You are here » Home » Companies » Company Overview » Senthil Infotek Ltd

Senthil Infotek Ltd.

BSE: 531980 Sector: IT
NSE: N.A. ISIN Code: INE564B01015
BSE 00:00 | 23 Sep 7.65 0
(0.00%)
OPEN

7.65

HIGH

7.65

LOW

7.65

NSE 05:30 | 01 Jan Senthil Infotek Ltd
OPEN 7.65
PREVIOUS CLOSE 7.65
VOLUME 50
52-Week high 15.68
52-Week low 3.88
P/E 765.00
Mkt Cap.(Rs cr) 4
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 7.65
CLOSE 7.65
VOLUME 50
52-Week high 15.68
52-Week low 3.88
P/E 765.00
Mkt Cap.(Rs cr) 4
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Senthil Infotek Ltd. (SENTHILINFOTEK) - Director Report

Company director report

To

The Members of

SENTHIL INFOTEK LIMITED

Secunderabad

Your Directors have pleasure in presenting the 27th Board's Report of your Companytogether with the Audited Financial Statements and the Auditors' Report for the financialyear ended on 31st March 2021.

1. FINANCIAL RESULTS

The Company's financial performance for the year ended on 31st March 2021 issummarized below:

(Rs. In Lakhs)

Particulars 31.03.2021 31.03.2020
Revenue from operation 11.17 12.15
Other Income 3.69 4.84
Total Income 14.86 16.99
Total Expenses 13.93 15.90
Profit (loss) before tax and depreciation and exceptional items 0.92 1.09
Depreciation and amortization 0.00 0.00
Profit before tax and exceptional items 0.92 1.09
Exceptional items 0.00 0.00
Profit (Loss) before tax 0.92 1.09
Less: Tax expenses 0.24 0.28
Net Profit (+) & Loss (-) after tax 0.68 0.81

2. STATE OF COMPANY'S AFFAIRS

It is imperative that affair of the Company are managed in a fair and transparentmanner. This is vital to gain and retain the trust of the shareholders.

The Financial Year 2020-21 was one of the challenging year in terms of sustainability.Due to the Covid-19 effect and economic slowdown during the Financial Year under reviewthe financial performance also got adversely affected as compared to the previousfinancial year though marginally. The highlights of the financial performance of theCompany are as under:-

• The revenue from operations has reduced from Rs. 12.15 Lakh in previousfinancial year to Rs. 11.17 Lakh in financial year ended on 31st March 2021.

• Other income being Interest on Bank Deposits has decreased from Rs. 4.84 Lakh inprevious financial year to Rs. 3.68 Lakh in financial year ended on 31st March 2021.

• The expenses has reduced from Rs. 15.90 Lakh in previous financial year to Rs.13.93 Lakh in financial year ended on 31st March 2021.

• The Net Profit has decreased from Rs.0.81 Lakh in previous financial year to Rs.0.68 Lakh in financial year ended on 31st March 2021.

3. PUBLIC DEPOSITS

The Company has not accepted any deposits during the year under review falling withinthe ambit of Section 73 of the Companies Act 2013 read with the Companies (Acceptance ofDeposits) Rules 2014.

4. TRANSFER TO RESERVE

During the year under review the Company has transferred the Net Profit of Rs. 0.68lakhs to Reserve and Surplus of the Company.

5. CHANGE IN THE NATURE OF BUSINESS IF ANY

During the year under review there was no change in the nature of business of theCompany.

6. DIVIDEND

Considering the future fund requirements of the Company to be met through retainedearnings your Directors have not recommended any dividend for the year under review.

7. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) read with Section 134(5) of the Act the Directors state:

(i) that in the preparation of the annual accounts for the Financial Year ended March312021 the applicable accounting standards have been followed along with properexplanation relating to material departures;

(ii) that the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of your Company as at March 31 2021 andof the profit of the company for that period;

(iii) that proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of Act for safeguarding the assets ofyour Company and for preventing and detecting fraud and other irregularities;

(iv) that the annual accounts have been prepared on a going concern basis;

(v) that proper internal financial controls laid down by the Directors were followed bythe Company and that such internal financial controls are adequate and were operatingeffectively; and

(vi) that proper systems to ensure compliance with the provisions of all applicablelaws were in place and that such systems were adequate and operating effectively.

