To
The Members
Your Directors have pleasure in presenting the THIRTY EIGHTH ANNUAL REPORT together
with the Audited Accounts of the Company for the year ended 31st March 2022 .
FINANCIAL HIGHLIGHTS (Amount in Lakhs)
| PARTICULARS |
YEAR ENDED 31.03.2022 |
YEAR ENDED 31.03.2021 |
| Revenue |
4.53 |
4.78 |
| Other Income |
0.02 |
0.28 |
| Total Income |
4.55 |
5.06 |
| Expenditure |
23.42 |
16.75 |
| Profit/Loss for the year before tax |
(18.87) |
(11.69) |
| Income tax |
- |
- |
| Deferred Tax |
- |
- |
| Profit / (Loss) after tax |
(18.87) |
(11.69) |
OPERATIONS:
During the financial year under review the overall performance of the company was
Declined when compared to previous financial year; the Overall turnover of the Company was
4.55 lakhs as compared to last year turnover of Rs 5.06 Lakhs and the Net loss is Rs.
(18.87) Lakhs for financial year 2021-22 when compared to a Net loss of Rs. (11.69) Lakhs
during the previous year
DIVIDEND:
Due to inadequate profits your Directors do not recommend any dividend for the
Financial Year 2021-22.
TRANSFER TO RESERVES:
The Company did not transfer any amount to the Reserves for the Financial Year ended
March 31, 2022.
SUBSIDIARIES
The Company did not have any subsidiary or joint venture or associate company.
DIRECTORS/KMP
Mrs. Lakshmi Satyasri Nekkanti, Director of the Company retire by rotation at the
ensuing Annual General Meeting and being eligible, offers herself for reappointment.
Mr. Visweswara Rao Kothapalli is appointed as CFO of the Company.
For Directors seeking appointment/re-appointment in the forth coming Annual General
Meeting of the Company; the particulars as required to be disclosed in accordance with
Regulations 17 to 27 and para C, D & E of Schedule V of SEBI (Listing Obligations
& Disclosure Requirements) 2015, forms part of Corporate Governance Report.
The company has received declarations from all the Independent Directors of the Company
confirming that they meet with the criteria of independence as prescribed both under
sub-section (6) of section 149 of the companies Act, 2013 and under SEBI (LODR) 2015.
FIXED DEPOSITS
The Company has neither accepted nor renewed any deposits falling within the provisions
of Section 73 and 76 of the Companies Act, 2013 read with the Companies (Acceptance of
Deposits) Rules, 2014 from its member and public during the Financial Year.
BOARD MEETINGS:
The Company has conducted 5 board meetings during the year on following dates and All
the Directors attended the all the meetings.
| 24th June 2021 |
12th August 2021 |
31st August 2021 |
| 12th November 2021 |
10th February 2022 |
|
COMPOSITION OF BOARD COMMITTEES
We have in place all the Committees of the Board which are required to be constituted
under the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. A detailed note on the Board and its committees is provided under the
Corporate Governance Report section in this Annual Report.
The Present Composition of various Committees of the Board is hereunder:
| Audit Committee |
|
| Mr. Y Mallikarjuna Rao |
- Chairman |
| Mrs. Lakshmi Nekkanti Satyasri |
- Member |
| Mr. Jaya Mahadev Yerramsetti |
- Member |
| Nomination and Remuneration Committee |
|
| Mr. Y Mallikharjuna Rao |
- Chairman |
| Mrs. Lakshmi Nekkanti Satyasri |
- Member |
| Mr. Jaya Mahadev Yerramsetti |
- Member |
| Stakeholders Relationship Committee |
|
| Mr. Y Mallikharjuna Rao |
- Chairman |
| Mrs. Lakshmi Nekkanti Satyasri |
- Member |
| Mr. Jaya Mahadev Yerramsetti |
- Member |
BOARD EVALUATION
The performance evaluation of all the Directors and that of the Board as a whole and
its committees was conducted based on the criteria and framework adopted by the board. The
Nomination and Remuneration Committee carried out independent evaluation of every
Directors performance. The outcome of the board evaluation for the FY 2021-22 was
discussed by the said committee as well as by the Board.
