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Alpine Housing Development Corporation Ltd.

BSE: 526519 Sector: Infrastructure
NSE: ALPINEHOU ISIN Code: INE840D01015
BSE 00:00 | 25 Nov 76.55 1.70
(2.27%)
OPEN

77.00

HIGH

77.95

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75.05

NSE 05:30 | 01 Jan Alpine Housing Development Corporation Ltd
OPEN 77.00
PREVIOUS CLOSE 74.85
VOLUME 38165
52-Week high 95.85
52-Week low 18.10
P/E 112.57
Mkt Cap.(Rs cr) 133
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 77.00
CLOSE 74.85
VOLUME 38165
52-Week high 95.85
52-Week low 18.10
P/E 112.57
Mkt Cap.(Rs cr) 133
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Alpine Housing Development Corporation Ltd. (ALPINEHOU) - Director Report

Company director report

We have pleasure in presenting the Twenty Eight Annual Report on the business andoperations of the Company together with the audited results for the financial year endedMarch 31 2021.

Financial Overview

Your Company's performance during the year as compared with that of during the previousyear is summarized below:

Rs. in Lakhs
Particulars 2020-21 2019-20
Revenue from operation 4216.83 4056.40
other income 100.50 151.63
Total Income 4317.33 4208.03
operating expenditure 3638.51 3464.66
Profit Before Depreciation Interest and Tax 678.82 743.37
Less: Interest & Finance Charges 262.88 271.26
Profit before Depreciation and Tax 415.94 472.11
Less: Provision for Depreciation 73.56 84.90
Profit before Tax 342.38 392.87
Less : Provision for Tax 67.32 65.58
Deferred Tax (Liability) (9.24) (7.86)
Net Profit after Tax 284.30 329.49
Add: Balance in Profit & Loss Account as per last 4895.84 4566.35
Less: Profit Transferred to General Reserves - -
Proposed / Interim Dividend - -
Corporate Social Responsibility - -
Dividend Tax - -
Balance carried forwards to Balance Sheet 5180.14 4895.84

There have been no material changes and commitments affecting the financial position ofthe Company which have occurred between the end of the financial year of the Company towhich the balance sheet relates and the date of this report.

BUSINESS AND OPERATIONS A. BUSINESS OVERVIEW

Alpine Housing Development Corporation Limited is a public limited company listed onBSE Limited. The Authorised Share Capital of the Company is Rs.180000000 (RupeesEighteen crores only) divided into 18000000( One Crore Eighty lakh) Equity shares ofRs. 10/ - (Rupees Ten Only) each. The issued subscribed and paid-up capital of theCompany is Rs.173218980 ( Rupees Seventeen Crore Thirty two Lakhs Eighteen ThousandNine hundred eighty only) divided into 17321898 (One Crore Seventy three Lakhs Twentyone Thousand Eight hundred and ninety eight Only) equity shares of Rs 10 each.

The Operations of the company can be categorized into following sectors:

1. Construction and development of residential projects and commercial projects

2. Alloys.

3. Concrete Sleeper

B. FINANCIAL OVERVIEW Standalone

Revenue for Financial Year March 31 2021 stood at Rs 4317.33 (Rs in Lakhs) asagainst Rs. 4208.03 (Rs in Lakhs)- in the previous year. After providing fordepreciation and amortization of Rs.73.56 (Rs in Lakhs) as against Rs.84.90 /(Rs inLakhs)- in the previous year respectively the net profit of the Company for the yearunder review was placed at Rs. 284.30 (Rs in Lakhs) as against Rs. 329.49 (Rs in Lakhs) -in the previous year.

Transfer to Reserves

An amount of NIL is transferred out of current year profit in to General Reserve

DIVIDEND FOR THE YEAR 2020-21

The company has not declared dividend for the financial year 2020-21

C. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

No change in Directors has occurred during the financial year.‘

Mr. S.M. Mohsin (DIN No. 01646906) who retires by rotation at the ensuing AnnualGeneral Meeting and being eligible offers himself for reappointment.

Significant or Material Orders passed by Regulators / Courts

During the year under review there were no significant or material orders passed bythe regulators or courts or tribunals impacting the going concern status and company'soperations in future.

