Anna Infrastructures Ltd Directors Report.

To,

The Members,

Anna Infrastructures Limited

Your Directors have the pleasure of presenting the Twenty Eighth Annual Report of the Company on the business and operations of the Company, together with Audited Statement of Accounts for the year ended March 31, 2020.

1. FINANCIAL RESULTS

The Companys performance during the financial year ended March 31, 2020 as compared to the previous financial year is summarized as below:

Current Year ended 31/03/2020 Previous Year Ended 31/03/2019
Revenue from Operations before tax, interest & depreciation 11,532,979.00 8,721,298.00
Less: Depreciation 819,639.00 799,236.00
Less: Finance Charges 429,524.00 166,455.00
Profit Before Tax 2,901,621.00 3,513,847.00
Provision for Tax 657,982.00 931,102.00
Profit After Tax 2,243,639.00 2,582,745.00
Add: Balance brought forward from previous year 42,880,251.00 40,297,506.00
Profit available for appropriation 45,123,890.00 42,880,251.00
Balance to be carried forward to the balance sheet 45,123,890.00 42,880,251.00

2. STATE OF COMPANYS AFFAIRS

The Company is engaged in the activities of Lands for Real Estate Development. On the real estate development front, the Company develops residential, commercial, & social infrastructure projects. There was no change in the nature of business of the Company, during the year under review.

During the year under review, your Companys total revenue stood at Rs 1,21,44,090 as at 31st March, 2020 as compared to Rs. 92,24,410 as at 31st March, 2019.

At present the Authorized Share Capital of the Company is Rs. 5,00,00,000/- (Rupees Five Crore only) divided into 50,00,000 Equity Shares of Rs. 10/- each and the Paid-up Share Capital is Rs. 3,80,00,000/- (Rupees Three Crore Eighty Lacs only), divided into 38,00,000 Equity Shares of Rs. 10/- each.

3. DIVIDEND

Considering the market conditions, Companys performance was good during the year under review, but the Company wants to invest as much as possible into further growth so your Directors has recommended not to pay any dividend for the year under review.

4. TRANSFER TO RESERVES

It is not proposed to transfer any amount to reserves out of the profits earned during financial year ended 2019-20.

5. DEPOSITS

During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014. As on April 1, 2019, no amounts were outstanding which were classified as ‘Deposits under the applicable provisions of Companies Act, 2013 and hence, the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Companies Act, 2013 is not applicable.

6. SHARE CAPITAL

During the financial year under report, the Company has neither made any issue of equity shares with differential voting rights, sweat equity shares or under employee stock options scheme nor it has made any provision of money for purchase of its own shares by employees or by trustees for the benefit of employees.

7. DETAILS OF SUBSIDIARY / JOINT VENTURE / ASSOCIATE COMPANIES

As on 31st March, 2020, the Company does not have any subsidiary or joint venture and associate company.

8. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

Director retiring by rotation

Pursuant to Section 152 read with Section 149(13) of the Companies Act, 2013 and in accordance with the Article of Association of the Company, Mr. Ramesh Chand Agarwal, Non-Executive Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. The Board of Directors recommends his re-appointment.

Independent Director

During the year Mr. Shambhu Dayal Agarwal was ceased to be the Independent Director of the Company and Mr. Vivek Agarwal was appointed as Independent Director to hold office for 5 consecutive years w.e.f August 1, 2019.

Mrs. Kusum Singhal (DIN: 07142552) and Mr. Rhythm Garg (DIN: 02881514), the Independent Directors of the Company were appointed for a period of five years on September 25, 2015. Such term of appointment of the Independent Directors shall come to an end on March 30, 2020 and April 10, 2020.

In view of the same, the Board of Directors on basis the recommendation of the Nomination and Remuneration Committee proposed to re-appoint Mrs. Kusum Singhal and Mr. Rhythm Garg as the Independent Directors for a second term of five years at the ensuing Annual General Meeting for the approval of the Members by way of special resolution. Brief details of Directors proposed to be appointed/re-appointed as required under Regulation 36 of the Listing Regulations are provided in the Notice of the Annual General Meeting.

