Dear Members,
Your Directors have pleasure in presenting before you the 30 th Annual Report of your
Company on the business and operations together with the Audited Financial Statements
including Consolidated Financial Statement and Auditors Report for the financial year
ended 31st March2023.The performance of the Company during the year under Report is
summarized as below:
FINANCIAL HIGHLIGHTS:
The summarized financial results of our operations for the Financial Year ending 31st
March 2023 is detailed hereunder.
(Rs. in Lakhs)
|
STANDALONE |
CONSOLIDATED |
| Particulars |
March 31, 2023 (Amt in Rs.) |
March 31, 2022 (Amt in Rs.) |
March 31, 2023 (Amt in Rs.) |
March 31, 2022 (Amt in Rs.) |
| Operating Income |
2.67 |
3.37 |
2.67 |
3.37 |
| Other Income |
5.04 |
6.18 |
5.04 |
6.18 |
| Total Income |
7.71 |
9.55 |
7.71 |
9.55 |
| Total Expenditure |
27.22 |
20.80 |
27.22 |
20.80 |
| Net profit/Loss Exceptional Items |
(19.51) |
(11.24) |
(19.51) |
(11.24) |
| Exceptional Items |
0 |
0 |
0 |
0 |
| Profit / (Loss) before tax |
(19.51) |
(11.24) |
(19.51) |
(11.24) |
| Provision for tax |
NIL |
NIL |
NIL |
NIL |
| Deffered tax |
NIL |
NIL |
NIL |
NIL |
| Net Profit/Loss after tax |
(19.51) |
(11.24) |
(19.51) |
(11.24) |
| Earnings Per Share |
(0.32) |
(0.23) |
(0.32) |
(0.23) |
WEB ADDRESS -easitax.com
FINANCIAL PERFORMANCE
During the year under review, your Company has registered a total loss of Rs.19.51/-
Lakhs as compared to previous year loss of Rs. 11.24/- Lakhs. The Board is trying hard for
the growth of the
Company. Your Directors are continuously looking for avenues for future growth of the
Company by developing new Software in the ever growing field of Financial and Health Care
Sector. The Company is now ready to avail the new opportunities available in the market.
CHANGES IN SHARE CAPITAL
During the Financial year 2022-23 the Authorized Share Capital and Paid Up Capital as
at 31st March 2023 stood at Rs.11,00,00,000/- and Rs.10,00,46,000/- respectively. During
the year under review, the company has not issued any Securities nor granted any Stock
Options or Sweat Equity.
BUSINESS REVIEW/ STATE OF THE COMPANYS AFFAIRS
Your Company is involved in the development of various software and services for
E-filing of Corporate Statutory Tax Returns and developing the existing softwares. The
company is working on to develop e-redressal system for GST and e-record system for health
care.
During the year under review, the total income of the Company stands at Rs. 7.71/-
Lakhs and the expenses stands at Rs. 27.22/- Lakhs. The Net Loss stands at Rs. 19.51/-
Lakhs in comparison to Rs. 11.24/- Lakhs of last year.
The losses can be attributed to the developmental expenses the company is incurring for
developing the GST & Health Care Software which are yet to be launched in the market.
CHANGES IN THE NATURE OF THE BUSINESS
During the year under review, there were no changes in nature of business of the
company.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
The Company is in the process of complying with the requirement of achieving 100%
holding of the promoters in demat forms as required under the SEBI (Listing obligations
and Disclosure Requirements) Regulations 2015.
DIVIDEND
As there is no profit in this year therefore the Board recommends no dividend is to be
declared for this financial year.
INFORMATION ABOUT SUBSIDIARY/ TV/ ASSOCIATE COMPANY
During the year, the Board of Directors (the Board) reviewed the affairs of the
subsidiary. In accordance with Section-129(3) of the Companies Act, 2013, we have prepared
consolidated financial statements of the Company and its subsidiary, which form part of
the Annual Report. Further, a statement containing the salient features of the financial
statement of the subsidiary in the prescribed format AOC - 1 is appended as Annexure-1 to
the Boards report. The statement also provides the details of performance, financial
positions of each of the subsidiaries.
In accordance with Section 136 of the Companies Act, 2013, the audited financial
statements, including the consolidated financial statements and related information of the
Company, are available on our website www.easitax.com. These documents will also be
available for inspection during business hours at our registered office.
TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was
no dividend declared and paid in last year.
BOARDS COMPOSITION, CATEGORY OF DIRECTORS AND THEIR MEETINGS:
The Board is collectively responsible for the sustainable success of the company. The
Companys Board has an optimum combination of Executive and Non-Executive Directors and
reflects diversity in terms of disciplines, professions, social groups, gender and
stakeholder interest.
