You are here » Home » Companies » Company Overview » S.S. Infrastructure Development Consultants Ltd

S.S. Infrastructure Development Consultants Ltd.

BSE: 535070 Sector: Infrastructure
NSE: SSINFRA ISIN Code: INE182Z01015
BSE 05:30 | 01 Jan S.S. Infrastructure Development Consultants Ltd
NSE 00:00 | 15 Sep 9.00 0
(0.00%)
OPEN

9.00

HIGH

9.00

LOW

9.00

OPEN
PREVIOUS CLOSE
VOLUME
52-Week high 0.00
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 0
Buy Price
Buy Qty
Sell Price
Sell Qty
OPEN
CLOSE
VOLUME
52-Week high 0.00
52-Week low 0.00
P/E
Mkt Cap.(Rs cr) 0
Buy Price
Buy Qty
Sell Price
Sell Qty

S.S. Infrastructure Development Consultants Ltd. (SSINFRA) - Director Report

Company director report

Dear Members

Your Directors are pleased to present the 13th Board's Report of S.S.Infrastructure Development Consultants Limited along with the Audited Financial Statementsfor the year ended on March 31 2020.

1. FINANCIAL RESULTS:

The financial performance of your Company for the Financial Year ended on March 312020 vis-a-vis previous Financial Year ended March 31 2020 is given below:

(Amount in Lakhs)

The brief financial results are as under F Y 2019-20 FY2018-19
Revenue from operations 2831.75 3309.60
ADD: Other Income 20.59 39.39
Total Revenue (A) 2852.34 3348.99
EXPENSES
Employee benefit expenses 1059.10 1176.51
Finance Cost 122.67 65.66
Depreciation 135.39 117.05
Other Expenses 1077.59 1120.06
Total Expenses (B) 2394.75 2479.29
Profit before Tax (A)-(B) 457.59 869.69
LESS: Tax Expenses 155.66 245.06
Profit After Tax 301.93 624.63
Earning Per Share 2.13 4.41

2. FINANCIAL HIGHLIGHTS AND STATE OF AFFAIRS OF THE COMPANY:

Your Company has reported total Income of Rs. 285234333/- for the Financial Yearended March 31 2020 as compared to Rs. 334898727/- in the previous year ended March31 2019 and the net profit after tax for the year under review amounted to Rs.30193342/- in the current year as compared to Rs. 62463114/- of previous year.

3. CHANGE IN THE NATURE OF BUSINESS IF ANY

There were no changes in the nature of business of your Company during the year underreview.

4. EXTRACT OF ANNUAL RETURN

The details forming part of 'Extract of Annual Return' in Form MGT-9 as required underSection 92(3) of the Companies Act 2013 read with the Companies (Management andAdministration) Rules 2014 is included in this report as Annexure-A and forms anintegral part of this report.

5. BOARD MEETINGS AND ATTENDENCE

The Directors of your Company met at regular intervals with the gap between twomeetings not exceeding 120 days to review Company's policies and strategies apart from theBoard matters. The notices of the meeting were given in advance. Additional meetings wereheld on the basis of the requirements of the Company. During the year under review theBoard of Directors met 9 (Nine) times.

6. DIRECTORS RESPONSIBILITY STATEMENT:

To the best of knowledge and belief and according to the information and explanationsobtained by them your directors make the following statement in term of Section 134(3)(c)of the Companies Act 2013 that:

a) In the preparation of the annual accounts for the financial year ended March 312020 the applicable accounting standards have been followed and there are no materialdepartures for the same;

b) The directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give true andfair view of the state of affairs of the Company as on March 31 2020 and of the profitsof the Company for the year ended on that date.

c) Directors have 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;

d) Directors have prepared the annual accounts on a going concern basis.

e) Directors have devised proper systems to ensure compliance with the provisions ofall applicable laws and that such system were adequate and operating effectively.

f) The directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems were adequate and operating effectively.

7. DIVIDEND:

Your Directors does not recommend any dividend for the F Y 2019-20.

8. INTERNAL FINANCIAL CONTROL SYSTEMS AND ITS ADEQUACY

Your Company has its internal financial control systems commensurate with the size ofits operations. The management regularly monitors the safeguarding of its assetsprevention and detection of frauds and errors and the accuracy and completeness of theaccounting records including optimal utilization of resources reliability of itsfinancial information and compliance and timely preparation of reliable financialinformation.

