blkashyap sons ltd share price Management discussions


Introduction

B L Kashyap and Sons Limited is one of Indias leading construction, infrastructure, and civil engineering companies. With strong experiences across the civil construction value chain, the Company has been instrumental in constructing some of the countrys iconic buildings and infrastructure facilities. The company has a strong focus on striving for quality excellence in service delivery. This is pursued across all projects with the deployment of cutting-edge technical systems, processes, and management techniques. The Company has a pan India presence with Projects across North and South of the country.

With the real estate sector in India facing strong headwinds since 2010, the Company faced certain challenges. In the construction business, there were issues in recovering dues for works already done for our primary customer group at the time real estate developers whose projects were facing financial crisis. On the real estate development front, investments by a subsidiary, were badly affected leading to considerable delay in monetization of the projects. These developments forced BL Kashyap to move into a Corporate Debt Restructuring (CDR) package with its principal lenders in 2014. Since 2016, the Company has been slowly reviving its business with a focus on execution that preserves capital outlays. While the steady recovery process was on, the Company was again put under stress in the COVID led virtual economic standstill. In the post COVID phase, the Indian construction sector revived at a fast pace and the Company staged a strong recovery in FY2021-22 with turnover surpassing Rs.1,000 core for the year. While focusing on-timedelivery of projects, which is critical for generating efficient return on capital in the construction sector, the Company has continuously provided its customers with value engineering services that is a critical differentiation for B L Kashyap in terms of its deliverables.

During FY2022-23, B L Kashyap has further consolidated its position on the recovery path by maintaining revenues levels, while improving operating profit margins and returns on capital employed. Today, debt onthe balance sheet is largely attributable to project related working capital. As of 31st March 2023, non-current liability, which are essentially liabilities that are not directly related to projects, accounts for only 17% of the total debt of the Company as a consolidated entity. Consequently, with a robust balance sheet, the Company is now well poised for embarking on a road of sustained growth over the next few years. While internal parameters are back on track, the progress of the Company is strongly dependent on external conditions prevailing in India its market.

Macro-Economic Environment

While there is some global slowdown, the Indian economy staged a strong recovery in the second half of FY2022-23 and GDP growth levels fell marginally from 9.1% FY2021-22 to 7.2% in FY2022-23 (see chart A).

However, in a global context, the performance of Indias real GDP in Calendar Year (CY) 2023 stood out compared to other countries. The 7.2% growth in CY2023 is well above most economies of its size (see chart B).

Enabled by the release of pent-up demand, real Private Final Consumption Expenditure (PFCE) has surpassed the pre-pandemic trend trajectory. Similarly, a large step-up in public sector capex over the last three years and a favorable credit situation in the country have contributed to real Gross Fixed Capital Formation (GFCF), also surpassing the pre-pandemic trend trajectory. In fact, on an annual basis, private consumption (PFCE) as a proportion of GDP (at Constant Prices) for FY2022-23 reached the highest in 17 years, and the gross fixed capital formation (GFCF) (at Constant Prices) recorded the highest proportion of GDP in 10 ears.

In the Union Budget FY2023-24, capital investment outlay has been further increased by 33 per cent to reach almost three times the outlay in FY2019-20 (pre-pandemic year). With these macro developments, the construction industry in India witnessed a strong revival post COVID and grew by 14.8% in real Gross Value Added (GVA) terms in FY2021-22. Although the levels reduced a bit but there was good growth of 10% in the sector during FY2022-23.

The Companys Market Performance

B L Kashyap is a civil construction and EPC contracting company that continues to deliver marquee projects for customers both in the private sector and the public sector. It has built a diverse portfolio of successfully executed projects across various industries like IT campuses, commercial spaces, shopping malls, hotels, residential complexes, institutions, factories and manufacturing facilities, healthcare, and transportation related civil works. Some of the landmark projects executed are DLF Downtown (Gurgaon), Manyata Embassy Tech Park and Flipkart campus at Embassy Tech Village , Hotel Oberoi (Gurgaon), 4 Season Hotel and Residencies (Bangalore), J.W Marriott Hotel (Pune), Bharti Worldmark 1, 2, and 3 (Delhi), J.W Marriott Hotel (Delhi), Select City Walk (Delhi), Oberoi (Wildflower Hall and Cecil Shimla), Hero Plants (Haridwar, Neemrana), Daimler Chrysler Plant (Chennai), Raheja Mindspace (Hyderabad) AIIMS Patna, AIIMS Raipur, and Hines One Centre (Gurgaon) among others.

The Company also undertakes design-build projects where it is executing orcompleted marquee projects like National High Speed Rail Corporation Limited - Sabarmati High Speed Rail Terminal, Chennai Metro (CMRL)-Underground commuter amenities center, Redevelopment of Gomti Nagar Station Lucknow , NHRCL Training Institute Building- Vadodra , Jaipur Metro-viaduct for stations, DMRC Via Duct Delhi, and Passenger Terminal Building - Terminal T-1D Delhi Airport.

Essentially, through its quality of project execution over a period, BL Kashyap has developed a huge trust-based recall in the market. The Company has become synonymous with successful delivery of quality world-class projects. An essential element in the Companys delivery mechanism is the continuous value engineering that it undertakes across the entire project cycle. In fact, this is the largest value addition for clients and a significant pillar of its competitive advantage in the market. This remains the core of the market reputation and has led to generating repeat clients. Today, the Company is positioned as one of the few A1 construction companies in the country and gets the opportunity to bid with the elite peer group.

During FY2022-23, the Company successfully secured orders worth Rs.818.9 crore across five projects. With this the order book on 31st March 2023 stood at approximately Rs.2,402 crore excluding GST

The orders secured in FY2022-23 include:

Residential Project Adarsh Crest phase 1 in Bangalore valued at Rs.68.7 crore. The project execution commenced in September 202 Commercial Project Century Downtown in Bangalore. This includes utility and driveway works valued at Rs.109 crore. Project execution commenced in October 2022 Commercial Project Embassy Manyata Business Park in Bangalore. Our works valued at Rs.89.5 crore commenced in January 2023

Station development related works Bijwasan Metro Station in Delhi. Our works valued at Rs.313.3 crore commenced in March 2023 Commercial Project Embassy Hub phase 2 in Bangalore. Our works valued at Rs.238.4 crore.

Chart C gives the spread of the new order portfolio amongst residential projects, commercial projects, and infrastructure projects (station development) in value terms. Notably, the size of the projects in the commercial and infrastructure (station development) space are larger than the residential projects, so as chart C shows in value terms commercial projects has the largest share with 53%, while infrastructure (station development) has 38%, while residential is 9%.