The strength of the Board as on March 31, 2022 is Four (4) directors. They are as
follows:
| 1. A. GERALD EBENEZER |
Managing Director |
| 2. RAINY RAMESH SINGHI |
Non-Executive Director (Women) |
| 3. J.RAJENDHIRAN |
Independent Director |
| 4. R.A.ESWARI |
Independent Director(Women) |
CHANGE IN DIRECTORS
During the year under review there a changes in the composition of Board of Director of
the Company.
Ms. Rainy Ramesh Singhi (DIN-09844099), on the recommendation of the Nomination and
Remuneration Committee was appointed as an Additional Director with effect from
1stJanuary, 2023 by the Board.
The following are the KMP as on date:-
1. A. GERALD EBENEZER - Managing Director
2. Ms. ShantwanaAdhikari - CFO
3. CS Deepak Kumar Saha - Company Secretary
MEETINGS OF THE BOARD OF DIRECTORS
The Board of Directors met Six (6) times during this financial year,The disclosure on
Board meetings and attendance of directors are given below:
| Date of meetings |
No. of Directors attended the meeting |
| 27.05.2022 |
4 |
| 12.08.2022 |
4 |
| 02.09.2022 |
4 |
| 11.11.2022 |
4 |
| 31.12.2022 |
3 |
| 07.02.2023 |
4 |
COMMITTEES OF THE BOARD
The details of composition of the Committees of the Board of Directors are as under:-
a. Audit Committee
At the end of the Financial Year 2022-23 the Audit Committee constitutes of Mr.
J.RAJENDHIRAN, Mrs. R.A.ESWARI, and Ms. RAINY RAMESH SINGHI. Mr. J.RAJENDHIRAN is the
Chairman of the Audit Committee. The Board of Directors have accepted all the
recommendations given by the Audit Committee. The terms and reference of Audit Committee
and details of meetings held during the financial year 2022-23 and the attendance of
members are given in the Corporate Governance Report, which forms part of the Directors
Report.
b. Nomination, Remuneration Committee
At the end of the Financial Year 2022-23 the Nomination and Remuneration Committee
consists of Mr. J.RAJENDHIRAN, Mrs. R.A.ESWARI, and Ms. RAINY RAMESH SINGHI. Mr.
J.RAJENDHIRAN is the Chairman of the Nomination and Remuneration Committee. The details of
the Nomination and Remuneration Committee and meetings held during the financial year
2022-23 and the attendance of members are provided in the Corporate Governance Report,
which forms part of the Directors Report.
c. Stakeholders Relationship Committee
At the end of the Financial Year 2022-23 the Stakeholders Relationship Committee
consists of Mr. J.RAJENDHIRAN, Mrs. R.A.ESWARI, and Ms. RAINY RAMESH SINGHI. Mr.
J.RAJENDHIRAN is the Chairman of the Stakeholder Relationship Committee. The details of
the Stakeholder Relationship Committee and meetings held during the financial year 2022-23
and the attendance of members are provided in the Corporate Governance Report, which forms
part of the Directors Report.
EXTRACT OF ANNUAL RETURN
As required under Sub-Section (3) of Section 92 of the Companies Act, 2013 and Rule
12(1) of the Companies (Management and Administration) Rules, 2014 an extract of Annual
Return in Form MGT - 9 forms part of this report as Annexure - 2.
MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and Analysis forms an integral part of this Report and gives
details of the overall industry structure, developments, performance and state of affairs
of the company and other material developments during the financial year and is attached
as Annexure-3.
CORPORATE GOVERNANCE
The Corporate Governance Report and a certificate by the Statutory Auditors regarding
compliance of the conditions of corporate governance by your Company as stipulated in
Regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 are attached to this Report as Annexure -4.
STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS
All the Independent Directors have given declarations of Independence, as required
pursuant to Section 149 (7) of the Companies Act, 2013 stating that they meet the criteria
of Independence as provided in sub-section (6) of Section 149 of the Companies Act, 2013.
All the Independent Directors have complied with the Code for Independent Directors
prescribed in Scheduled IV to the Act.
MEETING OF INDEPENDENT DIRECTORS
The performance of the Individual Directors on the Board and the Committees thereof is
done by the Board and the Independent Directors in their exclusive meeting done as per the
policy formulated by the Board in this regard.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and Regulation 34(3) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations 2015 the performance
evaluation of the Board and Individual Directors is done on annual basis.
The evaluation is done by the Board, Nomination and Remuneration Committee and
Independent Directors with specific focus on the performance and effective functioning of
the Board and Individual Directors.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the
Company confirms that-
a) In the preparation of the annual accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures;
b) The directors had selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the company at the end of the financial year and of
the profit and loss of the company for that period;
c) The directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the company and for preventing and detecting fraud and other irregularities;
d) The directors had prepared the annual accounts on a going concern basis;
e) The Directors had laid down internal financial controls to be followed by the
company and such internal financial controls are adequate and were operating effectively;
and
f) The directors had devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating effectively.