Pursuant to the provisions of sub-section (7) of Section 149 of the Companies Act, 2013, the Company has received individual declarations from all the Independent Directors confirming that they fulfill the criteria of independence as specified in Section 149(6) of the Companies Act, 2013.

Whole Time Director

Mr. Anil Kumar Agarwal (DIN: 00399487) the Whole Time Director of the Company was appointed for a period of five years on September 25, 2015. Such term of appointment of the Whole Time Directorship shall come to an end on May 30, 2020.

In view of the same, the Board of Directors on basis the recommendation of the Nomination and Remuneration Committee proposed to re-appoint Mr. Anil Kumar Agarwal as Whole Time Director of the Company for a second term of five years at the ensuing Annual General Meeting for the approval of the Members by way of special resolution. Brief details of Directors proposed to be appointed/re-appointed as required under Regulation 36 of the Listing Regulations are provided in the Notice of the Annual General Meeting.

Woman Director

Pursuant to the provisions of Section 149, subsection (7) of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Mrs. Kusum Singhal holds position of a Non-Executive (Independent) Woman Director of the Company.

All of the Directors of the Company have confirmed that they are not disqualified under provisions of Section 164 of the Companies Act, 2013 from being appointed / continue to hold position of Directors of the Company.

Key Managerial Personnel

Due to the sudden demise of Mr. Narendra Kumar Singh who was holding the position of Chief Financial Officer of the Company Mr. Amit Bose offers himself to be appointed as Chief Financial Officer, his eligibility and his appointment was duly recommended by Nomination & Remuneration Committee, has been appointed as Chief Financial Officer w.e.f September 1st, 2020.

Miss Kanchan Agarwal continues to hold the position of Company Secretary cum Compliance Officer of the Company.

Remuneration Policy

The Company follows a policy on remuneration of Directors and Senior Management Employees. The policy has been approved by the Nomination & Remuneration Committee and the Board of Directors. More details on the same have been given in the Corporate Governance Report.

9. BOARD AND COMMITTEE MEETING Number of Board Meetings

The Board of Directors met 9 times during the financial year ended March 31, 2020 in accordance with the provisions of the Companies Act, 2013 and rules made thereunder, the details of which has been given in the Corporate Governance Report. Directors of the Company actively participated in the meetings and contributed valuable inputs on the matters brought before the Board of Directors from time to time.

Number of Committees Meeting

The Audit Committee met 4 times during the financial year ended March 31, 2020. The Stakeholders Relationship Committee met 4 times during the financial ended March 31, 2020. The nomination and remuneration committee met 4 times during the financial year ended March 31, 2020. Members of the Committees discussed the matter placed and contributed valuable inputs on the matters brought before.

Additionally, during the financial year ended March 31, 2020 the Independent Directors held a separate meeting on 31st March, 2020 in compliance with the requirements of Schedule IV of the Companies Act, 2013 and the provisions of SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015.

10. COMMITTEES OF THE BOARD

Currently, the Company has three committees viz; Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee which has been established as a part of the better corporate governance practices and is in compliance with the requirements of the relevant provisions of applicable laws and statutes.

The details with respect to the compositions, terms of reference, scope and powers, roles, meetings etc. of the relevant committees are given in detail in the Corporate Governance Report forming part of this Annual Report.

11. CORPORATE SOCIAL RESPONSIBILITY

During the financial year under report, your Company has not met the criteria laid down under the provisions of Section 135(1) of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 and accordingly the provisions including but not limited up to constitution of Corporate Social Responsibility Committee and formulation / implementation of a policy on Corporate Social Responsibility are not applicable to the Company.

12. PERFORMANCE EVALUATION OF THE BOARD

In accordance with the provisions of Regulation 17(10) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Schedule IV of the Companies Act, 2013, evaluation of performance of Independent Directors by the Non Independent Directors and review of performance of Non Independent Directors and the Board as a whole by the Independent Directors was made during the financial year under report. The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

This may be considered as a statement under provisions of Section 134(3)(p) of the Companies Act, 2013 and Rule 8(4) of the Companies (Accounts) Rules, 2014. More details on the evaluation mechanism are given in the Corporate Governance Report.

