To,
The Members,
SRINIBAS PRADHAN CONSTRUCTION LIMITED
(Formerly known as Srinibas Pradhan Construction Private Limited)
Your Directors are pleased to present the 5th Board Report of the Company on the business and operations of the Company together with the audited financial statements for the financial year ended March 31,2025.
FINANCIAL PERFORMANCE OF THE COMPANY
PERFORMANCE REVIEW
During the year under review, the Company achieved a total income of Rs. 3,830.43 Lakhs on a standalone basis and Rs. 8,972.58 Lakhs on a consolidated basis, as compared to the previous years total income of Rs. 3,527.05 Lakhs on a standalone basis and Rs. 3,527.05 Lakhs on a consolidated basis. After accounting for expenses, the Company earned a net profit of Rs. 371.36 Lakhs on a standalone basis and Rs. 658.84 Lakhs on a consolidated basis, compared to the previous years net profit of Rs. 350.72 Lakhs on a standalone basis and Rs. 352.62 Lakhs on a consolidated basis. The Directors are making continuous efforts to enhance profitability through increased business activities in the coming years.
BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR/ STATE OF COMPANYS AFFAIR
Review of operations was conducted during the financial year which was found satisfactory by the management of the company. The Board discussed the matter and framed new strategies to expand the business of the company in the near future.
CHANGE IN NATURE OF BUSINESS IF ANY
During the year, the Company made a modification to its Memorandum of Association (MOA) by deleting one clause from the section titled "Matters which are necessary for the furtherance of the objects specified in Clause 3(a)" to better align with the current business requirements. There was no change in the Main Object Clause specified in MOA of the Company. The alteration was approved by the shareholders through a special resolution passed on January 28, 2025.
DIVIDEND
During the year under review, the Directors have not declared any dividend. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
The Company was not required to transfer any funds to the investor education and protection fund as per the provisions of Section 125 of the Companies Act, 2013 during the financial year under review.
TRANSFER TO RESERVES
The Company had not transferred any sum to reserves during the financial year ended 31st Mareh 2025.
THE WEB ADDRESS. IF ANY. WHERE ANNUAL RETURN REFERRED TO IN SUB-SECTION (3) OF SECTION 92 HAS BEEN PLACED
As per the requirement of Section 92(3) of the Companies Act, 2013, the annual return of the Company is placed on the website of the Company at www.srinibaspi adhan.com.
MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATES AND THE DATE OF THE REPORT
During the financial year under review, our Company acquired 100% shareholding of Srinibas Pradhan Infra Private Limited, thereby making it a Wholly Owned Subsidiary on May 9,2024.
INFORMATION ABOUT SUBSIDIARY/ JOINT VENTURE / ASSOCIATE COMPANY
At the beginning of the financial year, the Company held 48.90% of the equity share capital of Srinibas Pradhan Infra Private Limited. Accordingly, Srinibas Pradhan Infra Private Limited was classified as an Associate Company.
Subsequently, on May 9, 2024, the Company acquired the remaining shareholding, thereby increasing its stake to 100%. Pursuant to this acquisition, Srinibas Pradhan Infra Private Limited became a Wholly Owned Subsidiary of the Company with effect from the said date.
PERFORMANCE AND FINANCIAL HIGHLIGHTS OF SUBSIDIARY COMPANIES AND THEIR CONTRIBUTION TO OVERALL PERFORMANCE OF TF1E COMPANY
As on the date of Board Report, the Company has 1 (One) wholly owned Subsidiary. The companies that were considered in the Consolidated Financial Statements (CFS) for the year ended March 31, 2025 is included in the notes to the CFS. The CFS, prepared in accordance with Section 129(3) of the Act, and the applicable Accounting Standards, forms part of the Annual Report. Additionally, a separate statement containing the salient features of the financial statements of the subsidiary, in prescribed Form AOC-1, is also included in Annexure-I. This statement provides details of the performance and financial position of subsidiary. The audited financial statements, together with related information and other reports of the subsidiary companies are available on the Companys website at www.srinibasnradhan.com. The summary of performance of the Companys subsidiary is provided as below:
Srinibas Pradhan Infra Private Limited
Srinibas Pradhan Infra Private Limited, a wholly owned subsidiary of the Company, is engaged in civil, mechanical, electrical, and transportation projects, including construction, fabrication, and erection contracts. The company also undertakes real estate development, including acquisition, leasing, and construction of residential and commercial properties. Additionally, it operates as a builder, developer, and estate agent, and deals in construction materials and related transactions.
