Likhitha Infrastructure Ltd Directors Report

To

The Members,

Likhitha Infrastructure Limited

Your Directors are pleased to present the 25^th (Twenty-Fifth) Annual Report of Likhitha Infrastructure Limited ("the Company or LIL") along with the Audited Financial Statements (Standalone and Consolidated) for the financial year ended March 31, 2024.

FINANCIAL HIGHLIGHTS

Key highlights of the financial performance of the Company for the year ended March 31, 2024 summarized below:

( in Lakhs)

	Standalone		Consolidated
Particulars	2023-24	2022-23	2023-24	2022-23
Revenue from Operations	42209.31	35076.61	42168.14	36495.50
Other Income	608.92	784.91	517.69	423.48
Total Revenue	42818.23	35861.52	42685.83	36918.98
EBITDA	9884.00	8501.48	9870.43	8730.80
Finance costs	135.43	77.66	135.43	77.66
Depreciation and Amortization Expenses	767.47	507.21	767.47	507.21
Profit before tax	8981.10	7916.61	8967.53	8145.93
Current Tax	2424.77	1937.20	2491.57	2141.21
Deferred Tax Asset	(46.73)	(24.96)	(46.73)	(24.96)
Profit after Tax	6603.06	6004.37	6522.69	6029.68
Basic Earnings per Share ()	16.74	15.22	16.58	15.28
Diluted Earnings per Share ()	16.74	15.22	16.58	15.28
*Paid up share capital (face value of 5/- each)	1972.5	1972.50	1972.50	1972.50
Reserves and Surplus	29044.13	23035.19	28980.58	23035.55

COMPANY PERFORMANCE:

The key aspects of your Companys performance during the financial year 2023-24 are as follows:

Standalone

Revenue from Operations increased by 20.33% YoY to 42209.31 Lakhs as against 35076.61 Lakhs in the previous year.

Operating EBITDA also increased by 16.26% YoY to 9884.00 Lakhs as against 8501.48 Lakhs in the previous year.

PAT increased by 9.97% YoY to 6603.06 Lakhs as against 6004.37 Lakhs in the previous year.

Consolidated

Revenue from Operations increased by 15.54% YoY to 42168.14 Lakhs as against 36495.50 Lakhs in the previous year.

Operating EBITDA also increased by 13.05% YoY to 9870.43 Lakhs as against 8730.80 Lakhs in the previous year.

PAT increased by 8.18% YoY to 6522.69 Lakhs as against 6029.68 Lakhs in the previous year.

Subsidiaries, Associates and Joint Venture Companies

As on March 31, 2024, the Company has two (02) Joint Ventures viz., CPM-Likhitha Consortium, India and Likhitha Hak Arabia Contracting Company, Kingdom of Saudi Arabia. In addition, your Company held 60% equity share capital in Likhitha Hak Arabia Contracting Company, and consequently, now it became a subsidiary of the Company. There has been no material change in the nature of the subsidiary/Joint Venture businesses.

As at March 31, 2024, none of the subsidiaries of the Company qualifies to be considered as Material Subsidiary as per the Listing Regulations and the policy on determining the material subsidiaries is available on the Companys website at https://www.likhitha.co.in/img/content/policies/Policy_for_Determination_of_ Material_Subsidiaries.pdf.

Pursuant to provisions of Section 129(3) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, a statement containing salient features of financialstatements of the Companys subsidiaries/ associates/Joint Ventures of the Company in Form AOC-1, is attached as Annexure-I to this report.

Consolidated Financial Statements

As per SEBI (LODR) Regulations, 2015 and the Companies Act, 2013 read with relevant accounting standards, the Company has preparedtheConsolidatedfinancialstatements.

The audited financial statements (both Standalone and Consolidated) together with the Auditors Report form part of this Annual Report and separate financial statements of the subsidiary company are available on the website of the Company at https://www.likhitha.co.in/annual_report.html

Transfer To Reserves:

The closing balance of the retained earnings of the Company for FY 2023-24 after making all appropriations and adjustments was stood at 28985.41 Lakhs. The Company has not transferred any amount to general reserve during the financial year.

