Rudrabhish. Ent. Director Discussions


Dear Members,

Your Directors have pleasure in presenting the 31st Annual Report on the affairs of the Company together with the Audited Financial Statements for the financial year ended 31st March, 2023 ("year under review").

1) FINANCIAL RESULTS/SUMMARY

The Financials Results of the Company for the year April 01,2022 to March 31,2023 are given below:

( Rs. In Lac.)

PARTICULARS 2022-23 2021-22
Standalone Consolidated Standalone Consolidated
Revenue from Operations 8426.34 8895.42 7294.46 7668.30
Other Income 338.88 338.01 370.79 373.55
Total Revenue 8796.22 9233.43 7665.25 8041.85
Less: Expenses 7231.28 7617.34 6390.16 6503.10
Profit before Exceptional, Extraordinary Items & Taxation 1564.94 1616.09 1275.09 1538.75
Extraordinary Items - - - -
Profit Before Tax 1564.94 1616.09 1275.09 1538.75
Less: Current tax 346.96 367.37 347.50 378.83
Less: Tax of Earlier year -16.17 -15.88 -193.40 -193.34
Deferred Tax (Liability)/ Asset 68.39 62.37 -135.58 -136.29
Profit (Loss) for the year 1165.76 1202.23 1256.57 1489.55

The financial statements for the year ended 31st March 2023 have been prepared in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Companies Act, 2013, as amended ("the Act") read with the Companies (Indian Accounting Standards) Rules, 2015.

2) PERFORMANCE REVIEW AND STATE OF COMPANY AFFAIRS

Your Company is primarily engaged in the business of providing all kind of consultancy services related with infrastructure, environment, urban designing, urban housing planning, GIS, BIM & Project Management, civil designing, construction management including civil, mechanical, electrical, and all other types of erection, commissioning projects, project trading and execution of projects on turnkey basis and carry out engineering, procurement and construction contracts and turnkey contracts including at design services for all types of building, infrastructure and urban development projects for private and government agencies. The Company also provides End to End Consultancy including Marketing and Strategic Advisory Services to its Clients in India and outside India.

For F.Y 2022-23, your company recorded a consolidated revenue of INR 9233.43 lac as compared to INR 8041.85 million in the previous year and standalone revenue of INR 8796.22 lac as compared to INR 7665.25 lac in the previous year, which in terms of growth is 14.81% and 12.85% at consolidated and standalone levels respectively, over previous year.

The Company is in the midst of expansion and your Directors are of a strong belief that future plans of the Company will improve and will enhance the present position of growth rate of the Company.

3) SHARE CAPITAL OF THE COMPANY

As on 01st April, 2022, the Authorised Share Capital of the Company was Rs. 20,00,00,000/- (Rupees Twenty Crores only) divided into 200,00,000 (Two Crores) Equity Shares of Rs. 10/- (Ten) each and the Paid-up Share Capital of the Company was Rs. 17,34, 25,000/- (Rupees Seventeen Crores Thirty four lac Twenty five thousand only only) divided into 173,42,500 (One Crore Seventy three lakhs forty two thousand five hundred only) Equity Shares of Rs. 10/- (Ten)each.

After the end of the financial year on March 31, 2023, the Company has allotted 780000 fully Convertible Warrants ("warrants) of face value Rs.10/- each, aggregating up to Rs.78,00,000 at an issue price of Rs.225/- per warrant to the persons belonging to the promoter, promoter Group and Public on dated 14th July 2023.

4) DETAILS OF SUBSIDIARY COMPANY/JOINT VENTURE COM- PANY/ AND AUDITED FINANCIAL STATEMENTS OF THE COMPANY

In accordance with Section 129(3) of the Companies Act, 2013, we have prepared the consolidated financial statements of the Company, which form part of this Annual Report. Further, a statement containing the salient features of the financial statements of our subsidiaries in the prescribed format AOC-1 is appended as "Annexure-1" to the Boards report. The statement also provides details of the performance and financial position of the subsidiaries. Company has One (01) wholly owned Subsidiary Companies as on March 31,2023.

CIN/ Regn No Name of Companies Relationship % of Holding
U72900DL2012PTC245563 Rudrabhishek Infosystem Private Limited Wholly Owned Subsidiary 100

5) TRANSFER TO RESERVES

The Company has not transferred any amount to general reserves.