The turnover of the Company for the year ended March 31,2025 is Rs. 6,831.58 lakhs.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE
During the year under review, there have been no such significant and material orders issued against the Company passed by the regulators or courts or tribunals impacting the going concern status and
companys operations in future.
DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS
The Company has in place adequate internal financial controls with reference to the Financial Statements. During the year, under review, such controls were tested and no reportable material weaknesses in the design or operation were observed.
The management regularly monitors and controls to address safeguarding of its assets, prevention and detection of fraud and errors, controls to monitor accuracy and completeness of accounting records and other relevant records including timely preparation of reliable financial information.
BUY BACK OF SECURITIES
The Company has not buy back any securities during the year under review.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the financial year 2024-25 the Board of Director of the Company was duly constituted.
Ramakanta Pradhan (DIN: 08894068) |
Chairman & Whole- time Director |
Srinibas Pradhan (DIN: 03597468) |
Managing Director |
Ayushi Sharma (DIN: 10576765) |
Non-Executive Director & Independent Director |
Biranchi Narayan Hota (DIN: 10560271) |
Non-Executive Director & Independent Director |
Prithiwiraj Singdeo (DIN: 10610762) |
Non-Executive Director & Independent Director |
Jyotshna Pradhan (DIN: 10539331) |
Non-Executive & Non-Independent Director |
Surbhi Agrawal (ACS-50181) |
Company Secretary |
Durga Dutta Tripathy (PAN: ANUPT9474A) |
Chief Financial Officer |
Ramakanta Pradhan (DIN: 08894068), Chairman & Whole- time Director of the Company, retires by rotation at the forthcoming Annual General Meeting ("AGM") and being eligible, offers himself for reappointment. His brief profile is annexed to the Notice of AGM.
However, during the financial year, following change was made:
Appointment of Ayushi Sharma as Non-Executive & Independent Director of the Company
During the year, under review, Ayushi Sharma (DIN: 10576765) was appointed as an Additional Director (Non- Executive, Independent) at the Board Meeting held on April 30,2024. Subsequently, she was regularized as a Director (Non-Executive, Independent Director) at the Extra-Ordinary General Meeting held on May 18, 2024.
Appointment of Biranchi Narayan Hota as Non-Executive & Independent Director of the Company
During the year, under review, Biranchi Narayan Hota (DIN: 10560271) was appointed as an Additional Director (Non- Executive, Independent) at the Board Meeting held on April 30, 2024. Subsequently, he was regularized as a Director (Non-Executive, Independent Director) at the Extra- Ordinary General Meeting held on May 18, 2024.
Appointment of Prithiwiraj Singdeo as Non-Executive & Independent Director of the Company
During the year, under review, Prithiwiraj Singdeo (DIN: 10610762) was appointed as an Additional Director (Non- Executive, Independent) at the Board Meeting held on April 30, 2024. Subsequently, he was regularized as a Director (Non-Executive, Independent Director) at the Extra-Ordinary General Meeting held on May 18, 2024.
Appointment & Resignation of Whole Time Company Secretary and Compliance Officer of the Company
The Board noted the resignation of Mr. Yashwant Agrawal from the position of Whole-Time Company Secretary and Compliance Officer and approved the appointment of Ms. Nishi Agrawal (ICSI Membership No. A72332) as his successor with effect from June 21,2024.
Subsequently, the Board also took note of the resignation of Ms. Nishi Agrawal and approved the appointment of Ms. Surbhi Agrawal (ACS 50181) as the Whole-Time Company Secretary and Compliance Officer of the Company with effect from September 23, 2024.