Dividend

The Board of Directors at their meeting held on May 27, 2024, has recommended a dividend for the FY 2023-24 at the rate of 30% ( 1.5/-) per Equity Share of 5/- each fully paid up, subject to approval of members at the ensuing Annual General Meeting ("AGM"). The Dividend, if approved, will be paid to shareholders whose names appear in the Register of Members as of the record date. The record date for the purpose of payment of dividend for the financial year ending March 31, 2024, is fixed as Tuesday, September 17, 2024.

The total dividend payment for the financial year 2023-24 would be 591.75 lakhs on 3,94,50,000 equity shares of the Company.

As per the Income-Tax Act, 1961, dividends paid or distributed by the Company shall be taxable in the hands of the shareholders. Accordingly, the Company makes the payment of the dividend after deduction of tax at source (TDS).

The dividend recommended is in accordance with the Dividend Distribution Policy of the Company. The Dividend Distribution policy is available on the Companys website at https://www.likhitha.co.in/img/ content/policies/Dividend_Distribution_Policy.pdf.

Investor Education & Protection Fund (IEPF)

Following the provisions of Sections 124, 125, and other applicable provisions, if any, of the Companies

Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (hereinafter referred to as "IEPF Rules") (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), the amount of dividend remaining unclaimed or unpaid for a period of seven consecutive years from the date of transfer to the Unpaid Dividend Account is required to be transferred to the Investor Education and Protection Fund ("IEPF") maintained by the Central Government.

Your Company does not have any unpaid/unclaimed dividends or shares relating thereto which are required to be transferred to the IEPF till the date of this Report. Details of the balance in the Unpaid Dividend Account as of March 31, 2024, are given below:

( in Lakhs)

S. No Particulars	31.03.2024
1 Final Dividend for FY 2022-23	0.44
2 Final Dividend for FY 2021-22	0.26
3 Interim Dividend for FY 2021-22	1.20
4 Final Dividend for FY 2020-21	1.45
Total Outstanding Amount as of March 31, 2024	3.35

Shareholders are informed that once an unclaimed dividend is transferred to IEPF, no claim shall lie in respect thereof with the Company. The details of unclaimed dividends are available on the Companys website at http://www.likhitha.co.in/unclaimed_dividends.html

Ms. Pallavi Yerragonda, Company Secretary and Compliance Officer of the Company acts as a Nodal

Material Changes and Commitments Affecting Financial Position of your Company

There are no material changes and commitments that have occurred after the end of the financial year of the Company to which the financial statements relate and till the date of the report, which will have an impact on the financial position of the Company. Further, there is no change in the nature of the business of the Company.

Deposits

During the year under review, the Company has not accepted any deposits according to the provisions of Sections 73 and 76 of the Companies Act, 2013 and rules made thereunder.

Particulars of Loans, Guarantees, and Investments

Under Section 186 of the Companies Act, 2013 and Schedule V of the Listing Regulations, disclosure on particulars relating to Loans, Advances, Guarantees, and Investments as of March 31, 2024, are provided in Notes to the financial statements of the Company.

Contracts and Arrangements with Related Parties

During the Year under review, all contracts / arrangements / transactions entered by the Company with related parties were in the ordinary course of business and on an arms length basis. The particulars of such contracts or arrangements with related parties are enclosed in Form AOC-2 as "Annexure-II" to this report. Further details of related party transactions are provided in Notes to Financial Statements (both Standalone and Consolidated).

The policy on dealing with RPT as approved by the Board is uploaded on the Companys website at https://www.likhitha.co.in/img/content/policies/New_Related_Party_Transaction_Policy.pdf.

Outlook and Future Plans

"Management Discussion and Analysis" contains a separate section on the Companys outlook and future plans and members may please refer to the same on this.

Share Capital

During the period under review, the Company has increased Authorized Share Capital of the Company from 20,00,00,000/- (Rupees Twenty Crores Only) divided into 4,00,00,000 (Four Crores) equity shares of 5/- each (Rupees Five Only) to 21,60,00,000/- (Rupees Twenty-One Crores Sixty Lakhs Only) divided into 4,32,00,000 (Four Crores Thirty-Two Lakhs) equity shares of 5/- each (Rupees Five Only) by addition of 32,00,000 (Thirty-Two Lakhs) Equity Shares of 5/- each (Rupees Five Only) ranking pari-passu in all respects with the existing equity shares of the Company vide ordinary resolution passed through postal ballot by remote e-voting dated December 09, 2023 by altering Clause V of Memorandum of Association.

