Dear Members,
Reliable Data Services Limited
The financial Summary:-
(Rs. In Lacs)
| Particulars |
2022-23 |
2021-22 |
| Sales & Other Income |
4414.15 |
3367.27 |
| Profit before Finance Cost, Depreciation & Tax |
633.15 |
458.97 |
| Finance Cost |
176.15 |
134.34 |
| Depreciation & Amortization Expenses |
106.91 |
15.98 |
| Profit before extraordinary items and Tax |
350.09 |
308.65 |
| Extra-Ordinary Items |
10.00 |
10.00 |
| Profit/(loss) before tax |
340.09 |
298.65 |
| Current Tax |
88.42 |
77.65 |
| Deferred Tax |
-12.47 |
5.28 |
| MAT Credit Entitlement |
0 |
0 |
| Profit after Tax |
264.13 |
215.72 |
FINANCIAL PERFORMANCE
Your Companys sales and other income Rs. 4414.15.00 lakhs as compared to Rs. 3367.27
lakhs of previous year showing increase of 31.09%.The Company earned profit after tax Rs.
264.13 lakhs as compared to Rs. 215.72 lakhs in previous year.
DIVIDEND
Recommendation of Final Dividend in the Board Meeting of Rs. 0.02/- per equity share
amounting to Rs. 2,06,400/- (Two Lakh Six Thousand Four Hundred) as Total amount of
Dividend.
TRANSFER OF RESERVES
Company has transferred 264.13 lakhs amount to General Reserve.
LISTING INFORMATION
The Company Shares are listed as follows:
| Name of Stock Exchanges |
Stock Code/Symbol |
| National Stock Exchange of India Limited (NSE) |
RELIABLE |
| "Exchange Plaza", Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051 |
|
SHARE CAPITAL
There Authorized Share Capital of the company as on 31st March, 2023 is Rs. 12.00
crores.
The paid up share capital of the Company as on 31st March, 2023 is Rs. 10,32,00,000/-.
| Name of Promoters |
No. of Shares held by Promoters |
| Mr. Sanjay Kumar Pathak |
16,34,364 eq. shares |
| Mr. Rakesh Jha |
16,01,964 eq. shares |
| Mr. Sandeep Kumar Jha |
13,49,964 eq. shares |
| Mr. Sunil Kumar Rai |
14,29,164 eq. shares |
| Mr. Anil Kumar Jha |
11,84,400 eq. shares |
SUSBSIDIARIES AND ASSOCIATES COMPANIES
As on March 31, 2023 your Company is having following Subsidiaries and
Associate:
| 1. Authentic Developers Private Ltd |
| 2. Authentic Healthcare Services Private Ltd. |
| 3. Reliable Agri Projects Private ltd |
| 4. Ascent Keyboard Tech Private Ltd |
| 5. RDS Allied Services Private Limited |
| 6. Vibrant Educare Private Ltd |
| 7. Kandarp Digi Smart BPO Limited (Formerly known as Kandarp Management Services
Private Ltd) |
| 8. Factoring Management Services Private Limited |
| 9. Sharp Eagle Investigation Pvt. Ltd |
| 10. Klass Gateways Travel Pvt. Ltd. |
There has been no material change in the nature of the business of the Company and its
Subsidiaries.
In respect of statements pursuant to Section 129(3) of the Companies Act, 2013 in Form
AOC-1 attached Annexure
I containing details of subsidiaries forms part of this Annual Report.
The Consolidated Financial Statement of the Company prepared as per the Accounting
Standards AS-21, AS-23 & AS-27, Consolidated Financial Statement of the Company with
its Subsidiaries have also been included as part of this Annual Report
DIRECTORS RESPONSIBILITY STATEMENT
As required by section 134 (3) (c) of Companies Act 2013.Your Directors state that:
a) in the preparation of the annual accounts for the year ended March 31, 2023, the
applicable accounting standards read with requirements set out under Schedule III to the
Act, have been followed and there are no material departures from the same;
b) 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 as at March 31, 2023 and of the profit of
the Company for the year ended on that date;
c) the Directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;
d) the Directors have prepared the annual accounts on a ‘going concern basis;
e) 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; and
f) 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.
DEPOSITS
During the financial year 2022-23, the Company has not accepted any deposit within the
meaning of Sections 73 and 74 of the Companies Act, 2013 read together with the Companies
(Acceptance of Deposits) Rules, 2014.
DETAILS OF SIGNIFICANT AND MATERIALS ORDER PASSED BY THE REGULATORS, COURTS, TRIBUNAL
No significant and material order has been passed by the regulator, courts, tribunals
impacting the going concern status and Companies operations in future.
CORPORATE SOCIAL RESPONSIBILTY
Provisions of Corporate Social Responsibility pursuant to the provisions of the section
135 of the Companies Act 2013 is not applicable on our company.