13. VIGIL MECHANISM FOR THE DIRECTORS AND EMPLOYEES

The Company has established a vigil mechanism, through a Whistle Blower Policy, where Directors and employees can voice their genuine concerns or grievances about any unethical or unacceptable business practice. A whistle-blowing mechanism not only helps the Company in detection of fraud, but is also used as a corporate governance tool leading to prevention and deterrence of misconduct.

It provides direct access to the employees of the Company to approach the Compliance Officer or the Chairman of the Audit Committee, where necessary. The Company ensures that genuine Whistle Blowers are accorded complete protection from any kind of unfair treatment or victimization.

The Whistle Blower Policy is disclosed on the website of the Company at www.annainfrastructures.com.

14. RISK MANAGEMENT POLICY

The Company has developed and implemented a Risk Management Policy to meet the risks associated with the business of the Company. Business risk evaluation and management is an ongoing process within the Company. The assessment is periodically examined by the Risk Management Audit Committee of the Board.

15. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS UNDER SECTION 186

The details of loans given, investments made, guarantees given and securities provided under Section 186 of The Companies Act, 2013 are as under:

Name of Borrower Amount of Loan as on 31.03.2020 Rate of Interest on which loan given Limit Passed by Board Resolution
- - - -

16. PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

All related party transactions that were entered during the financial year under report were in the ordinary course of business of the Company and were on arms length basis. There were no materially significant related party transactions entered by the Company with its Promoters, Directors, Key Managerial Personnel or other persons, which may have a potential conflict with the interest of the Company.

Since no material related party transactions were entered by the Company and all the transactions entered into by the Company with its related parties were in the ordinary course of business and on an arms length basis, disclosure in the Form AOC-2 is not required to be given.

17. INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls related to financial statement. During the year, such controls were tested and no reportable material weaknesses were observed by Internal Auditors of the Company for inefficiency or inadequacy of such controls. Some of the controls are outlined below:

? The Company has adopted accounting policies, which are in line with the Accounting Standards and other applicable provisions of the Companies Act, 2013;

? Changes in polices, if any, are approved by the Audit Committee in consultation with the Auditors;

? In preparing the financial statement, judgment and estimates have been made based on sound policies. The basis of such judgments and estimates are approved by the Auditors and the Audit Committee.

18. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, Extract of the Annual Return for the financial year ended March 31, 2020 made under the provisions of Section 92(3) of the Act is attached as Annexure II which forms part of this Report.

19. PARTICULARS OF EMPLOYEES AND REMUNERATION

Your Directors appreciate the significant contribution made by the employees to the operations of your Company during the period.

The information required on particulars of employees as per Section 197(12) of the Companies Act, 2013 and Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in a separate Annexure III to this Directors Report.

As per the provisions contained in the proviso to Section 136(1) of the Companies Act, 2013, the aforesaid particulars are not being sent as a part of this Annual Report. Any Member interested in obtaining a copy of the same may write to the Company Secretary at the registered office of the Company.

20. AUDITORS

The matters related to Auditors & their Reports are as under:

Statutory Auditors

In terms of Section 139 of the Companies Act, 2013, M/s Vinay Bansal & Associates, Chartered Accountants have been appointed as Statutory Auditor of the Company in the 25th Annual General Meeting held on September 26, 2017 for 5 years and same was confirmed by the Shareholders at 25th Annual general Meeting pursuant to Section 40 of the Companies (Amendment) Act, 2017 as notified by Ministry of Corporate Affairs vide its notification dated May 7, 2018.

Secretarial Auditors

As required under provisions of Section 204 of the Companies Act, 2013 and Rules framed thereunder, the Board has appointed the existing Secretarial Auditors of the Company, M/s Satyendra Sharma & Associates, Practicing Company Secretaries, for conducting the Secretarial Audit for the FY 2019-20 and FY 2020-21.

The Report in respect of the Secretarial Audit carried out by M/s Satyendra Sharma & Associates, Practicing Company Secretaries, in Form MR-3 for the Financial Year 2019-20 forms part of this report as Annexure IV. The said report does not contain any adverse observation or qualification or modified opinion requiring explanation or comments from the Board under Section 134 (3) of the Companies Act, 2013.