The Companys paid-up equity share capital remained at 19,72,50,000/- comprising 3,94,50,000 equity shares of 5/- each.

During the year under review, your Company has neither issued any shares with differential voting rights nor granted any stock options or sweat equity.

QIP) ( QualifiedInstitutional Placement

During the FY 2023-24, the Board of directors proposed and approved raising of funds by way of issuance of such number of Equity Shares having face value of 5/- each of the Company ("Equity Shares") and/ or other eligible securities or any combination thereof ("Securities"), for an aggregate amount not exceeding 125 Crores (Rupees One Hundred and Twenty Five Crores Only) by way of Qualified Institutional Placement ("QIP") and the same was approved by members of the Company by virtue of Special resolution passed on December 09, 2023 vide postal ballot notice dated November 09, 2023.

Officer.

Employees Stock Option Scheme

There is no employees stock option scheme being implemented by the Company.

Directors and Key Managerial Personnel

As of March 31, 2024, the Board comprises Seven (07) Directors viz., Four (04) Independent Directors including One Woman Independent Director, One (01) Non-Executive Non-Independent Director, and Two (02) Executive Directors.

Changes in directorate

i) Reappointment of Independent Directors

During the period under review, based on the recommendations of the Nomination and Remuneration Committee and Board of Directors of the Company, the members have reappointed the independent directors in the AGM held on September 27, 2023, as follows:

Reappointment of Mr. Venkatram Arigapudi (DIN: 08939773) as an independent director for a second term of 3 (three) years and 6 (six) months with effect from October 31, 2023.

Reappointment of Mr. Sivasankara Parameswara Kurup Pillai (DIN: 08401552) as an independent director for a second term of 3 (three) years with effect

Reappointment of Mr. Venkata Sesha Talpa Sai Munupalle (DIN: 08388354) as an independent director for a second term of 3 (three) years with effect from March 28, 2024, and to continue his directorship till his current tenure even after attaining the age of 75 years.

Reappointment of Ms. Jayashree Voruganty (DIN: 09137732) as an independent director for a second term of 3 (three) years with effect from April 10, 2024. ii) Reappointment of Whole Time Director

Based on the recommendations of Nomination and Remuneration Committee, Board of Directors have re-appointed Mrs. Likhitha Gaddipati as whole time director of the Company for a further period of three years from August 11, 2024 to August 10, 2027 (both days inclusive), subject to approval of the members the ensuing Annual General Meeting.

iii) Retirement by rotation and subsequent re-appointment

Under the provisions of Section 152 and other applicable provisions, if any, of the Act and the Articles of Association of the Company, Mrs. Sri Lakshmi Gaddipati (DIN: 02250598), Non-Executive Director of the Company, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible has offered herself for re-appointment.

Independent Directors

The Company has received declarations from all the Independent Directors as required under section 149(6) of the Companies Act, 2013 along with Rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations stating that they meet the criteria of independence. There has been no change in the circumstances affecting their status as independent directors of the Company.

The Board has reviewed the integrity, expertise, experience, and requisite proficiency of the independent directors and confirmed that the Independent Directors fulfill the conditions specified in the SEBI Listing Regulations and are independent of the management and the same is given in the Corporate Governance Report.

As prescribed under Listing Regulations and according to Section 149(6) of the Act, the particulars of Non-Executive and Independent Directors (as of the date of signing this report) are as under: 1. Mr. Venkata Sehsha Talpa Sai Munupalle 2. Mr. Sivasankara Parameswara Kurup Pillai 3. Mr. Venkatram Arigapudi 4. Ms. Jayashree Voruganty

Directors and Officers Insurance (‘D&O)

As per the requirements of Regulation 25 (10) of the SEBI Listing Regulations, the Company has taken D&O Insurance for all its Directors of the Company.

Key Managerial Personnel

In accordance with the provisions of Section(s) 2(51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the following are the Key Managerial Personnel of the Company as on March 31, 2024:

Sl. No Name of the KMP	Designation
1 Mr. Srinivasa Rao Gaddipati	Managing Director
2 Mrs. Likhitha Gaddipati	Whole Time Director and Chief Financial Officer
3 Mr. Sudhanshu Shekhar	Chief Executive Officer
4 Ms. Pallavi Yerragonda	Company Secretary and Compliance Officer

During the year under review, there are no changes in the Key Managerial Personnel of the Company. However, Board of Directors have re-appointed Mrs. Likhitha Gaddipati as whole time director of the Company for a further period of three years from August 11, 2024 to August 10, 2027 (both days inclusive), subject to approval of the members at the ensuing Annual General Meeting.

