakhs)
S. No Particulars |
31.03.2024 |
1 Final Dividend for FY 2022-23 |
0.44 |
2 Final Dividend for FY 2021-22 |
0.26 |
3 Interim Dividend for FY 2021-22 |
1.20 |
4 Final Dividend for FY 2020-21 |
1.45 |
Total Outstanding Amount as of March 31, 2024 |
3.35 |
Shareholders are informed that once an unclaimed dividend is transferred to IEPF, no
claim shall lie in respect thereof with the Company. The details of unclaimed dividends
are available on the Company's website at
http://www.likhitha.co.in/unclaimed_dividends.html
Ms. Pallavi Yerragonda, Company Secretary and Compliance Officer of the Company acts as
a Nodal
Material Changes and Commitments Affecting Financial Position of your Company
There are no material changes and commitments that have occurred after the end of the
financial year of the Company to which the financial statements relate and till the date
of the report, which will have an impact on the financial position of the Company.
Further, there is no change in the nature of the business of the Company.
Deposits
During the year under review, the Company has not accepted any deposits according to
the provisions of Sections 73 and 76 of the Companies Act, 2013 and rules made thereunder.
Particulars of Loans, Guarantees, and Investments
Under Section 186 of the Companies Act, 2013 and Schedule V of the Listing Regulations,
disclosure on particulars relating to Loans, Advances, Guarantees, and Investments as of
March 31, 2024, are provided in Notes to the financial statements of the Company.
Contracts and Arrangements with Related Parties
During the Year under review, all contracts / arrangements / transactions entered by
the Company with related parties were in the ordinary course of business and on an arm's
length basis. The particulars of such contracts or arrangements with related parties are
enclosed in Form AOC-2 as "Annexure-II" to this report. Further
details of related party transactions are provided in Notes to Financial Statements (both
Standalone and Consolidated).
The policy on dealing with RPT as approved by the Board is uploaded on the Company's
website at https://www.likhitha.co.in/img/content/policies/New_Related_Party_Transaction_Policy.pdf.
Outlook and Future Plans
"Management Discussion and Analysis" contains a separate section on the
Company's outlook and future plans and members may please refer to the same on this.
Share Capital
During the period under review, the Company has increased Authorized Share Capital of
the Company from 20,00,00,000/- (Rupees Twenty Crores Only) divided into 4,00,00,000
(Four Crores) equity shares of 5/- each (Rupees Five Only) to 21,60,00,000/- (Rupees
Twenty-One Crores Sixty Lakhs Only) divided into 4,32,00,000 (Four Crores Thirty-Two
Lakhs) equity shares of 5/- each (Rupees Five Only) by addition of 32,00,000 (Thirty-Two
Lakhs) Equity Shares of 5/- each (Rupees Five Only) ranking pari-passu in all respects
with the existing equity shares of the Company vide ordinary resolution passed through
postal ballot by remote e-voting dated December 09, 2023 by altering Clause V of
Memorandum of Association.
The Company's paid-up equity share capital remained at 19,72,50,000/- comprising
3,94,50,000 equity shares of 5/- each.
During the year under review, your Company has neither issued any shares with
differential voting rights nor granted any stock options or sweat equity.
QIP) ( QualifiedInstitutional Placement
During the FY 2023-24, the Board of directors proposed and approved raising of funds by
way of issuance of such number of Equity Shares having face value of 5/- each of the
Company ("Equity Shares") and/ or other eligible securities or any combination
thereof ("Securities"), for an aggregate amount not exceeding 125
Crores (Rupees One Hundred and Twenty Five Crores Only) by way of Qualified Institutional
Placement ("QIP") and the same was approved by members of the Company by virtue
of Special resolution passed on December 09, 2023 vide postal ballot notice dated November
09, 2023.
Officer.
Employees Stock Option Scheme
There is no employees stock option scheme being implemented by the Company.
Directors and Key Managerial Personnel
As of March 31, 2024, the Board comprises Seven (07) Directors viz., Four (04)
Independent Directors including One Woman Independent Director, One (01) Non-Executive
Non-Independent Director, and Two (02) Executive Directors.
Changes in directorate
i) Reappointment of Independent Directors
During the period under review, based on the recommendations of the Nomination and
Remuneration Committee and Board of Directors of the Company, the members have reappointed
the independent directors in the AGM held on September 27, 2023, as follows:
Reappointment of Mr. Venkatram Arigapudi (DIN: 08939773) as an independent director for
a second term of 3 (three) years and 6 (six) months with effect from October 31, 2023.
