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Innovana Thinklabs Ltd.

BSE: 535036 Sector: IT
NSE: INNOVANA ISIN Code: INE403Y01018
BSE 05:30 | 01 Jan Innovana Thinklabs Ltd
NSE 00:00 | 16 Aug 258.50 -12.70
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Innovana Thinklabs Ltd. (INNOVANA) - Director Report

Company director report

DEAR MEMBERS

Your Directors have pleasure in presenting the 06th AnnualReport of your Company (‘the Company' or ‘Innovana') along with theaudited financial statements for the financial year ended March 31 2021. Theconsolidated performance of the Company and its subsidiaries has been referred to whereverrequired.

COMPANY OVERVIEW:

Your Company "Innovana Thinklabs Limited" is engaged insoftware and application development business which directly provides services to createnew applications and enhance the functionality of our users' existing softwareproducts. The Company product portfolio consists of applications and software such asAd-blocker Disk Cleanup Space Reviver File Opener Privacy Protector etc. We havedeveloped numerous products and these products have registered their presence andpopularity in over 126 countries in 13 different languages.

(Rs. )

Standalone

Consolidated*

Particulars 2020-21 2019-20 2020-21 2019-20
Revenue from Operation 338096041 407342729 565991491 643037519
Other Income 38775075 18458581 40084759 31307223
Total Revenue 376871116 425801311 606076250 674344742
Total Expenses 258708581 272531130 417480592 414724025
Profit or loss before tax 118162535 153270180 188595658 259620717
Less:
1. Current Tax 29716799 39447298 32529406 42193668
2. Deferred Tax 287970 (179406) 555043 (98551)
Profit or Loss after Tax 88157767 114002288 155511209 217525600
Comprehensive Income for the Year Net of Tax 3165313 (1078582) 3165313 (7189474)
Total Comprehensive Income for the Year net of Tax 91323080 112923706 158676522 210336126
Earnings per Share (EPS)
1. Basic 8.91 11.02 15.48 20.52
2. Diluted 8.91 11.02 15.48 20.52

During the year company recorded total income from operation of Rs.338096041 as against Rs.407342729 in the previous year. Profit before tax during the yearRs. 118162535 as against Rs. 153270180 Calculation basis on standalone.

*During the year company recorded total income from operation of Rs.565991491 as against Rs. 643037519 in the previous year. Profit before tax during theyear Rs. 188595658 as against Rs. 259620717 Calculation basis on consolidation.

CONSOLIDATED FINANCIAL STATEMENTS

As per Regulation 33 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 (herein after referred to as "ListingRegulations") and the applicable provisions of the Companies Act 2013 read with theRules issued there under the Consolidated Financial Statements of the Company for thefinancial year 2020-21 have been prepared in compliance with applicable accountingstandards and on the basis of audited financial statements of the Company and itssubsidiary as approved by the Board of Directors of the Company. The consolidatedFinancial Statements together with the Auditor's Report form part of this AnnualReport.

SUBSIDIARIES

A separate statement containing the salient features of financialstatements of all the subsidiaries of the Company forms a part of consolidated financialstatements in Compliance with Section 129 and other applicable provisions if any of theCompanies Act 2013 the financial statements of the subsidiary are available forinspection by the members at the Registered Office of the Company during business hours onall days except Saturday Sundays and Public holidays up to the date of Annual GeneralMeeting. (‘AGM'). The financial statements including the consolidated financialstatements and all other documents required to be attached to this report have beenuploaded on the website of the Company (https://www.innovanathinklabs.com/). The Companyhas formulated a policy for determining the material subsidiaries. The policy may beaccessed on the website of the Company.

CHANGE IN THE NATURE OF INTEREST IF ANY:

During the year under Review there was no change in the nature ofBusiness of the Company.

DIVIDEND

Company has made profits for the year 2020-21 but in order to ease theoperations of the business and to strengthen the financial position of the Company. Hence1.25 per share (12.5%) divided recommended by the Board of Directors subject to approvalof the same by the shareholders in ensuing Annual General Meeting of the Company

AMOUNTS TRANSFERRED TO RESERVES:

Pursuant to provisions of Section 134(1) (j) of the Companies Act2013 the company has not proposed to transfer any amount to General Reserve account ofthe company during the year under review.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTIONFUND

Since no unclaimed dividend amount is pending with the Company noamount is required to be transferred to the Investor Education and Protection fund.