8. SHARES

a. CHANGES IN SHARE CAPITAL

During the Financial Year 2020-21 there has been no change in the Share Capital of theCompany.

b. ISSUE OF SWEAT EQUITY SHARES

The Company has not issued any Sweat Equity Shares during the year under review.

c. ISSUE OF EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

d. ISSUE OF EQUITY SHARES WITH DIFFERNTIAL RIGHTS

The Company has not issued any Equity shares with differential rights during the periodunder review.

9. RELATED PARTY TRANSACTIONS

There is no materially significant related party transactions made by the Company withrelated parties during the year under review hence no details are required to be providedin Form AOC-2 as prescribed under Clause (h) of sub-section (3) of Section 134 of the Actand Rule 8 (2) of the Companies (Accounts) Rules 2014.

10. PARTICULARS OF INTER-CORPORATE LOANS GUARANTEES OR INVESTMENTS

The Company has not extendedany loans guarantee or provided security in connectionwith a loan to any person or Bodies Corporate or acquired by way of subscriptionpurchase or otherwise the securities of any other body corporate as covered under section186 of the Companies Act 2013 during the period under review.

11. SUBSIDIARIES ASSOCIATES AND JOINT VENTURES

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

12. EXTRACT OF ANNUAL RETURN

As required pursuant to Section 92(3) of the Companies Act 2013 and Rule 12(1) of theCompanies (Management and Administration) Rules 2014 a copy of the Extract of AnnualReturn is uploaded on the website of the Company at www.senthilinfo.com

13. DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of directors comprises the following persons:-

Sr.No Name Designation
1. Mr. Chellamani Pitchandi Executive and Managing Director
2. Mr. Sreehari Ankem Non-Executive and Independent Director
3. Mrs. Seethalakshmi Pitchandi Non-Executive Director
4. Mrs. Surekha Dittakavi Non-Executive and Independent Director
5. Mrs. Sarada Dittakavi Non-Executive and Independent Director

All Independent Directors of the Company have declared and confirmed that they meetwith the criteria of Independence as prescribed under Section 149(6) of the CompaniesAct 2013.

Mr. Sreehari Ankem and Mrs. Sarada Dittakavi whose term as Independent Directors of theCompany has expired. The Board has recommended their re-appointed as Independent Directorsfor a period of Five Years subject to the approval of shareholders in the ensuing AnnualGeneral Meeting.

The KMPs Comprises the Following Persons:-

Sr.No Name Designation
1. Mr. Chellamani Pitchandi Managing Director
2. Mrs. PMalliga Chief Financial Officer
3. Ms. Deshna Jain Company Secretary (from 9thJune 2021)

The following changes have been made in the Board of Directors and Key ManagerialPersonnel of the Company during the year under review till the date of Board meeting.

S. Name No Designation Appointment/ Resignation/ Change in Designation Appointment Date/ Resignation Date/ Change in Designation Date
1 Ms. Khusboo Agarwal Company Secretary Appointment 22.02.2021
2 Ms. Khusboo Agarwal Company Secretary Resignation 31.05.2021
3 Ms. Deshna Jain Company Secretary Appointment 09.06.2021

14. MEETINGS OF BOARD OF DIRECTORS

During the financial year 2020-21 the Board of Directors of the Company duly metfive(5) Timesi.e.25.06.2020 31.08.2020 13.11.2020 12.02.2021 and 22.02.2021. Theintervening gap between the two meetings was within the period as prescribed under theCompanies Act 2013 except the first Meeting of Board of Directors for the FY 2020-21 dueto the pandemic related lockdowns.

The Ministry of Corporate affairs have issued guidelines through General Circular No.11/2020 dated 24.03.2020 regarding the gap between 2 Board Meetings as per Section 173 ofthe Companies Act 2013 that can be extended to 180 days till 30.09.2020 instead of 120days. Ministry issued these measures due to the outbreak of Corona Virus pandemic globallyand in India too and due to the imposition of Lockdown by the Central Government ofIndia.