RISK MANAGEMENT
Risk management is the process of identification, assessment, and prioritization, of
risk 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 a comprehensive risk assessments and minimization
procedure which is reviewed by the audit committee and approved by Board.
INTERNAL FINANCIAL CONTROL
According to Section 134(5) (e) of the Companies Act, 2013 the term Internal Financial
Control (IFC) means the policies and procedures adopted by the company for ensuring the
orderly and efficient conduct of its business, including adherence to 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 information.
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All transactions entered with related parties during the financial year 2022-23, were
on an arms length basis and were in ordinary course of Business and the provisions of
section 188 of the Companies Act, 2013 are not attracted. The disclosure in form AOC-2 is
given Annexure III. Further, there are no materially significant related party
transactions during the year made by the Company with promoter, Directors, Key Managerial
personnel or other designated persons which may have potential conflict with the interest
of the Company at large.
All related party transactions are placed before the audit committee for approval.
Prior omnibus approval of the audit committee is obtained for the transaction which is of
a foreseen and repetitive nature. Transaction entered into pursuant to omnibus approval so
granted along with statements giving details of all related party transaction are placed
before the audit Committee.
In line with the requirements of the Companies Act, 2013 and SEBI Listing Regulation
2015, the Company has formulated a Policy on Related Party Transactions which is also
available on Companys website at www.rdspl.com.
| S. No. Related Parties |
Nature of Relation |
| 1 Sanjay Kumar Pathak |
Managing Director |
| 2 Anil Kumar Jha |
|
| 3 Rakesh Jha |
Whole Time Director |
| 4 Sunil Kumar Rai |
|
| 5 Sandeep Kumar Jha |
|
| 6 Sudeshna Asis Chaudhury |
|
| 7 Ashwini Jha |
|
| 8 Pramod Kumar Tiwari |
Independent Director |
| 9 Anita Jha |
|
| 10 Puja Kumari |
|
| 11 Authentic Healthcare Services Pvt. Ltd. |
|
| 12 Authentic Developers Pvt. Ltd |
|
| 13 RDS Allied Services Pvt. Ltd. |
|
| 14 Ascent Keyboardlabs Technologies Pvt. Ltd. |
Subsidiaries |
| 15 Vibrant Educare Pvt. Ltd |
|
| 16 Kandarp Digi Smart BPO Limited (Formerly known as Kandarp Management Services Pvt
Ltd) |
|
| 17 Reliable Agri Project Pvt. Ltd |
|
| 18 Factoring Management Services Pvt. Ltd. |
|
| 19 Sharp Eagle Investigation Pvt. Ltd |
|
| 22 Loanacharya Consultants Pvt. Ltd. |
Enterprises Owned or Controlled by Key Managerial Personnel and / or their relatives |
| 23 Total Outsourcing Solution Private Limited |
|
| 24 Investment in C-70 Joint Venture |
|
| 25 Klass Getaways Travel Pvt. Ltd. |
Associate Company |
| 26 Anjali Jha |
|
| 27 Anshu Jha |
Relatives of Key Managerial Personnel |
| 28 Meenu Rai |
|
| 29 Meenakshi Pathak |
|
| 30 Srishti Jha |
|
a) Salary to Directors
| Name |
FY 2022-23 |
FY 2021-22 |
|
(Rs. In Lakhs) |
(Rs. In Lakhs) |
| Sanjay Kumar Pathak |
13.20 |
13.20 |
| Anil Kumar Jha |
14.87 |
14.87 |
| Rakesh Jha |
9.92 |
9.92 |
| Sunil Kumar Rai |
9.92 |
9.92 |
| Sandeep Kumar Jha |
9.92 |
9.92 |
DIRECTORS
Mr. Rakesh Jha, Whole-Time Director (DIN: 00915891) retires from the Board by
rotation and being eligible, offer himself for reappointment.
The above is subject to approval of the Shareholders in the ensuing Annual General
Meeting.
POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS
The Remuneration Policy of the Company is designed to attract, motivate and retain
manpower in a competitive and international market. The policy reflects the Companys
objectives for good corporate governance as well as sustained long-term value creation for
shareholders. The Remuneration Policy applies to the Companys senior management,
including its Key Managerial Person and Board of Directors. The Nomination and
Remuneration Policy for the members of Board and Executive Management is available on the
Companys website, www.rdspl.com
ANNUAL EVALUATION OF BOARDS PERFORMANCE
In accordance with the provisions of Schedule IV of the Companies Act 2013, a separate
meeting of the Independent Directors was held properly without the attendance of
Non-Independent Directors and Members of the Management. The Committee has reviewed the
performance and effectiveness of the Board in this meeting as a whole for the Financial
Year 2022-23.