MEETINGS OF THE BOARD OF DIRECTORS HELD DURING THE FINANCIAL YEAR
During the period under review, the Board of Directors of the Company met 11 (Eleven) times. The intervening gap between the two consecutive meetings was within the period prescribed under the Companies Act, 2013 (herein after also referred to as "the Act") and Secretarial Standard 1 on Board meetings issued by the Institute of Company Secretaries of India. The details of Board meeting held are mentioned below:
S.no |
Date of Board Meeting |
1. |
April 05, 2024 |
2. |
April 30,2024 |
3. |
June 21,2024 |
4. |
August 03, 2024 |
5. |
September 21, 2024 |
6. |
September 23, 2024 |
7. |
September 25, 2024 |
8. |
September 28, 2024 |
9. |
November 12, 2024 |
10. |
January 23, 2025 |
11. |
February 03, 2025 |
BOARD COMMITTEES
During the financial year under review, the Board had constituted the following four Committees: the Audit Committee, the Nomination and Remuneration Committee, the Stakeholder Relationship Committee, and the Risk Management Committee.
Subsequently, the Risk Management Committee was dissolved with effect from February 03, 2025 as its functions were overlapping with those of the Audit Committee and the full Board. Risk matters were already being reviewed as part of quarterly business reviews, and with no continuing regulatory requirement to maintain a separate committee, the Board found it more efficient to integrate risk oversight into its main agenda. This move was aimed at streamlining governance, enhancing strategic alignment, and leveraging the domain expertise of Board members in managing risk collectively.
All recommendations made by the above Committees were duly noted and accepted by the Board. There were no instances of disagreement between the Board and the recommendations of the Concerned Committees.
DISCLOSURE OF COMPOSITION OF COMMITTEES
AUDIT COMMITTEE
The composition of the Audit Committee:-
Name |
Nature of Directorship |
Status |
Ayushi Sharma |
Independent Director |
Chairperson |
Prithiwiraj Singdeo |
Independent Director |
Member |
Ramakanta Pradhan |
Whole Time Director |
Member |
During the period under review, the Audit Committee of the Company met four (4) times in compliance with the provisions of Section 177 of the Companies Act, 2013, read with Rules 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2014, which are applicable to the Company.
S. No. |
Date of Audit Committee Meeting |
01 |
June 20,2024 |
02 |
September 24, 2024 |
03 |
December 23, 2024 |
04 |
February 15, 2025 |
Name |
Nature of Directorship |
Status |
Ayushi Sharma |
Independent Director |
Chairperson |
Prithiwiraj Singdeo |
Independent Director |
Member |
Jyotshna Pradhan |
Non-Executive Director |
Member |
During the period under review, the Nomination & Remuneration Committee of the Company met one (1) time in compliance with the provisions of Section 178 of the Companies Act, 2013, read with Rules Companies (Meetings of the Board and its Powers) Rules, 2014, which are applicable to the Company.
S. No. |
Date of Nomination & Remuneration Committee Meeting |
01 |
January 07, 2025 |
STAKEHOLDER RELATIONSHIP COMMITTEE
Name |
Nature of Directorship |
Status |
Biranchi Narayan Hota |
Independent Director |
Chairperson |
Ramakanta Pradhan |
Whole Time Director |
Member |
Ayushi Sharma |
Independent Director |
Member |
During the period under review, the Stakeholder Relationship Committee of the Company met one (1) time in compliance with the provisions of Section 178 of the Companies Act, 2013, read with Rules Companies (Meetings of the Board and its Powers) Rules, 2014, which are applicable to the Company.
S. No. |
Date of Stakeholder Relationship Committee Meeting |
01 |
February 27,2025 |
Name |
Nature of Directorship |
Status |
Ramakanta Pradhan |
Whole Time Director |
Chairperson |
Ayushi Sharma |
Independent Director |
Member |
Durga Dutta Tripathy |
Chief Financial Officer |
Member |
During the period under review, in accordance with Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has constituted a Risk Management Committee, as the said regulation is applicable to the Company.