Today, the Company is well positioned to strongly grow its order book and its balance sheet supports acquiring larger size projects, which will be the focus for FY2023-24.The larger sized projects with clients of repute typically, are less risky in terms of project funding and steady execution. In these larger projects, the higher scale of operations supports better planning of resource mobilization and execution at site. A larger proportion of mid to large size projects are expected to generate better margins and cash flows in the next few years.

With steady profitable growth as its primary objective, B L Kashyap has a focused strategy to grow by leveraging internal accruals and specific project related debt. The company has taken a conscious decision to limit its exposure to corporate level debt. In fact, with steady cash flow from operations, securing old collections, cash flows from subsidiary balance asset sale, continuous booking of fresh orders and strong relationships and commercial negotiations for bank guarantees with clients, and non-fund-based credit lines the Banks, the Company is well positioned to drive the next round of growth with minimal reliance on non-project cash flow linked external funding. This operations procedure is expected to continue over the next few years, and the Companys growth path should be sustainable primarily through internal accruals.

Operations

B L Kashyaps operations are managed from its head office in Delhi (North and West India) and Regional Office in Bangalore (South and East India). The Company has always stressed delivery of projects with high quality construction and on-time completion. Through the course of execution, the Company continues to provide its clients with value-engineering inputs, and this has gone a long way in cementing strong customer relations. During FY2022-23, the company successfully closed 11 projects covering a total of 93.4 lakh square feet. Chart D gives the customer segment-wise spread of projects closed in FY2022-23. In term of square feet delivered the 4 commercial projects has the highest share with 43%; followed by the 4 hospital projects with 29%; the 2 office projects with 27%; and 1 hospitalityprojectwith . 1%

The packages closed in FY2023 are part of the construction of AIIMS (Patna), AIIMS (Raipur), Novotel Hotel (Bangalore), Manyata Campus SEZ (Bangalore), Divyasree Technopolis (Bangalore), RNV Commercial (Hyderabad), Sattva Bothra Electronic City (Bangalore). Embassy Tauras Techzone Downtown (Trivandrum), and Embassy Tech Village (Bangalore) As of 31st March 2023, including new projects secured in FY2022-23, the Company has 37 projects under execution totaling approximately224 lakh square feet. These projects are in different stages of completion. Chart E gives the geographic spread of projects under execution across India as on 31st March 2023 - Karnataka with 52.00% has the largest share, followed by Delhi with 16.3%, Haryana 11.5%, UP 10.5%, Gujarat 6.8%, an Tamil Nadu with 2.9%.

Being a service sector business, efficiencies in BL Kashyaps operations are driven by the quality of the team and the strength of the systems and processes. With one of the lowest attrition rates, the Companys senior management has long standing experience of operating as a team. The management cadre has strong construction engineering knowledge for on ground execution along with the key expertise of effective people management, and the Company continues to focus on upskilling the teams knowledge and skill sets through internal training, which is often provided on-site.

With a flat organization, the Company has a clear mandate for its decision makers to ensure that clients are always appreciative of the Companys fast decision making, ability to take calculated risks and provide critical value engineering inputs. The Company strongly believes in the philosophy of lean construction and executes it by treating all clients and associates as part of a composite team that is delivering each project. As has been highlighted before, value engineering is a core value-addition that the Company provides its customers. Essentially, from an operations perspective this entails continuous dialogue with the client and regular discussions amongst colleagues to drive better solutions in project execution. It strives to regularly inform clients of better ways to build buildings, use sustainable and local materials as well as ensure there is no wastage in over designing based on the experiences that the Company has garnered over its years of execution. In addition, there is strong commitment to adherence to global safety norms and sustainability objectives.

The Company remains committed to continuously developing its competencies in the core domains of civil engineering, MEP (mechanical, electrical, and plumbing works) and construction management.

Other than execution, the two key domains of our operations are Human Resource and Technology

Human Resource

The Company can deliver projects constantly and efficiently across the country more than 1,500 engineers, professionals and contract employees. BL Kashyaps expertise spans an extensive range of services including civil engineering excellence, design-build projects, and construction management. The team has uncompromising standards of safety, quality, value engineering and timeline delivery. Some of the specific initiatives in HR practices across the organization include:

Promoting On campus hiring from leading engineering colleges Developing a process of Mid and senior level hirings based on education, skill sets and track record in industry

BLK Wizards program that includes training junior engineers by inhouse senior managers across verticals like execution, contract management, planning and communication.

Induction programmes with regular upskilling workshops and soft skill training programs that have been developed with the help of domain experts

The Next Gen Wizard program will commence for nurturing future leaders within the company

There are continued efforts in inclusivity. This year our ratio of male and female new engineering intake in south India based operations has been 70:30, a first for our company. BLK is singular in nurturing women majority Planning, Design, Human Resource and Tendering departments in the EPC industry in India.

Technology

BL Kashyap believes in constant innovation. It strives to set new engineering standards in the field of construction and focuses on continually researching and adopting new methods, technologies, and practices to improve internal skills with every project that is undertaken. The Company isat the forefront of adopting new methodologies in shuttering and execution practices to continuously improve in the quality of our execution.

In the construction industry in India, the Company was one of the pioneers to implement an Enterprise Resource Planning (ERP) module. Today, all the processes and accounting runs through this system. As an industry, construction has one of the lowest R&D spends and hence we as a Company strongly believes in leveraging technology to build competitive advantage. It helps speed up the process and systems in the company. Different HR software is used for managing the people processes and cameras are installed at all project sites for effective central monitoring of onsite activities, execution deviations and prevention of pilferages. This project level supervision is further assisted by the fleet of drones that routinely fly and track progress at the job sites. Planning tools like BIM and similar technology base is being regularly used for project monitoring.

Financial Performance

The Companys core operations are in the EPC space, whose performance is reflected in the standalone results. There are two primary subsidiaries that form part of the consolidated results. These are:

Soul Space. The real estate venture, which is today focused on monetising its residual asset balance. While pursuing this objective it receives some steady rental income, which is reflected in the consolidated statement of accounts.

BLK Lifestyle, which has been partly converted as a scaffolding manufacturing entity for backward integration, will continue as an operating company supporting the EPC business.

Table 1 gives a brief profit and loss snapshot for the consolidated results.

