peoples investment ltd Directors report

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Dear Members,

Your Directors are pleased to present the Forty Seventh Annual Report together with the Audited Financial Statements of the Company for the financial year ended March 31, 2023. The Management Discussion and Analysis Report forms part of this Annual Report.

1. Financial Performance

(Rs. in 000)

Particulars	Year ended 31.3.2023	Year ended 31.3.2022
Total revenue during the year	625.00	650.00
Depreciation	-	-
Profit / (loss) before tax	(15.63)	(3.29)
Tax	-	0.44
Net Profit / (loss) after tax	(15.63)	(3.73)
(Deficit) of retained earnings brought forward	(3162.15)	(3158. 42)
(Deficit) of retained earnings as per Balance Sheet	(3177.78)	(3162.15)

During the financial year 2022-23, the total revenue of your Company was Rs. 6,25,000/- as compared with Rs. 6,50,000/- in the previous financial year. During the year under review, the loss after tax was Rs. 15,630/- as compared with loss after tax of Rs. 3,728/- in the previous financial year.

There are no material changes or commitments affecting the financial position of the Company which have occurred between the end of the financial year and the date of this Report. There has been no change in the nature of the business during the year under review.

2. Dividend

In view of accumulated losses, the Board has not recommended any dividend for the financial year 2022-23.

3. Reserves

During the year under review, no amount was transferred to General Reserve.

4. Share Capital

The paid-up Equity Share Capital of the Company as on March 31, 2023, is Rs. 20.00 lakhs. During the year under review, the Company has not issued shares with differential voting rights nor has granted any stock options or sweat equity. As on March 31, 2023, none of the Directors of the Company hold instruments convertible into equity shares of the Company.

5. Management Discussion and Analysis Report Industry Structure and Developments:

Indias strong economic growth in the first quarter of FY 2022-23 helped India become the fifth largest economy after it recovered from repeated waves of COVID-19 pandemic shock. The economy grew 7.2% in 2022-23 which has been primarily led by the services sector. The growth was driven by continued investments and net exports, despite higher interest rates and weaker real income growth. The GDP in FY 2022-23 was pegged at 7.2% which indicated a strong start for Indias recovery from the pandemic. Notwithstanding the upside geopolitical risks and continuing fear of coronavirus still haunting some parts of the globe, the domestic economy was on a better footing with some early signs of revival.

Opportunity and Challenges:

Indias retail inflation at 6.07% in February 2022 marginally breached the upper edge of RBI target with headwinds causing concern due to input costs going up for trade and industry. Indias foreign exchange reserves went down by $30 billion in 2022-23 and RBI had maintained the repo rate at 6.50 percent, despite a 25 bps hike anticipated by financial experts. As successive inflationary shocks have been taking a toll on the economy, the apex bank continued the withdrawal of policies, which had been introduced to support borrowers during the pandemic. Indias retail inflation slid below the 6% mark for the first time in 2023 and only the third time in the last 15 months to touch 5.66% in March 2023.

Future capital spending of the government in the economy is expected to be supported by factors such as tax buoyancy, the streamlined tax system with low rates, a thorough assessment and rationalisation of the tariff structure, and the digitization of tax filing. The sectors success is being captured by a number of HFIs (High- Frequency Indicators) that are performing well, indicating the beginning of a comeback.

Segment-wise or product-wise performance:

The Company is solely engaged in financial consultancy services, which is the only reporting segment. The total revenue from financial advisory services stood at Rs. 6,25,000/- as compared with Rs. 6,50,000/- in the previous financial year.

Outlook:

While considering the consumption-driven growth in India by population having high propensity to spend, it is believed that investment will play an important role over the next two years which will provide India with necessary momentum to take off on a path of sustained domestic demand-led growth for decades to come.

However, capital investment, especially in the private sector, has lagged so far. There has been no prescribed policy intervention for policymakers to follow due to circulation of imprecise and volatile information caused by constantly changing economic dynamics. That being said, the government may continue calibrating policies and trying out new approaches to boost investments.

The overall outlook for the Indian economy remains positive as investments are expected to see a turnaround and thrust the economy into sustainable growth whereby forecasting the growth of India at a moderate pace of 6.0%-6.5% in FY 2023-24, as the global economy continues to struggle. The growth in the next year will likely pick up as investments kickstart the virtuous circle of job creation, income, productivity, demand, and exports supported by favourable demographics.