DEPOSITS

The Company has not accepted any deposits within the meaning of Section73 of the Companies Act 2013 and the rules made there under

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under Review the following changes occurred in theposition of Directors/KMP of the Company. In compliance with the provisions of Section149 152 read with Schedule IV and all other applicable provisions of the Companies Act2013 and the Companies (Appointment and Qualification of Directors) Rules 2014 (includingany statutory modifications (s) or re-enactment thereof for the time being in force) andSEBI (LODR) Regulations 2015 the composition of the Board of Directors and KeyManagerial Personnel are as follows:

S.No . Board of Directors DIN Designation
1. Chandan Garg 06422150 Chairman cum Managing Director
2. Kapil Garg 07143551 Whole Time Director
3. Swaran Kanta 07846714 Non-Executive Director
4. Apoorv Mittal 1 07886759 Non-Executive Independent Director
5. Sumit Sarda 07886808 Non-Executive Independent Director
6. K.L Sharma 2 08631016 Non-Executive Independent Director
7. Deepak Jangid 3 08069097 Non-Executive Independent Director
8. Riya Sharma 4 09213476 Non-Executive Independent Director
9. Narendra Kumar Garg5 08640447 Executive Additional Director

1. Resignation of Mr. Apoorv Mittal: 28-06-2021

2. Resignation of Mr. K.L Sharma: 02-03-2021

3. Appointment of Mr. Deepak Jangid: 02-03-2021

4. Appointment of Ms. Riya Sharma: 28-06-2021

5. Appointment of Mr. Narendra Kumar Garg 20-09-2020

The Company also consists of the following Key Managerial Personnel

S.No. Name of the KMP PAN Designation
1. Sanjeev Mittal ADYPM5504E Chief Financial Officer
2. Vasu Ajay Anand BZKPA4436L Company Secretary & Compliance officer

In accordance with the provision of the Companies Act 2013Independent Directors are required to be appointed for a term of five consecutive yearsbut shall be eligible for reappointment on passing of a special resolution by the Companyand shall not be liable to retire by rotation. Therefore Mr. Deepak Jangid Ms. RiyaSharma and Mr. Sumit Sarda Directors of the Company were appointed as Non-ExecutiveIndependent Director of the Company to hold office for a period of 5 years. The companyhas received declarations from all the Independent Directors confirming that each of themmeets the criteria of Independence as prescribed under Section 149 (6) of the CompaniesAct 2013 and as per SEBI (LODR) Regulations 2015.

CHANGES IN DIRECTOR AND KEY MANAGERIAL PERSONNEL

During the year Mr. Deepak Jangid (DIN 08069097) has appointed asAdditional Independent Director on- executive in place of Mr. K.L Sharma who resignedsince March 02 2021.

During the year Ms. Riya Sharma (DIN 09213476) has appointed asAdditional Independent Director on- executive in place of Mr. Apoorv Mittal who resignedsince June 28 2021. During the year Mr. Narendra Kumar Garg (DIN 08640447) hasappointment additional executive director since September 20 2020.

RETIREMENT BY ROTATION

In accordance with the provisions of Section 152 of the Companies Act2013 and in terms of the Article of Association of the Company Mr. Kapil Garg (DIN:07143551) is liable to retire by rotation and being eligible seek re-appointment at theensuing Annual General Meeting. The board of Directors recommends his reappointment Mr.kapil Garg is not disqualified under section 164 (2) of the Companies Act 2013. Briefresume of the Director proposed to be appointed/reappointed nature of her experience inspecific functions and area and number of public companies in which he holdsmembership/chairmanship of Board and Committee shareholding and inter se relationshipswith other directors as stipulated under Regulation 36 (3) of SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 are provided in the Annexure to Notice ofAGM' forming part of Annual Report

