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SecureKloud Technologies Ltd.

BSE: 512161 Sector: IT
NSE: SECURKLOUD ISIN Code: INE650K01021
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VOLUME 1593
52-Week high 245.25
52-Week low 64.00
P/E
Mkt Cap.(Rs cr) 240
Buy Price 74.70
Buy Qty 891.00
Sell Price 75.15
Sell Qty 2.00
OPEN 78.00
CLOSE 72.90
VOLUME 1593
52-Week high 245.25
52-Week low 64.00
P/E
Mkt Cap.(Rs cr) 240
Buy Price 74.70
Buy Qty 891.00
Sell Price 75.15
Sell Qty 2.00

SecureKloud Technologies Ltd. (SECURKLOUD) - Director Report

Company director report

The board of directors of SecureKloud Technologies Limited (formerly 8KMiles Software Services Limited) have pleasure in presenting the Thirty Sixth AnnualReport on the business & operations for the year ended March 31 2021 along with theAudited Financial Statements (Standalone and Consolidated) for the year.

Financial Performance

The Financial performance of the Company for the year ended March 312021 & March 31 2020 are summarized below.

(Rs. in Lakhs)

Consolidated

Standalone

Particulars FY 2021 FY 2020 FY 2021 FY 2020
Revenue from operations 35054.61 38208.48 4126.12 4245.67
Earnings Before Interest Depreciation and Amortization 3203.37 (2418.05) 901.5 390.65
Interest 1200.26 1302.65 834.81 872.82
Depreciation and Amortization 1849.90 2157.45 41.82 31.85
Profit Before Tax (PBT) before Exceptional Item 153.21 (5878.15) 24.87 (514.02)
Exceptional Item - (61293.95) - (18.41)
Profit Before Tax (PBT) After Exceptional Item 153.21 (67172.10) 24.87 (532.43)
Profit After Tax (PAT) before Minority Interest 118.19 (67451.16) (4.19) (525.25)
Profit After Tax (PAT) after Minority Interest 159.50 (50178.22) (4.19) (525.25)

Share capital

Your Company has only one class of share – equity shares of parvalue INR 5 each. The authorized share capital as of March 31 2021 was INR 3000 Lakhsdivided into 600 Lakhs Equity shares of INR 5 each. The paid-up share capital as of March31 2021 was INR 1525.88 lakhs divided into 30517605 equity shares of INR 5 each.

Issue of convertible warrants

The Company allotted 4500000 (Forty five Lakhs) convertible warrantsof INR 100/- each to Mr. Suresh Venkatachari Promoter and CEO of the Company on March 172021 on receipt of an upfront payment INR 112500000/- (Rupees Eleven Crores Twenty FiveLakhs Only) equal to 25% of the total consideration as per the terms of preferential issuein compliance with Chapter V of SEBI (Issue of Capital & Disclosure Requirements)Regulations 2018 and Section 42 & 62 of the Companies Act 2013 and rules madethereunder as amended from time to time.

State of Company's affairs Operations

Your company reported consolidated revenue from operations of INR35054.6 lakhs for the financial year 2021 a decrease of 8.2% compared to financial year2020. This was mainly due to Healthcare business where our revenues were lower thanfinancial year 2020 by INR 4751 lakhs. The growth in our Life Sciences business continuesto be strong. The profit before exceptional items for the financial year 2021 was INR 153lakhs as compared to a loss of INR 5878 lakhs for the financial year 2020.

Your company has continued to stay focused on our client commitmentsthrough this period; secured extension of all our existing agreements and won a number oflarge deals while working remotely. Our operations teams have ensured a seamlesswork-from-home processes; with remote collaboration with our global workforce we wereable to ensure that we have maintained our committed Service Level Agreements (SLA) agreedwith clients; and delivered most of the project milestones on time and within the budget.We continued to extend critical support to clients in essential services such ashealthcare life sciences Manufacturing Aviation Media and financial services. As partof remote working we leveraged cloud and other digital media in our externalcommunication with clients and partners and other investor events such as the Analystcalls Annual General Meeting and Extra-ordinary General Meetings. The Human resourcesteam has conducted recruitment drives and onboarding virtually and continued with ourphilosophy to facilitate learning and reskilling of talent allowing employees toestablish their skill and expertise in new-age and niche technologies.