KEY MANAGERIAL PERSONNEL
The Key Managerial Personnel (KMP) in the Company as per Section 2(51) and 203 of the
Companies Act, 2013 are as follows:-
| Mr. Sanjay Kumar Pathak: - Managing Director (DIN: 00912040) |
| Mr. Sandeep Kumar Jha: - Whole Time Director (DIN: 01982698) |
| Mr. Sunil Kumar Rai: - Whole Time Director (DIN: 01989744) |
| Mr. Rakesh Jha: - Whole Time Director (DIN: 00915891) |
| Mr. Anil Kumar Jha: - Whole Time Director (DIN: 00912070) |
| Mr. Parbind Jha: - Chief Financial Officer |
| Ms. Niharika Gupta: - Company Secretary |
| NUMBER OF BOARD MEETINGS OF BOARD OF DIRECTORS. |
| The Board of Directors duly met Six times during the financial year 2022-23 for which
proper notices were given and the proceedings were properly recorded in the Minutes Book
maintained for the purpose. |
| 1st Board Meeting 30.05.2022 |
| 2nd Board Meeting -14.08.2022 |
| 3rd Board Meeting-02.09.2022 |
| 4th Board Meeting-14.11.2022 |
| 5th Board Meeting-05.01.2023 |
| 6th Board Meeting-14.02.2023 |
DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND
PARTICULARS OF EMPLOYEES
In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with
Rules 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, a statement showing the names and other particulars of the employees drawing
remuneration in excess of the limits set out in the said rules.
DISCLOSURE BY INDEPENDENT DIRECTORS
All Independent Directors have given declarations that they meet the criteria of
independence as laid down under section 149(6) of the Companies Act, 2013 and Regulation
25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
The company has a policy and it provides for protection against sexual harassment of
woman at work place and for prevention and redressal of such complaints.
The Company has zero tolerance on Sexual Harassment at workplace. During the year under
review, no complaints were received against the sexual harassment at workplace.
AUDITORS
M/s Ashutosh Pandey & Associates, Chartered Accountants, FRN 021376N appointed
as Statutory Auditors for a period of 5 years in the 18th Annual General Meeting held as
per the provisions of section 139 of the Companies Act, 2013, therefore the appointment of
Auditors is required to be ratified by members at every Annual General Meeting. Their
continuance of appointment and payment of remuneration are to be confirmed and approved in
the ensuing Annual General Meeting. The Company has received a certificate from the above
Auditors to the effect that if they are reappointed, it would be in accordance with the
provisions of Section 141 of the Companies Act, 2013.
SECRETARIAL AUDITOR
The Board has appointed Mrs. Neha Mehra, Practicing Company Secretary to conduct the
Secretarial Audit of the Company for the financial year 2022-23. The Secretarial Audit
Report is annexed herewith to this Report.
COST AUDIT
Provision given under section 148 of Companies Act, 2013 and rule 14 of company (audit
and auditor) rules, 2014, not applicable for our company.
EXTRACT OF ANNUAL RETURN
The extract of Annual Return as on March 31, 2023 in the prescribed Form No. MGT-9,
pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12 (1) of the
Companies(Management and Administration) Rules, 2014 is attached herewith as Annexure VI
and forms part of this Report.
VIGIL MECHANISM
The Company has framed a vigil mechanism/whistle blower policy to deal with unethical
behavior actual or suspected fraud or violation of the Companies Code of Conducts or
ethics policy, if any. The Vigil Mechanism/ whistle blower policy has been uploaded on the
website of the Company.
PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND SECURITIES PROVIDED
The Details of loans, guarantees or investments covered under the provision of under
Section 186 of the Companied Act, 2013 are given in the Note to the Financial Statement.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The provision of Conservation of energy, Technology absorption and Foreign Exchange
earnings and outgo as stipulated under Section 134 of the Companies Act, 2013 read with
the Companies (Accounts) Rules, 2014, is not applicable on our company.
ACKNOWLEDGEMENT
The Directors of the Company wish to convey their gratitude and place on record their
appreciation for all the employees at all levels for their hard work, solidarity,
cooperation and dedication during the year.
The Directors sincerely convey their appreciation to customers, shareholders, vendors,
bankers, business associates, regulatory and government authorities for their continued
support.
APPRECIATION AND ACKNOWLEDGMENTS
Your Directors place on record their deep appreciation to employees at all levels for
their hard work, dedication and commitment. The enthusiasm and unstinting efforts of the
employees have enabled the Company to remain as industry leaders.
The board places on record its appreciation for the support and co-operation your
company has been receiving from its suppliers, retailers, dealers and other associated
with the company. Our company looks upon them as partners in its progress and has shared
with them the rewards of growth. It will be the Companys endeavour to build and nurture
strong links on mutuality of benefits, respect for and co-operation with each other,
consistent with consumer interests.
The Directors also take the opportunity to thank all shareholders, clients, vendors,
Banks, Government and Regulatory authorities and stock exchanges, for their continued
support.
| For and on behalf of the Board of Directors |
| Reliable Data Services Limited |
| Place:-Noida |
| Dated:-01.09.2023 |
| Sanjay Kumar Pathak |
| Chairman-cum-Managing Director |
+91-9892691696
