equippp social impact technologies ltd share price Directors report


To,

The Members of

EQUIPPP SOCIAL IMPACT TECHNOLOGIES LIMITED

Dear Members,

Your Directors take pleasure in presenting the Thirty-first ( 31st ) Annual Report ofEQUIPPP Social Impact Technologies Limited ( "Company" or "EQUIPPP" ) together with the Audited Financial Statements for the Financial Year("F.Y.") ended March 31st, 2023 and Auditors Report thereon.

1. COMPANYS FINANCIAL PERFORMANCE:

The performance of the Company is summarized below:

(Amount in Rs. in Lakhs)

Particulars Standalone Consolidated
FY 2022-23 FY 2021-22 FY 2022-23
Income from operations 150.11 - 150.11
Other Income 1.45 - 1.45
Total Income from operations (A) 151.57 - 151.57
Expenses:
a) Employee benefitsexpense 48.30 21.34 48.30
b) Finance costs 6.66 - 6.66
c) Depreciation and amortisation 24.35 71.24 24.35
d) Other expenses 44.23 38.39 45.21
Total expenses (B) 123.54 130.96 124.52

Profit/ (Loss) before exceptional items and tax (A-B)

28.02 (130.96) 27.05
Less: Exceptional items - 163.88 -

Profit/ (Loss) before tax

28.02 (294.83) 27.05
Less: Tax expense - - -

Net Profit /(loss) for the period

28.02 (294.83) 27.05
Other Comprehensive Income (OCI) - - -

Total comprehensive income for the year

28.02 (294.83) 27.05

Note: Previous years figures have been regrouped/ reclassified wherever necessary to correspond with the current years classification / disclosure.

2. FINANCIAL SUMMARY:

The Consolidated and Standalone Financial Statements of the Company for the year ended March 31st, 2023 have been prepared in accordance with Indian Accounting Standards (IND AS), the relevant provisions of sections 129 and 133 of Companies Act, 2013 (hereinafter referred to as "the Act"), Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as

"SEBI Listing Regulations"), which have been reviewed by the Statutory Auditors.

Standalone Performance

The total revenue of the Company for F.Y. 2022-2023 stood at Rs. 151.57 Lakhs. The Company made a profit after tax of Rs. 28.02 Lakhs for F.Y. 2022-23, as against Net Loss of Rs. 294.83 Lakhs in the previous year.

Consolidated Performance

During the first Financial Year under consolidation, for the period ended March 31st, 2023, the total consolidated Revenue of the Companystoodat151.57LakhsandtheconsolidatedNetProfitwas Rs. 27.05

Lakhs.

3. DIVIDEND:

The company is at the growth stage and requires funds for its business operations, therefore your Directors do not recommend any Dividend for FY-2022-23. Further the Dividend Distribution Policy as per

Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable to the Company as it does not fall under top 1000 Listed Companies based on its market capitalization as at the end of the Financial Year March 31st, 2023.

4. TRANSFER TO GENERAL RESERVES:

The Company has not transferred any amount to the General Reserve Account during the Financial Year ended 31st March, 2023.

5. CHANGE IN THE NATURE OF BUSINESS:

During the F.Y 2022-23, there was no other change in the nature of the Business.

6. BUSINESS OVERVIEW AND FUTURE OUTLOOK:

EQUIPPP Social Impact Technologies Limited has been at the forefront of empowering social impact players through cutting-edge digital platforms. Our offerings include book-building tools, an impact assessment marketplace, and a team of dedicated Social Tech professionals. EQUIPPPs vision is to facilitate cross-sector collaborations, evolve public- private people partnerships, and strengthen the social impact ecosystem by bringing together local governments, corporate social responsibility initiatives, and non-profit organizations.

Global distribution of EQUIPPP Platform Licenses through strategic master licensing and reselling agreements have yielded revenues for the Company. Based on the feedback and market trends, work is in progress to scale these revenues in the upcoming quarters with improved product specifications and allied services.

With respect to IP development, Signi_cant strides have been made especially with EQUIPPP Insights Exchange (ix), an AI enabled Digital Marketplace for Insights and Impact Assessments of Social Value Projects. Partnerships with leading Impact Auditors, end-mile Social Tech Professionals and Collaborations with leading Social Enterprises have resulted in improved product utility and enabled it to receive acclaims from industry leaders, policy makers and think tanks.