Impact of Global Pandemic COVID-19

The COVID-19 pandemic is a global health crisis which continues toimpact geographies that we operate reporting second and third waves of infections. Theactions initiated by governments to contain the pandemic by closing of borders imposinglockdown and restrictions on movement have resulted in significant disruption to peopleand businesses. While vaccines have been made available there have been delays invaccinating larger populations leading to stress on the health sector.

Financial year 2021 has seen the health crisis deepen further and theworld has been looking at India's response to this situation. Technology servicessector has been at the forefront running the operations of some of the biggest Globalbusinesses. The industry has shown tremendous resilience in managing to deliver businesscontinuity for clients. Nearly 98% of our employees continue to work from home during thisperiod. We tied up with COVID-19 testing hospital and laboratories in India to enabletreatment for employees and their families. All medical treatments for COVID-19 arecovered under employee health insurance; employee wellness checks are conducted frequentlyfor those working from office locations. We have been working very closely with governmentauthorities and hospitals and put together a comprehensive framework for the immunizationdrive and covered employees and their family members to get vaccinated. We are happy toshare that 75% of our employees have been vaccinated through this initiative.

The Company has evaluated the possible impact from COVID-19 in thepreparation of its financial statements including the recoverability of carrying amountsof financial and non-financial assets. The Company on the date of approval of itsfinancial statements used internal and external sources of information and expects thatthe carrying amount of these assets will be recovered. The impact of COVID-19 on theCompany's financial statements may differ from that estimated as at the date ofapproval of its financial statements.

Outlook

The cloud adoption has accelerated during the Covid-19 crisis andbusinesses have adopted the ‘cloud first' strategy as they have started torealize the potential it offers in ensuring business continuity. As the adoption of cloudis accelerating and the data stored in the cloud is growing exponentially the need foractionable insights into the business is required almost in real time now.

Today most organizations have started to recognize that the cloud isnot merely a technology platform but delivering applications that will be the key catalystin business innovation and competitive advantage. Gartner predicts that by 2025 cloudcomputing will become the foundation for intelligent enterprises; therefore it is apt tomention that there will be no business strategy without a multi-year cloud and datastrategy.

We are working closely with some of our customers on developing astrategic road map for adoption and deployment of data pipeline management on amulti-cloud platform and Blockchain based SCM solution whereby they reduce the risk ofvendor lock-in get actionable insights and maximize commercial leverage and addresssecurity and compliance requirements of regulated industries. We are seeing greatpotential in distributed hybrid cloud adoption distributed databases driven throughblockchain platforms efficient data pipeline management to handle structured andnon-structured data across multiple physical locations.

As the cloud adoption is accelerating your company is uniquelypositioned to address the growing market through the combination of innovativeproducts/frameworks – CloudEz DataEz Blockedge CloudAuth and readbl.ai - that helpbusinesses to shorten the transformation cycle while ensuring security and compliance andhelp them to get valuable business insights.

Additionally enterprises embarking on growth and transformationjourneys are revisiting their business and operating models and are looking to redeployresources on transformation projects and reduce costs to fund the new initiatives. Therewill be a much higher propensity to automate and greater acceptance on thelocation-agnostic cloud models translating to additional business because:

• Cloud democratizes access to next generation cutting-edgetechnology and will be the platform of choice for most existing and new business services

• Clients looking for a single view of data across all cloudenvironments with robust data security and access controls.

• Consumption-based pricing model and ubiquitous availability ofcloud resources and huge amounts of data being moved across these cloud platforms willprovide enterprises with access to next generation technology capabilities and create thedifferentiators for businesses.

• Organizations will increasingly rely on cloud to create agileand innovative business designs that will enhance their core competencies and redefine goto market strategy.

Cloud will connect a very large ecosystem of partners and suppliersthat offer an expansive array of services at competitive prices. The traditional securityapproach to storing and managing data is inadequate to address today's demand andthus driving momentous changes in how enterprises build deploy and run applications onthe cloud. Your company will continue to invest in future technologies and be the partnerof choice for our clients.