Internal Auditors

In accordance with the provisions of Section 138 of the Companies Act, 2013 and Rules framed thereunder, your Company has appointed Mr. Atul Kakkar, Chartered Accountant, Proprietor, as the Internal Auditors of the Company and takes his suggestions and recommendations to improve and strengthen the internal control systems. His scope of work includes review of operational efficiency, effectiveness of systems & processes, compliances and assessing the internal control strengths in all areas. The Audit Committee reviews adequacy and effectiveness of the Companys internal control environment and monitors the implementation of audit recommendations including those relating to strengthening of the Companys risk management policies and systems.

21. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments, affecting the financial position of the Company which has been occurred between the end of the financial year i.e. March 31, 2020 and the date of signing of the Directors Report i.e. December 2, 2020.

22. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

In order to prevent sexual harassment of women at work place a new act The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified on 9th December, 2013. Under the said Act every company is required to set up an Internal Complaints Committee to look into complaints relating to sexual harassment at work place of any women employee.

Company has adopted a policy for prevention of Sexual Harassment of Women at workplace and has set up Committee for implementation of said policy. During the year Company has not received any complaint of harassment.

23. LISTING

Presently, the equity share capital of your Company is listed at the Bombay Stock Exchange Limited (Scrip Code: 530799). The Companys equity shares are available for trading in demat form by all the investors on BSE which is having trading terminals in various cities affording to the investors convenient access to trade and deal in the Companys equity shares across the country.

The Company is regular in complying with the requirements of the Listing Agreement / Regulations and has duly paid the requisite Listing Fees to the Bombay Stock Exchange Limited.

24. CODE OF CONDUCT

The Board has laid down a Code of Conduct ("Code") for Board Members, Managerial Personnel and for Senior Management Employees of the Company. This Code has been posted on the Companys website at www.annainfrastructures.com . All the Board Members and Senior Management Personnel have affirmed compliance with this Code. A declaration by the Managing Director to this effect forms part of the Corporate Governance Report.

The Board has also laid down a Code of Conduct for Independent Directors pursuant to Section 149(8) and Schedule IV to the Companies Act, 2013 via terms and conditions for appointment of Independent Directors, which is a guide to professional conduct for Independent Directors and has been uploaded on the website of the Company at following web link www.annainfrastructures.com.

25. CORPORATE GOVERNANCE

Your Company practices a culture that is built on core values and ethical governance practices and is committed to transparency in all its dealings. A Report on Corporate Governance along with a Certificate from Statutory Auditors of the Company regarding compliance of conditions of Corporate Governance, as stipulated under provisions of Regulation 34(3) and Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed to this Report.

26. MANAGEMENT AND DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis report has been separately furnished in the Annual Report and forms a part of the Annual Report.

27. PARTICUALS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The disclosures required to be made under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo are not applicable to the Company as the Company being Infrastructure Company, neither involved in any manufacturing processing, nor any of its transactions involves foreign exchange earnings and outgo.

28. DIRECTORS RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended March 31, 2020, the Board of Directors hereby confirms that:

1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

2. The Directors had selected such accounting policies have been selected and applied consistently and the Directors 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 on March 31, 2020 and of the profits of the Company for the year ended on that date;

3. The Directors had taken proper and sufficient care was 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;

4. The Directors has prepared annual accounts of the Company have been prepared on a going concern basis;

5. The Directors had laid down internal financial controls have been laid down to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

6. The Directors had devised proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

ACKNOWLEDGEMENTS AND APPRECIATION

Your Directors take this opportunity to express their deep and sincere gratitude to the Clients, Customers and Shareholders of the Company for their trust and patronage, as well as to the various Bankers, Reserve Bank of India, Securities and Exchange Board of India, Bombay Stock Exchange, Government of India and other Regulatory Authorities for their continued co-operation, support and guidance.