Further the status of attendance of Board Meeting by each Director is as follows:

Name of Committee Members No. of Board Meeting entitled to attend No. of Board Meeting attended
Mr. Chellamani Pitchandi 5 5
Mr. Sreehari Ankem 5 4
Mrs. Seethalakshmi Pitchandi 5 5
Mrs. Surekha Dittakavi 5 5
Mrs. Sarada Dittakavi 5 5

15. AUDIT COMMITTEE

The Composition of the Audit Committee as per Section 177 of the Companies Act 2013 isas follows:-

Name Category Designation
Mr. Sreehari Ankem Independent Director Member
Mrs. Surekha Dittakavi Independent Director Member
Mrs. Sarada Dittakavi Independent Director Member

Meeting

The Audit Committee met 4 (four) times during the period under review i.e.on25.06.2020 31.08.2020 13.11.2020 and 12.02.2021.

The attendance of members at the meetings held during the period under review were asfollows:

Name No. of meetings held No. of meetings attended
Mr. Sreehari Ankem 4 3
Mrs. Surekha Dittakavi 4 4
Mrs. Sarada Dittakavi 4 4

16. NOMINATION AND REMUNERATION COMMITTEE

The Composition of the Nomination and Remuneration Committee as per Section 178 of theCompanies Act 2013 is as follows:-

Name Category Designation
Mr. Sreehari Ankem Independent Director Member
Mrs.Seethalakshmi Pitchandi Director Member
Mrs. Sarada Dittakavi Independent Director Member

Meeting

One Meeting of Nomination and Remuneration Committee was held on 22.02.2021 during theperiod under review.

The attendance of members at the meetings held during the period under review were asfollows:

Name No. of meetings held No. of meetings attended
Mr. Sreehari Ankem 1 1
Mrs. Seethalakshmi Pitchandi 1 1
Mrs. Sarada Dittakavi 1 1

17. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Composition of the Stakeholders Relationship Committee as per Section 178 of theCompanies Act 2013 is as follows:-

Name Category Designation
Mr. Sreehari Ankem Independent Director Member
Mrs.Seethalakshmi Pitchandi Director Member
Mrs. Sarada Dittakavi Independent Director Member

Meeting

One Meeting of Stakeholders Relationship Committee was held on 12.02.2021 during theperiod under review.

The attendance of members at the meetings held during the period under review were asfollows:

Name No. of meetings held No. of meetings attended
Mr. Sreehari Ankem 1 0
Mrs.Seethalakshmi Pitchandi 1 1
Mrs. Sarada Dittakavi 1 1

18. BOARD EVALUATION

To comply with the provisions of Section 134(3)(p) of the Companies Act2013 and rulesmade thereunderthe Board has carried out the annual performance evaluation of theDirectors individually including the Independent Directors (wherein the concerned directorbeing evaluated did not participate) Board as a whole and following Committees of theBoard of Directors:

i) Audit Committee;

ii) Nomination and Remuneration Committee; and

iii) Stakeholders Relationship Committee.

The extract of the policy on evaluation of performance of the Board its Committees andIndependent Directors is placed on the website of the Company at www.senthilinfo.com

19. STATUTORY AUDITORS AND THE AUDITORS' REPORT:

M/s. GMN Rao& Co. Chartered Accountants (Firm Registration Number 016126S) wereappointed as the Statutory Auditors of the Company in the 20th Annual General Meeting heldon 28th September 2017 for a period of 5 years to hold their office from the conclusionof 20th Annual General Meeting till the conclusion of the 25th Annual General Meeting ofthe shareholders to be held in the year 2022.

The Auditors' Report is self-explanatory and hence does not require any furtherclarification from the Board of Directors. The Report does not contain any reservation oradverse remark or disclaimer or qualified opinion which requires any explanation from theBoard.

There is no fraud in the Company during the period under review and this is also beingsupported by the Statutory Auditors Report as no fraud has been reported in their AuditReport for the Financial Year ended on 31stMarch 2021.

20. COST AUDIT

In terms of Section 148 of the Act and the Companies (Cost Records and Audit) Rules2014 and any amendment thereto Cost Audit is not applicable to the Company.