7. SHARE CAPITAL: a) Authorized Share Capital:

There was no change in the Authorized Capital of the Company during the Financial Year 2022-2023. The Authorized Share Capital of the Company as at March 31st, 2023 stood at Re. 56,00,00,000/- divided into

56,00,00,000 Equity Shares of Rs.1 each.

b) Issued, Subscribed and Paid-up Share Capital:

Issued, Subscribed and Paid-up Share Capital of the Company is Rs. 10,30,95,225/- divided into 10,30,95,225 Equity Shares of Re.1/- each.

8. LISTING WITH STOCK EXCHANGES AND DEPOSITORY SERVICES:

The Equity Shares of the Company are listed on the National Stock Exchange of India Limited (NSE) with scrip code EQUIPPP and BSE Limited (BSE) under Permitted to Trade Category with scrip code No.

590057. The annual Listing Fee for the Financial Year 2023-2024 has been paid to the National Stock Exchange of India Limited (NSE). Further, the Companys Equity Shares have been admitted to the depository mechanism of the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). As a result, the Investors have an option to hold the Shares of the Company in a Dematerialized Form in either of the two Depositories.

9. HUMAN RESOURCES:

A Companys continued success depends on the ability to attract, develop and retain the best talent at every level. The Companys Human Resource (HR) Management practices ensure a fair and reasonable process for all- round development of its talent. The Company strives to maintain a skilled and dedicated workforce, representing diverse experiences and viewpoints.

10. CREDIT RATINGS:

The Company hasnt issued any Debt Instruments and hence does not require obtaining any Credit Ratings for such Debt Instruments.

11. HOLDING, SUBSIDIARY, ASSOCIATE COMPANIES AND JOINT VENTURES:

With effect from 03rd June, 2021, Equivas Capital Private Limited is the holding Company by virtue of holding 86.89% of the Equity Shares of your Company.

The company, incorporated a wholly owned subsidiary on 25th June,2022 by the name Equivas Tech Innovations Limited, as a part of restructuring its business.

In terms of proviso to sub-section (3) of Section 129 of the Act, the salient features of the financial statements of the subsidiaries are set out in the prescribed Form AOC-1, which forms part of the Boards Report as Annexure -1.

During the financial year 2022-23, No Company has become or ceased to be a Joint Venture or Associate of the Company. But after the closure of Financial Year, The Company had entered into a Joint Venture agreement with Seneca Global IT Services Private Limited (SenecaGlobal) on 22nd July, 2023. The JV agreement was signed and exchanged between Mr. A Sri Prasad Mohan (CFO, EQUIPPP) and Mr. Rao Tummalapalli (MD, SenecaGlobal) in the presence of Mr.Jayesh Ranjan, Principal Secretary of the Industries & Commerce (I&C) and Information Technology (IT) Departments of the Telangana government at T-HUB in Hyderabad.

Apart from the above, the Company does not have any other Associates or Subsidiaries nor has entered into any other Joint Venture Agreements.

12. MEETINGS OF THE BOARD:

During the period under review, the Board of Directors met 9 (Nine) times viz. on 06.04.2022, 29.05.2022,

22.06.2022, 25.06.2022, 12.08.2022, 15.09.2022, 07.11.2022, 05.12.2022 and 09.02.2023. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and the SEBI Listing Regulations.

Sr. No Date of Board Meeting Board Strength No. of Directors present
1 06.04.2022 08 07
2 29.05.2022 07 06
3 22.06.2022 08 07
4 25.06.2022 08 05
5 12.08.2022 08 05
6 15.09.2022 07 05
7 07.11.2022 09 08
8 05.12.2022 09 08
9 09.02.2023 09 08

The details of the meetings of the board of directors of the company convened during the financial year, the attendance of the members there at and other requisite details are given in the Corporate Governance Report which forms part of this Annual Report.

13. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The lists of Directors & KMPs of the Company as on 31st March, 2023 are as follows:

Name Date of Appointment DIN/PAN Category
Dr. Narendra Mairpady 05/11/2021 00536905 Chairman & Independent Director
Mr. Mahesh Ramachandran 05/11/2021 01909967 Managing Director
Dr. Mohan Lal Kaul 05/11/2021 02613732 Non – Executive Director
Mr. Krishnan T. V 05/11/2021 02724457 Non – Executive Director
Mr. Rajnikanth Ivaturi 15/09/2022 08298292 Independent Director
Ms. Alekhya Boora 15/09/2022 08703918 Independent Director
Mrs. Vindhya Dronamraju 05/11/2021 03169319 Whole Time Director

Mr. Sreenivasa Chary Kalmanoor

18/03/2021 09105972 Executive Director

Mr. Ankem Sri Prasad Mohan

25/06/2022 ACMPM3916B Chief Financial O_cer
Mr. Karthik V Potharaju 25/06/2022 BHFPP6762F Company Secretary

Changes in the Board of Directors and Key Managerial Personnel during the Financial Year 2022-23 and thereafter till the date of preparation of Annual Report:

Mr. Venkatarao Suresh (DIN:03423148) resigned from the post of Independent Director with effect from 23rd May, 2022, due to his other commitments and pre-occupations. Further, Mr. Venkatarao Suresh confirmed in the resignation letter that there are no other material reasons for his resignation.

Mr. Sattanathapuram Krishnamurthy Venkataraman ( DIN: 00545822 ) was appointed as an additional Independent Director on 29th May, 2022. Due to unforeseen circumstances the Company could not conduct the General Meeting for considering the regularization of Mr. Sattanathapuram Krishnamurthy Venkataraman within the time frame mentioned in Reg. 17 (1C) of SEBI ( LODR ) Regulations 2015. Hence, he resigned as the Additional Independent Director with e_ect from 28th August, 2022.

Mr. Rajnikanth Ivaturi (DIN: 08298292) and Ms. Alekhya Boora (DIN: 08703918) were appointed as an Additional Non-Executive Independent Directors of the Company on 15th September, 2022. e Regular-isation of appointment of these two Additional Non-Executive Independent Directors was done by passing of Special Resolutions through issue of Postal ballot notice dated 15th September, 2022 and the results of Postal ballot were announced on 04th November, 2022. e Members of the Company duly passed the Resolutions with requisite majority.

Mr. Suresh Ramamurthy ( DIN: 02771573 ) resigned from the post of Independent Director with effect from 20th March, 2023, due to his preoccupation and other professional commitments. Further, Mr. Suresh Ramamurthy con_rmed in the resignation letter that there are no other material reasons for his resignation.

Based on the recommendation of the Nomination & Remuneration Committee of the Company, the Board of Directors at its meeting held on August 14th, 2023 appointed Mrs. Deepali ( DIN: 07707780 ) as an Additional Non-Executive Director of the Company with e_ect from 14th August,2023, in accordance with the requirements of the Companies Act, 2013, and LODR Regulations, subject to approval of the members at the general meeting.

Details of Key Managerial Personnel Appointed/Resigned:

During FY 2022-23, Mr. Mahesh Ramachandran, Managing Director, Ms. Vindhya Dronamraju Whole Time Director, Mr. Ankem Sri Prasad Mohan, Chief Financial O_cer and Mr. Karthik V Potharaju, Company Secretary were Key Managerial Personnel of the Company under the provisions of Section 203 of the Companies Act, 2013.

Ms. Kumkum Agrawal was appointed as the Company Secretary and Compliance O_cer of the Company with e_ect from 22nd November,2021 and she resigned from the Post of Company Secretary and Compliance O_cer with e_ect from 11th May, 2022.

Mr. Karthik V Potharaju was appointed as the Company Secretary on 25th June, 2022.

Mr. Sri Prasad Mohan Ankem was appointed as the Chief Financial O_cer on 25th June, 2022.

14. DETAILS OF DIRECTORS TO RETIRE BY ROTATION

Pursuant to provisions of section 152(6) of the Companies Act, 2013 (the "Act") and in terms of the Memorandum and Articles of Association of the Company, Mrs. Vindhya Dronamraju (DIN: 03169319)

Whole Time Director, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, has offered herself for re-appointment. The re-appointment is being placed for members approval at the 31st Annual General Meeting.