By Order of the Board of Directors For Anna Infrastructures Limited

(Ashok Kumar Mittal)

Chairman DIN: 00320504

Agra, December 02, 2020

Registered Office:

Shop. No. 1 & 3, E-14/6, First Floor,Shanta Tower, Sanjay Place, Agra-282002

CIN: L65910UP1993PLC070612

Telephone: + 0562-2527004

Email ID : annainfra@gmail.com

Website : www.annainfrastructures.com

EXTRACT OF ANNUAL RETURN (MGT-9)

As on financial year ended on March 31, 2020

[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS

1. Corporate Identification Number (CIN) L65910UP1993PLC070612
2. Registration Date 08/02/1993
3. Name of the Company ANNA INFRASTRUCTURES LIMITED
4. Category/Sub-Category of the Company Company Limited by Shares/Indian Non- Government Company
5. Address of the Registered office and contact details Shop. No. 1 &3, E-14/6, Shanta Tower, First Floor, Sanjay Place, Agra-282002
(Uttar Pradesh)
Email: annainfra@gmail.com
6. Whether listed company Yes
7. Name, Address and Contact details of Register and Transfer Agent BEETAL Financial & Computer Services Pvt Ltd. BEETAL HOUSE, 3rd Floor, 99, Madangir, behind LSC, New Delhi - 110062
Ph : 011-29961281-283,
Fax : 011-29961284
Email ID :beetalrta@gmail.com

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated:-

S. No. Name and Description of main products/ services NIC Code of the Product/service % to total turnover of the company
1. Construction and Real Estate Development 4100 100

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

S. No. Name and Address of the Company CIN/GLN Holding/ Subsidiary/ Associate % of shares held Applicable Section
1. NIL NIL NIL NIL NIL

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

 

i) Category-wise Share Holding

No. of Shares held at the beginning of the year i.e. 01.04.2019

No. of Shares held at the end of the year i.e. 31.03.2020

% Changes during the year
Category of Shareholders Demat

Physical

Total

% of Total Shares

Demat

Physical Total % of Total Shares
A. Promoters
(1) Indian
a) Individual/ HUF 2497638

6500

2504138

65.89

2575438

0 2575438 67.77 +1.88
b) Central Govt. 0

0

0

0

0

0 0 0 0
c) State Govt(s) 0

0

0

0

0

0 0 0 0
d) Bodies Corp. 0

0

0

0

0

0 0 0 0
e) Bank/FI 0

0

0

0

0

0 0 0 0
f) Any Other Directors & their relatives, societies, partnership firm, RBI 0

0

0

0

0

0 0 0 0
Sub-total (A) (1) 2497638

6500

2504138

65.89

2575438

0 2575438 67.77 +1.88
(2) Foreign
a) NRIs –Individual 0

0

0

0.00

0

0 0 0.00 0.00
b) Other- Individuals 0

0

0

0.00

0

0 0 0.00 0.00
c) Bodies Crop. 0

0

0

0.00

0

0 0 0.00 0.00
d) Banks/FI 0

0

0

0.00

0

0 0 0.00 0.00
e) Any Other Directors & their relatives, societies, partnership firm, RBI 0

0

0

0.00

0

0 0 0.00 0.00
Sub-total (A) (2) 0

0

0

0.00

0

0 0 0.00 0.00
Total Shareholding of 2497638

6500

2504138

65.89

2575438

0 2575438 67.77 +1.88
Promoter (A) = (A)(1)+(A)(2)
B.Public Shareholding
1. Institutions
a) Mutual Funds 0

0

0

0.00

0

0 0 0 0
b) Banks/FI 4000

0

4000

0.1053

4000

0 4000 0.1053 0
c) Central Govt. 0

0

0

0

0

0 0 0.00 0.00
d) Sate Govt.(s) 0

0

0

0.00

0

0 0 0.00 0.00
e) Venture Capital Funds 0

0

0

0.00

0

0 0 0.00 0.00
f) Insurance Companies 0

0

0

0

0

0 0 0 0
g) FIIs 0

0

0

0

0

0 0 0 0
h) Foreign Venture Capital 0

0

0

0.00

0

0 0 0.00 0.00
Funds
i) Others (specify) 0 0

0

0.00

0

0

0 0.00 0.00
(i-a) Foreign Portfolio 0 0

0

0.00

0

0

0 0 0
Investor -II
Sub-total (B) (1) 4000 0

4000

0.1053

4000

0

4000 0.1053 0.00
2.Non- Institutions
a) Bodies Corp. 338221 0

338221

8.90

337905

0

337905 8.89 -0.01
i) Indian 0 0

0

0

0

0

0 0 0
ii) Overseas 0 0

0

0.00

0

0

0 0.00 0.00
b) Individual 0 0

0

0.00

0

0

0 0.00 0.00
i) Individual shareholders holding nominal share capital uptoRs. 1 lakh 13000 228600