Details of material changes and commitments affecting the financialposition of the company

There are no material changes and commitments affecting the financialposition of the Company since the date of the financial statements i.e. March 31 2021and date of signing this report.

Dividend

Your Company is exploring new business opportunities therefore it isnecessary to conserve the funds to meet these investment opportunities. Thus your Boardhas not recommended any dividend for the financial year 2021.

Transfer to reserves

Your Company does not propose to transfer any amounts to the generalreserve during the current financial year 2021.

Public deposits

Your Company has not accepted any deposits within the meaning ofprovisions of Chapter V of the Act read with the Companies (Acceptance of Deposits) Rules2014 for the year ended March 31 2021.

Pursuant to the Ministry of Corporate Affairs (MCA) notificationsamending the Companies (Acceptance of Deposits) Rules2014 the Company has filed with theRegistrar of Companies (ROC) the requisite forms of outstanding receipt of money/loan bythe Company which is not considered as deposits.

Transfer of unclaimed dividend to investor education and protectionfund

There was no amount required to be transferred to Investor Educationand Protection Fund during the financial year 2021.

Particulars of loans guarantees or investments

Loans guarantees and investments covered under Section 186 of the Actand Regulation 34(3) and Schedule V of the SEBI Listing Regulations 2015 form part of thenotes to the financial statements provided in this Annual Report.

Compliance culture

Your Company is essentially compliance centric and has a huge focus inthis direction. The compliance function is manned by a dedicated and experienced team ofprofessionals. The compliance team regularly conducts various educative training programsfor various segments within the organization. Your Company thrives towards a culture of‘Total Compliance' and it has a ‘Zero Tolerance' policy fornon-compliances. There exists a comprehensive compliance Manual which is reviewed by yourboard of directors from time to time and it facilitates Company's compliance team tomonitor various compliance requirements effectively & comprehensively.

Board and Committee Meetings

The Board met twelve times during the financial year 2021 the detailsregarding the board meetings and committee meetings are given separately in the Report onCorporate Governance as Annexure IV to this report. The gap intervening between twomeetings of the board is within the stipulated time frame prescribed in the Companies Act2013 and SEBI Listing Regulations 2015.

Declaration by Independent Directors

The Company has received declaration of independence from theindependent directors under Section 149(7) of the Companies Act 2013 ("theAct") and Regulation 16 (1) (b) of the SEBI Listing Regulations 2015 confirming thatthey meet the criteria of independence which has been duly evaluated by the board.Further all the Independent Directors have confirmed that they have registered themselveson the Independent Directors data bank maintained by the Indian Institute of CorporateAffairs (IICA) as mandated by Companies (Appointment and Qualification of Directors)Rules 2014. The independent directors have complied with the code for independentdirectors prescribed in Schedule IV to the Act and in the opinion of the board theindependent director(s) appointed during the year are persons of integrity expertise andexperience (including the proficiency).

Separate meeting of Independent Directors

During the year a separate meeting of independent directors was heldon March 17 2021. The independent directors actively participated and provided guidanceto the Company in all its spheres.

Nomination and remuneration policy

The nomination and remuneration Committee of the Company reviews thecomposition of board to ensure that there is appropriate mix of talent qualificationexperience and diversity to serve the interests of the shareholders of the Company.

Pursuant to Section 178 of the Companies Act 2013 the nomination andremuneration policy has been formulated to govern the terms of appointment andremuneration of Directors of the Company. The policy ensures that the remuneration paid issufficient to retain and motivate the Directors of the company. The Remuneration policy isavailable on the website of the Company.

https://www.securekloud.com/investor/policies/Nomination-Remuneration-Policy.pdf

Subsidiary Companies

1. SecureKloud Technologies Inc. USA

(i) Nexage Technologies USA Inc. (ii) Healthcare Triangle Inc. USA

(iii) Cornerstone Advisors LLC. USA (merged with Healthcare TriangleInc. USA on May 08 2020) (iv) SecureKloud Technologies Inc. Canada 2. BlockedgeTechnologies Inc. USA

(i) Serj Solutions Inc. USA

3. Mentor Minds Solutions and Services Inc. USA 4. Healthcare TrianglePrivate Limited

A statement under Section 129 (3) of the Companies Act 2013 in FormAOC-1 is attached as Annexure VII to the Directors Report.