Internal Audit Reports and significant audit observations are brought to the attentionof the Audit Committee of the Company. The internal controls existing in the Company areconsidered to be adequate vis-a-vis the business requirements. Your Company ensuresadequacy commensurate with its current size and business to ensure operationalefficiency protection and conservation of resources accuracy and promptness in financialreporting and compliance of laws and regulations. It is supported by the internal auditprocess and will be enlarged to be adequate with the growth in the business activity

For more details on internal financial control system and their adequacy kindly referManagement Discussion and Analysis Report.

9. TRANSFER TO RESERVE:

During the year under review no amount was transferred to Reserves.

10. DEPOSITS:

Your Company has not accepted any deposits from the public falling within the purviewof Section 73 and 74 of the Companies Act 2013 read together with the Companies(Acceptance of Deposit) Rules 2014; therefore there was no principal or interestoutstanding as on the date of the balance sheet.

11. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:

During the year under review your Company did not invest its fund grant any loan orprovide any guarantee as per the provisions of Section 186 of the Companies Act 2013 andrules made thereunder.

12. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

In line with the requirements of the Companies Act 2013 and Listing Regulations yourCompany has formulated a Policy on Related Party Transactions which is also available onthe Company's website at www.ssidcon.org. The Policy intends to ensure that properreporting approval and disclosure processes are in place for all transactions between theCompany and Related Parties.

Related party transactions that were entered during the financial year were on an arm'slength basis and were in the ordinary course of business. There were no material relatedparty transactions i.e. transactions exceeding 10% of the annual Development ConsultantsLimited consolidated turnover as per the last audited financial statement were enteredduring the year by your Company. Accordingly the disclosure of Related Party Transactionsas required under Section 134(3)(h) of the Companies Act 2013 in Form AOC-2 is notapplicable.

13. SUBSIDIARY ASSOCIATE AND JOINT VENTURE COMPANY/IES:

Disclosures related to Subsidiary Associate & Joint Venture Company for FinancialYear 2019-20:

• Company does not have any Subsidiary Associate and Joint Venture Company.

• There was no Company which have become or ceased to be Subsidiary AssociateJVs Company during the year.

• Performance & financial position of the Subsidiary Associate and JointVenture company/ies are not to be given because such Companies does not exist.

14. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY

There were no material changes and commitments affecting the financial position of theCompany occurred between the end of the financial year to which these Financial Statementsrelate.

A. Material Changes after the end of the Financial Year 2019-20

Further during the financial year under report no significant or material orders havebeen passed by any of the regulators or courts or tribunals impacting the going concernstatus and operations of the Company in future.

15. AUDITORS

15.1 STATUTORY AUDITORS:

M/s A. Ramachandra Rao & Co Chartered Accountants Hyderabad were appointed asstatutory auditors of the Company for a period of five years in the Annual General Meetingheld on 26th September 2019. They have confirmed that they are notdisqualified to continue as Auditors of the Company.

COMMENTS ON AUDITORS' REPORT OR EXPLANATION TO AUDITOR'S REMARKS:

The Auditors' Report for the financial year ended on March 31 2020 forms part of thisAnnual Report and the same does not contain any qualification reservation or adverseremark. There have been no instances of fraud reported by the Auditors under Section143(12) of the Companies Act 2013.

15.2 SECRETARIAL AUDITOR

Your Company had appointed M/s P.S. Rao & Associates Hyderabad as SecretarialAuditor for the Financial Year ended March 31 2020 in accordance to the provisions ofSection 204 of Companies Act 2013 read with rules framed thereunder. The SecretarialAudit Report in the Form MR-3 issues by the Secretarial Auditor forms part of this Reportas Annexure - C.

15.3 INTERNAL AUDITOR

In accordance to the provisions of Section 138 of the Companies Act 2013 your Companyhad appointed Mr. U Mahesh Gupta Chartered Accountant Hyderabad as the Internal Auditorfor the Financial Year 2019-20.

16. BOARD'S RESPONSE ON AUDITOR'S QUALIFICATION RESERVATION OR ADVERSE REMARKS ORDISCLAIMER MADE

There are no qualifications reservations or adverse remarks made by the StatutoryAuditors or Secretarial Auditors in their report for the year ended 31st March2020.

During the year there were no instances of frauds reported by auditors under Section143(12) of the Companies Act 2013.

17. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO:

The provision relating to Section 134(3)(m) read with rule 8 of the Companies(Accounts) Rules 2014 of the Companies Act 2013 relating to conservation of energy andtechnology absorption earnings and outgo in foreign exchange during the financial year2019-20 has been stated as under:

A. Conservation of energy-

i. the steps taken or impact on conservation of energy- Your Company applies stringentcontrol systems to monitor day to day power consumption. It ensures optimal usage ofenergy and mitigates wastage to the extent possible.

ii. the steps taken by the company for utilising alternate sources of energy - NIL

iii. the capital investment on energy conservation equipment - NIL

B. Technology absorption-Your Company has no activities relating to technologyabsorption. Hence nothing is reported here.