S. No. |
Date of Risk Management Committee Meeting |
01 |
August 24, 2024 |
02 |
December 02, 2024 |
Dissolution of Risk Management Committee
Following a review of the Companys risk governance framework, the Board resolved to dissolve the Risk Management Committee with effect from February 03, 2025. The decision was taken to streamline the governance structure, as key risk areas were already being adequately reviewed by the Audit Committee and the full Board. Risk oversight has now been embedded into the Companys regular strategic and operational review processes at the Board level. There is no continuing regulatory requirement for the Committee, and the Board, comprising Directors with relevant domain expertise, is well-positioned to oversee risk collectively.
All recommendations made by the Committee during its tenure were duly noted and accepted by the Board. There were no instances of disagreement between the Board and the Committees recommendations.
The Company Secretary has been authorized to undertake all necessary regulatory filings and compliances related to this change.
STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY:
The Company has adopted a Risk Management Policy aligned with current best practices to identify, assess, and mitigate risks associated with its operations. This framework ensures effective risk management to protect stakeholder interests and support business objectives. As of the date of this report, the Board confirms that the Company does not face any operational, economic, inflationary, or other risks that may threaten its existence. The risk elements are continuously reviewed and addressed under this policy to navigate emerging challenges in a dynamic business environment.
WHISTLE BLOWER POLICY / VIGIL MECHANISM
The Company has formed and adopted a whistle blower policy/vigil mechanism which provides a platform for reporting concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct. Directors and Employees of the Company may report non-compliance, if any, to the Chairman of Audit Committee.
Members can also access the details of Whistle Blower Policy/Vigil Mechanism on the website of the Company i.e., vvww.sriniba5Pradhan.com.
COMPANYS POLICY RELATING TO DIRECTORS APPOINTMENT. PAYMENT OF REMUNERATION ETC.
The Nomination & Remuneration Policy adopted by the Board and also constitute the Nomination and Remuneration Committee (NRC) which enumerates the criteria for assessment and appointment/re- appointment of Directors and KMP on the basis of their qualifications, knowledge, skill, independence, professional and functional expertise among other parameters with no bias on the grounds of ethnicity, nationality, gender or race or any other such discriminatory factor.
The Policy also sets out the guiding principles for the compensation to be paid to the Directors and Key Managerial Personnel; and undertakes effective implementation of Board familiarisation, diversity, evaluation and succession planning for cohesive leadership management. Company ensures compliance with the Policy in true letter and spirit.
The complete Nomination & Remuneration Policy is reproduced in full on our website at
www.srinibaspradhan.com.
DECLARATION FROM INDEPENDENT DIRECTORS
The Non-Executive & Independent Directors have individually declared to the Board that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 at the time of their respective appointment and there is no change in the circumstances as on the date of this report which may affect their status as an Independent Director.
In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of
all Independent Directors on the Board. Further, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.
COMPLIANCE OF SECRETARIAL STANDARDS
During the year under review, the Company is in compliance with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India.
REPORTING OF FRAUDS BY AUDITORS
There are no frauds reported by the Auditors during the year in terms of the provisions of Section 143(12) of the Companies Act, 2013.
DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013 the Board of Directors confirms that:
a. In the preparation of the annual accounts for the year ended March 31, 2025 the applicable accounting standards had been followed and there are no material departures from the same;
b. Accounting policies have been selected and applied consistently and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company for the year ended March 31,2025 and of the profit and loss of the Company for that period.
c. Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 have been taken for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. The annual accounts for the for the year ended March 31, 2025 have been prepared on a going concern basis and;
e. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
AUDITORS
Statutory Auditors
Kapish Jain & Associates, Chartered Accountants (Firm Registration No. 022743N), B-504, Statesman House, 148, Barakhantba Road, New Delhi-110001, were appointed as Statutory Auditors of the Company at the 04u Annual General Meeting (AGM) until the conclusion of the 09lh Annual General Meeting to be held on FY 2029-2030.