Consolidated accounts

The consolidated financial statement of the Company is prepared inaccordance with the provisions of Section 129 of Companies Act 2013 read with Companies(Accounts) Rules 2014 and Regulation 33 of SEBI Listing Regulations 2015.

The audited consolidated financial statements together withAuditor's report forms part of the Annual report.

Conservation of energy

a. Company ensures that the operations are conducted in the mannerwhereby optimum utilization and maximum possible savings of energy is achieved.

b. No specific investment has been made in reduction in energyconsumption.

c. As the impact of measures taken for conservation and optimumutilization of energy are not quantitative its impact on cost cannot be statedaccurately.

Technology absorption

As the technology cycles get shorter it is imperative that we continueto invest in enhancing our platform/frameworks in order to stay ahead of our competitionand remain as preferred partner of our customers.

Your Company continuing to enhance CloudEz and DataEz platforms andintroduced three new platforms – Blockedge for automating Blockchain infrastructureplatform readbl.ai for managing healthcare records through AI/ML and CloudAuth – tosignificantly increase the value we bring to our customers.

The Company has made strategic investments in people and platformsfocused on business specific solutions for enterprises with next gen technologies. Thesesolutions have helped build process efficiencies provide flexibility quick deploymentand improve the project deliverables thereby driving superior performance. Your Companycontinues to invest in automation employee re-skilling security and businesscontinuity.

Digital platforms have been used extensively across Delivery Productdevelopment and IT for insights on making our services ready for business continuity. Wehave redesigned IT asset lifecycle management and ensured smooth transition towork-from-home and ensured the visibility of asset its usage and accurate resourcebillability. The Company has made investments in security infrastructure with focusnetwork segmentation application security multi-factor authentication considering thework-from-anywhere requirements. Further your Company has redefined its enterprisearchitecture and made changes in its global infrastructure footprint.

Foreign exchange earnings and outflow

Particulars Finacial year 2021
Earnings in foreign exchange 3816.39
Foreign exchange outflow -

Internal Financial Controls

In accordance with Section 134(5)(e) of the Companies Act 2013 theCompany has implemented Internal Financial Controls by means of policies and procedureswhich commensurate with the size and nature of its operations and pertaining to financialreporting.

The Audit Committee as part of its roles prescribed in Regulation 18read with Part C of Schedule II of SEBI Listing Regulations 2015 have evaluated theinternal financial controls and risk management systems. In accordance with Rule8(5)(viii) of Companies (Accounts) Rules 2014 it is hereby confirmed that the InternalFinancials Controls are adequate with reference to the financial statements. Themanagement monitors and evaluates the efficacy and adequacy of the internal control systemin the Company its compliance with operating systems accounting procedures and policies.Based on the report of the internal auditor process owners undertake corrective action intheir respective areas and thereby strengthen the controls.

Other laws

Disclosure as required under Section 22 of Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013

The Company has in place a Policy on Prevention of Sexual Harassment(POSH) in line with the requirements of the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013. Frequent communication of this policyis done in assimilation programs and at regular intervals. The policy is available on thewebsite of the company.

https://www.securekloud.com/investor/policies/Policy-on-Prevention-of-Sexual-Harassment.pdf

Pursuant to Rule 8(5)(x) of Companies (Accounts) Rules 2014 theCompany has complied with the provisions relating to the constitution of InternalComplaints Committee. During the year under review there were no complaints received theCommittee.

a. Number of complaints filed during the calendar year - Nil

b. Number of complaints disposed of during the calendar year - Nil

c. Number of complaints pending as on end of the calendar year - Nil

Directors and Key Managerial Personnel

Following were the changes in the Board and Key Managerial Personnelduring the year and before the signing of this report: i. Based on recommendation ofnomination and remuneration Committee the board of directors in its meeting held on July30 2020 appointed Mr. S Ravichandran (DIN: 02831039) as Whole-time Director andsubsequently approved by the shareholders in the Annual General Meeting held on September30 2020. ii. Mrs. Padmini Ravichandran (DIN: 02831078) resigned from the office ofdirectorship effective July 30 2020. iii. Mr. Thyagarajan R appointed as the ChiefFinancial Officer on July 1 2020. iv. Mr. G Sri Vignesh appointed as Company Secretary onJuly 1 2020.