The manner in which the formal annual evaluation has been made by the Board and other
related details are enumerated in the Corporate Governance Report, which is annexed to the
Boards Report. None of our Independent Directors is due for reappointment.
POLICY ON DIRECTORS APPOINTMENT, REMUNERATION, ETC.,
The following policies are attached herewith as part of Corporate Governance as
mentioned in "Annexure-D".
1. Policy for selection of Directors and determining Directors Independence; and
evaluation mechanism.
2. Remuneration Policy for Directors, Key managerial Personnel and other employees.
INTERNAL FINANCIAL CONTROL SYSTEMS
We have adopted policies and procedures which enables implementation of appropriate
internal financial controls across the organization and also ensures the orderly and
efficient conduct of business, including adherence to the Companys policies, the
safeguarding of its assets, the prevention and detection of fraud, error reporting
mechanism, the accuracy and completeness of the accounting records, and timely preparation
of reliable financial disclosures. Internal Financial Controls are an integrated part of
the Risk Management Process, addressing financial and financial reporting risks. The
Internal Financial Controls have been documented, digitized and embedded in the business
process
Assurance on the effectiveness of the Internal Financial Controls is obtained through
our management reviews; control self-assessment, continuous monitoring by functional
experts as well as testing of the Internal Financial Control systems by the Internal
Auditor during the course of audits. We believe that these systems provide reasonable
assurance that our Internal Financial Controls are commensurate with the requirements of
our organization.
POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORK PLACE:
We strongly support the rights of all our employees to work in harassment - free
environment. The Company has adopted a Policy on Prevention, Prohibition and Redressal of
Sexual Harassment at workplace as per the provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder.
The policy aims to provide protection to Employees at the workplace and prevent and
redress complaints of sexual harassment and for matters connected or incidental thereto,
with the objective of providing a safe working environment, where Employees feel secure.
The Company has also constituted an Internal Committee, known as Anti Sexual Harassment
Committee to address the concerns and complaints of sexual harassment and to recommend
appropriate action.
We further confirm that during the year under review, there were no cases filed
pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.
CORPORATE SOCIAL RESPONSIBILITY
Since our Company does not fall within any of the parameters specified under the
provisions of Section 135 of the Companies Act, 2013 read with Rules made thereunder,
reporting pursuant to Section 134(3) (o) is Not Applicable.
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to Section 134 (5) of the Companies Act, 2013, your Directors confirm that to
the best of their knowledge and belief and according to the information and explanation
obtained by them,
i. In the preparation of the annual accounts, the applicable accounting standards have
been followed along with proper explanation relating to material departures;
ii. Such accounting policies as mentioned in the notes to the financial statements have
been selected and applied consistently and judgments and estimates that are reasonable and
prudent made so as to give a true and fair view of the state of affairs of the Company at
the end of the financial year 202122 and of the profit or loss of the Company for that
period;
iii. Proper and sufficient care has been taken 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;
iv. The annual accounts for the year 2021-22 have been prepared on a going concern
basis.
v. That proper internal financial controls were in place and that the financial
controls were adequate and were operating effectively.
vi. That system to ensure compliance with the provisions of all applicable laws were in
place and were adequate and operating effectively.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Pursuant to the provisions of section 177 (9) and read with all other applicable
provisions of the Companies Act, 2013 and the Companies (meetings of board and its powers)
Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time
being in force) and Regulation 22 of SEBI (Listing Obligations & Disclosure
Requirements) 2015, The Company has a Whistle Blower Policy framed to deal with instance
of fraud and mismanagement, if any in the Group. The details of the Policy are explained
in the Corporate Governance Report and also posted on the website of the Company.
RISK MANAGEMENT
Pursuant to the provisions of section 134 (3) (n) and read with all other applicable
provisions of the Companies Act, 2013 and the Companies (Accounts) Rules, 2014 (including
any statutory modification(s) or re-enactment thereof for the time being in force) and
Regulation 21 of SEBI (Listing Obligations & Disclosure Requirements) 2015, the Risk
management is Not applicable to the Company.
