You are here » Home » Companies » Company Overview » Crane Infrastructure Ltd

Crane Infrastructure Ltd.

BSE: 538770 Sector: Infrastructure
NSE: N.A. ISIN Code: INE176L01017
BSE 00:00 | 10 Feb Crane Infrastructure Ltd
NSE 05:30 | 01 Jan Crane Infrastructure Ltd
OPEN 3.60
PREVIOUS CLOSE 3.60
VOLUME 8
52-Week high 13.58
52-Week low 3.45
P/E 5.71
Mkt Cap.(Rs cr) 3
Buy Price 3.58
Buy Qty 300.00
Sell Price 3.45
Sell Qty 416.00
OPEN 3.60
CLOSE 3.60
VOLUME 8
52-Week high 13.58
52-Week low 3.45
P/E 5.71
Mkt Cap.(Rs cr) 3
Buy Price 3.58
Buy Qty 300.00
Sell Price 3.45
Sell Qty 416.00

Crane Infrastructure Ltd. (CRANEINFRA) - Director Report

Company director report

To

The members

Crane Infrastructure Limited

Guntur

The directors submit 11th annual report of Crane Infrastructure Limitedalong with the audited financial statements for the financial year ended March 312019.

Financial Results :

Particulars 2018-19 2017-18 2016-17 2015-16
(Rs in lacs) (Rs in lacs) (Rs in lacs) (Rs in lacs)
Revenue from Operations & Other Income 82.95 79.91 78.81 68.22
Profit/(Loss) Before Interest & Depreciation 66.74 56.64 63.73 43.20
Interest - - - -
Depreciation 13.07 13.07 12.99 10.67
Profit Before exceptional & extraordinary items 53.67 43.57 50.74 32.53
Profit/(Loss) Before Tax 53.67 43.57 50.74 32.53
Income Tax (Current Tax) 11.33 08.45 13.61 12.26
Profit/(Loss) after Taxation 42.34 35.12 37.12 20.26
EPS-Basic 0.58 0.48 0.51 0.28
EPS-Diluted 0.58 0.48 0.51 0.28

Dividend

The management wants that the profits earned during the financial year must be retainedand redeployed for the operations of the Company. As the Company needs further funds toenhance its business operations upgrade the efficiency. No dividend is being recommendedby the Directors for the Financial Year 2018-19

Transfer to reserves :

The Company proposes to retain an amount of Rs. 4233950 in the profit and lossaccount.

Share Capital

The paid up Equity Share Capital as on 31st March 2019 was Rs. 72420000. TheCompany has not issued shares with differential voting rights nor granted stock optionsnor sweat equity.

Company's performance

During the Year under review revenue from operations for the financial year 2018-19 isRs.82.95 lakhs was improved by 3.80 % over last year (Rs.79.91 lakhs in 2017-18). Profitafter tax (PAT) for the financial year 2018-19 is Rs.42.33 Lakhs was increased by 20.55%over last year (Rs.35.12 Lakhs in 2017-18).

Opportunities & Industry out Look

The real estate sector is one of the most recognized sectors. In India real estate isthe second largest employer after agriculture and is slated to grow at 30% over the nextdecade. The real estate sector comprises of four sub sectors - housing retailhospitality and commercial. The growth of this sector is well complemented by the growthof the corporate environment and the demand for office space as well as urban andsemi-urban accommodations. The construction industry ranks third among the 14 majorsectors in terms of direct indirect and induced effects in all sectors of the economy.The global warehousing and storage industry has witnessed significant growth during thelast five years. The Indian warehousing industry is set to grow at a CAGR of 8%-10% andmodern warehousing at 25%- 30% over the next 5 years due to various factors including theanticipated increase in global demand growth in organized retail and increasingmanufacturing activities presence of extremely affordable and desirable e-commerceoptions and growth in international trade. The Government of India along with thegovernments of the respective states have taken several initiatives to encourage thedevelopment in the sector. The Smart City Project where there is a plan to build 100smart cities is a prime opportunity for the real estate companies. While Goods andServices Tax (GST) continues to remain in a state where several loose ends still need tobe tied up logistics companies - both domestic and global are not just bullish about thesector but are actively making investment plans for the coming fiscals as well. It mayincrease the demand of hi-tech large modern Warehouses Logistics Parks etc. As Indiaawaits policy reforms to pick up speed your Company firmly believes that the demand forReal Estate & Warehousing in India should remain strong in the medium to long term.