Table 1: Abridged P&L BL Kashyap (consolidated)

2022-23 2021-22

Revenues

1129.87 1159.69
Operating Expenses 1012.15 1043.96

EBIDTA

117.72 115.73
Depreciation 9.74 10.41
EBIT 107.98 105.32
Interest 51.47 54.8

PBT from ordinary activities

56.51 50.52
Exceptional Items (including bad debts written off) -35.9 15.37
PBT 20.61 65.89
Tax -1.53 21.98

PAT

22.14 43.91

Revenues reduced by -2.6% to Rs.1,129.87 crore in FY2022-23

EBIDTA increased by 1.7% to Rs.117.72 crore in FY2022-23

PBT from ordinary activities increased by 11.9% to Rs.56.51 crore in FY2022-23

Exceptional items in FY2022-23 includes non-recoverable security deposits/advances aggregating Rs.42.11 crore made to JD Partners by the step-down subsidiary, Rs.7.48 crore net profit on sale on crore given to lessee for vacating premises. In 2021-22, there were certain one-off entries including bad debt written off and gains from exceptional items that had a net positive effect of Rs.19 crore to net profits

Consequently, net profits or PAT reduced from Rs.43.91 crore in FY2021-22 to Rs.22.14 crore in FY2022-23

It is important to note that total non-current borrowing reduced from Rs.66.9 crore as on 31st March 2022 to Rs.35.67 crore as on 31st March 2023; and current borrowing also reduced from Rs.313.4 core as on 31st March 2022 to Rs.284.12 crore as on 31st March 2023. This is a reflection of the Companys focus on operating at lower levels of debt given turnover generated.

Table 2 gives the brief profit and loss snapshot for the stand alone results

Table 2: Abridged P&L BL Kashyap (standalone)

2022-23 2021-22

Revenue from operations

1091.67 1,139.98

Other incomes

24.48 10.47

Revenues

1116.16 1150.45
Operating Expenses 987.62 1022.84

EBIDTA

128.54 127.61
Depreciation 8.35 8.46
EBIT 120.19 119.15
Interest 46.56 47.17

PBT from ordinary activities

73.63 71.98
Exceptional Items (including bad debts written off) 19.45

PBT

73.63 91.43
Tax 21.61 25.46

PAT

52.02 65.97

Revenues reduced by -3% to Rs.1,116.16 crore in FY2022-23

EBIDTA increased by 0.7% to Rs.128.54 crore in FY2022-23

PBT from ordinary activities increased by 2.3% to Rs.73.63 crore in FY2022-23

Exceptional items in 2021-22, there were certain one-off entries including bad debt written off and gains from exceptional items that had a net positive effect of Rs.19 crore to net profits

Consequently, net profits or PAT reduced from Rs.65.97 crore in FY2021-22 to Rs.52.02 crore in FY2022-23

It is important to note that net cash from operations increased from Rs.59.63 crore in FY2021-22 to Rs.63.03 crore in FY2022-23

Table 3 gives the key financial ratios of the Company (on a standalone basis)

Table 3: Key Financial Ratios (on a standalone basis)

Ratio

FY 2022-23 FY 2021-22
Trade Receivable Turnover 2.35 2.55
Inventory turnover (times) 3.10 3.26
Operating Profit Margin (%) 9.53% 8.24%
Net Profit Margin (%) 4.76% 5.79%
Return on Net Worth (%) 8.39% 11.76%
Current Ratio (times) 1.33 1.34
Debt-Equity Ratio (times) 0.06 0.06

The trade receivables turnover has reduced marginally on the back of slightly lower revenues in 2022-23 compared to 2021-22. Inventory turnover remains almost at previous financial year levels, while operating profit margin has increased by 1.3 percentage points, highlighting enhanced operational profitability. Both net profit margin and RONW are lower in 2022-23 compared to 2021-22 as there were some exceptional items in the previous year that increased net profit. Current ratio and debt equity ratio has been maintained in 2022-23 at levels of 2021-22.

Risks and Concerns

From an operations perspective, there are two key risks unprecedented price rise in inputs and execution delays. Risk of input price rise is largely being managed by fixing the price of the key inputs like steel, and cement with customers using an escalation formula. This constitutes nearly 40-45% of our overall costs. For execution risk, management is donelargely through deployment of experience management cadre, flat organizational working that promotes faster decision making, effective monitoring mechanisms and continuously promoting training and a culture of learning. There are also risks associated with safety at project sites, where BL Kashyap adopts some of the most stringent processes and systems along with continuous supervision by experienced quality managers and supervisory staff.

From a macro perspective, being a company that services infrastructure owning companies, the general financial health of these businesses, prevailing economic conditions in the market, movements in key parameters like interest rates and inflation, and the generic regulatory framework in the EPC industry where they operate are the key domains where the business is exposed to uncertainties and these are regularly managed by the strategic evaluations and decisions taken by the senior management of the Company.

Outlook

The company has moved into FY2023-24 with a strong order book. Efficient execution will continue to be a primary the Company. Given the order book and execution plans in place, B L Kashyap is expected to register good double-digit growth in revenues in FY2023-24. There is strong emphasis on continuing to focus on efficiency and better utilization of capital to improve profitability and enhance cash flows in operations. Given the improvements in the balance sheet, the Company expects to secure larger size projects in 2023-24 that will have better profit margins. The order book is also expected to grow well during 2023-24. Essentially, the Company is well poised for strong profitable growth in the next financial year, but the focus is growth journey with minimal external debt.

Internal Controls and their Adequacy

B L Kashyap has an adequate system and processes of internal control to ensure that the resources of the Company are used efficiently and effectively; that, all assets are safeguarded and protected against loss from unauthorized use or disposition; and that all significant transactions are authorized, recorded and reported correctly; that financial and other data are reliable for preparing financial information; and that and other data and are appropriate for maintaining accountability of assets. The internal control is supplemented by extensive programme of internal audits, review by management, documented policies, guidelines and procedures.

Cautionary Statement

Statements in this Management Discussion and Analysis describing the Companys objectives, projections, estimates and expectations may be

‘forward looking statements within the meaning of applicable laws and regulations. Actual results might differ substantially or materially from those expressed or implied. Important developments that could affect the Companys operations include a downtrend in the infrastructure sector, significant changes in political and economic environment in India, exchange rate costs

Corporate Governance Report

1. Companys Philosophy on Code of Corporate Governance

Corporate Governance calls for transparent decision making and accountability for safeguarding the interests of all stakeholders and your company believes that good Corporate Governance is essential to achieve Long Term Corporate Goals and to enhance stakeholders value. The Company is committed to pursue growth by adhering to the highest standards of Corporate Governance and has complied in all material aspects with the requirements specified in the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as applicable, with regard to corporate governance.

2. Board of Directors

(a) Composition of the Board

As on 31st March, 2023 the Board consists of nine directors comprising three executive directors, five Independent directors including one woman director and one Non-Executive Director. The Board is headed by an Executive Chairman. The Composition of Board is in conformity with the provisions of the Companies Act, 2013 and SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as Listing Regulations). All statutory and material information are made available to the Board of Directors to ensure adequate disclosures and transparent decision making process.

None of the directors on the Board hold directorships in more than ten public companies. None of the Independent Directors serves as an independent director on more than seven listed entities. Further, none of them is a member of more than ten committees or chairman of more than five committees across all the public companies in which he/she is a director.