C. Foreign exchange earnings and Outgo-There were no foreign exchange earnings. Companyhas paid following:

(Amt in Rs.)

FY: 2019-20 FY 2018-19
Foreign Exchange earnings: 0 0
Foreign Exchange outgo: 2500000 4865260

18. DIRECTORS AND KEY MANAGERIAL PERSONNEL

18.1 Director Retiring by Rotation

In accordance with the provisions of Section 152 of the Companies Act 2013 Mr. SriRama Moorthy Mangalampally Whole Time Director of the Company hereby retires by rotationat the ensuing Annual General Meeting and does not offers himself for re-appointment atthe said Meeting of the Company.

Brief resume of the Director proposed to be appointed/reappointed nature of hisexperience in specific functions and area and number of listed companies in which he holdsMembership/ Chairmanship of Board and Committees shareholdings and inter-se relationshipswith other Directors as stipulated under Regulation 36(3) of Securities and Exchange Boardof India (Listing Obligations and Disclosure Requirements) Regulations2015 are providedin the 'Annexure to the Notice of AGM' forming part of the Annual Report.

18.2 Changes in the Board of Directors of the Company.

During the year Mr. Ramachandra Rao Bollepalli and Mr. Prasanna Srinivas AmanabroluCeased to be the Directors of the Company.

The Company has appointed Mr. Suri Subrahmanya Sarma and Mr Abdul Majeed Kadambot asAdditional Independent Directors on the Board on 25.05.2020.

The Company during the year has also appointed Mr. Venkatasesha Jagadeesh Siddi aswhole Time Director of the Company.

18.3 Board of Directors and Key Managerial Personnel

The Board of Directors and Key Managerial Personnel of your Company are summarized asbelow:

S.NO NAME DESIGNATION DIN
1. Mr. Ramachandra Rao Bollepalli* Independent Director 00637389
2. Mr. Prasanna Srinivas Amanabrolu* Independent Director 01448830
3. Mr. Sravan Kumar Palle Independent Director 08035522
4. Mr. Satyanarayana Sundara Chairman & Managing Director 02062896
5. Mr. Seshagiri Rao Palle Whole Time Director 02061865
6. Mr. Sri Rama Moorthy Mangalampally Whole Time Director 02061810
7. Ms. Durga Bai Sreepathi Whole Time Director 08015633
8. Mr. Venkatasesha Jagadeesh Siddi Whole Time Director 08013347
9. Mr. Madhwaraj Murthy Chief Financial Officer -
10. Ms. Payal Nirmal Jain* Company Secretary & Compliance Officer -

* Mr. Ramachandra Rao Bollepalli and Mr. Prasanna Srinivas Amanabrolu ceased to be aDirectors of the Company w.e.f 30.11.2019.

* Ms. Payal Nirmal Jain Company Secretary & Compliance Officer has resigned w.e.f16.01.2020.

* Mr. Sri Rama Moorthy Mangalampally resigned as Whole time Director of the Companyw.e.f 26.11.2020.

18.4 Declaration by Independent Directors:

The Company has received necessary declaration from each Independent Director underSection 149(7) of the Companies Act2013 that they meet the criteria of the independencelaid down in Section 149(6) of the Companies Act 2013 and Regulation 16(1)(b) of theSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations2015.

19. FORMAL ANNUAL EVALUATION PROCESS BY BOARD

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 the Board has carried out the annualperformance evaluation of its own Performance the Directors individually as well as theevaluation of the working of its Audit and other Committees.

A structured questionnaire was prepared after taking into consideration inputs receivedfrom the Directors covering various aspects of the Board's functioning such as adequacyof the composition of the Board and its Committees Board culture execution andperformance of specific duties obligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directorsincluding the Chairman of the Board who were evaluated on parameters such as level ofengagement and contribution independence of judgement safeguarding the interest of theCompany and its minority shareholders etc. The performance evaluation of the IndependentDirectors was carried out by the entire Board. The performance evaluation of the Chairmanand the Non-Independent Directors was carried out by the Independent Directors who alsoreviewed the performance of the Secretarial Department. The Directors expressed theirsatisfaction with the evaluation process.