Management Discussion & Analysis

A detailed management discussion & analysis forms part of this annual report whichis attached to this report in Annexure iii

Extract of annual return

As provided under Section 92(3) of the Act the extract of annual return is given in AnnexureI in the prescribed Form MGT-9 which forms part of this report.

The Web Address if any where Annual return referred to in subsection (3) of section92 is placed:

True the Annual return U/s 92 (3) is placed in www.cranegroup.in

Directors' responsibility statement

Pursuant to Section 134(5) of the Companies Act 2013 the board of directors to thebest of their knowledge and ability confirm that:

i. in the preparation of the annual accounts the applicable accounting standards havebeen followed and there are no material departures;

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 at the end of the financial year and ofthe profit of the Company for that period;

iii. The directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

iv. The directors had prepared the annual accounts on a going concern basis;

v. The directors had laid down internal financial controls to be followed by theCompany and such internal financial controls are adequate and operating effectively;

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.

Changes among Directors and key managerial personnel

I. Reappointment of Mr. CH.V.S.S Kishore Kumar (Din: 01823606) whose office was liableto retire by rotation at annual general meeting of the company:

Mr. CH.V.S.S Kishore Kumar director liable to retire by rotation under the Articles ofAssociation of the Company in 10th Annual General Meeting and being eligible offerhimself for reappointment as Director. The Shareholders approved his re-appointment asDirector of the company at 10th Annual General Meeting of the company held on 28.09.2018.

Directors Liable to Retire by Rotation In the ensuing Annual General Meeting:

Mrs. Himaja Manepalli (DIN 06505782) director liable to retire by rotation in ensuingAnnual General Meeting under the Articles of Association of the Company and beingeligible offer herself for reappointment as Director. The Board recommends herre-appointment.

ii. Appointment of company secretary and compliance officer:

During the financial year the board appointed Mrs. Madhuri Arora (ICSI MembershipNo:41272) company secretary an Associate member of institute of company secretaries ofindia as a company secretary and compliance officer of the company 13.03.2019

Meetings of the Board

Seven meetings of the board were held during the financial year 2018-19 on 30.05.201813.08.2018 14.11.2018 14.12.201814.02.2019 04.03.2019 and 13.03.2019 with a gapbetween any of the two meetings not exceeding the period of 120 days as prescribed underthe Act and all members are present at the above meetings.

Board evaluation

The board of directors has carried out an annual evaluation of its own performanceBoard committees and Individual directors pursuant to the provisions of the Act and thecorporate governance requirements as prescribed by Securities and Exchange Board of India("SEBI") under regulation 27 of the SEBI(LODR) Regulations 2015.The performanceof the Board was evaluated by the Board after seeking inputs from all the directors on thebasis of the criteria such as the Board composition and structure effectiveness of boardprocesses information and functioning etc. The performance of the committees wasevaluated by the board after seeking inputs from the committee members on the basis of thecriteria such as the composition of committees effectiveness of committee meetings etc.The Board and the Nomination and Remuneration Committee reviewed the performance of theindividual directors on the basis of the criteria such as the contribution of theindividual director to the Board and committee meetings like preparedness on the issues tobe discussed meaningful and constructive contribution and inputs in meetings etc. Inaddition the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of independent Directors performance of non-independentdirectors performance of the board as a whole and performance of the Chairman wasevaluated taking into account the views of executive directors and non- executivedirectors. The same was discussed in the board meeting that followed the meeting of theindependent Directors at which the performance of the Board its committees andindividual directors was also discussed.

i. Observations of Board evaluation carried out for the year: Nil

ii. Previous Years observations and actions taken: Nil

iii. Proposed actions based current year Observations: Nil

Policy on directors' appointment and remuneration and other details

The current policy is to have an appropriate mix of executive and independent directorsto maintain the independence of the Board and separate its functions of governance andmanagement. As on March 312019 the Board consists of six members two of them areindependent directors. The Board periodically evaluates the need for change in itscomposition and size.

The policy of the Company on directors' appointment and remuneration includingcriteria for determining qualifications positive attributes independence of a directorand other matters provided under Sub-section (3) of section 178 of the Companies Act2013 adopted by the Board is recommended by the Nomination and Remuneration Committee. Weaffirm that the remuneration paid to the directors is as per the terms laid out in thenomination and remuneration policy of the Company.

