The Directors have pleasure in placing before you the 27th Annual Report of the Companyalong with the Audited Balance Sheet and Profit & Loss Account for the year ended 31stMarch 2016.
The Financial results of the Company for the year under review along with figures forthe previous year are as follows:
|Particulars ||Stand Alone ||Consolidated |
| ||(In Rs.) ||(In Rs.) |
| ||31.03.2016 ||31.03.2015 ||31.03.2016 ||31.03.2015 |
|Net Sales/Income from Operations ||301616176 ||39812500 ||302737497 ||25214920 |
|Other Income ||1036062 ||- ||4655114 ||17768391 |
|Total Income ||302652238 ||39812500 ||307392610 ||42983311 |
|Profit before Depreciation & Tax ||84715956 ||10843613 ||86504830 ||10859531 |
|Less: Depreciation ||34064279 ||621656 ||34084680 ||997083 |
|Profit before Tax ||50651677 ||10221957 ||52420150 ||9862448 |
|Less: Provision for current year Income-tax ||10563917 ||1838756 ||10929103 ||1894286 |
|Less: Mat Credit Receivable ||10563917 ||1838756 ||10913943 ||1838756 |
|Add: Deferred Tax ||(15445931) ||(6479404) ||(15441581) ||(6365650) |
|Net Profit after tax ||35205746 ||3742553 ||36963409 ||3441268 |
|Less: Provision for earlier year taxation ||- ||41690 ||- ||41690 |
|Net Profit after tax and adjustments ||35205746 ||3700863 ||36963409 ||3399577 |
|Add : Opening Balance ||11311161 ||16187364 ||11316991 ||16187364 |
|Less: Paid Interim & Proposed Dividend ||14295810 ||7147905 ||14295810 ||7147905 |
|Less: Corporate Dividend Tax ||2910290 ||1429161 ||2910290 ||1429161 |
|Less: Profit transferred to General Reserve ||- ||- ||- ||307116 |
|Balance carried to the Balance Sheet ||29310807 ||11311161 ||31074300 ||11316991 |
|EPS (Basic) ||0.99 ||0.61 ||1.03 ||0.61 |
|(Diluted) ||0.99 ||0.58 ||1.03 ||0.58 |
REVIEW OF OPERATIONS
The Company started e-Governance business w.e.f. 27th September 2015 by acquiring atRs. 27 Crores. from Alankit Assignments Limited. The cost of acquisition is reflected inthe goodwill account. The resolution for acquisition was passed by the shareholders by wayof postal ballot on 14th October 2015. The Company also started the business ofDistribution of LED Bulbs among various states of India and sale of e-Governance products.Turnover of the Company increased from Rs. 3.98 Cr. to Rs. 30.26 Cr. which represents 660%growth and profit from Rs. 37.42 Lacs to Rs. 352.03 Lacs which represents 840% growth.
The Board of Directors has recommended a final dividend of Rs.0.20/- per Equity Share(Face value Rs. 2 per equity share) for 2015-2016 amounting to Rs. 7147905/-. This isin addition to the interim dividend of Rs. 0.20 per equity share already paid. The totaldividend for 2015-16 aggregates to Rs. 0.40/- per equity share amounting to Rs.14295810/-.
INTERNAL FINANCIAL CONTROLS
The Directors had laid down internal financial controls to be followed by the Companyand such policies and procedures adopted by the Company for ensuring the orderly andefficient conduct of its business including adherence to Company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information.
TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND
In terms of Section 125 of the Companies Act 2013 the company is not required totransfer any amount to the Investor Education and Protection Fund.
TIN Facilitation Centre & PAN Centre
Sale of e-Governance Products
Printing of PVC Aadhaar Card
Business Correspondent (BC)
Atal Pension Yojana (APY)
Distribution Agency for LED Bulbs
Aadhaar Seeding Agency
National Insurance Repository (NIR)
Distribution of ID Card Printers.