20. CORPORATE GOVERNANCE

Since the Company's securities are listed on Emerge SME Platform of NSE by virtue ofRegulation 15 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015the compliance with the Corporate Governance provisions as specified in regulations 17 to27 and clauses (b) to (i) of sub-regulation (2) of Regulation 46 and para C D and E ofSchedule V are not applicable to the Company. Hence Corporate Governance does not formpart of this report.

21. COMMITTEES

The Composition of various Committees of your Company as on date is as below:

21.1 Corporate Social Responsibility Committee (CSR Committee)

S. Name of the Director No Designation Position in the Committee
1. Mr. Satyanarayana Sundara Chairman & Managing Director Chairman
2. Mr. Seshagiri Rao Palle Whole Time Director Member
3. Mr. Sravan Kumar Palle Independent Director Member

21.2 Audit Committee

S. Name of the Director No Designation Position in the Committee
1. Mr. Sravan Kumar Palle Independent Director Chairman
2. Mr. Abdul Majeed Kadambot Independent Director Member
3. Mr. Satyanarayana Sundara Chairman & Managing Director Member

21.3 Nomination and Remuneration Committee

S. Name of the Director No Designation Position in the Committee
1. Mr. Sravan Kumar Palle Independent Director Chairman
2. Mr. Abdul Majeed Kadambot Independent Director Member
3. Mrs. Udayasree Sankar Rao Non- Executive Director Member

21.4 Stakeholders Relationship Committee

S. Name of the Director No Designation Position in the Committee
1. Mr. Sravan Kumar Palle Independent Director Chairperson
2. Ms. Durga Bai Sreepathi Whole Time Director Member
3. Mr. Satyanarayana Sundara Chairman & Managing Director Member

22. POLICIES:

22.1 RISK MANAGEMENT POLICY:

The Company has in place a mechanism to identify assess monitor and mitigate variousrisks towards the key business objectives. Major risks identified by the businesses andfunctions are systematically addressed through mitigating actions on a continuing basis.These are discussed at the meetings of the Board of Directors of the Company. AlthoughBoard is of the opinion that there are no major risks affecting the existence of thecompany.

22.2 ESTABLISHMENT OF VIGIL MECHANISM / WHISTLE BLOWER POLICY FOR DIRECTORS ANDEMPLOYEES

Your Company promotes ethical behavior in all its business activities and has put inplace a mechanism wherein the employees are free to report illegal or unethical behavioractual or suspected fraud or violation of the Company's Codes of Conduct or CorporateGovernance Policies or any improper activity to the Chairman of the Audit Committee of theCompany or Chairman of the Board. The Whistle Blower Policy has been duly communicatedwithin your Company.

Under the Whistle Blower Policy the confidentiality of those reporting violation(s) isprotected and they are not subject to any discriminatory practices. No personnel have beendenied access to the Audit Committee in this regard.

The Vigil Mechanism and Whistle Blower Policy may be accessed on the Company's websitewww.ssidcon.org.

22.3 SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION AND REDRESSAL)ACT 2013

Your Company has in place a Prevention of sexual harassment policy in line with therequirements of the Sexual Harassment of Women at Workplace (Prevention Prohibition &Redressal) Act 2013. Complaints Committee has been set up to redress complaints receivedregarding sexual harassment. All employees (permanent contractual temporary trainees)are covered under this policy. Your Company did not receive any sexual harassmentcomplaints during the year ended on March 31 2020. The policy adopted by the Company forPrevention of Sexual Harassment is available on its website at www.ssidcon.org.

22.4 DETAILS OF POLICIES DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATESOCIAL RESPONSIBILTY INITIATIVES

The Corporate Social Responsibility Committee (CSR Committee) had formulated andrecommended to the Board a Corporate Social Responsibility Policy (CSR Policy) indicatingthe activities to be undertaken by the Company and the same was duly approved by theBoard. The CSR Policy may be accessed on the website of the Company at www.ssidcon.org.

During the year under the Company was in the process of identification of the projectsas CSR Initiatives. However the Company has spent an amount of Rs.42660/- in the currentfinancial year as CSR Initiatives as set out in the Annexure- C of this report on AnnualReport on CSR Activities.

23. SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS COURTS TRIBUNALS:

During the Financial Year 2019-20 there were no significant or material orders werepassed by the Regulators or Courts or tribunals which affect the going concern status ofthe Company and its operations in future.

24. SHARE CAPITAL

The Authorized share capital of the Company as on 31st March 2020 is Rs.150000000/- divided into 15000000 equity shares of Rs.10/- each.