Nomination and Remuneration Committee:

(a) Terms of Reference

The Company had constituted the Nomination and Remuneration Committee under Section 178of the Companies Act 2013

The broad terms of reference are to determine and recommend to Board Compensationpayable to Executive Directors appraisal of the performance of the Managing Directors /Whole-time Directors and to determine and advise the Board for the payment of annualcommission/compensation to the Non-Executive Director and to recommend to the Boardappointment/ reappointment and removal of Directors. To frame criteria for determiningqualifications positive attributes and Independence of Directors and to create anevaluation framework for Independent Directors and the Board. The scope of the Committeealso includes matters which are set out in SEBI (LODR) Regulations 2015 and the rules madethere under as amended from time to time

(b) Composition Meetings and Attendance during the year

The Nomination and Remuneration Committee comprises of total three Non-ExecutiveDirectors in which two are Independent Directors and one director is non executive nonindependent director (woman director).

The committee comprises as follows:

1. Mr. M.V. Subba Rao (Chairman)

2. Mr.P. Bhaskara Rao -Member

3. Mrs.M. Himaja- Member

Five Nomination and Remuneration Committee meetings were held during the year and thegap between two meetings did not exceed 120 days. The dates on which the said meetingswere held on 30.05.2018 13.08.2018 14.11.2018 14.02.2019 and 13.03.2019..The necessaryquorum was present for all the meetings.

(c) Selection and Evaluation of Directors:

The Board has based on recommendations of the Nomination and Remuneration Committeelaid down following policies:

1. Policy for Determining Qualifications Positive Attributes and Independence of aDirector

2. Policy for Board & Independent Directors' Evaluation

(d) Performance Evaluation of Board Committees and Directors

Based on the criteria laid down in the Policy for evaluation of Board and IndependentDirectors the Board carried out the annual performance evaluation of Board Committees andthe Independent Directors whereas at a separate meeting Independent Directors evaluatedthe performance of Executive Directors Board as a whole and of the Chairman. Nominationand Remuneration Committee also evaluated individual directors' performance.

i) As per the said Policy evaluation criteria for evaluation Board inter alia covers:Composition in light of business complexities and statutory requirements; establishment ofvision mission objectives and values for the Company; laying down strategic road map forthe Company & annual plans; growth attained by the Company; providing leadership anddirections to the Company and employees; effectiveness in ensuring statutory compliancesand discharging its duties / responsibilities towards all stakeholders; Identificationmonitoring & mitigation of significant corporate risks; composition of variouscommittees laying down terms of reference and reviewing committee's working etc.

ii) Performance evaluation criteria for Executive Directors inter alia include: levelof skill knowledge and core competence; performance and achievement vis-a-vis budget andoperating plans; Effectiveness towards ensuring statutory compliances; dischargingduties/responsibilities towards all stakeholders; reviewing/monitoring Executivemanagement performance adherence to ethical standards of integrity & probity;employment of strategic perception and business acumen in critical matters etc.

iii) Performance of Independent Directors is evaluated based on: objectivity &constructively while exercising duties; providing independent judgment on strategyperformance risk management and Board's deliberations; devotion of sufficient time forinformed decision making; exercising duties in bona fide manner; safeguarding interests ofall stakeholders particularly minority shareholders; upholding ethical standards ofintegrity & probity; updating knowledge of the Company & its external environmentetc

iv) Committees of the Board are evaluated for their performance based on: effectivenessin discharging duties and functions conferred; setting up and implementation of variouspolicies procedures and plans effective use of Committee's powers as per terms ofreference periodicity of meetings attendance and participation of committee members;providing strategic guidance to the Board on various matters coming under committee'spurview etc

(e) Remuneration Policy for Directors:

The Committee has formulated Policy for Remuneration of Directors KMP & otheremployees. As per the Policy remuneration to Non-executive Independent Directorsincludes:

a. Sitting Fees for attending meetings of the Board as well as Committees of the Boardas decided by the Board within the limits prescribed under the Companies Act.

b. Travelling and other expenses they incur for attending to the Company's affairsincluding attending Committee and Board Meetings of the Company.

f) Remuneration to Executive Directors:

The appointment and remuneration of Executive Directors including Managing DirectorJoint Managing Director and Whole Time Director is governed by the recommendation of theRemuneration and Nomination Committee resolutions passed by the Board of Directors andShareholders of the Company. The remuneration package of Managing Director Joint ManagingDirector and Whole Time Director comprises of salary perquisites allowances and otherretirement benefits as approved by the shareholders at the General Meetings of theCompany.

g) Remuneration to Non-Executive Directors:

The Non-Executive Directors are paid remuneration by way of Sitting Fees. The NonExecutive Directors are paid sitting fees for each meeting of the Board and Committee ofDirectors attended by them.