DECLARATION BY INDEPENDENT DIRECTORS

The company has received declarations from all the Independent Directorof the Company confirming that they meet the criteria of Independence as prescribed underthe provisions of the Companies Act 2013 read with the Schedule and Rules issuedthereunder as well as Regulation 16 of Listing Regulations (including any statutorymodification(s) or re-enactments (s) thereof for the time being in force)

MEETINGS OF THE BOARD OF DIRECTORS

The following Meetings of the Board of Directors were held during thefinancial year 2020-21:

Sl .No. Date of Meeting Board Strength No. of Directors present
1. 02-06.2020 6 4
2. 24-06-2020 6 6
3. 07-09-2020 6 5
4. 20-09-2020 7 6
5. 19-10-2020 7 5
6. 12-11-2020 7 5
7 25-02-2021 7 7
8. 02-03-2021 7 6
9. 12-03-2021 7 7

BOARD EVALUATION

Pursuant to the Regulation 17(10) of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 and Section 134(3) (p) of the Companies Act2013 the Board has carried out an annual performance evaluation of its own performancethe directors individually as well as the evaluation of the working of its Audit Committeeand Nomination and Remuneration Committee and Stakeholders Relationship Committee. TheBoard adjudged the performance of the individual director excluding the presence of theindividual director being adjudged in the meeting.

AUDITORS AND AUDIT REPORT

Statutory Auditors and their Report

Pursuant to the provisions of Section 139 of the Companies Act 2013read with Rule 3 of the Companies (Audit and Auditor) Rules 2014 on the recommendation ofAudit Committee and Board of Directors of the company M/s Amit Ramakant & Co.Chartered Accountants (Firm Registration No. 009184C) be and are hereby re-appointed asStatutory Auditors of the Company who shall hold office from the conclusion of this 06thAnnual General Meeting until the conclusion of 10th Annual General Meeting ofthe Company at a remuneration to be decided by the Board of Directors in consultation withthe Auditors." The Report of Statutory Auditor M/s Amit Ramakant & Co. CharteredAccountants on financial statements for the year ended 31st March 2021 doesnot contain any qualification reservation adverse remark disclaimer or observations.The report is self-explanatory and do not call for any further clarification. No fraud hasbeen reported by the Auditor.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act 2013read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 the Board of Directors had appointed M/s Srishthi Mathur & Associates CompanySecretary in Practice to undertake the Secretarial Audit of the Company for the financialyear 2020-21. Their report in Form MR-3 for the financial year ended March 31 2021 isprovided as Annexure-III to the report. The Secretarial Auditor's report does notcontain any qualification reservation adverse remark disclaimer or observations. Thereport is self-explanatory and do not call for any further clarification. No fraud hasbeen reported by the Auditor.

Internal Auditor

Pursuant to provision of Section 138 of the Companies Act 2013 andrules made thereunder the Board has appointed M/s Jindal Ashok & Co. CharteredAccountants as an Internal Auditor of the Company for financial year 2020-21 and theyhave completed and submitted the internal audit report for the period as per the scopedefined by the Audit Committee.

CHANGES IN THE SHARE CAPITAL IF ANY

The Company's paid up equity capital as on 31st March2021 was Rs. 102500000/- comprising 10250000 equity share of Rs. 10/- each.

ANNUAL RETURN

The details forming part of the Extract of the Annual Return as on 31stMarch 2021 in Form MGT-9 in accordance with Section 92 (3) of the Companies Act 2013 readwith Companies (Management and Administration) Rules 2014 are set out in the AnnexureA to this Report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO

The particulars as required under the provisions of Section 134(3)(m)of the Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 inrespect of conservation of energy technology absorption foreign exchange earnings andoutgo etc. are furnished in "Annexure B" which forms part of this Report.

DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT 2013 AND OTHERDISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT AND REMUNERATION) RULES 2014

The Statement required pursuant to Section 197(12) of the CompaniesAct 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 forms a part of this Report and the same is attached asper Annexure - C.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis forms an integral part of thisReport is annexed as Annexure –D which give details of the overall industrystructure economic developments performance and state of affairs of the Company'svarious businesses.