The Paid-up Share Capital of the Company as on 31st March 2020 wasRs.141703500 /- divided into 14170350 Equity Shares of Rs.10/- each fully paid up.

25. PARTICLUARS OF EMPLOYEES

The remuneration paid to your Directors is in accordance with the Nomination andRemuneration Policy formulated in accordance with Section 178 of the Companies Act 2013.

The information required under section 197 of the Companies Act 2013 read withCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 (includingany statutory modification(s) or re-enactment(s) thereof for the time being in force) inrespect of Directors/employees of the Company is set out in the Annexure-D to this report

26. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A detailed analysis of the Company's performance is made in the Management Discussionand Analysis Report which forms part of this Annual Report.

27. CEO AND CFO CERTIFICATION

Since your Company's securities are listed on Emerge platform of NSE by virtue ofRegulation 15 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015the Compliance with CEO and CFO Certification as provided under Sub-regulation 8 ofRegulation 17 is not applicable. Hence the same does not form part of this report.

28. DEMATERIALISATION OF EQUITY SHARES

The entire Shareholding of the Company is in demat mode. The ISIN No. allotted isINE182Z01015.

29. LISTING AND DEPOSITORY FEE

Your Company has paid Annual Listing Fee for the financial year 2019-20 to NationalStock Exchange of India Ltd. according to the prescribed norms & regulations. Companyhas also paid Annual Custody Fee to National Securities Depository Limited and Issuer Feeto Central Depository Services (India) Limited for the financial year 2019-20

30. DISCLOSURE OF ACCOUNTING TREATMENT

In the preparation of the financial statements the Company has followed the AccountingStandards referred to in Section 133 of the Companies Act 2013. The significantaccounting policies which are consistently applied are set out in the Notes to theFinancial Statements.

31. ENVIRONMENT HEALTH AND SAFETY

The Company considers it is essential to protect the Earth and limited naturalresources as well as the health and well being of every person. The Company strives toachieve safety health and environmental excellence in all aspects of its businessactivities. Acting responsibly with a focus on safety health and the environment is apart of the Company's DNA.

32. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND GENERAL MEETINGS

Your Company has complied with Secretarial Standards issued by the Institute of CompanySecretaries of India on Board Meetings and General Meetings.

33. HUMAN RESOURCES AND INDUSTRIAL RELATIONS

Your Company lays emphasis on competence and commitment of its human capitalrecognizing its pivotal role for organizational growth. During the year the Companymaintained a record of peaceful employee relations.

Your Directors wish to place on record their appreciation for the commitment shown bythe employees throughout the year.

34. FUTURE OUTLOOK:

Infrastructure sector is a key driver for the Indian economy. The sector is highlyresponsible for propelling India's overall development and enjoys intense focus fromGovernment for initiating policies that would ensure time-bound creation of world classinfrastructure in the country.

Your Company is looking forward to bag new opportunities by increasing its operationalefficiency and adopting latest technologies for better execution. The commencement of itsnew vertical- Advance Engineering Solutions is a step of your company towards steadfastgrowth and profit.

35. APPRECIATIONS & ACKNOWLEDGMENT:

Your Directors wish to place on record their gratitude to Shareholders for theconfidence reposed by them and thank all the Clients Dealers and other businessassociates for their contribution to your Company's growth. The Directors also wish toplace on record their appreciation of the valuable services rendered by the executivestaff and workers of the Company.

Your Board expresses its gratitude for the assistance and co-operation extended bySEBI NSE NSDL CDSL MCA ROC Central Government and Government of various States andother Regulatory Authorities including Local Governing Bodies.

Your Board appreciates the precious support provided by the Auditors Lawyers andConsultants. We place on record our appreciation for the contribution made by ouremployees at all levels. Our consistent growth was made possible by their hard worksolidarity cooperation and support.

The Management is deeply grateful for the confidence and faith that all thestakeholders have reposed in them. Your Directors look forward for their continued supportin the future for the consistent growth of the Company.

By Order of the Board of Directors
For S.S. Infrastructure Development Consultants Limited
Date: November 26 2020 Sd/-
Place: Hyderabad Satyanarayana Sundara
Chairman & Managing Director
DIN: 02062896

LIST OF ANNEXURES FORMING PART OF BOARD'S REPORT:

ANNEXURES DESCRIPTION
Annexure - A Extract of Annual Return in form MGT-9
Annexure - B Secretarial Audit Report in form MR-3
Annexure - C Annual Report on CSR Activities
Annexure - D Disclosure in Board's Report as per provisions of Section 197(12) of the Companies Act 2013 read with Rule 5(1) 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014

.