241600

6.35

68582

157637

226219 5.95 -0.4
ii) Individual shareholders holding nominal share capital in excess of Rs. 1lakh 68258 637957

706215

18.58

351310

276710

628020 16.52 -2.06
c) Other (specify) 3407 0

3407

0.08

26106

0

26106 0.68 +0.6
(c-i) Clearing Members 0 0

0

0

0

0

0 0 0
(c-ii) Non-Resident Indians 2419 0

2419

0.06

2312

0

2312 0.06 0
Sub-total (B) (2):- 425305 866557

1291862

33.99

786215

434347

1220562 32.12 -1.87
429305 866557

1295862

34.10

790215

434347

1224562 32.22 -1.88
Total Public Shareholding (B)=(B)(1)+ (B)(2)
C. Shares held by Custodian for GDRs & ADRs 0 0

0

0

0

0

0 0 0
Grand Total (A+B+C) 2926943 873057

3800000

100

3365653

434347

3800000 100 0.00

 

(ii) Shareholding of Promoters

S.No

No. of Shares held at the beginning of the year i.e. 01.04.2019

No. of Shares held at the end of the year i.e. 31.03.2020

% change in sharehol ding during the year
Name of Shareholders No. of Shares % of total Shares of the company % of Shares Pledged/ encumbered to total shares No. of Shares % of total Shares of the company % of Shares Pledged/ encumbered to total shares
1 Ramesh Chand Agarwal 71,510 1.8818 NIL 71,510 1.8818 NIL NIL
2 Ashok Kumar Mittal 3,29,910 8.6818 NIL 3,29,910 8.6818 NIL NIL
3 Aditi Agarwal 14,800 0.3895 NIL 14,800 0.3895 NIL NIL
4 Akrati Gupta 15,500 0.4079 NIL 15,500 0.4079 NIL NIL
5 Alka Agarwal 36,628 0.9639 NIL 72,338 1.9271 NIL +0.9632
6 Amit Mittal 3,88,200 10.2158 NIL 3,88,200 10.2158 NIL NIL
7 Anil Kumar Agarwal 52,600 1.3842 NIL 52,600 1.3842 NIL NIL
8 Anju Mittal 73,100 1.9237 NIL 73,100 1.9237 NIL NIL
9 Beena Agarwal 24,800 0.6526 NIL 24,800 0.6526 NIL NIL
10 Krishna Devi Agarwal 1,100 0.0289 NIL 1,100 0.0289 NIL NIL
11 Manish Kumar Garg 69,600 1.8316 NIL 69,600 1.8316 NIL NIL
12 Monika Mittal 10,000 0.2632 NIL 10,000 0.2632 NIL NIL
13 Natasha Agarwal 10,000 0.2632 NIL 10,000 0.2632 NIL NIL
14 Neha Sumit Agarwal 10,000 0.2632 NIL 10,000 0.2632 NIL NIL
15 Nitika Gupta 30,600 0.8053 NIL 30,600 0.8053 NIL NIL
16 Nimisha Mittal 10,000 0.2632 NIL 10,000 0.2632 NIL NIL
17 Radhika Mittal 10,000 0.2632 NIL 10,000 0.2632 NIL NIL
18 Rajeev Mittal 101880 2.6811 NIL 101880 2.6811 NIL NIL
19 Rakesh Mittal 5,10,500 13.4342 NIL 5,10,500 13.4342 NIL NIL
20 Rini Mittal 15,800 0.4158 NIL 15,800 0.4158 NIL NIL
21 Seema Mittal 1,78,800 4.7053 NIL 1,78,800 4.7053 NIL NIL
22 Shashi Mittal 1,52,300 4.0079 NIL 1,52,300 4.0079 NIL NIL
23 Rajeev Mittal (HUF) 73,500 1.9342 NIL 73,500 1.9342 NIL NIL
24 Om Prakash Mittal (HUF) 25,000 0.6579 NIL 25,000 0.6579 NIL NIL
25 Seema Mittal (HUF) 73,310 1.9292 NIL 73,310 1.9292 NIL NIL
26 Rakesh Mittal (HUF) 84,900 2.2342 NIL 84,900 2.2342 NIL NIL
27 Harbilas Mittal (HUF) 53,800 1.4158 NIL 88,500 2.3289 NIL +0.9131
28 Ashok Kumar Mittal (HUF) 76,000 2 NIL 76,000 2 NIL NIL
TOTAL 25,04,138 65.8984 NIL 25,75,438 67.7747 NIL +1.8763