DIRECTOR RESPONSIBILITY STATEMENT

Pursuant to section 134 (5) of the Companies Act 2013 the board ofdirectors to the best of their knowledge and ability confirm that:

• In the preparation of the annual accounts the applicableaccounting standards had been followed along with proper explanation relating to materialdepartures.

• The directors have selected such accounting policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the company at the end of theFinancial Year.

• The directors had taken proper and sufficient care for themaintenance of adequate accounting records in accordance with the provisions of this Actfor safeguarding the assets of the company and for preventing and detecting fraud andother irregularities;

• The directors had prepared the annual accounts on a goingconcern basis; and

• The directors had laid down internal financial controls to befollowed by the Company and that such internal financial control are adequate and wereoperating effectively.

• They had devised proper systems to ensure Compliance with theprovisions of all the applicable laws and that such system are adequate and operatingefficiently.

COMMITTEE OF THE BOARD

Presently board has four (4) committees i.e Audit CommitteeStakeholder Relationship Committee Nomination & Remuneration Committee and CSRCommittee consultation of which are given below :-

(I) Audit Committee:

S.No Name Designation in Company Designation in Committee
1 Ms. Riya Sharma Non-Executive Independent Director Chairman
2 Mr. Deepak Jangid Non-Executive Independent Director Member
3 Mr. Chandan Garg Chairman & Managing Director Member

(II) Shareholder's Grievance Committee:

S.No Name Designation in Company Designation in Committee
1 Mr. Deepak Jangid Non-Executive Independent Director Chairman
2 Ms. Riya Sharma Non-Executive Independent Director Member
3 Mr. Sumit Sarda Non-Executive Independent Director Member

(III) Nomination & Remuneration Committee:

S.No Name Designation in Company Designation in Committee
1 Ms. Riya Sharma Non-Executive Independent Director Chairman
2 Mr. Sumit Sarda Non-Executive Independent Director Member
3 Mr. Deepak Jangid Non-Executive Independent Director Member

(IV) CSR Committee

S.No Name Designation in Company Designation in Committee
1 Mr. Sumit Sarda Non-Executive Independent Director Chairman
2 Ms. Riya Sharma Non-Executive Independent Director Member
3 Mr. Deepak Jangid Non-Executive Independent Director Member

DETAILS OF SUBSIDIARY/ JOINT VENTURES/ ASSOCIATE COMPANY

The Company has 5 Subsidiary as on March 31 2021. There are noassociate Companies within the meaning of Section 2 (6) of the Companies Act 2013. Therehas been no material change in the nature of the business of the subsidiaries. Details isannexure in Annexure E Pursuant to the provisions of the Section 129 (3) of theCompanies Act 2013 a statement containing the salient features of the Company'ssubsidiaries in Form AOC-1 is attached to the financial statement of the Company

S.NO Name and address of the Company CIN/ Date of Incorporation Holding/ Subsidiary Company % of Shares Held Applicable Section
01 INNOVANA TECHLABS LIMITED U72900GJ2017P LC100237 Subsidiary Company 100 2 (87) (ii)
UNIT NO. 407 4TH FLOOR SIGNATURE BLDG BLOCK 13B ZONE-I GIFT SEZ GANDHINAGAR GJ 382355 IN 21/12/2017
02 INNOVANA FITNESS LABS LIMITED U74999RJ2019P LC067526 Subsidiary Company 100 2 (87) (ii)
Add: 1- KHA 18 JAWAHAR NAGAR JAIPUR RJ 302004 IN 25/12/2019
03 INNOVANA INFRASTRUCTURE LIMITED U72100RJ2020P LC068098 Subsidiary Company 100 2 (87) (ii)
Add: 1- KHA 18 JAWAHAR NAGAR JAIPUR RJ 302004 IN 04/02/2020
04 INNOVANA GAMES STUDIO LIMITED U72900RJ2020P LC069653 17/07/2020 Subsidiary Company 100 2 (87) (ii)
1-KHA-17 JAWAHAR NAGAR JAIPUR RJ 302004 IN
05 INNOVANA ASTRO SERVICES LIMITED U93090RJ2020P LC069579 Subsidiary Company 100 2 (87) (ii)
1-KHA -18 JAWAHAR NAGAR JAIPUR RJ 302004 IN 15/07/2020