Reappointment of Mr. Sivasankara Parameswara Kurup Pillai (DIN: 08401552) as an
independent director for a second term of 3 (three) years with effect
Reappointment of Mr. Venkata Sesha Talpa Sai Munupalle (DIN: 08388354) as an
independent director for a second term of 3 (three) years with effect from March 28, 2024,
and to continue his directorship till his current tenure even after attaining the age of
75 years.
Reappointment of Ms. Jayashree Voruganty (DIN: 09137732) as an independent director for
a second term of 3 (three) years with effect from April 10, 2024. ii) Reappointment of
Whole Time Director
Based on the recommendations of Nomination and Remuneration Committee, Board of
Directors have re-appointed Mrs. Likhitha Gaddipati as whole time director of the
Company for a further period of three years from August 11, 2024 to August 10, 2027 (both
days inclusive), subject to approval of the members the ensuing Annual General Meeting.
iii) Retirement by rotation and subsequent re-appointment
Under the provisions of Section 152 and other applicable provisions, if any, of the Act
and the Articles of Association of the Company, Mrs. Sri Lakshmi Gaddipati (DIN:
02250598), Non-Executive Director of the Company, is liable to retire by rotation at the
ensuing Annual General Meeting and being eligible has offered herself for re-appointment.
Independent Directors
The Company has received declarations from all the Independent Directors as required
under section 149(6) of the Companies Act, 2013 along with Rules framed thereunder and
Regulation 16(1)(b) of the Listing Regulations stating that they meet the criteria of
independence. There has been no change in the circumstances affecting their status as
independent directors of the Company.
The Board has reviewed the integrity, expertise, experience, and requisite proficiency
of the independent directors and confirmed that the Independent Directors fulfill the
conditions specified in the SEBI Listing Regulations and are independent of the management
and the same is given in the Corporate Governance Report.
As prescribed under Listing Regulations and according to Section 149(6) of the Act, the
particulars of Non-Executive and Independent Directors (as of the date of signing this
report) are as under: 1. Mr. Venkata Sehsha Talpa Sai Munupalle 2. Mr. Sivasankara
Parameswara Kurup Pillai 3. Mr. Venkatram Arigapudi 4. Ms. Jayashree Voruganty
Directors and Officers Insurance (D&O')
As per the requirements of Regulation 25 (10) of the SEBI Listing Regulations, the
Company has taken D&O Insurance for all its Directors of the Company.
Key Managerial Personnel
In accordance with the provisions of Section(s) 2(51) and 203 of the Companies Act,
2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 the following are the Key Managerial Personnel of the Company as on March 31, 2024:
Sl. No Name of the KMP |
Designation |
1 Mr. Srinivasa Rao Gaddipati |
Managing Director |
2 Mrs. Likhitha Gaddipati |
Whole Time Director and Chief Financial Officer |
3 Mr. Sudhanshu Shekhar |
Chief Executive Officer |
4 Ms. Pallavi Yerragonda |
Company Secretary and Compliance Officer |
During the year under review, there are no changes in the Key Managerial Personnel of
the Company. However, Board of Directors have re-appointed Mrs. Likhitha Gaddipati as
whole time director of the Company for a further period of three years from August 11,
2024 to August 10, 2027 (both days inclusive), subject to approval of the members at the
ensuing Annual General Meeting.
Meetings of The Board
During the year under review, 5 (Five) Meetings of the Board were held as per the
Standards as outlined in the Secretarial Standard I. The maximum gap between two
consecutive board meetings was within the period as prescribed under the provisions of the
Companies Act, 2013.
Details of the meetings of the Board along with the attendance of the Directors therein
have been disclosed as part of the Corporate Governance Report forming part of this Annual
Report.
Committees of the board
As of March 31, 2024, the Board has five (5) committees and has constituted the
following committees, under the provisions of the Companies Act, 2013, and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, as applicable, which are in
place and discharging their functions as per terms of reference entrusted by the Board
from time to time:
Audit Committee
Nomination and Remuneration Committee
Stakeholders Relationship Committee
Corporate Social Responsibility Committee
Risk Management Committee
The composition, attendance, powers, and roles of the Committees are included in the
Corporate Governance Report which forms part of this Annual Report.
During the year, all recommendations of the Committees were accepted by the Board.
Policy on Directors' Appointment and Remuneration and other Details
The Nomination and Remuneration Committee has adopted a policy as per Section 178(3) of
the Companies Act, 2013 for determination of remuneration and the manner of selection of
the Board of Directors, Senior Management and Key Managerial personnel of the Company. The
Policy is available on the Company's website at http://www.likhitha.co.in/investors.html.