Cost Auditor
The Company is not required to maintain cost records in terms of requirement of Section 148 ofthe Act
and rules framed thereunder, hence such accounts and records are not required to be maintained by the Company.
Secretarial Auditor
During the year under review, the provisions of Section 204 of Companies Act, 2013 regarding mandatory secretarial audit are not applicable to the company.
Internal Auditors
During the year under review, the Company was not required to appoint Internal Auditor in terms of the requirements of Section 138 of the Companies Act, 2013 and rules framed thereunder.
BOARDS EXPLANATIONS AND COMMENTS ON QUALIFICATION, RESERVATION & ADVERSE REMARKS OR DISCLAIMER MADE BY STATUTORY AUDITORS
There is no qualification, reservation or adverse remark or disclaimer made by the Statutory Auditors in their report and the said Auditors Report & notes to financial statements are self-explanatory, and needs no further explanation.
PARTICULARS OF INTER-CORPORATE LOANS. GUARANTEES & INVESTMENTS
During the financial year under review, the Company has not provided any loans, guarantee and not made any investments under provisions of the Section 186 of the Companies Act, 2013.
However, the Company has acquired 14,64,398 equity shares (Face Value Rs. 10/- each) at a price of Rs. 12.44/- per share, aggregating to Rs. 182.21 Lakhs. Pursuant to this acquisition, the investee company has become a Wholly Owned Subsidiary, and the total investment now amounts to ?356.54 lakhs.
PARTICULARS OF CONTRACT OR ARRANGEMENTS WITH RELATED PARTIES AS PER SECTION 188 OF THE COMPANIES ACT, 2013
Related Party Transaction(s) entered into by the Company during the reporting period were on an arms length basis and in the ordinary course of business. Further, the disclosure of particulars in Form No. AOC-2 is annexed hereto as Annexure-II.
In addition, pursuant to the provisions of Section 188 of the Companies Act, 2013, read with Rule 15 of the Companies (Meetings of Board and its Powers) Rules, 2014 ("MBP Rules"), the Board of Directors passed a resolution approving Related Party Transaction(s) exceeding the prescribed limits. In this regard, a Board Meeting was held on April 05,2024 to seek their approval.
PARTICULARS OF EMPLOYEES AND REMUNERATION
The statement containing particulars of employees as required under Section 197(12) of the Companies Act, 2013 read with sub rule (2) and (3) of Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is not applicable on Company.
DISQUALIFICATIONS OF DIRECTORS UNDER SECTION 164 OF THE COMPANIES ACT. 2013
There is no such Director in the company who is disqualified under Section 164 of the Companies Act, 2013
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO
Information relating to Conservation of Energy, Technology Absorption, Research and Development, Exports, Foreign Exchange Earnings and Outgo and other information forming part of this Report under the provisions mentioned under the Companies Act, 2013 and the Rules made thereunder is as follows:
A. Conservation of energy:
(i) The steps taken or impact on conservation of energy:
The Company undertakes various measures to ensure optimal energy usage at construction sites and offices. Energy-efficient construction machinery and equipment are prioritized, and regular preventive maintenance is carried out to reduce energy wastage and minimize equipment downtime. Additionally, the Company promotes the use of LED lighting, energy-efficient motors, and eco-friendly practices across project sites. Efforts are also made to sensitize staff and workers on the importance of energy conservation through training and awareness programs.
(ii) The steps taken by the company for utilizing alternate sources of energy: Nil
(iii) The capital investment on energy conservation equipment: Nil
B. Technology absorption:
(i) The efforts made towards technology absorption:-Nil
(ii) The benefits derived like product improvement, cost reduction, product development or import substitution:- Nil
(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):-N/A
(a) The details of technology imported: N/A
(b) The year of import: N/A
(c) Whether the technology been fully absorbed:-N/A
(d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof: N/A
(iv) The expenditure incurred on Research and Development: Nil
C. Foreign exchange earnings and Outgo- Nil DEPOSITS
During the year under review, Your Company neither accepted any deposits nor there were any amounts outstanding at the beginning of the year which were classified as Deposits within the meaning of
Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 Covered under Chapter V of the Companies act, 2013.