RELATED PARTY TRANSACTIONS

During the financial year 2020-21 the Company entered intotransactions with related parties defined under section 2(76) of the Companies Act 2013read with Companies (Specification of Definition Details) Rules 2014 all of which werein the ordinary course of business and on arm's length basis also in accordance withthe provisions of the Companies Act 2013 read with the Rules issued there under and theListing Regulations. All the transactions with the related parties were reviewed andapproved by the Audit Committee and are in accordance with the Policy on Related PartyTransactions annexed in Annexure –F AOC -2.

PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

The particulars of Loans & guarantees given investments made andsecurities provided covered under Section 186 of the Companies Act 2013 forms part of thenotes to the financial statements provided in the Annual Report. Details annexure in AnnexureG.

CORPORATE SOCIAL RESPONSIBILITY

The brief outline of the Corporate Social Responsibility (CSR) Policyof the Company and the initiatives undertaken by the Company on the CSR activities duringthe year and the Annual Report on CSR Activities are set out in the Annexure H ofthis Report. The Policy is available on the website of the Company on the following link:https://www.innovanathinklabs.com/PDFFile/CorporateGovernance/corporate-social-responsibility-policy.pdf

WHISTLE BLOWER POLICY/ VIGIL MECHANISM:

The company has framed a Whistle Blower Policy/ Vigil Mechanismproviding a mechanism under which an employee/ director of the company may reportviolation of personnel policies of the company unethical behavior suspected or actualfraud violation of code of conduct. The vigil Mechanism ensures standard ofprofessionalism honesty integrity and ethical behavior. The Whistle Blower Policy/ VigilMechanism is uploaded on the Company's website: www.innovanathinklabs.com.

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

In accordance with the provision of the sexual Harassment of women atthe Workplace (prevention prohibition and Redressed) Act 2013 internal complaintscommittee (ICC) have been set up to redress complains. Howhere ICC have not received anycomplaint during the year.

Corporate Governance

The Equity Shares of the Company get listed on the SME platform(NSE-emerge) of NSE after closure of financial year. Further regulation 27 of SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 relating to CorporateGovernance is not applicable to the Company listed on the SME platform (NSE- emerge) ofNSE. Hence the Company is not required to disclose information as covered under Para (C)(D) and(E) of Schedule V of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015.

MAINTENANCE OF COST RECORDS

Pursuant to the provisions of Section 148 of the Companies Act 2013read with the Companies (Cost Records and Audit) Rules 2014 as amended from time totime the Company is not required to maintain Cost Records under said Rules.

Disclosure of Orders passed by the Regulators or Court or Tribunal

No order has been passed by any Regulator or Court or Tribunal whichcan have impact on the going concern status and the operations of the Company in future.

Disclosure under Section 197(12) of the Companies Act 2013 and otherDisclosures as per rule 5 of Companies (Appointment and Remuneration) Rules 2014

The disclosure as per Rule 5 of Companies (Appointment andRemuneration) rules 2014 have been marked as Annexure C.

LISTING FEES

The Company affirms that the annual listing fees for the year 2020-2021to the National Stock Exchange of India Limited (NSE) has been duly paid.

ACKOWLEDGEMENT

The Directors of the Company wish to express their grateful experienceto the continued co-operation received from the Banks Government Authorities CustomersVendors and Shareholders during the year under review. Your Directors also sincerelyacknowledge the significant contribution made by all the employees through their dedicatedservice to the Company. Your Directors look forward to their continued support.

Date: 31-08-2021 BY ORDER OF THE BOARD
Place: JAIPUR

FOR INNOVANA THINKLABS LIMITED

Registered office: CHANDANGARG KAPIL GARG
Plot No. D-41 Patrakar Colony Managing Director Whole Time Director
Near Jawahar Nagar Moti Dungri Vistar Yojna DIN: 06422150 DIN: 07143551
Raja Park-302004 Jaipur Rajasthan

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