Criteria for selection of Non-Executive Director
The Non-Executive Directors shall be of high integrity with relevant expertise and
experience in the fields of Service Industry, Manufacturing, Marketing, Finance and
Taxation, Law, Governance and General Management.
In case of appointment of independent directors, the committee shall satisfy itself
about the criteria of independence of the directors vis-a-vis the company to enable the
board to discharge its function and duties effectively.
The committee shall ensure that the candidate identifiedfor appointment as a director
is not disqualified for appointment under Section 164 of the Companies Act, 2013.
The committee shall consider the following attributes, whilst recommending to the board
the candidature for appointment as director:
- Qualification, expertise and experience of the directors in their respective fields;
- Personal, professional or business standing;
- Diversity of the Board;
- In case of re-appointment of Non-Executive Directors, the Board shall take into
consideration the performance evaluation of the Directors and their engagement level;
Remuneration
The Non-Executive Directors shall not be entitled to receive remuneration except by way
of sitting fees, reimbursement of expenses for participation in the board/committee
meetings, and commission, if any, as approved by the Board of Directors. The independent
directors of the company shall not be entitled to participate in the Stock Option Scheme
of the company. The aggregate commission payable if any to the Non-Executive Directors
will be within the statutory limits.
Criteria for selection/appointment of Executive Directors, CS, CEO and CFO
For selection of the Executive Directors, CEO, CFO, and CS the Committee shall identify
persons of integrity who possess relevant expertise, experience, and leadership qualities
required for the position.
The Committee will also ensure that the incumbent fulfills such other criteria
concerning age and other qualifications as laid down under the Companies Act, 2013, or
other applicable laws.
Remuneration to Executive Directors
At the time of appointment or re-appointment, the Executive Director shall be paid such
remuneration as may be mutually agreed between the Company (which includes the Committee
and the Board of Directors) and the remuneration of Executive Director / Managing
Director, within the overall limits prescribed under the Companies Act, 2013.
The remuneration shall be subject to the approval of the members of the Company in the
General Meeting in compliance with the provisions of the Companies Act, 2013.
Remuneration Policy for the Senior Management Employees including CEO, CFO & CS
In determining the remuneration of Senior Management Employees, the committee shall
ensure/consider the following:
The relationship between remuneration and performance benchmark.
The balance between fixed and variable pay reflects short and long-term performance
appropriate to the working of the company and its goals, as mutually agreed.
Familiarisation Program for Independent Directors
All Independent Directors are familiarised with the operations and functioning of the
Company at the time of their appointment and on an ongoing basis.
The Familiarisation Program was conducted with an objective to provide an opportunity
to familiarise the independent directors related to the nature of the industry, the
Business model of the company, and the roles, rights, and responsibilities of independent
directors. They have the full opportunity to interact with Senior Management personnel and
Heads of the department and are provided with all documents as required and sought by them
to enable them to have a good understanding.
The details of such Familiarisation Program and other disclosures as specified under
the Listing regulations are available on the Company's website at
https://www.likhitha.co.in/code_of_conduct.html
Board Evaluation and Assessment
The Board of Directors has carried out an annual performance evaluation of Individual
Directors including the chairman of the Company, the Board as a whole and its committees
thereof, pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
Performance evaluation criteria is determined by the Nomination and Remuneration
Committee.
A structured questionnaire was prepared to evaluate the performance after seeking
inputs from the Directors, covering various aspects of the Board's functioning such as
adequacy of the composition of the Board and its Committees, Board culture, execution and
performance of specific duties, obligations, and governance.
A separate exercise was carried out to evaluate the performance of individual Directors
including the Chairman of the Board, who were evaluated on parameters such as level of
engagement and contribution at meetings, independence, safeguarding the interest of the
Company and its minority shareholders, etc.
The performance evaluation of the Independent Directors was carried out by the entire
Board (excluding the Director being evaluated), after seeking inputs from all the
directors on the effectiveness and contribution of the Independent Directors. The Process
and criteria evaluation of Performance of Independent Directors is explained in the
Corporate Governance report which forms part of the Annual Report.
The performance of the Committees was evaluated by the Board after seeking inputs from
the Committee members based on criteria such as the composition of Committees,
effectiveness of Committee meetings, etc.
The Board reviewed the performance of individual Directors based on the contributions
made during the Board and Committee meetings.