As per Secretarial Standard – 2 of the Institute of Company Secretaries of India (ICSI) and SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Members of the

Company may wish to refer to the accompanying notice of the 31st Annual General Meeting of the Company, for a Brief profile of the Director.

15. DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received Declarations / Confirmations from all the Independent Directors of the Company as required under Section 149(6) of the Companies Act, 2013 read with Rule 6 of the Companies

(Appointment and Qualification of Directors) Rules, 2014 and Regulation 25(8) of the Listing Regulations. There has been no change in the circumstances, which has affected their status as Independent Directors.

They are independent of the Management and are not related to any of the Directors or Key Managerial Personnel of the Company. The Board is of the opinion that the Independent Directors of the Company knowledge and possessrequisiteskills,qualifications, fulfil the conditions of independence as specified in the said Act, Rules and Regulations. The Non-Executive Directors of the Company had no pecuniary relationship other than payment of sitting fee for attending meetings of Board of Directors and its Committees.

All the Independent Directors of the Company have registered themselves in the data bank maintained with have confirmed theIndianInstituteofCorporateAffairs their compliance with Rule 6 of the Companies (Appointment & Qualification of Directors) Rules, 2014. and as applicable shall undergo online proficiency self-assessment test within the time prescribed by the IICA.

16.COMMITTEES OF BOARD:

The Board has established following Committees in compliance with the requirements of the business and relevant provisions of applicable laws and statutes:

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

e Committees constituted by the Board focuses on speci_c areas and take informed decisions within the framework of delegated authority, and make speci_c recommendations to the Board on matters within their areas or purview. e Decisions and Recommendations of the Committees and Minutes of Meeting of Committee are placed before the Board for information and/or for approval, as required. During the year under review, all Recommendations received from various Committees were accepted by the Board. e details pertaining to the composition of the various Committees of Board and details of their meeting held are included in the Corporate Governance Report, which is a part of this report. ere were no instances during the _nancial year under review, wherein the Board had not accepted any recommendations made by any Committee of the Board.

17. POLICY FOR DETERMINING DIRECTORS ATTRIBUTES AND REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT STAFF:

Pursuant to Section 178 of the Act, the Board has devised Nomination and Remuneration Policy for determining Director Attributes and Remuneration of Directors, Key Managerial Personnel and Senior Management Staff. The Board Diversity and has been framed to encourage diversity of thought, experience, knowledge, perspective, age and gender on the Board and to ensure that the level and composition of the Board and the Remuneration of Directors,

Key Managerial Personnel and one step below the KMP are reasonable and sufficient and motivate them to successfully run the Company. The said Policy is available on the website of the Company and can be accessed at the web link: https://equippp.in/wp-content/uploads/2022/07/Nomination-and-remuneration-policy.pdf

18. PERFORMANCE EVALUATION OF BOARD, COMMITTEES AND DIRECTORS:

In compliance with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations, the Board of Directors has carried out an Annual Evaluation of its own performance, Board Committees, Individual Directors, Chairperson and the Managing Director etc., for the year under review.

In a separate meeting of the Independent Directors held on 29 th March, 2023, performance of Non- Independent Directors, performance of the Board as a whole was evaluated.

19. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

In compliance with the requirements of Regulation 25(7) of the SEBI Listing Regulations, 2015, the

Familiarization programme for Independent Directors, which also extends to other Non-Executive Directors aims to familiarize them with the Company, Nature of the Industry, Business Model, Processes &Policies, Compliances etc., and seeks to update them on the Roles, Responsibilities, Rights and duties under the Companies Act, 2013 and the SEBI Listing Regulations and other applicable statutes.

The Details of the induction and Familiarization Programme for the Directors are given in the Corporate Governance Report, which forms part of the Annual Report.

20. PARTICULARS OF EMPLOYEES AND REMUNERATION OF DIRECTORS:

Pursuant to the provisions of Section 136 (1) of the Act and as advised, the particulars of employees as required under Section 197 (12) of the Act read with Rule 5 (1) and 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, will be available for inspection. Members interested in obtaining a copy of the same may write to the Company Secretary at cs@equippp.com and the same will be furnished on request. Hence, the Annual Report is being sent to all the Members of the Company excluding the aforesaid information.