Audit committee:

A. Brief description of terms of reference

The Terms of Reference of this committee cover the matters specified for AuditCommittee under Section 177 of the Companies Act 2013SEBI(LODR) Regulations 2015 and asfollows:

a. Oversight of the Company's financial reporting process and the disclosure of itsfinancial information to ensure that the financial statement is correct sufficient andcredible.

b. Recommending the appointment and removal of external auditor fixation of audit feeand also approval for payment for any other services.

c. Reviewing with management the annual financial statements before submission to theBoard focusing primarily on:

• Any changes in accounting policies and practices

• Major accounting entries based on exercise of judgment by management

• Qualifications in draft Auditors' Report

• Significant adjustments arising out of audit

• The going concern assumption

• Compliance with stock exchange and legal requirements concerning financialstatements

• Any related party transactions i.e. transactions of the company of materialnature with promoters or the management their subsidiaries or relatives etc. that mayhave potential conflict with the interests of the Company at large.

d. Reviewing the adequacy of internal audit function including the structure of theinternal audit department staffing and seniority of the official heading the departmentreporting structure coverage and frequency of internal audit.

e. Discussion with internal auditors of any significant findings and follow up thereon.

f. Reviewing the findings of any internal investigations by the internal auditors intomatters where is suspected fraud or irregularity or a failure of internal control systemsof a material nature and reporting the matter to the board

g. Discussion with external auditors before the audit commences the nature and scopeof audit as well as have post audit discussion to ascertain any area of concern.

h. Reviewing the Company's financial and risk management policies.

i. Reviewing with the management external and internal auditors and the adequacy ofinternal control systems.

j. Other matters as assigned/specified by the Board from time to time.

k. The scope of the Audit Committee also includes matters which are set out in SEBI(LODR) Regulations 2015 read with Section 177 of the Companies Act 2013 and the rulesmade there under as amended from time to time.

B. Composition Meetings and Attendance during the year :

The Audit Committee comprises of total three Non-Executive Directors in which two areIndependent Directors and One Non- Executive non independent Director (Woman Director).The committee comprises as follows:

1. Mr. P. Bhaskara Rao (Chairman)

2. Mr. M.V. Subba Rao(Member)

3. Mrs. M. Himaja (Member)

Four Audit Committee meetings were held during the year and the gap between twomeetings did not exceed 120 days. The dates on which the said meetings were held on30.05.2018 13.08.2018 14.11.2018 and 14.02.2019.The necessary quorum was present for allthe meetings.

Stakeholders' relationship committee:

The Company had a stakeholders' relationship committee of directors to look into theredressal of complaints of investors

Composition Meetings and Attendance during the year

The Stakeholders' relationship Committee comprises of One Independent cum Non-ExecutiveDirector and two non executive non independent directors. The committee comprises asfollows:

1. Mr.GVSL Kantha Rao (Chaiman)

2. Mr. P. Bhaskar Rao (Member)

3. Mrs. Himaja (Member)

Four stakeholder relationship committee meetings were held during the year and the gapbetween two meetings did not exceed 120 days. The dates on which the said meetings wereheld on 30.05.2018 13.08.2018 14.11.2018 and 14.02.2019.The necessary quorum was presentfor all the meetings.