Risk and concerns:

The geopolitical crises, supply chain reorientations, global inflation, and tight monetary policy conditions seems to outweigh on the positives of the economy. Inflation may peak along with the moderation of the global economy and stability in crude oil and industrial raw material prices. A tighter monetary policy will also help bring down demand and, therefore, cap the price rise.

Reserve Bank of India (RBI) has shouldered a major responsibility of cushioning the economy from rising prices and maintaining liquidity. Yet, navigating inflation and preserving financial stability, while boosting growth drivers, have been a tightrope walk for policymakers and for the economy as a whole.

Internal Control Systems and their adequacy:

The Company has an effective internal control and risk-mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The present internal control systems are adequate and commensurate with the nature and size of the Company.

Material developments in Human Resources/Industrial Relations front, including number of peoples employed:

There is no major development in human resources/industrial relations front. At present the Company has only one employee.

Details of significant changes in key financial ratios:

Ratio	FY 2023	FY 2022	Change in %	Reason for change
Debtors Turnover	-	-	-	-
Inventory Turnover	-	-	-	-
Interest Coverage Ratio	-	-	-	-
Current Ratio	12.73	10.70	19%	Decrease in revenue
Debt Equity Ratio	-	-	-	-
Operating Profit Margin	-	-	-	-
Net Profit Margin (%)	(-)2.50	(-)0.57	336%	Decrease in revenue
Return on Net Worth (%)	(-)3.70	(-)0.85	337%	Decrease in revenue

Details of any change in Return on Net Worth as compared to the immediately previous financial year along with a detailed explanation thereof: The Return on Net Worth has decreased from (-)0.85 to (-) 3.70 mainly due to decrease in the revenue.

6. Finance and Accounts

During the year under review, the Company did not raise any finance.

The Financial Statements for the year ended on March 31, 2023 have been prepared in accordance with the Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 (hereinafter referred to as "the Act") read with the Companies (Accounts) Rules, 2014 as amended from time to time. There are no material departures from the prescribed norms stipulated by the Accounting Standards in preparation of the Annual Accounts The estimates and judgments relating to the Financial Statements are made on a prudent basis, so as to reflect in a true and fair manner, the form and substance of transactions and reasonably present the Companys state of affairs, profits and cash flows for the year ended March 31, 2023.

7. Subsidiaries / loint Ventures / Associate Companies

The Company does not have subsidiary, joint venture and associate company and therefore furnishing of information on performance and financial position of subsidiary, joint venture and associate company is not applicable to the Company.

8. Corporate Governance Report

In terms of the Regulation 15(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliance with the corporate governance provisions is not mandatory to the Company; therefore, the Corporate Governance Report for the year ended March 31, 2023 is not given.

9. Web-link of the Annual Return

The Annual Return in form MGT-7 for the financial year ended March 31, 2023, as required under section 92(3) of the Companies Act, 2 013, has been placed on the website of the Company www.pplsinvestments.com

10. Directors and Key Managerial Personnel

I. Directors

In accordance with the provisions of Section 152 of the Companies Act, 2013, Smt. Suma Nair, Director, retires by rotation at the forthcoming AGM and, being eligible, offers herself for re-appointment. The Board recommends her reappointment for the consideration of the Members of the Company at the forthcoming AGM.

All Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. In terms of Regulation 25(8) of the Listing Regulations, Independent Directors have confirmed that they are not aware of any circumstances or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties.

Further, in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by the Indian Institute of Corporate Affairs. The Independent Directors who were required to clear the online proficiency self-assessment test have passed the test.

In the opinion of the Board, the Independent Directors possess the requisite integrity, experience, expertise, proficiency and qualifications.

II. Key Managerial Personnel

As on March 31, 2023, the following are the Key Managerial Personnel of the Company:

1. Shri Suryakant Laxman Khare: Chief Financial Officer and Company Secretary

2. Shri Venkatesh Ramaswamy: Manager

III. Procedure for Nomination and Appointment of Directors

The Nomination and Remuneration Committee is entrusted with the responsibility for developing competency requirement of the Board. The Nomination and Remuneration Committee makes recommendations to the Board in relation to appointment of new Director.

IV. Criteria for Determining Qualification, Positive Attributes and Independence of a Director

The Nomination and Remuneration Committee has formulated the criteria for determining qualifications, positive attributes and independence of Directors in terms of Section 178(3) of the Companies Act, 2013. The same is given in Annexure - A and forms an integral part of this Report.