In a separate meeting of Independent Directors, the performance of Non-Independent
Directors, and the performance of the Chairman was evaluated, taking into account the
views of executive directors and non-executive directors. The Independent Directors also
assessed the quality, frequency, and timeliness of flow of information between the Board
and the management that is necessary for effective performance.
The Board of Directors has expressed their satisfaction with the evaluation process.
Particulars of Employees and Related Disclosures
The information required under Section 197(12) of the Companies Act, 2013 read with
Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
(including amendments thereto), is enclosed as Annexure-III to this Report.
Directors' Responsibility Statement
Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the
best of their knowledge and ability, confirm that:
i) In preparation of the annual accounts, the applicable accounting standards have been
followed along with proper explanation relating to material departures. ii) 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 iii) The directors have taken
proper and sufficient care for the 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; iv) The directors have prepared the annual accounts on a going
concern basis; v) The directors have laid down internal financial controls to be followed
by the company and that such internal financial controls are adequate and are operating
effectively; vi) The directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems are adequate and operating
effectively.
Adequacy of Internal Financial Controls with Reference to the Financial Statements
The Company has laid down internal financial controls through Entity level controls
inter-alia to ensure orderly and efficient conduct of business, including adherence to the
Company's policies and procedures, safeguarding of assets, prevention and detection of
fraud and errors, the accuracy and completeness of accounting records and timely
preparation and reporting of reliable financial statements/information. The Company has
the Risk Assessment and Control Matrix for all processes involved in financial reporting
and periodically tested them for design and operating effectiveness.
The evaluations of these internal financial controls were done through the internal
audit process and were also reviewed by the Statutory Auditors. Based on their view of
these reported evaluations, the directors confirm that, for the preparation of financial
statements for the financial year ended March 31, 2024, the applicable Accounting
Standards have been followed and the internal financial controls are generally found to be
adequate and were operating effectively & that no significant deficiencies were
noticed.
Corporate Social Responsibility (CSR)
The Board of Directors has constituted the Corporate Social Responsibility (CSR)
Committee in accordance with the provisions of section 135 of the Companies Act, 2013. The
CSR Committee confirms that the implementation and monitoring of the CSR Policy was done
in compliance with the CSR objectives and policy of the Company.
During the financial year 2023-24, the Company has spent 118.70 Lakhs towards CSR
expenditure. The Company has contributed CSR funds that were aligned with Schedule VII of
the Companies Act, 2013.
The Policy on Corporate Social Responsibility is available on the Company's website at
https://www.likhitha. co.in/img/content/CSR/CSR_Policy.pdf. The Annual Report on CSR
activities undertaken during the year as required under the Companies (Corporate Social
Responsibility Policy) Rules, 2014 is enclosed as Annexure-IV to this report. For
other details regarding the CSR Committee, please refer to the Corporate Governance
Report, which is a part of this report.
Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo
The information on the conservation of energy, technology absorption, and foreign
exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013
read with Rule 8 of the Companies (Accounts) Rules, 2014, is enclosed as Annexure-V
to this report.
Risk Management
The Company has formulated a Risk Assessment and Management Policy and has in place a
mechanism to identify various elements of risks, which, in the opinion of the Board, may
threaten the existence of the Company and contain measures to mitigate the same.
The Board of Directors has constituted a Risk Management Committee in compliance with
provisions of Regulation 21 of SEBI (LODR) Regulations, 2015 to monitor and review the
risk management plan, process, and mitigation of internal and external risks. The Company
periodically reviews its Risk Management Policy and improves the adequacy and
effectiveness of its risk management systems.
The Risk Assessment and Management Policy of the Company is available on the Company's
website at
https://www.likhitha.co.in/img/content/policies/Risk_Assessment_and_Management_Policy.pdf
Vigil Mechanism
In pursuance to the Provisions of Section 177(9) & (10) of the Companies Act, 2013,
and Regulation 22 of SEBI (LODR) Regulations, 2015, the Company has established a Vigil
mechanism by framing a policy named "Likhitha Whistle Blower Policy" for
Directors and employees to report genuine concerns or grievances. The policy on the vigil
mechanism is available on the Company's website at https://likhitha.co.in/img/content/
policies/Whistle_Blower_Policy.pdf.
The policy lays down a framework and process, which provides a platform to disclose
information, confidentially and without fear of reprisal or victimization, where there is
reason been serious malpractice, fraud, impropriety, abuse or wrongdoing, grievances about
leakage of unpublished price sensitive information (UPSI), illegal and unethical behavior
within the Company to the Chairman of the Audit Committee.