Meetings of The Board

During the year under review, 5 (Five) Meetings of the Board were held as per the Standards as outlined in the Secretarial Standard I. The maximum gap between two consecutive board meetings was within the period as prescribed under the provisions of the Companies Act, 2013.

Details of the meetings of the Board along with the attendance of the Directors therein have been disclosed as part of the Corporate Governance Report forming part of this Annual Report.

Committees of the board

As of March 31, 2024, the Board has five (5) committees and has constituted the following committees, under the provisions of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as applicable, which are in place and discharging their functions as per terms of reference entrusted by the Board from time to time:

Audit Committee

Nomination and Remuneration Committee

Stakeholders Relationship Committee

Corporate Social Responsibility Committee

Risk Management Committee

The composition, attendance, powers, and roles of the Committees are included in the Corporate Governance Report which forms part of this Annual Report.

During the year, all recommendations of the Committees were accepted by the Board.

Policy on Directors Appointment and Remuneration and other Details

The Nomination and Remuneration Committee has adopted a policy as per Section 178(3) of the Companies Act, 2013 for determination of remuneration and the manner of selection of the Board of Directors, Senior Management and Key Managerial personnel of the Company. The Policy is available on the Companys website at http://www.likhitha.co.in/investors.html.

Criteria for selection of Non-Executive Director

The Non-Executive Directors shall be of high integrity with relevant expertise and experience in the fields of Service Industry, Manufacturing, Marketing, Finance and Taxation, Law, Governance and General Management.

In case of appointment of independent directors, the committee shall satisfy itself about the criteria of independence of the directors vis-a-vis the company to enable the board to discharge its function and duties effectively.

The committee shall ensure that the candidate identifiedfor appointment as a director is not disqualified for appointment under Section 164 of the Companies Act, 2013.

The committee shall consider the following attributes, whilst recommending to the board the candidature for appointment as director:

- Qualification, expertise and experience of the directors in their respective fields;

- Personal, professional or business standing;

- Diversity of the Board;

- In case of re-appointment of Non-Executive Directors, the Board shall take into consideration the performance evaluation of the Directors and their engagement level;

Remuneration

The Non-Executive Directors shall not be entitled to receive remuneration except by way of sitting fees, reimbursement of expenses for participation in the board/committee meetings, and commission, if any, as approved by the Board of Directors. The independent directors of the company shall not be entitled to participate in the Stock Option Scheme of the company. The aggregate commission payable if any to the Non-Executive Directors will be within the statutory limits.

Criteria for selection/appointment of Executive Directors, CS, CEO and CFO

For selection of the Executive Directors, CEO, CFO, and CS the Committee shall identify persons of integrity who possess relevant expertise, experience, and leadership qualities required for the position.

The Committee will also ensure that the incumbent fulfills such other criteria concerning age and other qualifications as laid down under the Companies Act, 2013, or other applicable laws.

Remuneration to Executive Directors

At the time of appointment or re-appointment, the Executive Director shall be paid such remuneration as may be mutually agreed between the Company (which includes the Committee and the Board of Directors) and the remuneration of Executive Director / Managing Director, within the overall limits prescribed under the Companies Act, 2013.

The remuneration shall be subject to the approval of the members of the Company in the General Meeting in compliance with the provisions of the Companies Act, 2013.

Remuneration Policy for the Senior Management Employees including CEO, CFO & CS

In determining the remuneration of Senior Management Employees, the committee shall ensure/consider the following:

The relationship between remuneration and performance benchmark.

The balance between fixed and variable pay reflects short and long-term performance appropriate to the working of the company and its goals, as mutually agreed.

Familiarisation Program for Independent Directors

All Independent Directors are familiarised with the operations and functioning of the Company at the time of their appointment and on an ongoing basis.

The Familiarisation Program was conducted with an objective to provide an opportunity to familiarise the independent directors related to the nature of the industry, the Business model of the company, and the roles, rights, and responsibilities of independent directors. They have the full opportunity to interact with Senior Management personnel and Heads of the department and are provided with all documents as required and sought by them to enable them to have a good understanding.