21. REPORTING OF FRAUDS:

There have been no instances of fraud reported by the Statutory Auditors under Section 143 (12) of the Act and Rules framed thereunder, either to the Company or to the Central Government.

22. MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING FINANCIAL POSITION OF THE COMPANY FROM THE END OF FINANCIAL YEAR AND TILL THE DATE OF THIS REPORT:

There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year 2022-23 and the date of this report.

23. EXTRACT OF ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on March 31, 2023 would be made available on the Companys website at www.equippp.in.

24. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, your Directors, to the best of their knowledge and belief and according to the information and explanations obtained by them, state and confirm that:

1. In the preparation of the Annual Accounts for the Financial Year ended March 31st, 2023, the applicable Accounting Standards have been followed and there are no material departures from the same;

2. They have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs Company at the end of the financial year and of the Profit of the Company for that period;

3. They have taken proper and sufficient care for the maintenance of adequate -cordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

4. The Annual Financial Statements for the Financial Year ended March 31st, 2023 are prepared on a going concern -basis;

5. They have laid down Internal Financial Controls to be followed by the Company and such internal financial controls are adequate and operating effectively;

6. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

The Board is of opinion that the Companys Internal Financial Controls are commensurate with the nature of its business and the size and complexity of its Operations and were effective during the Financial Year 2022-23. The Board of Directors confirm compliance with the Secretarial Standards issued by the Institute of Company Secretaries of India. During the year under review, the Non-Executive directors of the Company had no pecuniary relationship or transactions with the Company, other than Sitting fees and Reimbursement of Expenses, if any.

25. AUDITORS:

A. Statutory Auditors and their Report:

M/s. Anjaneyulu & Co, Chartered Accountants (ICAI Firm registration no. 000180S) were appointed as Statutory Auditors of the Company, at the 30 th Annual General Meeting held on December 30th, 2022, for a term of 5 (five) consecutive years i.e., to hold until the conclusion of 35th Annual General Meeting of the Company to be held in the financial year 2026 - 2027.

Further, the aforesaid Statutory Auditors have confirmed that they are not disqualified to act as Auditors and are eligible to hold office as Auditors of your Company.Further, the report of the Statutory Auditors along with the notes to accounts is enclosed withthe Financial Statements. The Auditors have issued an unmodified opinion on the Financial Statements for the financial year ended 31st March, 2023. The Auditors of the Company have not reported any fraud as specified undersection 143(12) of the CompaniesAct, 2013.

B. Secretarial Auditors and their Report:

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed Mr.Balarama Krishna Desina,

Practicing Company Secretary, to undertake the Secretarial Audit of the Company for the financial year ended 31st March, 2023. The report of the Secretarial Auditor in form MR-3 is annexed to this report as Annexure 2. The comments mentioned in the Secretarial Audit Report are Self-Explanatory.Pursuant to the circular issued by the SEBI dated 8th February, 2019, Secretarial Auditor has issued the "Annual Secretarial Compliance Report" for the year ended 31st March, 2023, and the same was submitted to the stock exchanges in time. No fraud has been reported by the Secretarial Auditor during the period under the review.

C. Cost Audit:

During the year under review, maintenance of cost records and requirements of cost audit as prescribed under the provisions of Section 148 (1) of the Companies Act, 2013 are not applicable to the Company.

D. Internal Auditors:

Your Company has robust Internal Audit Team for carrying out Internal Audit. Pursuant to the provisions of Section 138 of the Companies Act and the Companies (Accounts) Rules, 2014, M/s. GBM & ASSOCIATES Chartered Accountants, Hyderabad, was appointed as the Internal Auditors of the Company for the F.Y 2022-23 to perform the duties of Internal Auditors of the Company. The report submitted by the Internal Auditors gets reviewed by the Audit Committee from time to time.

26. BUSINESS RISK MANAGEMENT:

Your Company periodically assesses the risk elements, mitigates the different kinds of risks which the

Company faces in its day-to-day operations and incorporates such risk mitigation plans in its business operational plans. As on date of this report, your Company does not foresee any critical risk, which threatens its existence.

27. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Corporate Social Responsibility are not applicable to the Company as the Company does not comes under the ambit of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014.

28. PUBLIC DEPOSITS:

The Company has not accepted any deposits from the public under Chapter V of the Companies Act, 2013 during FY 2022-23 and, as such, no amount on account of principal or interest on public deposits was outstanding as on March 31st, 2023.

(a) accepted during the year: NIL

(b) remained unpaid or unclaimed as at the end of the year: NIL

(c) whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and the total amount involved- (i) at the beginning of the year: NIL

(ii) maximum during the year: NIL (iii) at the end of the year: NIL

(d) Details of the money received from directors: Nil

29. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

As per the requirements of Section 134 (3) (g) of the Companies Act, 2013; Company has not extended any loans and guarantees during the F.Y. 2022-23.

30. TRANSACTIONS WITH RELATED PARTIES:

The company entered into transactions with related parties in accordance with the provisions of the Companies Act, 2013 read with rules and the particulars of contracts or arrangements with related parties referred to in Section 188(1), as prescribed in Form AOC-2 of the rules prescribed under Chapter IX relating to

Accounts of Companies under the Companies Act, 2013, is appended as "Annexure – 3". Policy on Materiality of and dealing with Related Party Transactions of the Company is available on the website of the Company and can be accessed at the web link: https://equippp.in/wp-content/uploads/2022/07/Related-Party-Transaction-Policy.pdf.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis Report as stipulated under the Regulation 34(2)(e) of the SEBI Listing Regulations and the same is presented in a separate section forming part of this Annual Report as Annexure - 4. It provides details about the overall industry structure, global and domestic economic scenarios, developments in business operations / performance of the Companys various businesses, internal controls and their adequacy, risk management systems, human resources and other material developments during the financial year 2022-23.

32. CORPORATE GOVERNANCE:

The compliance with the corporate governance provisions as specified in regulations 17, 17A,18, 19, 20,

21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V shall not apply, in respect of -

(a) a listed entity having paid up equity share capital not exceeding rupees ten crore and

(b) net worth not exceeding rupees twenty-five crore, as on the last day of the previous financial year Since the net worth of the company as on March 31, 2022, continues to be less than Rs.25 Crores, the abov- mentioned provisions are not applicable to the Company. However, out of abundant caution when the Company had furnished the Corporate Governance Reports to the NSE & BSE for all quarters of F.Y. 2022-23, the NSE had held that the Company had to comply with the CG provisions and imposed penalties for non-compliance/delayed compliance under Listing Agreements and SEBI (Listing Obligations and

Disclosure Requirements) Regulations 2015. The Company is contesting the aforesaid issue of applicability of provisions relating to Corporate Governance.

Though, the applicability of LODR for the F.Y.2022-23 is in question, the Company has decided to implement certain of Corporate Governance provisions as a good practice, on a best endeavor basis. And enclosed the Corporate Governance report as Annexure – 5 to this report.

33. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

The Company doesnt fall under the Top 1000 Companies as per market capitalization as on 31st March 2023.

34. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Board of Directors affirms that the Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Companies Secretaries of

India and that such systems are adequate and operating effectively. The Company has complied with the applicable Secretarial Standards.

35. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

In Compliance with Section 177(9) of the Act and Regulation 22 of SEBI Listing Regulation, the Company has adopted a Whistle Blower Policy. The Audit Committee oversees the functioning of this policy. The Companys vigil mechanism/ Whistle blower Policy aims to provide the appropriate platform and protection for Whistle Blowers to report instances of fraud and mismanagement, if any, to promote reporting of any unethical or improper practice or violation of the Companys Code of Conduct or complaints regarding accounting, auditing, internal controls or suspected incidents of violation of applicable laws and regulations including the Companys code of conduct or ethics policy or Code of Conduct for Prevention of Insider Trading in the Company, Code of Fair practices and Disclosure. The Vigil Mechanism provides a mechanism for employees of the Company to approach the Chairman of the Audit Committee of the Company for redressal.