All the Directors possess the requisite qualifications and experience in general corporate management, finance, banking and other allied fields enabling them to contribute effectively in their capacity as Directors of the Company.

(b) Board Meetings

The Board meets at regular intervals to discuss and decide on Company/business policy and strategy apart from other Board business. The Board of Directors met four times during the financial 2022-23. The company has held at least one Board Meeting in every quarter. The notice of the Board meeting is given well in advance to all the Directors. The agenda papers along with notes and other supporting were circulated in advance of the Board Meeting with sufficient information as required under SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015. The details of the Board Meetings are as under:

S. No. Date

Board Strength No. of Directors Present
1 24th May, 2022 10 8
2 10th August, 2022 9 8
3 10th November, 2022 9 9
4 11th February, 2023 9 8

Details of the composition of the Board, category, attendance of Directors at Board Meetings and General Meetings, number of the Directorships and other Committee memberships are as follows:

Name of Directors

Category

No. of Board Meetings Attended

*Directorship in other Public Companies

#Number of Committee positions in other public companies

at last AGM
Member Chairman

Vinod Kashyap

Promoter

4

6 0 0 Yes

DIN 00038854

(Executive)

Vineet Kashyap

Promoter

4

6 1 0 Yes

DIN 00038897

(Executive)

Vikram Kashyap

Promoter

4

6 0 0 Yes

DIN 00038937

(Executive)

Justice C.K. Mahajan (Retd.) DIN 00039060

Independent (Non-Executive)

3

1 0 0 No

H. N. Nanani DIN 00051071

Independent (Non-Executive)

4 1 1 1 Yes

Naresh Lakshman Singh Kothari DIN 00012523

(Non-Executive)

3 2 1 0 Yes
Poonam Sangha

Independent

4 0 0 0 Yes
DIN 07141150

(Non-Executive)

Sharad Sharma@ DIN 05160057

Nominee Director

1 2 1 0 NA
Vivek Talwar

Independent

2 2 2 0 No
DIN 00043180

(Non-Executive)

Settihalli Basavaraj

Independent

4 0 0 0 No
DIN 00321985

(Non-Executive)

* Excluding Private Limited Companies, which are not the subsidiaries of Public Limited Companies, Foreign Companies, Section 8 Companies and Alternate Directorships.

Includes only Audit Committee and Stakeholders Relationship Committee. @ Resigned w.e.f. 31st May 2022

(c) Name of other listed entities where Directors of the company are Directors and the category of Directorship:

S. No.

Name of Director

Name of listed entities in which the concerned Director is a Director

Category of Directorship

1.

Vinod Kashyap DIN 00038854

-

-

2.

Vineet Kashyap DIN 00038897

-

-

3.

Vikram Kashyap DIN 00038937

-

-

4.

Justice C.K. Mahajan (Retd.) DIN 00039060

Simbhaoli Sugars Limited*

Independent Director

5. H. N. Nanani - -
DIN 00051071

6.

Naresh Lakshman Singh Kothari DIN 00012523

Black Box Limited

Non-Executive Director

7. Poonam Sangha - -
DIN 07141150

8.

Sharad Sharma** DIN 05160057

Yes Bank Limited

Non-Executive Director

9.

Vivek Talwar DIN 00043180

Nitco Limited

Executive Director

10.

Settihalli Basavaraj DIN 00321985

-

-

* Resigned w.e.f. 31st May 2023 **Resigned w.e.f. 31st May 2022

(d) Number of Shares held by Non-Executive Directors

Ms. Poonam Sangha, Non-executive and Independent Director, hold 51,538 equity shares and Mr. H.N. Nanani, Non-executive and Independent Director, hold 33,000 equity shares as on 31st March, 2023.

(e) Directors retiring and seeking re-appointment

Mr. Vikram Kashyap, Director of the Company, will be retiring at the forthcoming Annual General Meeting of the Company and being eligible have seek himself for the re-appointment.

The relevant information pertaining to Directors seeking appointment and re-appointment is given separately in the annexure to the Notice for the ensuing Annual General Meeting.

(f) Relationship between Directors inter-se

Mr. Vinod Kashyap, Mr. Vineet Kashyap and Mr. Vikram Kashyap are brothers. None of the other directors are related to each other.

(g) Information available to the Board

During the financial year 2022-23, information as mentioned in Schedule II Part A of SEBI Listing Regulations, has been placed before the Board for its consideration.

(h) During the year a separate meeting of the independent directors was held on 11th February, 2023 inter-alia to review the performance of non-independent directors and the Board as a whole.

(i) The Board periodically reviews compliance reports of all laws applicable to the Company, prepared by the Company. (j) The detail of familiarization programme of the Independent Directors are available on the website of the Company in the following link: http://www.blkashyap.com/DOC/Familiarization.pdf (k) Skills / Expertise / Competencies of the Board of Directors

The following is the list of core skills / expertise / competencies identified by the Board of Directors as required in the context of the Companys business and that the said skills are available with the Board Members:

(i) Leadership experience including in areas of business development, strategic planning, succession planning, driving change and long-term growth and guiding the Company and its senior management towards its vision and values.

(ii) Knowledge on Companys businesses (Construction), policies and culture (including the Mission, Vision and Values) major risks / threats and potential opportunities and knowledge of the industry in which the Company operates.

(iii) Behavioral skills - attributes and competencies to use their knowledge and skills to contribute effectively to growth of the Company.

(iv) Business Strategy, Sales & Marketing, Corporate Governance, Forex Management, Administration, Decision Making.

(v) Financial and Management skills.

(vi) Technical / Professional skills and specialized knowledge in relation to Companys business In the table below, the specific areas of focus or expertise of individual Board members have been highlighted.

Name of Director

Skills /Expertise/ Competencies

Mr. Vinod Kashyap

Leadership & Knowledge on Companys businesses (Engineering, Procurement and

Mr. Vineet Kashyap

Construction Projects), policies and culture (including the Mission, Vision and Values),
major risks / threats and potential opportunities and knowledge of the industry in

Mr. Vikram Kashyap

which the Company operates

Justice C.K. Mahajan (Retd.)

Legal knowledge

Mr. H.N. Nanani

Business Strategy, Human Resource Management

Mr. Naresh Kothari

Financial and Management skills

Mr. Vivek Talwar

Technical / Professional skills and knowledge in relation to Companys business.

Mr. Settihalli Basavaraj

Human Resource Management

Ms. Poonam Sangha

Sales & Marketing

(l) Independent Directors confirmation by the Board

Based on the confirmations/ disclosures received from the Independent Directors in terms of Regulation 25(9) of the Listing Regulations, the Board of Directors is of the opinion that the Independent Directors fulfill the criteria or conditions specified under the Act and under the Listing Regulations and are independent from the management.