The details of such Familiarisation Program and other disclosures as specified under the Listing regulations are available on the Companys website at https://www.likhitha.co.in/code_of_conduct.html

Board Evaluation and Assessment

The Board of Directors has carried out an annual performance evaluation of Individual Directors including the chairman of the Company, the Board as a whole and its committees thereof, pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Performance evaluation criteria is determined by the Nomination and Remuneration Committee.

A structured questionnaire was prepared to evaluate the performance after seeking inputs from the Directors, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations, and governance.

A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution at meetings, independence, safeguarding the interest of the Company and its minority shareholders, etc.

The performance evaluation of the Independent Directors was carried out by the entire Board (excluding the Director being evaluated), after seeking inputs from all the directors on the effectiveness and contribution of the Independent Directors. The Process and criteria evaluation of Performance of Independent Directors is explained in the Corporate Governance report which forms part of the Annual Report.

The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members based on criteria such as the composition of Committees, effectiveness of Committee meetings, etc.

The Board reviewed the performance of individual Directors based on the contributions made during the Board and Committee meetings.

In a separate meeting of Independent Directors, the performance of Non-Independent Directors, and the performance of the Chairman was evaluated, taking into account the views of executive directors and non-executive directors. The Independent Directors also assessed the quality, frequency, and timeliness of flow of information between the Board and the management that is necessary for effective performance.

The Board of Directors has expressed their satisfaction with the evaluation process.

Particulars of Employees and Related Disclosures

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including amendments thereto), is enclosed as Annexure-III to this Report.

Directors Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

i) In preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures. ii) The directors 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 of the company at the end of the financial iii) The directors have taken proper and sufficient care for the 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; iv) The directors have prepared the annual accounts on a going concern basis; v) The directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and are operating effectively; vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Adequacy of Internal Financial Controls with Reference to the Financial Statements

The Company has laid down internal financial controls through Entity level controls inter-alia to ensure orderly and efficient conduct of business, including adherence to the Companys policies and procedures, safeguarding of assets, prevention and detection of fraud and errors, the accuracy and completeness of accounting records and timely preparation and reporting of reliable financial statements/information. The Company has the Risk Assessment and Control Matrix for all processes involved in financial reporting and periodically tested them for design and operating effectiveness.

The evaluations of these internal financial controls were done through the internal audit process and were also reviewed by the Statutory Auditors. Based on their view of these reported evaluations, the directors confirm that, for the preparation of financial statements for the financial year ended March 31, 2024, the applicable Accounting Standards have been followed and the internal financial controls are generally found to be adequate and were operating effectively & that no significant deficiencies were noticed.

Corporate Social Responsibility (CSR)

The Board of Directors has constituted the Corporate Social Responsibility (CSR) Committee in accordance with the provisions of section 135 of the Companies Act, 2013. The CSR Committee confirms that the implementation and monitoring of the CSR Policy was done in compliance with the CSR objectives and policy of the Company.

During the financial year 2023-24, the Company has spent 118.70 Lakhs towards CSR expenditure. The Company has contributed CSR funds that were aligned with Schedule VII of the Companies Act, 2013.

The Policy on Corporate Social Responsibility is available on the Companys website at https://www.likhitha. co.in/img/content/CSR/CSR_Policy.pdf. The Annual Report on CSR activities undertaken during the year as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 is enclosed as Annexure-IV to this report. For other details regarding the CSR Committee, please refer to the Corporate Governance Report, which is a part of this report.

Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo

The information on the conservation of energy, technology absorption, and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is enclosed as Annexure-V to this report.

Risk Management

The Company has formulated a Risk Assessment and Management Policy and has in place a mechanism to identify various elements of risks, which, in the opinion of the Board, may threaten the existence of the Company and contain measures to mitigate the same.

The Board of Directors has constituted a Risk Management Committee in compliance with provisions of Regulation 21 of SEBI (LODR) Regulations, 2015 to monitor and review the risk management plan, process, and mitigation of internal and external risks. The Company periodically reviews its Risk Management Policy and improves the adequacy and effectiveness of its risk management systems.

The Risk Assessment and Management Policy of the Company is available on the Companys website at https://www.likhitha.co.in/img/content/policies/Risk_Assessment_and_Management_Policy.pdf

Vigil Mechanism

In pursuance to the Provisions of Section 177(9) & (10) of the Companies Act, 2013, and Regulation 22 of SEBI (LODR) Regulations, 2015, the Company has established a Vigil mechanism by framing a policy named "Likhitha Whistle Blower Policy" for Directors and employees to report genuine concerns or grievances. The policy on the vigil mechanism is available on the Companys website at https://likhitha.co.in/img/content/ policies/Whistle_Blower_Policy.pdf.