Particulars of Employees and Related Disclosures :

The information required under Section 197 of the Act read with rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 are givenbelow

A. The ratio of the remuneration of each director to the median remuneration of theemployees of the Company for the financial year: NIL

During the financial year 2018-19 The Company has not paid any remuneration to Non-Executive Directors

b. The percentage increase in remuneration of each director chief executive officerchief financial officer company secretary in the financial year: Nil

c. The percentage increase in the median remuneration of employees in the financialyear: NIL

d. The number of permanent employees on the rolls of Company: Nil

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

Revenue Rs.82.95 Lakhs

Remuneration of KMPs as a percentage of revenue: NIL

f. Variations in the market capitalization of the Company price earnings ratio as atthe closing date of the current financial year and previous financial year:

Particulars 31-03-2019 31 -03-2018 % Change
Market Capitalization 88352400 45624600 93.65
Price Earnings Ratio 21.03 13.12 7.91

Increase in the managerial remuneration for the year was: Nil

There was no exceptional circumstances for increase in the managerial remuneration

g. Comparison of each remuneration of the key managerial personnel against theperformance of the Company:

Remuneration in FY 2018-19 Nil
Revenue Rs.82.95 Lakhs
Remuneration (% of Revenue) Nil
Profit before Tax Rs. 53.67Lakhs
Remuneration (as % of PBT) Nil

h. Affirmation that the remuneration is as per the remuneration policy of the Company:

The Company affirms remuneration is as per the remuneration policy of the Company.

i. The statement containing particulars of employees as required under Section 197(12)of the Act read with Rule 5(2) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014: NA

Statement on Declaration Given By Independent Directors:

In terms with Section 149 (7) of the Companies Act 2013 All the Independent Directorsof the Company have declared that they meet the criteria of Independence in terms ofSection 149(6) of the Companies Act 2013 and SEBI (LODR) regulations2015.Hence thatthere is no change in status of Independence.

Meetings of the Independent Directors

During the year under review four meetings of independent directors were held on28.05.2018 14.08.201816.11.2018 and 13.02.2019 in compliance with the requirements ofschedule IV of the companies Act2013.

Auditors

Pursuant to the provisions of Section 139 of the Act and the rules framed thereunderUmamaheswara Rao & Co. Chartered Accountants are eligible for re appointment asStatutory Auditors of the company for the financial year 2018- 19 and the Board proposesfor appointment of Statutory auditors for a period of five years which ends on until theconclusion of 13th Annual General Meeting of the company to be held in the Year2021

In accordance with the Companies Amendment Act 2017 enforced on 7th May 2018 by theMinistry of Corporate Affairs the appointment of Statutory Auditors is not required to beratified at every Annual General Meeting. The Report given by the Auditors on thefinancial statement of the Company is part of this Report.

There has been no qualification reservation adverse remark or disclaimer given by theAuditors in their Report.

Statutory Auditors' report and

The auditors' report does not contain any qualifications reservations or adverseremarks and secretarial auditors' report contain qualifications which are given as anannexure which forms part of this report.

The Auditors' Report does not contain any qualification. Notes to Accounts and Auditorsremarks in their report are self- explanatory and do not call for any further comments

The Notes to Accounts forming part of the financial statements are self-explanatory andneed no further explanation. The detailed reports on the Statutory Audit is appended as anAnnexure V to this Report

Secretarial Auditors

Pursuant to provisions of Section 204 of the Companies Act 2013 read with Rule 9 ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 yourCompany engaged the services of M/s. K. Srinivasa Rao & Nagaraju Associates CompanySecretaries in Practice Vijayawada has conducted the Secretarial Audit of the Company forthe financial year ended March 312019.

Secretarial Audit Report:

The detailed reports on the Secretarial Audit in Form MR- 3 are appended as an AnnexureIV to this Report. There were no qualifications reservations or adverse remarks givenby Secretarial Auditors of the Company except During the year the Company has notappointed a company secretary in terms of the provisions of sections 204 of the companiesAct 2013 regulation 6 (1) a of the SEBI (LODR) Regulations 2015 for a period upto12-03-2019.

Board Clarification on Secretarial Auditors Qualifications:

We are sincerely committed for good corporate governance practices with letter andspirit of law and we made all sincere efforts to appoint a company secretary who isperfectly suitable for our company's compliance needs. But we were unable to appoint acompany secretary during the year since 1st April 2018 to 12th march2019..

Cost Audit and Maintanance of Cost Records

Cost Audit and Mantanance of cost Records is not applicable to the Company for theFinancial Year 2018-19.

Risk management

The Board of the Company has formed a risk management committee to frame implement andmonitor the risk management plan for the Company. The committee is responsible forreviewing the risk management plan and ensuring its effectiveness. The audit committee hasadditional oversight in the area of financial risks and controls. Major risks identifiedby the businesses and functions are systematically addressed through mitigating actions ona continuing basis. The development and implementation of risk management policy has beencovered in the management discussion and analysis which forms part of this report.