11. Board Meetings

The Board of Directors as on March 31, 2023 consists of Shri S. L. Pokharna, Non-Executive Director, Shri R. Narayanan, Independent Director, Shri Jitender Agarwal, Non-Executive Director, Smt. Suma G. Nair, Non-Executive Woman Director and Shri Ashok Khedekar, Independent Director.

During the financial year 2022-23, the Board met four times. The Meetings were held on 26.05.2022, 09.08.2022, 09.11.2022 and 02.02.2023.

Attendance of Directors at the Board Meetings was as under:

Sr. No.	Name of the Director(s)	No. of Board Meetings attended
1.	Shri S. L. Pokharna	4 of 4
2.	Shri R. Narayanan	4 of 4
3.	Shri Jitender Agarwal	4 of 4
4.	Smt. Suma G. Nair	4 of 4
5.	Shri Ashok Khedekar	4 of 4

12. Committees of the Board

I. Audit Committee

The composition of Audit Committee as at March 31, 2023 is as under:

i. Shri Ashok Khedekar	: Independent Director, Chairman
ii. Shri R. Narayanan	: Independent Director, Member
iii. Smt. Suma G. Nair	: Non-Executive Director, Member

During the financial year 2022-23, the Audit Committee met four times. The Meetings were held on 26.05.2022, 09.08.2022, 09.11.2022 and 02.02.2023.

Attendance of Members of Audit Committee was as under:

Sr. No.	Name of the Member(s)	No. of Meetings attended
1.	Shri R. Narayanan	4 of 4
2.	Smt. Suma G. Nair	4 of 4
3.	Shri Ashok Khedekar	4 of 4

II. Nomination and Remuneration Committee

The composition of Nomination and Remuneration Committee as at March 31, 2023 is as under:

i. Shri R. Narayanan : Independent Director, Chairman

ii. Shri Ashok Khedekar : Independent Director, Member

iii. Shri S.L. Pokharna : Non-Executive Director, Member

In the financial year 2022-23, the Nomination and Remuneration Committee met once on August 09, 2022. Attendance of Members of Nomination and Remuneration Committee was as under:

Sr. No.	Name of the Member(s)	No. of Meetings attended
1.	Shri. R. Narayanan	1 of 1
2.	Shri. S. L. Pokharna	1 of 1
3.	Shri Ashok Khedekar	1 of 1

III. Stakeholders Relationship Committee

The composition of Stakeholders Relationship Committee as on March 31, 2023 is as under:

i. Smt. Suma G. Nair	: Non-Executive Director, Chairman
ii. Shri Ashok Khedekar	: Independent Director, Member
iii. Shri R. Narayanan	: Independent Director, Member

In the financial year 2022-23, the Stakeholder Relationship Committee met once on March 28, 2023. Attendance of Members of the Committee was as under:

Sr. No.	Name of the Member(s)	No. of Meetings attended
1.	Smt. Suma Nair	1 of 1
2.	Shri Ashok Khedekar	1 of 1
3.	Shri. R. Narayanan	1 of 1

IV. Committee of Directors

The composition of Committee of Directors as at March 31, 2023 is as under:

i. Smt. Suma G. Nair : Non-Executive Director, Chairman

ii. Shri S.L. Pokharna : Non-Executive Director, Member

No meetings of Committee of Directors were held during the year.

13. Compliance with Secretarial Standards

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

14. Performance Evaluation

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out annual evaluation of its own performance and the performance of the Board Committees and individual Directors. The performance evaluation was carried out after seeking inputs from all the Directors and Committee Members on the basis of criteria adopted in this regard. The Board expressed their satisfaction with the evaluation process.

The Independent Directors of the Company have held one meeting during the year on March 28, 2023, without the presence of Non-Independent Directors and members of the management to review the performance of Non-Independent Directors and the Board of Directors as a whole; review the performance of the Chairman of the Meetings of the Company and to assess the quality, quantity and timeliness of flow of information between the management and the Board of Directors.

15. Particulars of Loans, Guarantees or Investments

The Company has not given any loan or guarantee or made investment falling within Section 186 of the Companies Act, 2013.

16. Vigil Mechanism / Whistle Blower Policy

The Company has a whistle blower policy to report genuine concerns and / or grievances. The Whistle Blower policy has been posted on the website of the Company (www.pplsinvestments.com). The Company affirms that no personnel has been denied access to the Audit Committee.