LOAN FROM DIRECTORS AND THEIR RELATIVES
During the year under review, the Company did not receive any fresh unsecured loans from directors of the Company or their relatives. However, an outstanding balance of Rs. 5.77 lakhs from Mrs. Koushalya Pradhan, a relative of the Whole-time Director, continued from the previous year. In accordance with Rule 11(2) of the Companies (Acceptance of Deposits) Rules, 2014, the necessary declaration has been obtained from the Directors confirming that the said amount was not sourced from borrowed funds. Accordingly, the said amount does not fall under the definition of deposits as specified under Section 73 of the Companies Act, 2013. The loan continues to be utilised for meeting the working capital requirements of the Company and remains in compliance with the applicable provisions of the Companies Act, 2013.
DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION & REDRESSAL) ACT. 2013
The Company is committed to maintaining a safe, respectful, and inclusive workplace for all employees. In compliance 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 adopted a Policy on Prevention of Sexual Harassment (POSH) at the workplace.
However, After the closure of financial year, the Company reconstituted its Internal Complaints Committee (ICC) in the board meeting held on August 23, 2025 to ensure continued compliance with the provisions of the Act. The newly constituted ICC comprises the following members:
S. No. |
Name |
Designation |
1. |
Ms. Jyotshna Pradhan |
Presiding Officer |
2. |
Ms. Yasmin Parween |
Member |
3. |
Ms. Gitanjali Bohidar |
Member |
4. |
Ms. Sachi Khamari |
External Member |
The Company continues to uphold a zero-tolerance policy against any form of sexual harassment and regularly organizes awareness and sensitization sessions for employees on the POSH policy and redressal mechanism.
During the financial year under review, no complaints were received or reported under the said Act. The summary is as follows:
Number of complaints received during the year: 0
Number of complaints disposed of during the year: 0
Number of complaints pending for more than 90 days: 0 SHARE CAPITAL
(b) Employees Stock Option Plan
During the year, the Company has not granted any stock options.
(c) Issue of Equity Shares with Differential Rights
The Company has not issued any Equity shares with differential rights during the period under review.
? Increase in Authorised Share Capital
During the financial year under review, there was no change in the Authorized Share Capital of the Company.
However, after the closure of financial year, the authorised share capital was increased from Rs. 7,00,00,000/- (Rupees Seven Crore only) consisting of 70,00,000 (Fifty Lakh) Equity shares of face value of Rs. 10/- each was increased to Rs. 10,00,00,000/- (Rupees Ten Crore only) consisting of 1,00,00,000 (One Crore) Equity shares of face value of Rs. 10/- each by passing a resolution at the meeting of the members of the company held on June 02,2025.
(e) Increase in Issued, Subscribed & Fully Paid-up share Capital
During the financial year under review, the Company allotted 2,17,200 equity shares of face value Rs. 10/- each on April 05, 2024, through private placement, thereby increasing the issued, subscribed, and fully paid-up share capital accordingly.
Subsequent to the closure of the financial year, the Company further allotted 2,49,600 equity shares of face value Rs. 10/- each by way of private placement in the Board meeting held on July 11, 2025. Additionally, 15,36,849 equity shares of face value Rs. 10/- each were allotted to existing shareholders by way of bonus shares in the Board meeting held on July 24, 2025.
POLICIES ADOPTED DURING THE YEAR
During the year under review, the Company has adopted and implemented various policies in compliance with applicable laws and to ensure good corporate governance practices. The key policies adopted by the Company include:
Archival Policy
Code of Conduct for Directors and Senior Management
Code of Conduct for Prevention of Insider Trading
Familiarisation Programme for Independent Directors
Nomination and Remuneration Policy
Policy for Determination of Materiality of Events or Information
Policy for Preservation of Documents
Policy on Related Party Transactions
Dividend Distribution Policy
Policy on Prevention of Sexual Harassment at Workplace (POSH) Policy on identification of group Company Risk Management Policy
Terms and Conditions of Appointment of Independent Directors Whistle Blower Policy
All the above policies are reviewed periodically and are available on the Companys website.