 

(iii) Change in Promoters Shareholding

S.No Name

Shareholding at the beginning of the year i.e. 01.04.2019

Cumulative Shareholding during the year i.e. 31.03.2020

No. of shares % of total shares of the company No. of shares % of total shares of the company
1. Harbilas Mittal HUF
At the beginning of the year 53800 1.4158
Purchase as on 12.04.2019 +34700 +0.9131
At the end of the year 88500 2.3289
2. Alka Agarwal
At the beginning of the year 36628 0.9639
Purchase as on 12.04.2019 +36600 +0.963
73228 1.927

 

(iv) Shareholding Pattern of top ten shareholders as on March 31, 2020 (other than Directors, Promoters and holders of GDRs and ADRs)

Sl. Name

Shareholding at the beginning of the year i.e. 01.04.2019

Shareholding at the end of the year i.e. 31.03.2020

Net changes during the year

No. of shares % of total shares of the company No. of shares % of total shares of the company No. of Shares % of total shares of the company
1. Dream Home Constructions Pvt. Ltd. 1,65,000 4.342 1,65,000 4.342 - -
2. Mittal Housings LLP 1,63,210 4.295 1,63,210 4.295 - -
3. Jullie Agarwal 40,000 1.053 40,000 1.053 - -
4. Pradeep Gandhi 9100 0.2395 24000 0.6316 +14900 +0.3921
5. Kusum Mehra 9200 0.242 23200 0.611 +14000 +0.3684
6. Amit Kumar Bose 9500 0.25 21000 0.553 +11500 +0.3026
7. Baby Agarwal 4500 0.118 20700 0.545 +16200 +0.4263
8. Deepak Agarwal 4100 0.108 19900 0.524 +15800 +0.4157
9. Narendra Kumar Singh 3700 0.097 19900 0.524 +16200 +0.4263
10. Rajesh Saraswat 7800 0.205 19700 0.518 +11900 +0.3131

 

(v) Shareholding of Directors and Key Managerial Personnel

Sl. Name

Shareholding at the beginning of the year i.e. 01.04.2019

Change During the Year

Shareholding at the end of the year i.e. 31.03.2020

No. of shares % of total shares of the company No .of shares % of total shares of the company No. of Shares % of total shares of the company
1. Ashok Kumar Mittal 3,29,910 8.68

No Change

3,29,910 8.68
2. Rakesh Kumar Mittal 5,10,500 13.43

No Change

5,10,500 13.43
3. Anil Kumar Agarwal 52,600 1.38

No Change

52,600 1.38
4. Ramesh Chand Agarwal 71,510 1.88

No Change

71,510 1.88
5. Shambhu Dayal Agarwal Nil Nil Nil Nil Nil Nil
6. Kusum Singhal Nil Nil Nil Nil Nil Nil
7. Rhythm Garg Nil Nil Nil Nil Nil Nil
8. Vivek Agarwal Nil Nil Nil Nil Nil Nil
9. Kanchan Agarwal Nil Nil Nil Nil Nil Nil
10. Narendra Kumar Singh Nil Nil Nil Nil Nil Nil

 

INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment(In Rs.)