Particulars of loans guarantees and investments

The particulars of loans guarantees and investments have been disclosed in thefinancial statements.

Transactions with related parties

None of the transactions with related parties falls under the scope of Section 188(1)of the Act. Information on transactions with related parties pursuant to Section 134(3)(h)of the Act read with rule 8(2) of the Companies(Accounts) Rules 2014 are given in AnnexureII in Form AOC-2 and the same forms part of this report.

Corporate social responsibility

Your Directors are pleased to inform that the provisions of section 135 of the Actread with Companies (Corporate Social Responsibility Policy) Rules 2014 are notapplicable to the Company.

Deposits from public

The Company has not accepted any deposits from public and as such no amount on accountof principal or interest on deposits from public was outstanding as on the date of thebalance sheet.

Un secured loans taken from the Directors

During the year the company has not received any of the un secured loans from thedirectors.

Internal financial control systems and their adequacy

Based on the framework of internal financial controls and compliance systemsestablished and maintained by the Company work performed by the internal statutory andsecretarial auditors and external consultants and the reviews performed by management andthe relevant board committees including the audit committee the board is of the opinionthat the Company's internal financial controls were adequate and effective during thefinancial year 2018-19

Conservation of energy technology absorption foreign exchange earnings and outgo

Conservation of energy:

CIL continues to work on reducing carbon footprint in all its areas of operationsthrough initiatives like

(a) green infrastructure

(b) Procurement of renewable energy through onsite solar power generating units. CILcontinues to add LEED certified green buildings to its real estate portfolio.

Technology absorption adaption and innovation:

The Company continues to use the latest technologies for improving the productivity andquality of its services.

Foreign exchange earnings and outgo

Foreign exchange earnings and outgo Export in financial year 2018-19: Nil

Material changes and commitments if any affecting the financial position of thecompany which have occurred between the end of the financial year of the company to whichthe financial statements relate and the date of the report:

No material changes and commitments affecting the financial position of the Companyoccurred between the end of the financial year to which this financial statements relateon the date of this report.

Significant and material orders passed by the regulators or courts or tribunalsimpacting the going concern status of the company.

There are no significant and material orders passed by the Regulators or Courts orTribunals which would impact the going concern status of the Company.

Prevention of Sexual Harassment Of Women At Workplace

Your directors confirm that the company has adopted a policy regarding the preventionof sexual harassment of women at work place and has constituted Internal ComplaintsCommittees (ICC) as per the requirement of The Sexual Harassment of Women at Workplace(Prevention Prohibition & Redressal) Act 2013 (‘Act') and Rules made thereunder your Company.

Human resources

Your Company treats its "human resources" as one of its most importantassets. Your Company continuously invests in attraction retention and development oftalent on an ongoing basis. A number of programs that provide focused people attention arecurrently underway. Your Company thrust is on the promotion of talent internally throughjob rotation and job enlargement.

Report on Corporate Governance

Your Directors are pleased to inform that as per SEBI Amended Circular No.CIR/CFD/POLICY CELL/7/2014 dated September 15 2014 compliance with the provisions ofCorporate Governance was not be mandatory for the Company for the financial year 2018-19.

Vigil Mechanism

The company had set up vigil mechanism to enable the employees and directors to reportgenuine concerns and irregularities if any in the company noticed by them.

Transfer of Amounts to Investor Education and Protection Fund

Your Company did not have any funds lying unpaid or unclaimed for a period of sevenyears. Therefore there were no funds which were required to be transferred to InvestorEducation and Protection Fund (IEPF). .

Acknowledgement

The directors thank the Company's employees customers vendors investors and academicinstitutions for their Continuous support. The directors also thank the government ofvarious countries government of India the governments of various states in India andconcerned government departments / agencies for their co-operation. The directorsappreciate and value the contributions made by every member of the Crane InfrastructureLimited

For and on behalf of the board of Crane Infrastructure Ltd
Sd/- Sd/-
(P. Bhaskara Rao) (K. Praveen)
Date : 14-08-2019 Director Executive Director
Place : Gu ntu r (DIN:01846243) (Din: 07143744)