(m) Detailed reasons for the resignation of an independent director who resigns before the expiry of his/her tenure along with a confirmation by such director that there are no other material reasons other than those provided.

During the year, none of the Independent Directors of the Company had resigned before the expiry of their respective tenure(s).

3. Audit Committee

The Audit Committee of the Company is constituted in line with the provisions of Regulation 18 of SEBI Listing Regulations, read with Section 177 of the Companies Act, 2013. As on 31st March, 2023 the Audit Committee comprises of the four Independent Directors and one Non-executive Director.

During the Financial Year 2022-23, four meetings of the Committee th May 2022, 10th August, 2022, 10th November, 2022 and 11th February 2023. During the financial year the gap between any two consecutive meetings did not exceed one hundred and twenty days.

The necessary quorum was present for all the meetings.

Details of composition of the Committee and attendance of the members at the meetings are given below:

Sl. No.

Name

Position

Category

No. of Meetings attended
1 Mr. H.N. Nanani Chairman Independent (Non-Executive) 4
2 Mr. Justice C.K. Mahajan (Retd.) Member Independent (Non-Executive) 3
3 Mr. Naresh Lakshman Singh Kothari Member Non-Executive 3
4 Ms. Poonam Sangha Member Independent (Non-Executive) 4
5 Mr. Sharad Sharma* Member Nominee (Non-Executive) 1
6 Mr. Vivek Talwar Member Independent (Non-Executive) 2

* Resigned w.e.f. 31st May 2022

All members of the Audit Committee have accounting and financial management knowledge and expertise / exposure. The Chief Financial Officer, Statutory Auditors are invited to the meetings of the Audit Committee.

Mr. Pushpak Kumar, VP & Company Secretary and Compliance Officer, acts as a Secretary of the Committee, the terms of reference of the audit committee are broadly as under:

1. Reviewing, with the management, the quarterly and annual financial statements before submission to the Board.

2. Accounting policies and practices.

3. Review of operations of subsidiaries.

4. Recommending to the Board, the appointment, reappointment and, if required, the replacement or removal of statutory auditors, including cost auditors, and fixation of audit fees and other terms . of appointment

5. Approving payment to statutory auditors, including cost auditors for any other services rendered by them.

6. Reviewing the functioning of whistle blower mechanism.

7. Approval of appointment of CFO.

8. Internal control process and procedures and its ever changing effectiveness.

9. Related party transactions.

10. Internal audit reports and adequacy of internal audit functions. 11. Compliances with Statutory obligations.

12. Compliances with Indian Accounting Standards.

The Audit Committee is also apprised on information with regard to related presented: partytransactions by being

A statement in summary form of transactions with related parties in the ordinary course of business.

Details of material individual transactions with related parties which are not in the normal course of business, if any.

Details of material individual transactions with related parties or others, which are not on an arms length basis along with managements justification for thesame,if . any The previous Annual General Meeting (AGM) of the Company was held on 30th September, 2022 and was attended by Mr. H.N. Nanani, Chairman of the Audit Committee, Mr. Naresh Lakshman of the Audit Committee.

4. Nomination and Remuneration Committee i. Composition:

The Nomination and Remuneration Committee of the Company is constituted in line with the provisions of Regulation 19 of SEBI Listing Regulations, read with section 178 of the Companies Act, 2013.

During the Financial Year 2022-23, one meeting of the Nomination and RemunerationCommitteewas conducted on 11th October 2022.

Details of composition of the members of the Committee the meetings are given below:

Sl. No.

Name

Position

Category

No. of Meeting Attended
1 Mr. H.N. Nanani Chairman Independent (Non-Executive) 1
2 Mr. Justice C.K. Mahajan (Retd.) Member Independent (Non-Executive) 1
3 Mr. Naresh Lakshman Singh Kothari Member Non-Executive 1

ii. Terms of Reference of the Committee, inter alia, includes the Following:

(a) To identify personswhoarequalifiedto become Directors and who may be appointed in senior management in accordance with the criteria laid down and to recommend to the Board their appointment and/ or removal. (b) To carry out evaluation of every Directors performance.

(c) To formulate the criteria for determining qualifications,positive attributes and independence of a Director, and recommend to the Board a policy, relating to the remuneration for the Directors, key managerial personnel and other employees.

(d) To formulate the criteria for evaluation of Independent Directors and the Board. (e) To devise a policy on Board diversity.

(f) To carry out any other function as is mandated by the Board from time to time and / or enforced by any statutory applicable notification, amendment or modification,as may be (g) To perform such other functions as may be necessary or appropriate for the performance of its duties.

iii. Performance evaluation criteria for Independent Directors

The Nomination and Remuneration Committee is responsible for reviewing the overall goals and objectives of compensation programs. The Nomination and Remuneration Committee is also responsible for the performance evaluation of Directors including Independent Directors. The criteria for evaluation includes Directors attendance and contribution at Board and Committee Meetings, preparedness for the meetings, expression of opinions and suggestions, commitment, domain knowledge to evaluate current business and strategic options. iv Nomination and Remuneration Policy

The Company has a Nomination and Remuneration Policy in place, which is disclosed on its website at the following link: http://www.blkashyap.com/DOC/Remuneration_Policy.pdf

5. Details of Remuneration paid/payable for the year ended 31st March 2023: (a) Remuneration to Non-Executive Directors

S. No. Name of the Director

Sitting Fees (in )
1 Mr. H.N. Nanani 120,000
2 Mr. Justice C.K. Mahajan (Retd.) 90,000
3 Mr. Naresh Lakshman Singh Kothari 90,000
4 Ms. Poonam Sangha 120,000
5 Mr. Sharad Sharma 50,000
6 Mr. Vivek Talwar 60,000
7 Mr. S. Basavaraj 80,000

No remuneration other than sitting fee, as aforesaid, is paid to non-executive Directors. There are no stock options available/issued to any non-executive Director of the Company. There are no convertible instruments issued to any of the non-executive Directors of the Company.

(b) Pecuniary relationship or transactions

During the year, there were no pecuniary relationships or transactions between the Company and any of its Non-Executive and/or Independent Directors.

(c) Remuneration to Executive Directors

The details of remuneration paid to Chairman/Managing/Joint Managing Directors during the financial year 2022-23 are as under: (Rs. In Lakh)

Name

Designation Salary Allowance/Perquisites Total
Mr. Vinod Kashyap Chairman 60.00 2.46 62.46
Mr. Vineet Kashyap Managing Director 60.00 2.37 62.37
Mr. Vikram Kashyap Jt. Managing Director 60.00 2.78 62.78

Notes:

Directors is for 5 (Five) years from the respective office 1. Thetenure date of appointments, and can be terminated by either party by giving one month notice in writing. There is no separate provision for payment of severance fees.