BOARD OF DIRECTORS AND ITS COMMITTEES A. Composition of the Board of Directors

As on date the Board of Directors of the Company comprises eight directors of whichFour are Non- Executive Independent Directors. The composition of the Board of Directorsis in Compliance with Regulation 17 of SEBI (LODR) Regulations 2015 and Section 149 ofthe Companies Act 2013.

B Declaration by Independent Directors

The Company has received declaration of Independence as required under section 149(7)from the Independent Director Stating that they meet the criteria of Independence asspecified in Section 149(6) of the Companies Act 2013 and Regulation 25 of SEBI (LODR)Regulations 2015.

The Board is of the opinion that the Independent Directors of the Company possessrequisite qualifications experience and expertise in the field of finance strategyauditing tax risk advisory financial services Infrastructure and real estate industryand they hold the highest standards of Integrity.

In compliance with rule 6(1) of the Companies (Appointment and Qualification ofDirectors) Rules 2014 all the Independent Directors have registered themselves with theIndian Institute of Corporate Affairs . One Independent Director has qualified theproficiency test as per Rule 6(4) of the Companies (Appointment and Qualification ofDirectors) Rules 2014 The remaining Independent Directors will be completing theproficiency test within the specified period of 2 Years.

C. Meetings

During the year under review the Board of Directors met 10 Times on the followingdates. 21-04-2020 15-05-2020 17-07- 2020 30-07- 2020 02-09-2020 14-09-202029-09-2020 13-11-202008-12-2020 12-02-2021 In accordance with the provision of theCompanies act 2013 a separate meeting of the Independent Directors of the Company washeld on 12/ 02/2021.

D. Committees of the Board

During the year under review the terms of reference of Audit Committee Nomination& Remuneration Committee and Stakeholders Relationship Committee were also alignedwith the requirements of SEBI (LODR) Regulations 2015 and the Companies Act 2013.detailed note on the committees of the Board of Directors are given in the CorporateGovernance Report forming part of the Annual Report.

E. Performance Evaluation

Pursuant to the provisions of Section 134 (3) (p) read with Articles VII and VIII ofSchedule IV of the Companies Act 2013 the Board undertook an evaluation of itself andits committees. The Board assessed the performance and the potential of each of theindependent directors with a view to maximizing their contribution to the Board. Ascontemplated by the Act the independent directors at a meeting conducted a review of theperformance of the Chairman after taking into account the views of the non-executivemembers of the Board. At the same meeting the review of the executive directors was alsocarried out.

The process put in place by the Board in accordance with the Companies Act 2013 andthe relevant provisions of the Regulation 17 of SEBI (LODR) Regulations 2015 and is aimedat improving the performance of the Board its committees and its members

F. Internal Audit and Internal Financial Control System

The internal Audit is conducted by an Independent firm of outside auditors . It isaimed at effective functioning at all levels. The audit focus was on procedures andprocesses reflecting sound internal controls and best practices observed. Based on theframework of internal financial controls and compliance systems established and maintainedby the company work performed by the Statutory Auditors Secretarial Auditors includingthe audit of the Internal Financial controls over financial reporting by the StatutoryAuditors and the reviews performed by the Management including Audit Committee and testedby the Auditors on Sample basis. The Board is of the opinion that the Company's InternalFinancial Controls were adequate and effective during the financial year 2020-21

G. Directors Responsibility Statement

In terms of the requirements of Section 134(3) ( c) and 134(5) of the Companies Act2013 the Board of Directors to the best of their knowledge and ability confirm that

1. In the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures; 2. thedirectors had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the company at the end of the financial year and of the profitof the company for that period.

3. proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with the provisions of this Act for safeguarding the assets of thecompany and for preventing and detecting fraud and other irregularities 4. the annualaccounts has been prepared on a going concern basis 5. internal financial controls to befollowed by the company has been laid down and such internal financial controls areadequate and were operating effectively.

6. proper systems have been devised to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively

Audit Related Matters A. Audit Committee

The powers role and terms of reference of the Audit Committee are in consonance withthe requirements mandated under Section 177 of the Companies Act 2013 and Regulation 18of the SEBI (LODR) Regulations 2015. The Audit Committee comprises of the followingmembers

1. Mr. Madanmohan Jaising( Independent Director) Chairman

2. Mr Sreenivasulu Palle ( Independent Director ) - Member

3. Mr S.A. Kabeer( Managing Director) Member

4. Ms. Shifali Kawatra ( Independent Director ) - Member

During the period under review the suggestions put forth by the Audit Committed wereduly considered and accepted by the Board of Directors There were no instances ofnon-acceptance of such recommendations.