The policy lays down a framework and process, which provides a platform to disclose information, confidentially and without fear of reprisal or victimization, where there is reason been serious malpractice, fraud, impropriety, abuse or wrongdoing, grievances about leakage of unpublished price sensitive information (UPSI), illegal and unethical behavior within the Company to the Chairman of the Audit Committee.

Auditors And Auditors Report

Statutory Auditors

In terms of provisions of Section 139 of the Act, M/s. NSVR & Associates LLP, Chartered Accountants (Firm Registration No.: 008801S) were appointed as Statutory Auditors of the Company for a term of five consecutive years to hold office from the 20 th Annual General Meeting (AGM) to hold office till the conclusion of the 25th AGM of the Company.

Based on the recommendation of the Audit Committee, the Board of Directors of the Company, subject to the approval of the members at the ensuing AGM has approved the re-appointment of M/s. NSVR & Associates LLP, as the Statutory Auditors of the Company to hold office for a period of 5 (five) consecutive years from the conclusion of the 25th AGM till the conclusion of the 30th AGM to be held in the Financial Year 2029-30. The requisite resolution for approval by the members of the Company has been set out in the Notice of the 25th AGM of your Company.

M/s. NSVR & Associates LLP, Chartered Accountants have given their consent to be re-appointed as the Statutory Auditors of your Company and have confirmed that the said re-appointment, if made, will be in accordance with the conditions prescribed under Sections 139 and 141 of the Act.

The Statutory Auditors of the Company have issued Audit Reports on the Standalone and Consolidated Annual Financial Statement of the Company or the FY 2023-24 is part of this Annual Report. There were no qualifications, reservations or adverse remarks or disclaimersmade by the Statutory Auditor in their report.

Internal Auditors

Based on the recommendations of the Audit Committee, the Board of Directors at their meeting held on May 27, 2024, have re-appointed M/s. Mukul Tyagi & Associates, Chartered Accountants as Internal Auditors of the Company for the financial year 2024-25. There were no adverse observations or remarks or disclaimers made by the Internal Auditors in their report for the financialyea r ended March 31, 2024.

Secretarial Auditors

Based on the recommendations of the Audit Committee, the Board of Directors at their meeting held on May 27, 2024, have re-appointed M/s. VCAN & Associates, Practising Company Secretaries, Hyderabad as a Secretarial Auditors of the Company for the financial year 2024-25. M/s. VCAN & Associates have conducted the Secretarial Audit for the financial year 2023-24 and the Secretarial Audit Report, in Form MR-3, forms part of this Report as Annexure-VI. There were no qualifications, reservations, or adverse remarks or disclaimers made by Secretarial Auditor in their report.

Secretarial Standards

Your Company has devised proper systems to ensure compliance with provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

Material Orders Passed by the Regulators

orders have been passed by the Re Nosignificant gulators or courts or tribunals impacting the going concern status and the Companys operations in the future.

Annual Return

In accordance with the provisions of Section 92 and Section 134 of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, (as amended), the Annual Return for the financialyear ended March 31, 2024, is available on the website of the Company at http://www.likhitha. that there has co.in/annual_returns.html

Management and Discussion Analysis

Pursuant to the provisions of Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 a report on Management Discussion & Analysis is presented in a separate section forming part of this annual report.

Corporate Governance

Your company practices the best corporate governance procedures to uphold the true spirit of law, integrity, and transparency by adhering to our core values with an objective of maximizing stakeholders value. The Report on Corporate Governance, pursuant to the provisions of SEBI (Listing Obligations and Disclosure Requirements)Regulations,2015isenclosedas e obtained from certificat Annexure-VII,and the Secretarial Auditors confirming compliance withCorporateGovernancerequirements as provided in the aforesaid Regulations is annexed to this report.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report ("BRSR") of your Company for the year ended March 31, 2024 forms part of this Annual Report as required under Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as Annexure – VIII.