P2F(Paper to Follow)
Authentication User Agency (AUA)
KYC User Agency (KUA)
National Skills Registry (NSR)
Scanning and Digitization of Medical Records
There was no transfer to General reserves during the financial year ended 31st March2016.
MATERIAL CHANGES IF ANY AFTER THE END OF FINANCIAL YEAR
The members of the Company have passed Special Resolutions in respect of Amendment inArticles of Association of the Company for the insertion of Clause- Chairman Emeritus andapproval of related party transactions with the group companies by postal ballot videnotice dated 23rd February 2016. Shareholders approved both the resolutions and theresult of the same was declared on 6th April 2016.
Your Company has been registered under small category with Ministry of Micro Small andMedium Enterprise on 26.02.2016. Further your Company also filed an application forregistration under NSIC which was approved and Government Purchase Enlistment Certificateawarded on 30.03.2016.
The Company is having 4 subsidiary companies namely Europlus Financial ServicesLimited Euro Global Brokers Limited Alankit Technologies Limited and Faith BusinessAdvisors Limited.
PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARIES
The statement containing the salient features of the financial statements ofsubsidiaries under the first proviso to sub-section (3) of section 129 is being attachedwith the Directors Report in Form AOC-1 annexed to and forming part of the Directors'Report.
Sub-division of Shares
The Shareholders in the Annual General Meeting held on 10.08.2015 approved thesub-division of each equity share of the Company having face value of Rs. 10 each fullypaid up into 5 equity shares of the face value of Rs. 2 each fully paid up w.e.f 24thSeptember 2015.
The Board consists of executive and non-executive directors including independentdirectors who have wide and varied experience in different disciplines of corporatefunctioning. Mr. Alok Kumar Agarwal was appointed as Additional Director in the BoardMeeting held on 31st August 2015. He vacates his office as on date of Annual GeneralMeeting and being eligible offers himself for re-appointment. Notice has been receivedfrom a member of the Company under Section 160 of the Companies Act 2013 for hisappointment as a Director of the Company. Mr. Ankit Agarwal retires as Director to meetthe requirement of Section 152 of the Companies Act 2013 and being eligible offershimself for re-appointment at the ensuing Annual General Meeting.
Mr. Yash Jeet Basrar retires at the conclusion of the AGM being eligible offershimself for re-appointment be and is hereby re-appointed as Independent Director of theCompany for the period of five years.
Mr. Kamal Narain Gupta Company Secretary and Compliance Officer of the Company who wasappointed on 22nd June 2015 resigned from the office with effect from 20th October 2015and Ms. Preeti Puri was appointed as Company Secretary w.e.f. 20th October 2015. She wasearlier appointed as Additional director of the Company w.e.f 11th July 2015 and WholeTime Director of the Company w.e.f 20th October 2015 subject to the approval of members.
Mr. Rajeshwar Prasad Agarwal resigned from Directorship of the Company with effect from31st August 2015. Mrs. Anju Miglani Chief Financial Officer of the Company resigned fromthe office with effect from 14th March 2016. Mr. Atul Kumar CA has been appointed asChief Financial Officer of the Company with effect from 28th May 2016.
The Board of Directors placed on record their sincere appreciation for the valuablecontribution made by Mr. Rajeshwar Prasad Agrawal Mr. Kamal Narain Gupta and Mrs. AnjuMiglani.
DECLARATION BY INDEPENDENT DIRECTORS
The Independent Directors of your Company have given Declaration confirming that theymeet the criteria of Independence as prescribed both under the Companies Act and theListing Regulations.
STATUTORY AUDITORS AND THEIR REPORT
Comments of the Auditors in their report and the notes forming part of the Accounts areself explanatory and need no comments.
The tenure of the present Statutory Auditors of the Company M/s Krishan K. Gupta &Co. Chartered Accountants is expiring at the conclusion of AGM. They have resigned asper the provisions of Section 139 of the Companies Act 2013. M/s Maheshwari Rajiv &Co. having FRN no. 007115NR is proposed to be appointed as Statutory Auditor of theCompany.