INTERNAL FINANCIAL CONTROLS
The Board has adopted the policies and procedures for ensuring the orderly and
efficient conduct of its business, including adherence to the Companys policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of
reliable financial disclosures.
LOANS, GUARANTEES AND INVESTMENTS
There were no loans, guarantees or investments made by the Company under Section 186 of
the Companies Act, 2013 during the year under review and hence the said provision is not
applicable.
RELATED PARTY TRANSACTIONS
There were no contract or arrangements made with related parties as defined under
Section 188 of the Companies Act, 2013 during the year under review.
PARTICULARS OF EMPLOYEES
None of the employees of the Company has been in receipt of remuneration exceeding the
amounts envisaged under Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 of the Companies Act, 2013.
DEPOSITS
During the year under review, the Company has not accepted any fixed deposit from the
public under Sections 73 of the Companies Act, 2013 read with the Companies (Acceptance of
Deposits) Rules, 2014.
VIGIL MECHANISM
In terms of the provisions of Section 177 of the Companies Act, 2013 your Company has
formulated a Whistle Blower Policy as a Vigil Mechanism. This mechanism aims for
conducting the affairs in a fair and transparent manner by adopting highest standards of
professionalism, honesty, integrity and ethical behavior.
This mechanism is for the employees to report concerns about unethical behavior, actual
or suspected fraud or violation of Code of Conduct and Ethics.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:
A. Conservation of Energy, Technology Absorption
The Company always believes in giving the best to its clients and in this regard it
continuously upgrade its knowledge in cutting edge technology and in the latest and best
equipments.
B. Foreign Exchange Earnings and Outgo
There were no foreign exchange earnings and outgo during the year under review.
RISK MANAGEMENT
Risk Management is the process of identification, assessment and prioritization of
risks followed by coordinated efforts to minimize, monitor and mitigate/ control the
probability and/ or impact of unfortunate events or to maximize the realization of
opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization
Procedure which is reviewed by the Board from time to time. These procedures are reviewed
to ensure that executive management controls risk through means of a properly defined
framework. The major risks have been identified by the Company and its mitigation process
/ measures have been formulated in the areas such as business, project execution, event,
financial, human, environment and statutory compliance.
AUDITORS
a. Statutory Auditors:
M/ s. John Moris & Co. (Firm Registration No. 007220S), Chartered Accountants,
Chennai were appointed as Statutory Auditors of our Company in our 27th Annual General
Meeting held on 31st December 2020 and they hold office till the conclusion of our
32ndAnnual General Meeting on a remuneration as the Board of Directors of the Company may
determine.
There are no qualifications or adverse remarks in the Statutory Audit Report which
require any explanation from the Board of Directors.
b. Secretarial Auditor:
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Rule 9 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Company
has appointed CS Rabindra Kumar Samal, Company Secretary in Whole time Practice to
undertake the Secretarial Audit of the Company for the financial year 2022-23, 2023-24 and
2024-25.
The Report of the Secretarial Auditor in Form MR-3 for the financial year 2022-23 is
attached in Annexure-5.
REPLY TO OBSERVATION RAISED BY THE SECRETARIAL AUDITOR
1. The Company is in the process of complying with the requirement of achieving 100%
holding of the promoters in demat forms as required under the SEBI (Listing obligations
and Disclosure Requirements) Regulations 2015. We are trying to regularise PAN issues of
the Promotor /Promotor Group and shall be able to comply with the Regulation.
FRAUDS REPORTED BY THE AUDITORS
No Frauds were reported by the Auditors either to the Audit Committee or in their
reports during the year under review.
MAINTENANCE OF COST RECORDS
The provisions of Section 148 of the Companies Act, 2013 are not applicable for the
year since the Company is not falling under the category of class Companies as prescribed
under Sub-section (1) of Section 148 of the Companies Act 2013 and Rules framed there
under.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
The Company is committed to provide a safe and conducive work environment to its
employees. During the year under review, no case of sexual harassment was reported.
During the year under review, the Internal Complaints Committee , which has been in
existence in the company to receive and deal in with complaints relating to such
harassment , has not received any complaint pertaining to sexual harassment.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND
TRIBUNALS.
No significant and material order has been passed by the regulators, courts, tribunals
impacting the going concern status and Companys operations in future
ACKNOWLEDGEMENT
Your Directors wish to express their grateful appreciation to the continued
co-operation received from the Banks, Government Authorities, Customers, Vendors and
Shareholders during the year under review. Your Directors also wish to place on record
their deep sense of appreciation for the committed service of the Executives, staff and
Workers of the Company.
|
For and on behalf of the Board |
|
|
M/s. Integrated Hitech Ltd. |
|
| Date: 05/09/2023 |
-Sd- |
-Sd- |
|
(Director) |
(Director) |
| Place: Chennai |
|
|
+91-9892691696