DR MATERIALISATION OF EQUITY SHARES AND ISIN ASSIGNMENT
During the year, the Company successfully obtained its International Securities Identification Number (ISIN) and completed the process of dematerialization of its equity shares. All shareholders have converted their physical shares into electronic form (demat), enhancing the ease of trading and transferability of shares. This step aligns with the Companys commitment to adopting modern and efficient practices for shareholder convenience and compliance with regulatory requirements.
The International Securities Identification Number (ISIN) for Equity Shares of the Company is INE0TPJ01019. As on March 31,2025, 100% of securities of the Company are in dematerialized form.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Provisions of section 135 of the Companies Act, 2013 and rules made thereunder are not applicable on the company during the financial year 2024-25.
However, as a measure of proactive governance, the Company has voluntarily adopted a Corporate Social Responsibility (CSR) Policy, to be implemented as and when the provisions become applicable in the future and is not in pursuance of Section 135 obligations.
CONSOLIDATED FINANCIAL SIATEMENTS
During the financial year 2024-25, Srinibas Pradhan Infra Private Limited became a wholly owned subsidiary of the Company, effective May 09, 2024.
Accordingly, the Consolidated Financial Statements of the Company have been prepared for the financial year 2024-25, in compliance with the applicable provisions of the Companies Act, 2013 and relevant accounting standards.
DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR.
The Company does not have any pending application or proceeding under the Insolvency and Bankruptcy Code, 2016 for the financial year 2024-25.
COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUBSECTION (1) OF SECTION 148 OF THE COMPANIES ACT. 2013.
The provision of Cost records as per Section 148 doesnt applicable on the Company.
DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF.
During the financial year 2024-25 there has been no one - time settlement for loan taken from banks or financial institutions.
INSURANCE
All tangible assets of the Company - including buildings, plant and machinery, equipment have been adequately insured against a range of potential risks such as fire, theft, natural calamities and other unforeseen events. The Company engages with insurance providers to ensure that the insurance policies in place are both adequate and cost-effective.
MATERNITY BENEFITS PROVIDED UNDER THE MATERNITY BENEFIT ACT, 1961
The Company hereby confirms that it has complied with the provisions of the Maternity Benefit Act, 1961 during the financial year under review. Adequate measures have been taken to ensure that all eligible women employees are granted maternity benefits as prescribed under the Act, including leave entitlements, medical benefits, and protection against dismissal during maternity leave.
The Company remains committed to supporting the health and well-being of women employees and upholding their rights in accordance with applicable laws and regulations.
ACKNOWLEDGEMENT
Your directors wish to place on record their appreciation for the co-operation and support extended by the shareholders, various authorities, banks, dealers and vendors.
The Directors also acknowledge with gratitude the dedicated efforts and valuable contribution made by all the employees of the Company.
For and on behalf of Board |
|
Srinibas Pradhan Constructions Limited |
|
(Formerly known as Srinibas Pradhan Constructions Private Limited) |
|
(Srinibas Pradhan) |
(Ramakarrta Pradhan) |
Managing Director |
Whole-time Director |
| DIN: 03597468 | DIN: 08894068 |
Chhualiberna, Belpahar (O.R.), 768217 |
Chhualiberna, Belpahar (O.R.), 768217 |
Date: September 06, 2025 |
|
Place: Jharsuguda |
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132, PMS SEBI Regn. No: INP000002213,IA SEBI Regn. No: INA000000623, SEBI RA Regn. No: INH000000248, DP SEBI Reg. No. IN-DP-185-2016, BSE Enlistment Number (RA): 5016
ARN NO : 47791 (AMFI Registered Mutual Fund & Specialized Investment Fund Distributor), PFRDA Reg. No. PoP 20092018

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.