B. Statutory Auditors

In view of the provisions of the Companies (Amendment ) Act 2017 The requirementrelated to ratification of appointment of auditors by members at every annual generalmeeting has been omitted

There is no qualification or adverse remarks in the statutory Auditors' Report for theyear which required any explanation from the Board of Directors.

C. Secretarial Audit

Secretarial Audit

The Secretarial Audit Report for the year ended March 31 2021 issued by Mr. AshokKumar Tripathy Practicing Company Secretary in accordance with the provisions of Section204 of the Companies Act 2013 is provided separately in the Annual Report .

Transfer of shares to IEPF

Pursuant to the provisions of section 124 of the Company's Act 2013 read with the IEPF( Accounting Audit Transfer and Refund ) Rules 2016 as amended all the shares on whichthe dividend remains unpaid or unclaimed for as period of seven consecutive years or moreShall be transferred to the demat account of the IEPF Authority as notified by theMinistry of Corporate Affairs . Accordingly the company has/ Instituted the process totransfer Equity shares pertaining to unpaid dividend for the Financial year 2013- 14 TheCompany has intimated by mail and Notice all members whose shares were due to betransferred to the IEPF Authority and had also published newspaper advertisements in thisregard . The details of such Dividend /Shares to be transferred to the IEPF are uploadedon the website of the Company at www.alpinehousing.com

Claim from IEPF Authority

Members /Claimants whose shares unclaimed dividend have been transferred to the IEPFDemat Account or the fund may claim the shares or apply for the refund by making anapplication to the IEPF Authority in e-Form IEPF 5 ( available on www.iepf.gov.in) alongwith the requisite fee as decided by the IEPF Authority from time to time . The Member /Claimants can file only one consolidated claim in a financial year as per the IEPF Rules.No claim shall lie against the Company in respect of the dividend/ share so transferred.The procedure to be followed by the shareholder for making such a claim is available onthe website of the company at www.alpinehousing.com

D. Cost Audit

Cost Audit is not applicable for our industry as per The Companies (Cost Records andAudit) Rules 2014. ( as amended up to 15 July 2016)

Policy Matters

A. Nomination and Remuneration Policy

The Nomination Remuneration and Governance Committee of the Board of Directors hasformulated a Nomination and Remuneration Policy containing the criteria for determiningqualifications positive attributes and independence of a director and policy relating tothe remuneration for the directors key managerial personnel and senior managementpersonnel of the Company. The Nomination and Remuneration Policy is available on thewebsite of the Company at www.alpinehousing.com. and relevant extracts from the Policy arereproduced in Annexure A to this report.

B. Vigil Mechanism

The company has established a vigil mechanism to promote ethical behavior in all itsbusiness activities and has in place a mechanism for employees to report any genuinegrievances illegal unethical report any genuine grievances illegal unethicalbehaviors suspected fraud violation of laws rules and regulation or conduct to thechief vigilance officer and the audit committee of the Board of Directors. The policy alsoprovides for adequate protection to the whistle blower against victimization ordiscriminatory practices. The policy is available on the website of the company atwww.alpinehousing.com

C. Corporate Social Responsibility

The Corporate Social Responsibility Policy as formulated by the Corporate SocialResponsibility Committee and approved by the Board of Directors is available on thewebsite of the Company at www.alpinehousing.com. This policy is applicable for the companyfrom FY 2016-17 and the provision and activity for Social Responsibility also applies fromthe FY 2016- 17 and as currently amended the amended policy is available on the websiteof the company

. For the financial year 2020-21 the company did not generate threshold limit for CSRallocation

Other Matters A. Debentures

During the year under review the company has not issued any debentures as on datethe company does not have any outstanding debenture.

B. Deposits

The Company has not accepted any deposits in terms of chapter V of the Companies Act2013 read with the Companies (Acceptance of Deposit) Rules 2014 during the year underreview and there are no outstanding deposit as on due date.

C. Transfer to Investor Education and Protection Fund

In compliance of Section 125 of the Companies Act 2013. The dividends pertaining to thefinancial year 2012-13 which were lying unclaimed with the company was transferred to theinvestor education and protection fund during the financial year 2019-20.. The Unpaiddividend may be claimed by the members by making an application to the IEPF Authority inForm IEPF -5 The procedure for making such a claim is available on the website of thecompany at www.alpinehousing.com.