The Policy is available on the website of the Company and the web link for the same is https://equippp.in/ wp-content/uploads/2022/07/Whistle-Blower-Policy.pdf.

36. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY:

During the F.Y 2022-23 under review, the Company received an extension of 3 Months from HonbleNCLT Hyderabad to comply with the MPS requirements.

37. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

A. Conservation of Energy- NIL

(i) the steps taken or impact on conservation of energy;

(ii) the steps taken by the company for utilizing alternate sources of energy;

(iii) the capital investment on energy conservation equipments;

B. Technology Absorption - NIL

(i) the efforts made towards technology absorption;

(ii) the benefits derived like product improvement, cost reduction, product development or import substitution; (iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-

(a) the details of technology imported; (b) the year of import;

(c) whether the technology been fully absorbed;

(d) if not fully absorbed, areas where absorption has not taken place, and the rea sons thereof; and (iv) the expenditure incurred on Research and Development.

C. Foreign Exchange earnings and Outgo:

Earnings 151.45 lakhs
Outgo Nil

38. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary and trainees) are covered under this policy. The Company has also complied with the provisions related to the constitution of an Internal Complaints Committee (ICC) under the said Act to redress complaints received regarding sexual harassment. During the Financial year the Company has not received any complaints on sexual harassment.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your Company has a robust Internal Control System commensurate with the size and scale of its Operations. Roles and responsibilities are clearly de_ned and assigned. A reputed Chartered Accountants _rm has also been engaged for Internal Audit. e Audit Committee reviews the adequacy and e_ectiveness of Internal Control Systems and provides guidance for further strengthening them.

39. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

Your Company did not have any funds lying unpaid or unclaimed for a period of Seven years. Therefore, there were no funds which were required to be transferred to investor Education and Protection Fund (IEPF).

40. CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING:

Pursuant to the provisions of Regulations 8 & 9 of SEBI (Prohibition of Insider Trading) Regulations, 2015, the Board of Directors has formulated, implemented and has in place a comprehensive "Code of Fair

Disclosure of Unpublished Price Sensitive Information" & "Code of Conduct for Prevention of the Insider

Trading" (hereinafter known as "Codes of Conduct") for regulating, monitoring and reporting the trading by Designated persons of the Company which exemplifies is applicable to the Designated Personnels of the Company which includes Promoters, Promoter Group,

KMPs, Directors, Senior Management and such other employees of the Company and others in fiduciary relationships and as may be approved by the Board of Directors, from time to time, based on the fact of having access to unpublished price sensitive information. The said Codes lays down guidelines advising the Designated Personnels on procedures to be followed and disclosures to be made while dealing with the securities of the Company.

The "Code of Fair Disclosure of Unpublished Price Sensitive Information" is placed on the website of the Company at https://equippp.in/wp-content/uploads/2022/12/Policy-on-insidertrading-1.pdf.

41. DISCLOSURE ABOUT BUY BACK OF SECURITIES, SWEAT EQUITY, BONUS ISSUE, EMPLOYEES STOCK OPTION PLAN:

(A) Buy Back: There have been no such cases during the year 2022-23. (B) Sweat Equity: There have been no such cases during the year 2022-23. (C) Bonus Issue: There have been no such cases during the year 2022-23.

(D) Employee Stock Option Plan (ESOP)s: There have been no such cases of ESOPs issue during the year 2022-23.

42. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the year under review, to our knowledge, there were no applications made or proceedings pending in the name of the Company under the Insolvency Bankruptcy Code, 2016.

43. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there was no incident of one-time settlement of loans taken from Banks and Financial Institutions. Hence, the disclosure under this heading is not applicable to the Company.

44. ACKNOWLEDGEMENTS:

Your Directors wish to place on record their gratitude to the Companys Business Associates, Trade Partners, Dealers, Customers, Shareholders, Vendors, Bankers, Technology Providers and other Stakeholders all over

India and Overseas for the continued support and co-operation extended by them to the Company during the

Year. Your Board also thanks the Government of India, State Governments and other Government Authorities for their continued support and encouragement to the Company and look forward to their support in the future.

The Directors appreciate and value the contribution made by every member of the EQUIPPP Family.