Particulars Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness
Indebtedness at the beginning of the financial year
i)Principal Amount 534,185 0.00 0.00 534,185
ii)Interest due but not paid 0.00 0.00 0.00 0.00
iii)Interest accrued but not due 0.00 0.00 0.00 0.00
Total(i+ii+iii) 534,185 0.00 0.00 534,185
Change in Indebtedness during the financial year
Addition 5,33,845 0.00 0.00 5,33,845
Reduction 0.00 0.00 0.00 0.00
Net Change 5,33,845 0.00 0.00 5,33,845
Indebtedness at the end of the financial year
i)Principal Amount 10,68,030 0.00 0.00 10,68,030
ii) Interest due but not paid 0.00 0.00 0.00 0.00
iii) Interest accrued but not due 0.00 0.00 0.00 0.00
Total(i+ii+iii) 10,68,030 0.00 0.00 10,68,030

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole Time Directors and/or Manager

Total Amount
S.No Particulars of Remuneration (in Rs)
Anil Kumar Agarwal
(Whole Time Director)
1. Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 7,60,000
b) Value of perquisites u/s 17(2) Income-tax Act, 1961 -
(c) Profits in lieu of salary under section17(3) Income-tax Act, 1961 -
2. Stock Option (as on March 31, 2020) -
3. Sweat Equity -
4. Commission -
- as % of profit -
- others, specify -
5. Others, please specify -
Total( A) 7,60,000
Ceiling as per the Act 1,12,181
(being 5% of the Net Profits of the Company calculated as per Section 198 of the Company Act, 2013).
Exemption under schedule is applicable.

B. Remuneration to other Directors

Particulars of Remuneration

Name of Directors

Total Amount (In Rs)
1. Independent Directors Rhythm Garg Shambhu Dayal Agarwal Kusum Singhal Vivek Agarwal
Fee for attending board/committee 8000 2000 6000 5500 21,500
Meetings
Commission Nil Nil Nil Nil Nil
Others, please specify Nil Nil Nil Nil Nil
Total (1) 8000 2000 6000 5500 21,500
2. Other Non- Executive Directors Ashok Kumar Mittal Rakesh Kumar Mittal Ramesh Chand Agarwal - -
Fee for attending board/committee 6500 8500 3500 - 18,500
Meetings
Commission Nil Nil Nil - Nil
Others, please specify Nil Nil Nil - Nil
Total (2) 6500 8500 3500 - 18,500
Total B2= (1+2) 40,000
Total Managerial Remuneration (A+B) 8,00,500
Over All Ceiling as per the Act being 1% of the Net Profits of the 22,436
Company calculated as per Section 198 of the Company Act, 2013).
Exemption under schedule is applicable.

C. Remuneration to Key Managerial Personnel other than MD/Manager/WD

S. No. Particulars of Remuneration *CEO Key Managerial Personnel Company Secretary Kanchan Agarwal CFO Narendra Kumar Singh Total Amount (Rs)
1. Gross Salary
(a) Salary as per provisions Contained in - 3,00,000 2,11,200 5,11,200
Section 17(1) of the Income-Tax Act, 1961
(b) Value of perquisites u/s 17(2) Income- Tax Act, 1961 - - - -
(c) Profits in lieu of Salary under Section 17(3) Income-Tax Act,1961 - - - - -
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission - - - -
- as% of profit
- Others specify….
5. Others, please specify - - - -
Total - 3,00,000 2,11,200 5,11,200

*WTD remuneration given in VI A above. WTD is the CEO also – remuneration given in VI A above.

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES

There were no penalties, punishment or compounding of offence during the year ended 31st March, 2020

By Order of the Board of Directors For Anna Infrastructures Limited

(Ashok Kumar Mittal)

Chairman DIN: 00320504

Agra, December 2, 2020

Registered Office:

Shop. No. 1 & 3, E-14/6, First Floor, Shanta Tower, Sanjay Place, Agra-282002 CIN: L65910UP1993PLC070612

Telephone: + 0562-2527004 Email ID : annainfra@gmail.com

Website : www.annainfrastructures.com