Changes after March 31 2021 until the date of the report i. Mr.Desikan Balaji (DIN: 08296716) resigned from the office of directorship effective May 142021. ii. Based on recommendation of nomination and remuneration committee the board ofdirectors in its meeting held on May 15 2021 appointed Mr. Biju Chandran (DIN: 06540000)as an additional director (independent category) and he is proposed to be appointed as anIndependent Director at the ensuing Annual General Meeting scheduled on September 30 2021as mentioned in the AGM notice.

Particulars of employees

The information relating to employees and other particulars requiredunder Section 197 of the Companies Act 2013 read with Rule 5 of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 will be provided uponrequest. In terms of Section 136 of the Companies Act 2013 the Report and Accounts arebeing sent to the members excluding the information on employees particulars of whichare available for inspection by the Members at the registered office of the Company duringthe business hours on all working days of the Company upto the date of the forthcomingAnnual General Meeting. If any member is interested in obtaining a copy thereof suchMember may write to the Company Secretary in the said regard.

The disclosure pertaining to the remuneration and other details asrequired under Section 197(12) of the Act and the Rules framed thereunder is enclosed asAnnexure III to the Boards Report.

Report on Corporate Governance

Pursuant to Regulation 34 (3) and Schedule V of SEBI ListingRegulations 2015 the Report on Corporate Governance forms an integral part of thisReport.

A detailed report on corporate governance is available as a separatesection in this Annual Report as Annexure IV to this report.

A certificate from the practicing company secretary regardingcompliance with the requirements of corporate governance attached as to this report asstipulated in SEBI Listing Regulations 2015.

The Chief Executive Officer & Chief Financial Officer (CEO/CFO)certification as required under the SEBI Listing Regulations 2015 is attached as AnnexureV to this report.

Statutory auditors

M/s. K. Gopal Rao & Co. Chartered Accountants Firm RegistrationNo.000956S was appointed as the statutory auditors of the Company at the 35th AnnualGeneral Meeting for a period of five years.

In accordance with Sections 139 and 141 of the Act and relevant Rulesprescribed there under the Company has received certificate from the statutory auditorsto the effect that have confirmed they are eligible to continue as Auditor. The auditorshave also confirmed that they have subjected themselves to the peer review process ofInstitute of Chartered Accountants of India (ICAI) and holds a valid certificate issued bythe peer review board of the ICAI.

The auditors' report for financial year 2021 does not contain anyqualification reservation or adverse remark. The report is enclosed with the financialstatements in this annual report. The auditors have issued an unmodified audit report onStandalone and consolidated financial results of the Company.

Secretarial audit

Pursuant to provisions of section 204 read with Rule 9 of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 your Company engagedthe services of M/s. P Sriram & Associates Practicing Company Secretaries toundertake the secretarial audit of the Company for the year ended March 31 2021.

The Secretarial Audit report forms part of the Annual Report attachedas Annexure I to this report.

Secretarial Standards

The Company has complied with the applicable Secretarial Standards SS-1on meetings of Board of Directors and SS-2 on General Meeting issued by the Institute ofCompany Secretaries of India as (ICSI) per Section 118(10) of the Companies Act 2013.

Extract of Annual Return

In accordance with sections 134(3)(a) and 92(3) of the Act the draftannual return in form MGT-7 is placed on the website of the Company

weblink:https://www.securekloud.com/investor/annual-report/2020-2021/Draft-MGT-7.pdf

Related Party Transactions

The Company has in place a policy on related party transactions asapproved by the board and the same is available on the website of the Company

(Weblink:https://securekloud.com/Investor/Policies/PolicyonRelatedpartytransactions.pdf)

All transactions with related parties that were entered into during thefinancial year 2021 were in the ordinary course of business and were on an arm'slength basis. There were no materially significant transactions made by the Company withpromoters directors key managerial personnel or other designated persons which may havea potential conflict with the interest of the company at large. There were no contracts orarrangements entered with related parties during the year to be disclosed under sections188(1) and 134 (3)(h) of the Act in form AOC-2. All transactions with related parties wereplaced before the audit committee for prior approval at the beginning of the financialyear 2021. The transactions entered pursuant to the approval so granted were placed beforethe audit committee for its review on a quarterly basis.