6) DIVIDEND

In order to conserve the resources of the Company your Board has not recommended any dividend for the year ended 202223 under review and has transferred the entire amount of profit to General Reserves.

7) LISTING ON STOCK EXCHNAGE

The Company is listed on National Stock Exchange of India Limited. The listing fee for the financial year 2023-24 has been paid to the concerned Stock Exchange.

8) REGISTRAR AND TRANSFER AGENT OF THE COMPANY

M/s Skyline Financial Services Private Limited having its office at D-153 A, 1st Floor, Okhla Industrial Area, Phase - I, New Delhi-110020 was appointed as Registrar and share transfer agent for the financial year 2022-23.

9) WEBSITE OF COMPANY:

As per Regulation 46 of SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 the Company has maintained a functional website namely "www.repl.global" containing basic information about the Company. The website of the Company is containing information like Policies, Shareholding Pattern, Financial and information of the designated officials of the Company who are responsible for assisting and handling investor grievances for the benefit of all stakeholders of the Company etc.

10) CHANGE IN THE NATURE OF BUSINESS & MATERIAL CHANGES BETWEEN THE END OF FINANCIAL YEAR AND DATE OF THE BOARD REPORT

There were no change in the nature of business & material changes from the end of financial year to date of the board report.

11) PUBLIC DEPOSITS

During the year under review, your Company has neither accepted any deposit nor there were any amounts outstanding at the beginning of the year which were classified as Deposits as per the provisions of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

Further, there were no remaining unclaimed deposits as on 31st March, 2023.

12) ADEQUACY OF INTERNAL FINANCIAL CONTROL

Your Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. In this regard, the Board has also adopted such policies and procedures including Internal Control System for ensuring orderly and efficient conduct of its business, including adherence to the Companys policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures. The Companys business processes have a strong monitoring and reporting process resulting in financial discipline and accountability.

13) COMPOSITION OF BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL (KMP) AND CHANGES AMONG THEM DURING THE YEAR UNDER REVIEW

Directors:

As on 31st March, 2023, following were on the Board of the Company:

S. No. Name of Director(s)

DIN

Designation

1. Mr. Pradeep Misra 01386739 Chairman & Managing Director
2. Ms. Richa Misra 00405282 Whole-time Director
3. Mr. Prajjwal Misra 08494018 Non-Executive Director
4. Mr. Vinod Tiku 01717666 Independent Director
5. Mr. Tarun jain 07940978 Independent Director
6. Mr. Himanshu Garg 08010105 Independent Director

In accordance with the provisions of the Articles of Association and Section 152 of the Companies Act, 2013, Mr. Prajjwal Mis- ra, retires by rotation at the ensuing annual general meeting. He, being eligible, has offered himself for re-appointment as such and seeks re-appointment. The Board of Directors recommends his re-appointment on the Board.

Accordingly, Members approval is being sought at the ensuing 31st AGM for his re-appointment.

During the year under review, the Non-Executive Directors (NEDs) of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, received by them.

There being no other change apart from mentioned above from the end of financial year to the date of notice.

Key Managerial Personnel:

There was no change in the KMPs of the Company during the year under review and from the end of financial year to the date of notice.

14) NUMBER OF MEETINGS OF THE BOARD

During the year 2022-23, the Board of Directors met 05 times. The details of the number of meetings of the Board of Directors held during FY 2022-23 have been provided in detailed in the Corporate Governance Section of the Annual Report

The Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India on Board Meetings and General Meeting.

15) GENERAL MEETING OF COMPANY

30th Annual General Meeting (AGM) of Company for F.Y 202122 was held on 29th September 2022.

For further details please refer to the Corporate Governance Report, which forms part of the Annual Report.

16) COMMITTEES OF THE BOARD

Currently the Company has Five Committee: Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Corporate Social Responsibility Committee, Independent Directors Committee.

Details of the composition, terms of reference, attendance and number of meetings held for respective committees are given in the Report on Corporate Governance, which forms part of the Annual Report.

17) CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Companys commitment to create significant and sustainable societal value is manifest in its Corporate Social Responsibility (CSR) initiatives and its sustainability priorities are deeply intertwined with its business imperatives. The Companys focus areas are concentrated on education. In accordance with Section 135 of the Act, as amended read with Notification issued by the Ministry of Corporate Affairs (MCA) dated 22nd January, 2021 and the rules made thereunder, the Company has formulated a Corporate Social Responsibility Policy, a brief outline of which, along with the required disclosures, is given in Annexure-2, which is annexed hereto and forms a part of the Boards Report.