Listing of Equity Shares

The Companys equity shares are listed on the following Stock Exchanges: i) BSE Limited, Phiroze JeeJeebhoy Towers, Dalal Street, Mumbai - 400 001, Maharashtra, India; and ii) National Stock Exchange of India Limited, Exchange Plaza, Floor 5, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai 400051, Maharashtra, India.

The Company has paid the Annual Listing Fees to the said Stock Exchanges for the Financial Year 2024-25.

Prevention of Sexual Harassment of Women at Workplace Policy

The Company has zero tolerance for sexual harassment at the workplace and has adopted a policy on prevention, prohibition, and Redressal of sexual harassment at the workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and the rules framed thereunder.

The Company has duly constituted an Internal Complaints Committee (ICC) as required under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The present composition of ICC is as under

Mrs. Sri Lakshmi Gaddipati -	Presiding Officer
Mrs. Likhitha Gaddipati -	Member
Mrs. Yamini Makana -	Member
Mr. Mahesh Gudise -	Member

The following is a summary of sexual harassment complaints received and disposed off during the year:

S. No. Particulars	Status of the No. of complaints received and disposed off
1. Number of complaints on Sexual harassment received in the year	Nil
2. Number of Complaints disposed off during the year	Nil
3. Number of cases pending for more than ninety days	Not Applicable
4. Number of workshops or awareness programme against sexual harassment carried out	The Company regularly conducts necessary awareness programs for its employees.
5; Nature of action taken by the employer or district officer	Not Applicable

The Companys Policy for prevention of sexual harassment is available on the Companys website at https:// www.likhitha.co.in/img/content/policies/Policy_on_prevention_of_Sexual_Harassment.pdf

Insurance

All the properties of the Company, including buildings, plants and machinery and stocks have been adequately insured.

Industrial Safety and Environment

The utmost importance continues to be given to the safety of personnel and equipment in all the plants of the Company. The Company reviews thoroughly the various safety measures adopted and takes effective steps to avoid accidents. Safety drills are also conducted at regular intervals to train the employees to take timely and appropriate action in case of accidents.

Green Initiative

The Ministry of Corporate Affairs (MCA) has taken a green initiative in Corporate Governance by allowing paperless compliance by the Companies and permitting the service of Annual Reports and other documents to the shareholders through electronic mode subject to certain conditions and the Company continues to send Annual Reports and other communications in electronic mode to those members who have registered their email IDs with their respective depositories. Members may note that Annual Reports and other communications are also made available on the Companys website https://www.likhitha.co.in and websites of the Stock Exchanges i.e., BSE Limited, and National Stock Exchange of India Limited.

Industrial Relations

Industrial relations have been cordial during the year under review and your directors appreciate the sincere and efficient services rendered by the employees of the Company at all levels towards the successful working of the Company.

Human Resources

The Company considers its Human Resources as the key to achieving its objectives. Our HR and Operations Department works closely with Senior Management to devise strategies that attract talent and enhance capabilities. The employees are sufficiently empowered and enabled to work in them to achieve higher levels of performance. It is the unwavering commitment of our employees that propels us forward and enables us to fulfil the Companys vision. Your Company appreciates the contribution of its dedicated employees.

We believe that our employees are our most valuable asset. Your Company is also focused on the overall well-being of its employees. We are committed to creating a positive work environment that prioritizes the health, safety, career growth and development of our employees. The Company took various initiatives to keep the employees productive and engaged with various employee training and awareness programs. we strengthen our collective capabilities and pave the way for continued success.

General

Your directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

Issue of equity shares with differential voting

Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

Maintenance of Cost Records as specified by the Central Government under Section 148(1) of the Companies Act, 2013, is not required by the Company.

Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries.

There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

There was no instance of one-time settlement with any Bank or Financial Institution.

Acknowledgements

Your directors take this opportunity to thank our customers, vendors, investors, bankers, Government of India, State Governments of India, Regulatory and statutory authorities, shareholders, and the society at large for their valuable support and cooperation. The Board of Directors wish to place on record its sincere appreciation for the contribution made by our employees at all levels. Our consistent growth was made possible by their hard work, solidarity, cooperation, and support.

On behalf of the Board of Directors

For Likhitha Infrastructure Limited

 

Sd/-	Sd/-
Srinivasa Rao Gaddipati	Likhitha Gaddipati
Managing Director	Whole Time Director & CFO
DIN: 01710775	DIN: 07341087

 

Place :	Hyderabad
Date :	August 09, 2024