Corporate Social Responsibility initiatives

The brief outline of the Corporate Social Responsibility("CSR") Policy of the Company and the initiatives undertaken by the Company onCSR activities during the year are set out in Annexure II of this report in the formatprescribed in the Companies (Corporate Social Responsibility Policy) Rules 2014. Thepolicy is available on the website of the Company.

https://www.securekloud.com/investor/policies/CSR-Policy.pdf

Code of Business Conduct and Ethics

The board of directors has approved a code of conduct and ethics interms of Schedule V of Companies Act 2013 and SEBI Listing Regulation 2015. All theboard members and the senior management personnel have confirmed compliance with the codefor the year ended March 31 2021. The annual report contains a declaration to this effectsigned by the Chairman Chief Executive Officer (CEO).

Vigil Mechanism / Whistle Blower Policy

Pursuant to the provisions of Section 177(9) of the Act read with Rule7 of the Companies (Meetings of Board and its powers) Rules 2014 and Regulation 4 of theSEBI Listing Regulations 2015. The Company's vigil mechanism allows directors andemployees to report their concerns anonymously about unethical behavior actual/suspectedfraud. The vigil mechanism provides adequate safeguards against victimization of directorsand employees who avail this mechanism. The Company has established a Whistle BlowerPolicy and the same was hosted on the website of the Company.

Your Company hereby affirms that no director/employee has been deniedaccess to the chairman of the audit committee and that no complaints were received duringthe year.

https://securekloud.com/Investor/Policies/WhistleBlowerPolicy.pdf

Details of significant and material orders passed by the regulators orcourts or tribunals.

There are no significant material orders passed by the regulators orcourts or tribunals which would impact the going concern status of the Company.

Cost records and cost audit

Maintenance of cost records and requirement of cost audit as prescribedunder the provisions of Section 148(1) of the Companies Act 2013 are not applicable forthe business activities carried out by the Company.

Risk management

The Company implemented a risk management framework and have in place amechanism to inform the board members about risk assessment and minimization proceduresand periodical review to ensure that risks are controlled by the framework.

Evaluation of Board's performance

The performance of the board was evaluated after seeking inputs fromall the directors. The board has carried out an evaluation of its own performanceCommittees as whole Managing Director of the Board Independent and Non-IndependentDirectors and that of its directors individually. The manner in which the evaluation hasbeen carried out is explained in the report on corporate governance. Detailed Note on thecomposition of the board and its committees are provided in the report on corporategovernance.

Reporting of fraud

During the year under review neither the statutory auditors nor thesecretarial auditors has reported any instances of fraud committed against the Company byits officers or employees as specified under Section 143(12) of the Companies Act 2013.

Directors' Responsibility Statement

In terms of Section 134 (5) of the Companies Act 2013 the Board ofdirectors to the best of their knowledge and ability confirm:

i) That in the preparation of the annual accounts for the financialyear ended March 31 2021 the applicable accounting standards had been followed and thatthere was no material departures.

ii) The directors have selected such accounting policies and appliedthem consistently and made judgments and estimates that were 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 March 31 2021 and of the profit or loss of the Company for the year underreview.

iii) The directors have 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.

iv) The directors have prepared the annual accounts on a going concernbasis.

v) The directors had laid down internal financial controls to befollowed by the company and that such internal financial controls are adequate and wereoperating effectively; and

vi) The directors have devised proper system to ensure compliance withthe provisions of all applicable laws and that such system is adequate and operatingeffectively.

Acknowledgment and Appreciation

The directors wish to place on record their appreciation for thecommitted service of all employees at all levels.

The directors take this opportunity to thank the shareholdersfinancial institutions vendors banks customers Suppliers and Regulatory &Governmental Authorities for their continued support to the Company.

The directors also wish to thank all the employees for theircontribution support and continued commitment throughout the year.

For and on behalf of the Board of Directors

SecureKloud Technologies Limited

Place : Chennai Suresh Venkatachari S Ravichandran
Date: June 30 2021 Chairman Chief Executive Officer Whole-Time Director

.