The Company has set up the Pradeep Richa Educare Foundation to carry out CSR activities. During the year 2022-23, the Company has undertaken the CSR initiatives in the fields of promoting education. The CSR activities fall within the purview of Schedule VII of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014.

The detail of the CSR Policy is also posted on the Companys website and may be accessed at the link: https://www.repl. global/csr/.

18) ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, (as amended), a copy of the Annual Return in the prescribed format is available at https://www.repl.global/ wp-content/uploads/2023/08/MGT-7_2022-23.pdf

19) REMUNERATION OF DIRECTOR

The details of remuneration paid to Executive Directors of the Company during the financial year 2022-23 is provided in MGT-7 which can be accessed at https://www.repl.global/ wp-content/uploads/2023/08/MGT-7_2022-23.pdf

20) AUDITORS

A. STATUTORY AUDITORS

DOOGAR & ASSOCIATES Chartered Accountant were appointed as statutory auditor of the Company for a term of 05(five) Consecutive years, at the Annual General Meeting held on 28th September 2020. The auditors have confirmed that they are not disqualified from continuing as Auditor of the Company.

The Report given by M/s. Doogar & Associates, Chartered Accountants on the financial statement of the Company for the year 2022-23 is part of the Annual Report. The Notes on financial statement referred to in the Auditors Report are self-explanatory and do not call for any further comments. The Auditors Report does not contain any qualification, reservation, adverse remark or disclaimer. During the year under review, the Auditors had not reported any matter under Section 143 (12) of the Act, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

Further, the requirement of seeking ratification of appointment of statutory auditors by members at every Annual General Meeting has been done away with vide Companies (Amendment) Act, 2018 notified wef May 7, 2020, issued by Ministry of Corporate Affairs.

B. SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Pradeep Debnath &Company, a firm of Company Secretaries in Practice, to conduct Secretarial Audit of the Company. The Secretarial Audit Report is self-explanatory and do not call for any further comments. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer. During the year under review, the Secretarial Auditors had not reported any matter under Section 143 (12) of the Act, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

During the Financial Year, your Company has complied with applicable Secretarial Standards i.e. SS-1 and SS- 2, relating to "Meetings of the Board of Directors" and "General Meetings", respectively.

The Report of the Secretarial Audit in Form MR-3 for the financial year ended March 31, 2023 is enclosed as Annexure- 3 to this Report.

C. INTERNAL AUDITORS

In accordance with the provisions of Section 138 of the Companies Act, 2013 and Rules framed there under, your Company has appointed M/s. Sanjeev Neeru & Associates, Chartered Accountants, as the Internal Auditors of the Company for Financial year 2022-23 and takes their suggestions and recommendations to improve and strengthen the internal control systems.

21) COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with all the applicable Secretarial Standards in the Financial Year 2022-23.

22) DISCLOSURE OF FRAUDS AGAINST THE COMPANY

In terms of the provisions of section 134(3)(ca) of the Companies Act, 2013, there were no fraud committed against the Company which are reportable frauds under Section 141 of Companies Act, 2013 given by the Auditors to the Central Government as well as non-reportable frauds during the year 2022-23.

23) CORPORATE GOVERNANCE REPORT, MANAGEMENT DISCUSSION & ANALYSIS AND OTHER INFORMATION REQUIRED UNDER THE COMPANIES ACT, 2013 AND SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Statutory compliances evidencing the standards expected from a listed entity have been duly observed and a Report on Corporate Governance as well as the Certificate from Secretarial Auditors confirming compliance with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of the Integrated Annual Report.

However, Management Discussion and Analysis Report and CEO/CFO certificate as required under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Regulations) is attached and form part of the Annual Report.

24) DECLARATION BY INDEPENDENT DIRECTORS

In terms of Section 149 of the Companies Act, 2013 and rules made there under, the Company has three Independent Directors in line with the Companies Act, 2013. The terms and conditions of appointment of Independent Directors and Code for Independent Director are incorporated on the website of the Company at www.repl.global. The Company has received necessary declaration from each independent director under Section 149 (7) of the Companies Act, 2013 that they meet the criteria of independence laid down in Section 149 (6) of the Companies Act, 2013.

25) BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 read with the Rules issued there under and the Listing Regulations (including any statutory modification(s) or re-enactment(s) for the time being in force), the process for evaluation of the annual performance of the Directors/Board/ Committees was carried out and the same was based on questionnaire and feedback from all the Directors on the Board as a whole, Committees and on self-evaluation basis.

Directors, who were designated, held separate discussions with each of the Directors of the Company and obtained their feedback on overall Board effectiveness as well as each of the other Directors.

Based on the questionnaire and feedback, the performance of every director was evaluated in the meeting of the Nomination and Remuneration Committee (NRC).

A separate meeting of the Directors ("Annual Independent Directors meeting") was convened, which reviewed the performance of the Board (as a whole), the Non-Independent and the Chairman. After convening the Annual Independent meeting, the collective feedback of each of the Independent Directors was discussed by the Chairman of the NRC with the Boards Chairman covering performance of the Board as a whole; performance of the non-independent directors and performance of the Board Chairman.

26) NOMINATION AND REMUNERATION POLICY

The Board has on the recommendation of the Nomination & Remuneration Committee, formulated criteria for Determining, Qualifications, Positive Attributes and Independence of a Director and also a Policy for remuneration of Directors, Key managerial Personnel and senior management. The details of criteria laid down and the Remuneration Policy is available on the companys website at http://www.repl.global/investor- zone/policies/.

27) RISK MANAGEMENT POLICY

The Company has laid down the procedures to inform Board Members about risk assessment and minimization procedures. The Board of Directors of the Company has also framed risk management policy which is adopted across all the departments of the Company in an inclusive manner.

The aim of this policy is not to eliminate risks, rather to manage the risks involved in the Company activities to maximize opportunities and minimize adversity by considering the following:-

Identification of risk, define ownership with clearly defined roles and responsibilities;

^ Balance between the cost of managing risk and the anticipated benefits;

^ Contributing to more efficient use/allocation of capital and resources;

^ To encourage and promote an pro-active approach towards risk management;

^ Identifying any unmitigated risks and formulating action plans for its treatment through regular review.

28) PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE & GUARANTEES GIVEN

Complete details of loan(s) given, investment(s) made & Guarantees given are provided in the financial statement.

29) PARTULARS OF CONTRACTS OR ARRANGEMENTS RELATED PARTIES

All Related Party Transactions that were entered into during the financial year were on an arms length basis and were in the ordinary course of business. Hence, the provisions of Section 188 of the Act are not attracted. Thus, disclosure in Form AOC-2 is not required. Further, there are no materially significant Related Party Transactions during the year under review made by the Company with its Promoters, Directors, Key Managerial Personnel, or other designated persons, which may have a potential conflict with the interest of the Company at large.

All Related Party Transactions are placed before the Audit Committee for approval.

The Policy on Related Party Transactions duly approved by the Board of Directors of the Company is posted on the Companys website and may be accessed at the link: (http://www.repl. global/investor-zone/policies/).

30) TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND(IEPF)

Members may please note that as per the provisions of Sections 124 & 125 of the Companies Act, 2013 read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, dividends that remain unclaimed for a period of seven years from the date of transfer to the Unpaid Dividend Account shall be transferred to the Investor Education & Protection Fund.

Details of unclaimed dividends and the due dates on which those are liable to be transferred to the Investor Education & Protection Fund are given below:

Year of Dividend No. of shareholders who have not unclaimed Unclaimed Amount (Rs.) Date of Declaration Date of Transfer to unpaid account Last date to transfer to IEPF
2017-18 8 Rs. 15000 28.09.2018 29.10.2018 28.10.2025
2018-19 8 Rs. 16500 26.09.2019 29.10.2019 28.10.2026
2019-20 2 Rs. 1500 28.09.2020 29.10.2020 28.10.2027
2020-21 68 Rs.10950.60 29.09.2021 29.10.2021 28.10.2028
2021-22 Dividend Not Declared

31) INSIDER TRADING REGULATIONS

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 1992 read with SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the code of conduct for prevention of insider trading and the Code for Corporate Disclosures ("Code"), as approved by the Board from time to time, are in force by the Company.

32) SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS OR TRIBUNALS

During the period under review, there were no significant and material orders passed by the Regulators, Courts or Tribunals impacting the going concern status and Companys operations in future.

33) DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 134(5) of the Companies Act, 2013 the Board of Directors of the Company to the best of our knowledge and belief and according to the information and explanations obtained by us, we Directors make the following statements in terms of Section 134(3)(c) of the Companies Act, 2013 state that:

a) that in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departure were made for the same;

b) that 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 year and of the profit of the Company for the period ended on March 31,2023;

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

d) that the annual financial statements have been prepared on a going concern basis;

e) that the Company had laid down proper internal financial controls to be followed by the Company and that such internal financial controls were adequate and were operating effectively; and

f) that proper system has been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

34) COMPANYS POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS PROVIDED UNDER SUB-SECTION (3) OF SECTION 178 OF THE COMPANIES ACT, 2013

The Company upon recommendation of Nomination & Remuneration Committee has framed a policy for selection and appointment of Directors including determining qualifications and independence of a Director, Key Managerial Personnel, Senior Management Personnel and their remuneration as part of its charter and other matters provided under Section 178(3) of the Companies Act, 2013. The policy covering these requirements available on website of the company under the heading investor zone at www.repl.global.

35) CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, ADOPTION AND INNOVATION, FOREIGN EXCHANGE EARNING AND OUTGO

In view of the nature of activities being carried out by the Company, the disclosure concerning energy conservation measures, technology absorption and Research & Development efforts are not applicable to the Company.

Further during the year under review, Company has no Foreign exchange earnings and outgo.

36) HUMAN RESOURCES DEVELOPMENT AND INDUSTRIAL RELATIONS

The Company believes that the development of employees is one of the most important enablers for an organization. This is being done at both individual and team levels. Sustained development of its employees, both professional and personal, is the hallmark of human resource policies. The Company value its Human Resources and is committed to ensure employee satisfaction, development and growth.

The Company is working towards developing a culture of nurturing leaders, encouraging creativity and openness. Cordial industrial relations and improvements in productivity were maintained at all of the Companys Offices during the year under review.

37) PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Act and the Rule 5(1) of Companies (Appointment and Remuneration) Rules, 2014 in respect of employees of the Company.

a. The ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year 2022-23:

S. Name of No. Director

Designation

Ratio to Median Remuneration
1. Mr. Pradeep Misra Chairman & Managing Director 43:1
2. Mrs. Richa Misra Whole-time Director 18:1
3. Mr. Prajjwal Misra Director NA
4. Mr. Himanshu Garg Independent Director NA
5. Mr. Tarun Jain Independent Director NA
6. Mr. Vinod Tiku Independent Director NA

Median Salary (Annual) of employees for the Financial Year 2022-23 is Rs. 1,96,577/-.

b. The percentage increase in remuneration of each Director, Chief Executive Officer, Chief Financial Officer, Company Secretary or Manager, if any, in the financial year 2022-23:

S. Name of Director

Designation

% Increase in remuneration
1. Mr. Pradeep Misra Chairman & Managing Director 0%
2. Mrs. Richa Misra Whole-time Director 0%
3. Mr. Prajjwal Misra Director 0%
4. Mr. Himanshu Garg Independent Director 0%
5. Mr. Tarun Jain Independent Director 0%
6. Mr. Vinod Tiku Independent Director 0%
7. Mr. Vikas Gupta Company Secretary & Compliance Officer 0%
8. Mr. Manoj Kumar Chief Financial Officer 5%

c. The percentage increase in the median remuneration of employees in the financial year 2022-23 is 18.92%.

d. The number of permanent employees on the rolls of company as on 31st March, 2023 are 244

e. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration.

The average increase in salaries of employees other than managerial personnel in 2022-23 is 3.5%.

f. The Company hereby affirms that the remuneration is as per the remuneration policy of the Company

The Companys remuneration policy is driven by the success and performance of the individual employees and the Company. Through its compensation package, the Company endeavors to attract, retain, develop and motivate a high performance staff. The Company follows a compensation mix of fixed pay, benefits and performance based variable pay. Individual performance pay is determined by business performance and the performance of the individuals measured through the annual appraisal process. The Company affirms remuneration is as per the remuneration policy of the Company.