17. Nomination and Remuneration Policy

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and other Employees of the Company. This policy also lays down criteria for selection and appointment of Board Members. The detail of the policy is given in Annexure - B annexed hereto and forms an integral part of this Annual Report. The Nomination and Remuneration Policy has been posted on the website of the Company (www.pplsinvestments.com).

18. Related Party Transactions

There is no transaction entered into with Related Parties for the year under review. Hence, the provisions of Section 188 of the Companies Act, 2013 are not attracted.

19. Significant and Material Orders Passed by the Regulator or Courts

There are no significant and material orders passed by the Regulators / Courts that would impact the going concern status of the Company and its operations in future.

20. Material Change and Commitments

Pursuant to the provisions of Section 134(3)(i) of the Companies Act, 2013, there were no material changes and commitments which affects the financial position of the Company for the year under review.

21. Auditors

I) Statutory Auditors

M/s. AMB & Co., Chartered Accountants, (ICAI Firm Registration Number 126045W) were appointed as the Statutory Auditors of the Company at the 44^th AGM held on December 21, 2020 to hold the office for a period commencing from the conclusion of 44^th AGM till the conclusion of 49^th AGM of the Company on a remuneration mutually agreed upon by the Board of Directors and the Statutory Auditors.

II) Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made thereunder, the Company has appointed M/s Kaushik Joshi & Co., a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report for the year ended March 31, 2023 is included as Annexure - C and forms an integral part of this Report.

22. Auditors Report

a) There is no audit qualification or reservation, or adverse remark or disclaimer made by the Statutory Auditor in the Auditors Report to the financial statements for the year under review.

b) There is no qualification in the secretarial audit report for the year under review.

23. Maintenance of Cost Records

As per the provisions of the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013.

24. Internal Control Systems

Your Company has an effective internal control and risk-mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The internal audit is entrusted to M/s. K. D. Rambhiya & Co., Chartered Accountants, Mumbai. The Board is of the opinion that the present internal control systems are adequate and commensurate with the nature and size of the Company.

25. Risk Management

The Company has adequate risk management measures which are implemented, developed, assessed, reviewed and strengthened from time to time. During the year under review, there were no risks which in the opinion of the Board threaten the existence of the Company.

26. Reporting of Frauds

There was no instance of fraud during the year under review which required the Statutory Auditors to report to the Audit Committee and/or Board under Section 143(12) of the Companies Act, 2013 and Rules framed thereunder.

27. Corporate Social Responsibility (CSR)

The provisions of Section 134(3)(o) of the Companies. Act, 2013 and Rule 9 of the Companies (Accounts) Rules, 2014 on corporate social responsibility are not applicable to the Company.

28. Deposits

The Company has not accepted any deposits from the public within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.

29. Particulars of Conservation of Energy. Technology Absorption. Foreign Exchange Earnings and Outgo Since the Company has no manufacturing facility, information pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, on conservation of energy and technology absorption is not furnished. Foreign exchange earnings during the year were Nil and foreign exchange outgo during the year was Nil.

30. Managerial Remuneration and Particulars of Employees

The Directors of the Company are not in receipt of any remuneration and there is only one employee in the Company. The particulars pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in Annexure - D annexed hereto and forms an integral part of this Annual Report.

31. Disclosure under the Sexual Harassment of Women at Workplace (Prevention. Prohibition and Redressal) Act. 2013

During the year under review, no complaints were reported under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

32. Directors Responsibility Statement

To the best of knowledge and belief and according to the information and explanations obtained, your Directors make the following statement in terms of Section 134(3)(c) of the Companies Act, 2013:

(i) that in the preparation of the Annual Accounts for the year ended March 31, 2023, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

(ii) that 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 as at March 31, 2023 and of the loss of the Company for the year ended on that date;

(iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the annual accounts had been prepared on a going concern basis;

(v) that the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

(vi) that 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.

33. OTHER DISCLOSURES

(i) No application has been made under the Insolvency and Bankruptcy Code. The requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year is not applicable.

(ii) The requirement to disclose the details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

34. Acknowledgements

Your Directors would like to express their sincere appreciation of the co-operation and assistance received from the shareholders, bankers and regulatory bodies during the year under review.

		For and on behalf of the Board
		Jitender Agarwal	S.L. Pokharna
Date	: May 15, 2023	Director	Director
Place	: Mumbai	DIN: 06373239	DI N:01289850

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