2. The Company does not have any Stock Option Scheme.

6. Stakeholders Relationship Committee

The Stakeholders Relationship Committee of the Company is constituted in line with the provisions of Regulation 20 of SEBI Listing Regulations read with section 178 of the Act.

During the year under review, Stakeholders Relationship Committee met two times on 24th May, 2022, and 11th February 2023.

Details of composition of the Committee and attendance of the members at the giv meetingsare en below:

Sl. No.

Name

Position

Category

No. of Meetings attended
1 Mr. H.N. Nanani Chairman Independent (Non-Executive) 2
2 Mr. Justice C.K. Mahajan (Retd.) Member Independent (Non-Executive) 1
3 Mr. Vinod Kashyap Member (Executive) 2
4 Mr. Vineet Kashyap Member (Executive) 2
5 Mr. Vikram Kashyap Member (Executive) 2

Terms of Reference:

The functioning and terms of reference of the committee are to oversee various matters relating to redressal of grievances like: a. Resolving the grievances of the security holders including complaints related to transfer/transmission of shares, non- receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates, general meetings etc. b. To oversee the performance of the Registrar and Transfer Agents. c. To recommend the measures for overall improvement in the quality of investor services. d. Such other activities resulting from statutory amendments / modifications from time to time. e. Monitor implementation of the Companys Code of Conduct for Prohibition of Insider Trading.

Compliance Officer:

Mr. Pushpak Kumar, VP & Company Secretary and Compliance Officer, acted as the Secretary to the ‘Stakeholders Relationship Committee.

Status of investor complaints / requests as on 31st March 2023

Period: 01.04.2022 - 31.03.2023

No. of Complaints
Pending at the beginning of financial year 01 st April 2022 0
Total complaints received during the year 1
Total complaints resolved during the year 1
Total complaints pending as on 31st March 2023 0

7. Executive Committee

The Company has an Executive Committee of the Directors. The Executive Committee has been entrusted with all such powers other than those to be exercised by the Board of Directors at their meetings.

Eight meetings of the Executive Committee were held during the year on 08th April, 2022, 27th June, 2022, 02nd August, 2022, 03rd October, 2022, 14th December, 2022, 07th February, 2023, 14th February, 2023 and 27th March, 2023 .

Details of composition of the Committee and attendance of the members at the meetings are given below:

Sl. No.

Name

Position

Category No. of Meetings attended
1 Mr. Vinod Kashyap Chairman Executive 8
2 Mr. Vineet Kashyap Member Executive 8
3 Mr. Vikram Kashyap Member Executive 8

8. Corporate Social Responsibility (CSR) Committee:

The Board has constituted the CSR Committee as per the requirements of the Companies Act, 2013 along with applicable rules. The Company has framed a CSR policy which is available on the following link: http://www.blkashyap.com/DOC/CSR_Policy. pdf CSR Committee comprises four directors viz. Mr. H.N. Nanani (Chairman), Mr. Vinod Kashyap, Mr. Vineet Kashyap and Mr. Vikram Kashyap as members of the committee and defined the role of the Committee, which is as under:

Formulate and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate the activities to be undertaken by the Company as specified in Schedule VII of the CompaniesAct, 2013.

Recommend the amount of expenditure to be incurred on the activities referred in the CSR policy.

Monitor the CSR Policy of the Company and its implementation from time to time.

Such other functions as the Board may deem fit.

The Company was required to spend an amount of Rs. 56.74 lakhs for the year ended 31st March 2023. The Company has spent 122.60 for CSR projects/activities during the period 2022-23 including 65.85 Lakhs for the FY 2018-19 & 2019-20. The annual report on Corporate Social Responsibility is given in the prescribed format annexed as Annexure-C.

9. Risk Management Committee

The ‘Risk Management Committee (‘RMC) has been constituted pursuant to the provisions of Regulation 21 of the Listing Regulations on 22nd June, 2021. The Company Secretary acts as the Secretary to the Risk Management Committee. During the year, the Risk Management Committee met three times on 10th August, 2022, 10th November, 2022 and 11th February, 2023. Details of composition of the Committee and attendance of the members at the meetings are given below:

Sl. No.

Name

Designation

Category

No. of Meetings attended
1 Mr. H.N. Nanani Chairman Non-Executive Independent 3
2 Mr. Vivek Talwar Member Non-Executive Independent 1
3 Mr. Vineet Kashyap Member Executive 3

Terms of Reference of the Committee

The role of Risk Management Committee includes the implementation of Risk Management Systems and Framework, review of the Companys financial and risk management policies, assess risk and formulate procedures to minimise the same. The detailed terms of reference of theRiskManagementCommitteeis contained in the ‘BLK Policies which is available on the website of the Company at https://www.blkashyap.com/DOC/Rev_Risk_Policy.pdf.

10. Senior Management

Following are the senior management of the Company and there is no change since the closure of the previous financial year: (a) Naveel Singla- Execution Head-South (b) Kaushalesh Kumar- Director-Technical (c) Dharmendra Kumar Sharma- Director-Operations (d) Rakesh Kumar Singh- Vice President (e) Rajiv Tyagi- Sr. Vice President (f) Ashok Kumar- Deputy Director (g) Jyoti Raman- Vice President

(h) Shruti Choudhari- Director-Projects-Strategy (i) Saurabh Kashyap- Directors-Operations (j) Mohit Jain- Sr. Vice President (k) Manoj Agrawal- CFO

(l) Sanjay Kumar- Vice President

(m) Pushpak Kumar- Vice President & Company Secretary

11. General Body Meetings

(i) Details of last three Annual General Meetings and the summary of Special Resolutions passed therein are as under:

Financial

Date

Venue

Special Resolution passed

Year

2021-22 30th September, 2022 11:00 a.m. Through Video Conferencing/ Other Audio

Re-Appointment of Mr. Vinod Kashyap (DIN: 00038854) as Whole-Time Director Designated as Chairman

Visuals Means

Re-Appointment of Mr. Vineet Kashyap

(DIN: 00038897) as Managing Director

Re-Appointment of Mr. Vikram Kashyap (DIN: 00038937) as Whole-Time Director Designated as Joint Managing Director

Re-appointment of Mr. Vivek Talwar (DIN: 00043180) as an Independent Director

Re-appointment of Mr. Settihalli Basavaraj (DIN: 00321985) as an Independent Director

2020-21 30th September, 2021 10:00 a.m. Through Video Conferencing/ Other Audio Visuals Means

No Special Resolution passed in this meeting

2019-20 30th September, 2020 10:00 a.m. Through Video Conferencing/ Other Audio Visuals Means

Re-Appointment of Ms. Poonam Sangha, (DIN: 07141150), as an Independent Director for second term

(ii) Postal Ballot

No Postal Ballot was conducted during the Financial Year 2022-23.