Auditors And Auditors' Report
Statutory Auditors
In terms of provisions of Section 139 of the Act, M/s. NSVR & Associates LLP,
Chartered Accountants (Firm Registration No.: 008801S) were appointed as Statutory
Auditors of the Company for a term of five consecutive years to hold office from the 20 th
Annual General Meeting (AGM) to hold office till the conclusion of the 25th AGM of the
Company.
Based on the recommendation of the Audit Committee, the Board of Directors of the
Company, subject to the approval of the members at the ensuing AGM has approved the
re-appointment of M/s. NSVR & Associates LLP, as the Statutory Auditors of the Company
to hold office for a period of 5 (five) consecutive years from the conclusion of the 25th
AGM till the conclusion of the 30th AGM to be held in the Financial Year 2029-30. The
requisite resolution for approval by the members of the Company has been set out in the
Notice of the 25th AGM of your Company.
M/s. NSVR & Associates LLP, Chartered Accountants have given their consent to be
re-appointed as the Statutory Auditors of your Company and have confirmed that the said
re-appointment, if made, will be in accordance with the conditions prescribed under
Sections 139 and 141 of the Act.
The Statutory Auditors of the Company have issued Audit Reports on the Standalone and
Consolidated Annual Financial Statement of the Company or the FY 2023-24 is part of this
Annual Report. There were no qualifications, reservations or adverse remarks or
disclaimersmade by the Statutory Auditor in their report.
Internal Auditors
Based on the recommendations of the Audit Committee, the Board of Directors at their
meeting held on May 27, 2024, have re-appointed M/s. Mukul Tyagi & Associates,
Chartered Accountants as Internal Auditors of the Company for the financial year 2024-25.
There were no adverse observations or remarks or disclaimers made by the Internal Auditors
in their report for the financialyea r ended March 31, 2024.
Secretarial Auditors
Based on the recommendations of the Audit Committee, the Board of Directors at their
meeting held on May 27, 2024, have re-appointed M/s. VCAN & Associates, Practising
Company Secretaries, Hyderabad as a Secretarial Auditors of the Company for the financial
year 2024-25. M/s. VCAN & Associates have conducted the Secretarial Audit for the
financial year 2023-24 and the Secretarial Audit Report, in Form MR-3, forms part of this
Report as Annexure-VI. There were no qualifications, reservations, or adverse
remarks or disclaimers made by Secretarial Auditor in their report.
Secretarial Standards
Your Company has devised proper systems to ensure compliance with provisions of all
applicable Secretarial Standards issued by the Institute of Company Secretaries of India
and that such systems are adequate and operating effectively.
Material Orders Passed by the Regulators
orders have been passed by the Re Nosignificant gulators or courts or tribunals
impacting the going concern status and the Company's operations in the future.
Annual Return
In accordance with the provisions of Section 92 and Section 134 of the Companies Act,
2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014,
(as amended), the Annual Return for the financialyear ended March 31, 2024, is available
on the website of the Company at http://www.likhitha. that there has
co.in/annual_returns.html
Management and Discussion Analysis
Pursuant to the provisions of Regulation 34(2) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 a report on Management Discussion &
Analysis is presented in a separate section forming part of this annual report.
Corporate Governance
Your company practices the best corporate governance procedures to uphold the true
spirit of law, integrity, and transparency by adhering to our core values with an
objective of maximizing stakeholders value. The Report on Corporate Governance, pursuant
to the provisions of SEBI (Listing Obligations and Disclosure
Requirements)Regulations,2015isenclosedas e obtained from certificat Annexure-VII,and
the Secretarial Auditors confirming compliance withCorporateGovernancerequirements as
provided in the aforesaid Regulations is annexed to this report.
Business Responsibility and Sustainability Report
The Business Responsibility and Sustainability Report ("BRSR") of your
Company for the year ended March 31, 2024 forms part of this Annual Report as required
under Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 as Annexure VIII.
Listing of Equity Shares
The Company's equity shares are listed on the following Stock Exchanges: i) BSE
Limited, Phiroze JeeJeebhoy Towers, Dalal Street, Mumbai - 400 001, Maharashtra, India;
and ii) National Stock Exchange of India Limited, Exchange Plaza, Floor 5, Plot No. C/1, G
Block, Bandra-Kurla Complex, Bandra (East), Mumbai 400051, Maharashtra, India.
The Company has paid the Annual Listing Fees to the said Stock Exchanges for the
Financial Year 2024-25.