AUDITORS:
Pursuant to the provisions of Section 139(2) of the Companies Act, 2013, M/s. M N
Rao & associates, Chartered Accountants, Hyderabad (Registration No. 005386S) appointed
as Statutory Auditors of the Company for a period 5 years from the conclusion of 38th
Annual General Meeting to till the conclusion of 43rd Annual General Meeting at
such remuneration as decided by the Board.
RELATED PARTY TRANSACTIONS
All related party transactions that were entered into during the financial year were on
an arms length basis and were in the ordinary course of business. 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.
All related party transactions are placed before the Audit Committee as also the Board
for approval. Prior omnibus approval of the Audit Committee is obtained as per Regulation
23 of SEBI (Listing Obligations & Disclosure Requirement) 2015, for the transactions
which are of a foreseen and repetitive nature. The Company has developed a Policy on
Related Party Transactions for the purpose of identification and monitoring of such
transactions.
The Policy on Related Party Transactions as approved by the Board is uploaded on the
website of the Company. The particulars of contracts or arrangements with related parties
referred to in sub-section (1) of Section 188 of the Companies Act, 2013 is referred in
Notes to Accounts.
INTERNAL AUDITOR:
The Board of Directors based on the recommendation of the Audit Committee has
re-appointed M/s. VNS Srinivasa Rao, Chartered Accountants, Hyderabad, as the Internal
Auditors of your Company. The Internal Auditors are submitting their reports on quarterly
basis.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Details of Loans, Guarantees and Investments covered under the provisions of Section
186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There have been no material changes and commitments affecting the financial position of
the Company which have occurred between the end of the financial year of the Company to
which the financial statements relate and the date of the report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
The information on 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 annexed herewith as "Annexure
A" to this report.
MANAGEMENT DISCUSSION & ANALYSIS
Pursuant to the provision of Schedule V of SEBI (Listing Obligations & Disclosure
Requirements) 2015, a report on Management Discussion & Analysis is set out as an "Annexure
B".
CORPORATE GOVERNANCE:
The Company has been making every endeavor to bring more transparency in the conduct of
business. As per the requirements of Listing Agreement with the Stock Exchanges, a
compliance report on corporate Governance for the year 2021-2022 and a certificate from
the Secretarial Auditors of the Company are furnished as a part of this Annual Report "Annexure
C"
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 Company has
appointed M/s. PS Rao & Associates, a firm of Company Secretaries in Practice to
undertake the Secretarial Audit of the Company. The Secretarial Audit Report is annexed
herewith as "Annexure D" to this report.
ANNUAL RETURN
In accordance with Section 134 (3) (a) of the Companies Act, 2013, a copy of Annual
Return in the prescribed format i.e. Form MGT-7 is placed on the website of the Company
and may be accessed at Link: www.sourceindustriesindia.com
PARTICULARS OF EMPLOYEES:
The information required pursuant to Section 197 read with Rule 5 (1) of The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees
of the Company is herewith annexed as Annexure F to this report and Rule 5 (2) Of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, No
employee of your company is in receipt of remuneration exceeding Rs. 8, 50,000 per month
or Rs. 1, 02, 00,000 per annum during the Financial Year.
LISTING FEE:
Your Companys shares are presently listed and traded on the BSE Limited; Your Company
is regular in paying the listing fee to the BSE Limited.
DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END
OF THE FINANCIAL YEAR:
No application was made or any proceedings pending under the IBC, 2016 during the year
ended on 31st March, 2022.
DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONETIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF:
Not Applicable
ACKNOWLEDGEMENTS:
Your Directors place on record their appreciation and gratitude for the continuous
support and assistance extended by all the Statutory Authorities. The Board also extends
its heartfelt gratitude to the Creditors and Shareholders for the confidence reposed by
them in the Company Your Directors also place on record their sincere appreciation for the
continued contributions made by the employees at all levels.
|
By order of the Board |
|
For Source Industries (India) Limited |
|
Sd/- |
Sd/- |
|
Sudhakar Navath |
Lakshmi Nekkanti Satyasri |
|
Managing Director |
Director |
| Place: Hyderabad |
(DIN: 06785232) |
(DIN: 07223878) |
| Date : 29.08.2022 |
|
|
+91-9892691696