SECRETARIAL AUDIT AND THE APPOINTMENT OF THE SECRETARIAL AUDITORS
The Company appointed M/s R. Shaw & Associates Practicing Company Secretaries toconduct the Secretarial Audit for the financial year 2015-16 and the Secretarial Auditreport is being attached with the Directors Report which is self explanatory and needs nocomments.
The Board of Directors duly met Six (6) times respectively on 14th April2015 11th July 2015 31st August 2015 20th October 2015 11th January2016 and 23rdFebruary 2016 and in respect of which proper notices were given and the proceedingswere properly recorded.
INSURANCE & RISK MANAGEMENT
A statement about the implementation & development of the Risk Management Policy ofthe company were made available to employees.
During the year your Company had not accepted any Deposit under Schedule V of theCompanies Act 2013 read with Companies (Acceptance of Deposits) Rules 2014. There areno small depositors in the Company.
The Company continued to have cordial relations with its employees.
LISTING WITH STOCK EXCHANGES
Equity Shares of the Company are listed on Bombay Stock Exchange Limited (BSE) andNational Stock Exchange Limited (NSE). The Company is regular in paying Annual ListingFees and custodian fees to both the depositories.
CODE OF CONDUCT
The Company continues to place emphasis on inclusive growth and has adopted a voluntarycode of conduct for affirmative action.
EVALUATION OF PERFORMANCE OF BOARD OF DIRECTORS
The Directors of your Company are in a fiduciary position empowered to oversee themanagement functions with a view to ensure its effectiveness and enhancement ofstakeholders' value.
Independent Directors are appointed keeping in view their diverse skills and experienceas to provide strategic direction guidance and constructive support to the management.The Board of Directors is at the core of your company's corporate governance practice andoversees how the management serves and protects the long term interests of thestakeholders.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement under the provisions of Section 134(5) of the CompaniesAct 2013 with respect to Directors' Responsibility Statement it is hereby confirmedthat: i) in the preparation of the annual accounts for the year ended March 31 2016 theapplicable accounting standards have been followed and there are no material departuresfrom the same;
ii) the Directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at March 31 2016 and of the profit ofthe Company for the year ended on that date;
iii) the Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities.
iv) the Directors had prepared the Annual Accounts of the Company on a 'going concern'basis.
v) the Directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively. "Internal financial controls" means the policies and proceduresadopted by the company for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of records and the timelypreparation of reliable financial information.
vi) the directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.
In terms of Regulation 34 of the Securities Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations2015 (hereinafter "ListingRegulations") a Report on Corporate Governance along with Compliance Certificateissued by Statutory Auditors of the Company is attached as Annexure and forms integralpart of this Report (hereinafter "Corporate Governance Report")
The Chief Financial Officer has duly given a certificate to the board as contemplatedin Regulation 17 (viii) of the listing agreement.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review as stipulatedunder Clause 49 of the Listing Agreement with the Stock Exchanges in India is included ina separate section annexed to and forming part of the Director's Report.
CONSERVATION OF ENERGY RESEARCH AND DEVELOPMENT TECHNOLOGY ABSORPTION AND FOREIGNEXCHANGE EARNINGS AND OUTGO
A. Conservation of Energy
The Company is engaged in providing e-governance services and e-governance products andsuch operations do not account for substantial Electricity Gas & Steam Power Wateror any other kind of energy consumption. However the company is taking all possiblemeasures to conserve the energy.
Your company is continuously looking for new ways of conservation of energy and wastesminimization for the protection of environment. The eco-friendly initiatives adopted byyour company are:
Implementing energy conservation schemes.
Awareness programmes for employees at all levels and for community.
Promoting the use of alternative fuels and materials.
B. Technology Absorption and Research & Development
Since the Company is not involved in manufacturing activity hence the research &development and technology absorption is not applicable.