The information required under Section 197 of the Act and the Rule 5(2) of Companies (Appointment and Remuneration) Rules,2014 in respect of employees of the Company, is as follows:-

A. Detail of Top ten employees in terms of remuneration drawn during F.Y 2022-23 are as:

S. Name of No Employee Date of Joining Gross Remuneration (in Rs.) Qualification Age (in years) Experience (in years) Last Employment Designation
1 Prabhakar Kumar 13/07/2015 3519943 BA (Geography) + MA (Geography) + M.Plan (Regional) 25/11/1978 13 Years ICT Pvt Ltd Assistant Vice PresidentPlanning
2 Ameet Hede 15/06/2022 3497631 B.E (Civi), PGD (ACM) 09/11/1977 20 Years Reliance Foundation (RFIER) Regional Head West
3 Daleep Thusu 22/11/2021 3304815 B.Tech (Civil)-1981 06/04/1960 42 Years J&K Projects Construction Corporation Ltd. Regional Head-J&K
4 Nilesh Jain 09/10/2019 3011718 B.Com and ICWAI 24/03/1987 15 Years IM+ Capitals Ltd Deputy General Manager- Finance
5 Abhinav Niranjan 02/11/2015 2821800 PGD-Management 01/03/1977 19 Years Unicon financial Intermediaries Pvt. Ltd. AVP-Marketing & Communications
6 Shailendra Chawla 09/03/2021 2498124 B.Tech-2008, MBA-2011 06/09/1986 12 Years Sutlej Textile & Industries Ltd Head-Finance & Strategy (AGM Grade)
7 Kunal Sawhney 01/05/2019 2203784 LLB-2009, LLM-2013 05/10/1986 11 Years Paarth Infra Build Pvt. Ltd. Sr. Manager- Legal
8 Dhanendra Thakur 08/11/2019 2193365 Master-City Planning-1995, B.E- Civil-1996 06/08/1968 28 Years Intercontinental Consultants & Technocrates Pvt. Ltd. Team Leader (General Manager Grade)
9 Manoj Kumar 14/12/2015 1866246 M.Com, MBA-2007 15/06/1974 28 Years Earth Infrastructure Ltd. Chief Financial Officer
10 Manoj Kumar Maheshwari 16/08/2021 1826400 B.E. (CIVIL)-1993 03/10/1968 28 Years ICT PVT.LTD Team Leader

A. Employee in the Company in receipt of remuneration NIL for that year which, in the aggregate, was not less than one crore and two lakh rupees

B. Employees in the Company who employed throughout NIL the financial year or part thereof, was in receipt of remuneration for any part of that year, at a rate which, in the aggregate, was not less than Eight lakh and fifty thousand rupees per month

C. Employee in the Company who employed throughout NIL the financial year or part thereof, was in receipt of remuneration in that year which, in the aggregate, or the case may be at a rate in aggregate, or as the case may be,in excess of that drawn by the managing director or whole-time director or manager and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the company.

38) DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,2013

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. However, no complaint was received during the year under review.

39) KEY FINANCIAL RATIOS

Key Financial Ratios for the financial year ended 31st March 2023, are provided in the Management Discussion and Analysis Report given in "Annexure - 4, which is annexed hereto and forms a part of the Boards Report.

40) GREEN INITIATIVE

As a responsible corporate citizen, the Company supports the Green Initiative undertaken by the Ministry of Corporate Affairs, Government of India, enabling electronic delivery of documents including the Annual Report etc. to Shareholders at their e-mail address previously registered with the DPs and RTAs. To support the Green Initiative, Members who have not registered their email addresses are requested to register the same with the Companys Registrar and Share Transfer Agent/ Depositories for receiving all communications, including Annual Report, Notices, Circulars, etc., from the Company electronically. Pursuant to the MCA Circulars and SEBI Circulars, copies of the Notice of the 31st AGM and the Annual Report of the Company for the financial year ended 31st March 2023 including therein the Audited Financial Statements for the year 2022-23, are being sent only by email to the Members

41) ACKNOWLEDGEMENT

Your Directors wishes to place on record its thanks and gratitude to the shareholders, dealers, customers, Central and State Government Departments, Organizations, Agencies and other business partners for their continued trust and co-operation extended by them. Your Directors further takes this opportunity to express its sincere appreciation for all the efforts put in by the employees of the Company at all levels in achieving the results and hope that they would continue their sincere and dedicated endeavor towards attainment of better working results during the current year.

For and on behalf of the Board RUDRABHISHEK ENTERPRISESLIMITED
Pradeep Misra
(Chairman & Managing Director)
DIN: 01386739
Address: Sadhika Farm Mall Road
Place : Noida Behind Sec-D III, Vasant Kunj
Date : 09/08/2023 Park Lane New Delhi -110070