12. Communication to Shareholders

The Company has maintained a functional website at www.blkashyap.com containing basic information about the Company viz., details of its business, financial information, shareholding pattern, compliance with corporate governance, contact information of the designated officials of the Company who are responsible for assisting and handling investor grievances etc. The contents of the said website are updated from time to time.

The Quarterly / Annual results and official news releases are generally published in Financial Express and Jansatta (a Regional Daily published from Delhi). The results are also displayed on the Companys website (www.blkashyap.com).

NSE Electronic Application Processing System (NEAPS): The NEAPS is a web-based application designed by NSE for corporates. All periodical compliance filings like shareholding pattern, corporate governance report, media releases, among others are filed electronically on NEAPS.

BSE Corporate Compliance & Listing Centre (the Listing Centre‘): BSEs Listing Centre is a web-based application designed for corporates. All periodical compliance filings like shareholding pattern, corporate governance report, media releases, among others are also filed electronically on the Listing Centre.

13. Disclosures: a. Materially Significant related party transaction

During the year, there were no transactions of material nature with the Directors or the Management or the subsidiaries or relatives that had potential conflict with the interests of the Company at large

Related Party transactions are defined as transactions of the Company of material nature, with Promoters, the Directors or the Management,theirsubsidiariesorrelativesetc.thatmayhavepotentialconflictwith the interest of the Company at large.

The board has approved a policy for related party transactions which has been uploaded on the Companys website and can be accessed at http://www.blkashyap.com/DOC/Related_Party_Tran_Policy.pdf

b. Details of non-compliance by the listed entity, during the last three years

No penalties or strictures have been imposed on the Company by the Stock Exchange, SEBI or any other statutory authority, on any matter relating to the capital markets, during the last three years.

c. Vigil mechanism / whistle blower policy

In terms section 177(9) of the Companies act, 2013 and Regulation 22 of the SEBI Listing Regulations, the Board of Directors of the Company has adopted a Vigil mechanism / whistle blower policy for its employees. The employees are encouraged to report to the Audit Committee any fraudulent financial or any other information, any conduct that results in the instances of unethical behaviour, actual or suspected violation of the Companys Code of Conduct and ethics, which may come to their knowledge.

It is the Companys policy to ensure that whistle blowers are not victimized or denied direct access to the Chairman of the Audit Committee. The existence of a whistle blower policy mechanism has been communicated to all employees. The said policy has been also put up on the website of the Company at the following link: http://www.blkashyap.com/DOC/Whistle_Blower_2014.pdf

d. Details of compliance with mandatory requirements and adoption of the no mandatory requirements

The Company has complied with all the mandatory requirements of the Listing Regulations. The Company has not adopted non-mandatory requirements of regulation 27(1) which is the discretionary requirements as specified in Part E of Schedule II.

e. Web link where policy for determining ‘material subsidiaries is disclosed

The policy to determine a material subsidiary has been framed and the same is disclosed on the Companys website at the link https://www.blkashyap.com/DOC/Policy_Material_Subsidiary.pdf

f. Commodity Price Risk or Foreign exchange risk and hedging activities

The Company does not deal in commodities price risks and commodity hedging activities, hence the disclosure pursuant to SEBI Circular dated November 15, 2018 is not required to be given.

g. Details of utilization of funds raised through preferential allotment or qualified institutions placement as specified under Regulation 32 (7A)

During the year, the Company has not raised any funds through preferential allotment or qualified institutions placement as specified under Regulation 32 (7A) of the Listing Regulations.

h. A certificate from a Company Secretary in practice that none of debarred or disqualified

Rahul Jain & Co., Company Secretaries, have certified that none of the Directors of the Company as on 31st March, 2023, have been debarred or disqualified from being appointed or continuing as Director(s) of Company by SEBI, Ministry of Corporate Affairs and/or any other statutory authority. This Certificate "Annexure-1" to this report.

i. Where the board had not accepted any recommendation of any committee of the board which is mandatorily required, in the relevant financial year

During the financial year 2022-23, the Board has accepted all the recommendations of its Committees.

j. Total fees for all services paid by the listed entity and its subsidiaries, on a consolidated basis, to the statutory auditor

Total fees for all services paid by the Company and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in the network firm/network entity of which the statutory auditor is a part is given below:

Amount in Rs.

Payment to Statutory Auditors

FY 2022-23
Audit Fees 22,75,000

k. Disclosures under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

Number of complaints filed during the financial year 0
Number of complaints disposed of during the financial year 0
Number of complaints pending as on end of the financial year 0

14. Compliance with Corporate Governance

The Company has duly complied with the requirements specified in Regulations 17 to 27 and Clauses (b) to (i) of sub-regulation (2) of Regulation 46 of the Listing Regulations.

15. Declaration by Managing Director on Compliance with Code of Conduct

I hereby confirm that the Company has obtained affirmation from personnel that they have complied with the Code of conduct of the Company in respect of the financial New Delhi Vineet Kashyap

Managing Director

16. Compliance Certificate on Corporate Governance

Certificate from the auditors, confirming compliance with conditions read with Schedule V of SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 is annexed as "Annexure-2" to this Report.

17. CEO / CFO Certification

In terms of Regulation 17(8) of SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015, the annual certificate given by the Managing Director and Chief Financial Officer is annexed as "Annexure-3" to this Report

18. Equity Share in Suspense Account

In accordance with the requirement of Regulation 34 (3) and Schedule V Part F of SEBI Listing Regulations, the Company reports the following detail in respect of the equity share lying in the suspense account which was issued pursuant to the public issue of the Company.

Number of Shareholders Numbers of Equity Shares

Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 1st April, 2023

4 1720

Number of shareholders who approached issuer for transfer of shares from suspense account during the year

NIL NIL

Number of shareholders to whom shares were transferred from suspense account during the year

NIL NIL

Number of shareholders to whom shares were transferred from suspense account to IEPF Authority

NIL NIL

Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 31st March, 2023

4 1720

The voting rights on these shares shall remain frozen till the rightful owner of such shares claims the shares.

These shares have been transferred into one folio in the name of "B.L KASHYAP AND SONS LIMITED UNCLAIMED SHARE DEMAT SUSPENSE ACCOUNT".

19. Managements Discussion & Analysis

Managements Discussion & Analysis forms part of the Annual Report, which is mailed to the shareholders of the Company.

20. General Shareholders Information

A i. Annual General Meeting:

Date : 30th September, 2023,
Time : 11.00 a.m.