Prevention of Sexual Harassment of Women at Workplace Policy
The Company has zero tolerance for sexual harassment at the workplace and has adopted a
policy on prevention, prohibition, and Redressal of sexual harassment at the workplace in
line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, and the rules framed thereunder.
The Company has duly constituted an Internal Complaints Committee (ICC) as required
under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.
The present composition of ICC is as under
Mrs. Sri Lakshmi Gaddipati - |
Presiding Officer |
Mrs. Likhitha Gaddipati - |
Member |
Mrs. Yamini Makana - |
Member |
Mr. Mahesh Gudise - |
Member |
The following is a summary of sexual harassment complaints received and disposed off
during the year:
S. No. Particulars |
Status of the No. of complaints received and disposed off |
1. Number of complaints on Sexual harassment received in the year |
Nil |
2. Number of Complaints disposed off during the year |
Nil |
3. Number of cases pending for more than ninety days |
Not Applicable |
4. Number of workshops or awareness programme against sexual
harassment carried out |
The Company regularly conducts necessary awareness programs for its
employees. |
5; Nature of action taken by the employer or district officer |
Not Applicable |
The Company's Policy for prevention of sexual harassment is available on the Company's
website at https://
www.likhitha.co.in/img/content/policies/Policy_on_prevention_of_Sexual_Harassment.pdf
Insurance
All the properties of the Company, including buildings, plants and machinery and stocks
have been adequately insured.
Industrial Safety and Environment
The utmost importance continues to be given to the safety of personnel and equipment in
all the plants of the Company. The Company reviews thoroughly the various safety measures
adopted and takes effective steps to avoid accidents. Safety drills are also conducted at
regular intervals to train the employees to take timely and appropriate action in case of
accidents.
Green Initiative
The Ministry of Corporate Affairs (MCA) has taken a green initiative in Corporate
Governance by allowing paperless compliance by the Companies and permitting the service of
Annual Reports and other documents to the shareholders through electronic mode subject to
certain conditions and the Company continues to send Annual Reports and other
communications in electronic mode to those members who have registered their email IDs
with their respective depositories. Members may note that Annual Reports and other
communications are also made available on the Company's website https://www.likhitha.co.in
and websites of the Stock Exchanges i.e., BSE Limited, and National Stock Exchange of
India Limited.
Industrial Relations
Industrial relations have been cordial during the year under review and your directors
appreciate the sincere and efficient services rendered by the employees of the Company at
all levels towards the successful working of the Company.
Human Resources
The Company considers its Human Resources as the key to achieving its objectives. Our
HR and Operations Department works closely with Senior Management to devise strategies
that attract talent and enhance capabilities. The employees are sufficiently empowered and
enabled to work in them to achieve higher levels of performance. It is the unwavering
commitment of our employees that propels us forward and enables us to fulfil the Company's
vision. Your Company appreciates the contribution of its dedicated employees.
We believe that our employees are our most valuable asset. Your Company is also focused
on the overall well-being of its employees. We are committed to creating a positive work
environment that prioritizes the health, safety, career growth and development of our
employees. The Company took various initiatives to keep the employees productive and
engaged with various employee training and awareness programs. we strengthen our
collective capabilities and pave the way for continued success.
General
Your directors state that no disclosure or reporting is required in respect of the
following items as there were no transactions on these items during the year under review:
Issue of equity shares with differential voting
Issue of shares (including sweat equity shares) to employees of the Company under any
scheme.
Maintenance of Cost Records as specified by the Central Government under Section 148(1)
of the Companies Act, 2013, is not required by the Company.
Neither the Managing Director nor the Whole-time Directors of the Company receive any
remuneration or commission from any of its subsidiaries.
There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.
There was no instance of one-time settlement with any Bank or Financial Institution.
Acknowledgements
Your directors take this opportunity to thank our customers, vendors, investors,
bankers, Government of India, State Governments of India, Regulatory and statutory
authorities, shareholders, and the society at large for their valuable support and
cooperation. The Board of Directors wish to place on record its sincere appreciation for
the contribution made by our employees at all levels. Our consistent growth was made
possible by their hard work, solidarity, cooperation, and support.
On behalf of the Board of Directors |
For Likhitha Infrastructure Limited |
Sd/- |
Sd/- |
Srinivasa Rao Gaddipati |
Likhitha Gaddipati |
Managing Director |
Whole Time Director & CFO |
DIN: 01710775 |
DIN: 07341087 |
Place : |
Hyderabad |
Date : |
August 09, 2024 |