The Company has not incurred any expenditure on Research & Development. Yourcompany has not imported technology during the last 8 years reckoned from the beginning ofthe financial year.
C. Foreign Exchange Earnings and Outgo
1. The company is not involved in activities relating to exports.
2. During the year the Company has not earned anything in Foreign Exchange.
3. During the year the Company has spent Rs. 29268462 on import of E-GovernanceProducts.
PARTICULARS OF EMPLOYEES
None of the employee including managerial personnel draw in excess of the limitsprescribed under Section 197(12) read with rules 5(2) and 5(3) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 which needs to bedisclosed in the Directors' report.
COMPOSITION OF VARIOUS COMMITTEES OF THE BOARD
The following Committees of the Board were constituted:
|1. Mr. Yash Jeet Basrar ||- ||Chairman |
|2. Mr. Shyam Kishore Lal ||- ||Member |
|3. Ms. Preeti Puri ||- ||Member |
|SHAREHOLDERS RELATIONSHIP COMMITTEE || || |
|1. Mr. Yash Jeet Basrar ||- ||Chairman |
|2. Ms. Preeti Puri ||- ||Member |
|3. Mr. Pradip Kumar Banerji ||- ||Member |
|4. Mr. Shyam Kishore Lal ||- ||Member |
|NOMINATION AND REMUNERATION COMMITTEE || || |
|1. Mr. Yash Jeet Basrar ||- ||Chairman |
|2. Mr. Pradip Kumar Banerji ||- ||Member |
|3. Mr. Shyam Kishore Lal ||- ||Member |
|4. Mr. Alok Kumar Agarwal ||- ||Member |
|MANAGEMENT COMMITTEE || || |
|1. Mr. Alok Kumar Agarwal ||- ||Chairman |
|2. Mr. Ankit Agarwal ||- ||Member |
|3. Mr. Yash Jeet Basrar ||- ||Member |
|4. Ms. Preeti Puri ||- ||Member |
RELATED PARTY TRANSACTIONS
For Related Party Transactions please refer note no. 2.24 of Financial Statements ofthe Company and note no 13 of Annexure-I to the Auditor's report for the financial year2015-16.
A statement about the implementation & development of the Vigil Mechanism Policy ofthe company were made available to employees.
DISCLOSURE OF MANAGERIAL REMUNERATION
The Statement of Disclosure of Remuneration under Section 197 of the Companies Act2013 and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 is appended as Annexure to the Report.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITIONAND REDRESSAL) ACT 2013
The Company has in place an Anti Sexual Harassment Policy in line with the requirementsof The Sexual Harassment of Women at the Workplace (Prevention Prohibition and Redressal)Act 2013. Internal Complaints Committee (ICC) has been set up to redress complaintsreceived regarding sexual harassment. All employees (permanent contractual temporarytrainees) are covered under this policy.
The following is a summary of sexual harassment complaints received and disposed offduring the year 2015-16:
|No. of Complaints received ||: ||Nil |
|No. of Complaints disposed off ||: ||Nil |
ABSTRACT OF THE ANNUAL RETURN
The abstract of the Annual Return in Form MGT-9 for the year 2015-16 is being annexedto and forming part of the Director's Report.
The provisions of Cost Audit are not applicable to the company.
CORPORATE RESPONSIBILITY STATEMENT
The provisions of corporate responsibility statement are not applicable to the company.
Your Directors place on record their appreciation for the overwhelming co-operation andassistance received from investors business associates SEBI NSDL CDSL UIDAI NDMLEESL Other Govt. Departments Bankers and employees of the Company at all levels whothrough their dedication co-operation and support has enabled the Company to achieverapid growth.
| ||BY ORDER OF THE BOARD OF DIRECTORS |
| ||For ALANKIT LIMITED |
| ||ALOK KUMAR AGARWAL |
| ||CHAIRMAN |
|DATE: 28th May 2016 || |
|PLACE: New Delhi || |