For the year 2013-14 the dividend remaining unpaid would stand transferred to the IEPFAuthority and as per the letters sent by mail shareholders are requested to make a claimwith the company .Members are requested to refer to the procedure for making a claim withthe IEPF Authority for dividends already transferred available on the website of thecompany at www.alpinehousing.com.

The details of unclaimed dividend transferred to the investor education and protectionfund has been detailed in Corporate Governance report forming part of annual report.

D Human Resources

The Board of Directors express their sincere appreciation to employees at all levelsfor their dedication and loyalty and continued hard work . As on March 31 2021 thecompany has and organizational strength of 45 in number.

Disclosure under the sexual Harassment of women at workplace (Prevention Prohibitionand Redressal )Act 2013

Your Company is committed to provide and promote a safe healthy and congenialatmosphere irrespective of gender caste creed or social class of the employees. TheCompany has adopted a policy for the prevention and redressal of sexual harassment atworkplace During the year under review there was no case filed pursuant to the SexualHarassment of Women at workplace (Prevention Prohibition and Redressal) Act 2013.

E Corporate Governance

A detailed report on corporate governance and a certificate from. Mr. Ashok KumarTripathy practicing Company Secretary affirming compliance with the various conditions ofCorporate Governance in terms of the Listing Regulations forms part of the Annual Report.

F. Code of conduct

As prescribed under and Regulation 18 of the SEBI (LODR) Regulations 2015 adeclaration signed by the Chairman and Managing Director affirming compliance with theCode of Conduct by the Directors and senior management personnel of the Company for thefinancial year 2020-21 forms part of the Corporate Governance Report.

G. Management discussion and Analysis Report

In accordance with the requirements of the Listing Agreement the management discussionand analysis report titled is presented in a separate section of the Annual Report.

H. Extract of Annual Return

In terms of Regulation 34 of the SEBI (LODR) Regulations 2015 the Management andAdministration) Rules 2014 the extract of the Annual Return of the Company for thefinancial year 2020-21 is provided in Annexure-B to this report.

I. Particular of Loan Guarantees and investments.

In terms of section 134 of the companies act 2013 the particulars of loans guaranteesand investments given by the company under section 186 of the companies act 2013 isdetailed in Notes to accounts of the financial statements .

J. Related party transactions

During the year the company has not entered into any contract/arrangement/transactionwith a related party which can be considered as material in terms of the policy on relatedparty transactions laid down by the Board of directors. The related party transactionsundertaken during the financial year 2020-21 are detailed in Notes to Accounts of theFinancial Statements.

K. Conservation of Energy Technology absorption and Foreign exchange earnings andoutgo

In terms of section 134 of the Companies Act 2013 read with Rules 8(3) of thecompanies (account) rules 2014 the particulars of conservation of energy technologyabsorption and foreign exchange earnings and outgo are set out in Annexure D to thisreport.

L. Remuneration Details of Directors Key Managerial Personnel and employees

The details of remuneration of directors key managerial personnel and the statement ofemployees in receipt of remuneration exceeding the limit prescribed under section 134 ofthe companies act 2013 read with rule 5 of the companies ( Appointment and remunerationof managerial Personnel ) Rules2014 has been provided in Annexure E to thisreport.

M. Financial Position and performance of Subsidiaries Joint ventures and associates

The Company is not having any subsidiary company. During the year under review thecompany does not have Associates or Joint Venture Companies.

N. Additional Information to shareholders

All important and pertinent investor information such as financial results investorpresentations new launches and project updates are made available on the company'swebsite (www.alpinehousing.com) on regular basis.

Acknowledgements

The Directors would like to place on record their sincere appreciation to the company'scustomers vendor and bankers for their continued support to the company during the yearThe Director also wish to acknowledge the contribution made by employees at all levels forsteering the growth of the organization. We thank the government of India the stategovernments and other government agencies for their assistance and co-operation and lookforward to their continue support in future Finally the Board would like to express itsgratitude to the members for their continued trust cooperation and support.

By Order of Board
For Alpine Housing Development Corporation Limited
sd/- sd/-
S.A Kabeer S A Rasheed
Managing Director Jt. Managing Director
DIN-01664782 DIN-01646948
Date : 04.09.2021
Place : Bangalore

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