Venue :

through Video Conferencing (VC) / Other Audio Visual Means (OAVM) (Deemed Venue for meeting: Registered th Floor DLF Tower-A, Jasola, New Delhi-110025)

ii. Date of Book Closure : 24th September, 2023 to 30th September, 2023 (both days inclusive)
iii. Dividend Payment : Not Applicable
iv. Financial Year : 1st April to 31st March

v. Financial Calendar (for 2023-24) :

Financial Results will be declared as per the following schedule: 30th June 2023: on or before 14th August, 2023 30th September 2023: on or before 14th November, 2023 31st December, 2023: on or before 14th February, 2024 31st March, 2024: on or before 30th May, 2024

vi. Listing on Stock Exchanges : BSE Limited (BSE)
National Stock Exchange of India Limited (NSE)
vii. Listing Code/Symbol : BSE : 532719
NSE : BLKASHYAP
ISIN Code : INE350H01032
viii. Listing fees for 2022-23 : Paid to above Stock Exchanges
ix. Registered Office : B.L. Kashyap and Sons Limited
(CIN: L74899DL1989PLC036148)
409, 4th Floor, DLF Tower-A Jasola,
New Delhi-110 025
Tel: +91 11 40500300, Fax: +91 11 40500333
Website: www.blkashyap.com

B. Market Price Data

Monthly high and low price of Companys Equity Share at National Stock Exchange of India Limited (NSE) and Bombay Stock Exchange Limited (BSE) for the period from 1st April, 2022 to 31st March, 2023 are stated hereunder.

Month

Face Value NSE BSE
of the Share Rs. Share Price (Rs.) High Share Price (Rs.) Low Total no. of Share traded Share Price (Rs.) High Share Price (Rs.) Low Total no. of Share traded
April 2022 1 29.20 23.5 52,31,229 29.15 23.15 7,84,665
May 2022 1 24.55 20.7 33,22,490 24.40 20.75 8,78,528
June 2022 1 22.65 16.60 26,88,548 22.55 16.85 52,15,884
July 2022 1 26.75 18.75 50,53,468 26.65 18.85 6,67,479
August 2022 1 27.95 23.7 51,18,590 27.90 23.30 5,54,836
September 2022 1 27.50 22.75 71,87,560 27.45 23.00 5,16,471
October 2022 1 28.65 23.60 71,27673 28.65 23.60 7,40,646
November 2022 1 29.45 26.20 56,84,479 29.20 25.95 423,941
December 2022 1 38.35 27.50 2,21,64,330 38.30 27.45 21,19,836
January 2023 1 34.5 28.90 41,39,371 34.55 28.85 5,39,486
February 2023 1 33.60 27.80 42,79,299 33.45 27.30 5,13,691
March 2023 1 33.30 28.00 74,31,935 33.02 26.10 6,39,691

Performance in Comparison to BSE Sensex

The Performance of the Companys scrip on the BSE as compared to Sensex is as under:

BSE Sensex

B. L. Kashyap and Sons Limited

Month

High Low High Low
April 2022 60845.10 56009.07 29.15 23.15
May 2022 57184.21 52632.48 24.40 20.75
June 2022 56432.65 50921.22 22.55 16.85
July 2022 57619.27 52094.25 26.65 18.85
August 2022 60411.20 57367.47 27.90 23.30
September 2022 60676.12 56147.23 27.45 23.00
October 2022 60786.70 56683.40 28.65 23.60
November 2022 63303.01 60425.47 29.20 25.95
December 2022 63583.07 59754.10 38.30 27.45
January 2023 61343.96 58699.20 34.55 28.85
February 2023 61682.25 58795.97 33.45 27.30
March 2023 60498.48 57084.91 33.02 26.10

C. Categories of equity shareholders as on 31st March 2023

Category

No. of Shares held % of Shareholdings
Promoters and Group 138832226 61.58
Foreign Institution Investors 485386 0.22
Financial Institutions / Banks 3194 0.00
Private Bodies Corporate 27582953 12.24
Indian Public 50885672 22.57
Hindu undivided family 2863925 1.27
Non-Resident Indians (NRIs) 3727753 1.65
Overseas Corporate Bodies 20 0.00
IEPF 169736 0.08
Clearing Member 33162 0.01
Limited Liability Partnership (LLP) 655973 0.29
NBFCs registered with RBI 200000 0.09

TOTAL

225440000 100.00

D. Shareholding Pattern by Size

No. of Equity Shares

No. of Shareholders* % of Shareholders *Total Shares % Total Shares
Up to 500 25325 80.18 2965091 1.32
501 - 1,000 2703 8.56 2240925 0.99
1,001 - 2,000 1297 4.11 2087539 0.93
2,001 - 3,000 536 1.70 1409927 0.63
3,001 - 4,000 263 0.83 954486 0.42
4,001 - 5,000 337 1.07 1621410 0.72
5,001 - 10,000 477 1.51 3693964 1.64
10,001 & Above 648 2.05 210466658 93.36

Total

36641 100.00 225440000 100.00

* As on 31st March 2023, 1720 shares were pending for transfer to respective allottees demat account.

E. Capital Reconciliation

As stipulated by SEBI, a Qualified Chartered Accountant carries out Reconciliation of Share Capital to reconcile the total admitted capital with National Security Depository Limited (NSDL) and Central Depository Services (India) Limited and the total issued and listed capital. This audit is carried out every quarter and the report thereon is submitted to the Stock Exchanges and to the Board of Directors. The audit confirms that the total listed and paid up capital is in agreement with the aggregate of total number of shares in dematerlized form and in physical form.

F. Dematerialization of shares

As on 31st March 2023, 99.997% of the Companys total paid-up capital representing 225433045 shares were held in dematerialized form and the balance 0.003% representing 6955 shares were held in physical form. The shareholders who wish to get their shares dematerialised can submit the share certificates together with the Demat request form to Depository Participants with whom they have opened a demat account.

G. Share Transfer System

In terms of Regulation 40(1) of Listing Regulations securities can be transferred only in dematerialized form w.e.f. April 1, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares, Members are advised to dematerialize shares held by them in physical form. Transfer of shares in dematerialized mode is done through the depositories without any involvement of the Company.

H. Investor Correspondence

For share transfer, transmission and dematerialization requests Link InTime India Private Limited (RTA) Nobel Heights, 1st Floor, NH-2, C-1 Block LSC, Near Savitri Market, Janakpuri, New Delhi-110058 Phone: 011-41410592-94 e.mail: delhi@linkintime.co.in

For General Correspondence

Registered Office:

B.L. Kashyap and Sons Ltd.

409, 4th Floor, DLF , Tower A, Jasola, New Delhi 110 025 Ph.: 011-40500300 Fax: 011-40500333 E-mail:info@blkashyap.com