21. SECRETARIAL AUDITORS

The Company has appointed Mr. Ajay Suman Shrivastava Practicing Company Secretaries toconduct the Secretarial Audit of the Company for the Financial Year 2020-21. TheSecretarial Audit Report for the Financial Year 2020-21 is attached to this report in FormMR- 3.There are no adverse opinion or remarks in the said report and therefore do notrequire any clarification/ explanation from the Board of Directors.

22. MATERIAL CHANGES & COMMITMENTS Covid-19

In the Month of May there was increase in the covid-19 pandemic situation all overIndia and due to that lockdown restriction were imposed by the Government of Telangana inthe State to control the situation from 12.05.2021 to 19.06.2021.

Due to the lockdown the operations had come to stand still the Company has adoptedWork from home Policy for its employees wherever possible and adopted all the safetymeasures like wearing of masks regular temperature measurement proper cleaning andsanitization etc at the work place.

There were no other material changes that have taken place during the period betweenthe end of the Financial year of the company to which the financial statement relate andthe date of the Board's Report.

23. DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTORS

The Board consists of the following Independent Directors:-

1. Mr. Sreehari Ankem

2. Mrs. Surekha Dittakavi

3. Mrs. Sarada Dittakavi

Pursuant to section 149(7) of the Companies Act 2013 the Independent Directors havegiven their disclosure that they meet the criteria of independence as provided insub-section 149(6) of the Act in the First Board Meeting of the Financial Year. FurtherMr. Sreehari Ankem and Mrs. Sarada Dittakavi are proposed to be reappointed for a furtherterm of 5 years wef 13.08.2021. Members are requested to approve the said reappointments.

There is no change in the policy containing terms and conditions for the appointment ofIndependent Directors enclosed herewith and also available on the website of the Companyat www.senthilinfo.com

A separate meeting of Independent Directors was held on 12.02.2021 in which only 2Directors were present.

24. RISK MANAGEMENT

The Company has a robust Risk Management Policy which identifies and evaluates thebusiness risks and opportunities. The Company recognizes that these risks need to bemanaged and mitigated to protect the interest of the stakeholders and to achieve businessobjectives.

The risk management framework is aimed at effectively mitigating the Company's variousbusiness and operational risks through strategic actions. The Risk Management Policy ismade available on the website of the company at www.senthilinfo.com

25. INTERNAL FINANCIAL CONTROLS RELATED TO FINANCIAL STATMENETS

The Board has adopted the policies and procedures for ensuring the orderly andefficient conduct of its business including adherence to Company's policies relating toInternal Controls over financial statements.

For the year ended 31st March 2021 the Board is of the opinion that the Company hasput in place Internal Financial Controls to ensure accuracy and completeness of accountingrecords preparation of timely and reliable financial information so as to substantiallyreduce the risk of material misstatements and inaccuracies in the Company's FinancialStatements.

26. CORPORATE SOCIAL RESPONSIBILITY

The Provisions relating to Corporate Social Responsibility (CSR) are not applicable tothe Company during the year under review hence there is no requirement to comply withsection 135 of the Companies Act 2013 read with Companies (Corporate SocialResponsibility) Rules 2014.

27. CODE OF CONDUCT AND NON APPLOCABILITY OF CORPORATE GOVERNANCE CODE:

The Company has adopted a Code of Conduct for its employees including the ManagingDirector and the Key Executives. The said Code of Conduct is available on Company'sWebsite. A report on Corporate Governance under Regulations 17 to 27 is not being givensince the Schedule V and clauses (b) to (i) of Regulation 46(2) of SEBI (LODR)Regulations 2015 are not applicable to the Company.

28. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS ANDOUTGO

The details of conservation of energy technology absorption foreign exchange earningsand outgo are as follows:

a) Conservation of energy

1 The steps taken or impact on conservation of energy Being a service provider The Company requires minimal energy and every endeavor is made to ensure the optimum use of energy so that wastage of energy can be avoided.
2 The steps taken by the company for utilizing alternate sources of energy
3 The capital investment on energy conservation equipment’s

b) Technology absorption

(i)
(ii) substitution
(iii) in case of imported technology (imported during the last three years reckoned from the i al year)- N.A.
(a) the details of technology im ported
(b) the year of import;
(c) whether the technology been fully absorbed
(d) if not fully absorbed areas where absorption has not taken place and the reasons thereof
(iv) the expenditure incurred on Research and Development

c) Foreign exchange earnings and Outgo

The Foreign Exchange earned in terms of actual inflows during the year:- NIL TheForeign Exchange outgo during the year in terms of actual outflows:- NIL

29. VIGIL MECHANISM / WHISTLE BLOWER POLICY

To comply with the provisions of Section 177 of the Companies Act 2013 and Regulation22 of SEBI (LODR) Regulation 2015 (Voluntarily) the Company has adopted a Vigil Mechanism/ Whistle Blower Policy for employees and directors of the Company. Under the VigilMechanism Policy the protected disclosures can be made by a victim through a letter tothe Chairman of the Audit Committee.

The main objective of this policy is to provide a platform to Directors and employeesto raise their concerns regarding any irregularity misconduct or unethical matters /dealings within the Company which have a negative bearing on the organization eitherfinancially or otherwise.

The details of the Policy is available on the website of the Company atwww.senthilinfo.com

30. PARTICULARS OF EMPLOYEES

None of the employees who have worked throughout the year or a part of the financialyear were getting remuneration in excess of the threshold mentioned under Section 197 ofthe Companies Act 2013 read with rule 5 of Companies (Appointment and Remuneration)Rules 2014.

31. SECRETARIAL STANDARDS

The Company is in regular compliance of the applicable provisions of SecretarialStandards issued by the Institute of Company Secretaries of India.

32. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNAL

There are no significant material orders has been passed by any Regulators or Courts OrTribunals affecting the going concern status and Company's operations in future.

33. SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION PROHIBITION AND REDRESSAL)ACT 2013.

The Company has adopted a Policy as per the provisions of the Sexual Harassment ofwomen at work place (Prevention Prohibition and Redressal) Act 2013. There were nocomplaints received/pending relating to sexual harassment during the year under review.

34. MARKET PRICE DATA AND PERFORMANCE COMPARISON

The market price High and Low during financial year 2020-21 in BSE Limited is asfollows:-

Month of Trading High (in INR) Low (in INR)
April 5.30 4.66
May 6.11 5.00
June 5.10 4.61
July 5.05 4.13
August 4.51 3.56
September 4.31 3.90
October 4.08 3.71
November 4.28 3.43
December 4.33 3.43
January 4.52 4.09
February 4.50 4.50
March 4.28 4.28

Distribution details on shares for the period 31.03.2021 NE564B01015

Shares

Holders

Shares

Number % To Total No of Shares % To Total
Upto - 500 982 89.52 378756 7.5
501 - 1000 42 3.83 35497 0.7
1001 - 2000 22 2.01 31449 0.62
2001 - 3000 16 1.46 39597 0.78
3001 - 4000 10 0.91 34530 0.68
4001 - 5000 2 0.18 9600 0.19
5001 - 10000 7 0.64 52256 1.03
10001 and above 16 1.46 4468315 88.48
Total 1097 100 5050000 100

35. LISTING AGREEMENT:

The Equity shares of your Company are listed at Bombay Stock Exchange (BSE Ltd.). YourCompany has duly complied with all the requirements of concerned Stock Exchange inAccordance with applicable provisions of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 as amended from time to time.

36. ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation for the sincere servicesrendered by employees of the Company at all levels. Your Directors also wish to place onrecord their appreciation for the valuable co-operation and support received from thevarious Government Authorities the Banks / Financial Institutions and other stakeholderssuch as members customers and suppliers among others. Your Directors also commend thecontinuing commitment and dedication of the employees at all levels which has beencritical for the Company's success. Your Directors look forward to their continued supportin future.

For and on behalf of the Board
SENTHIL INFOTEK LIMITED
Date: August 13 2021 Sd/- Sd/-
Place:157 Dhanalakshmi Society (P. SEETHALAKSHMI) (CHELLAMANI PITCHANDI)
Mahendra Hills East Marredpally Director Managing Director
Secunderabad- 500 026 Telangana. DIN:02779034 DIN:01256061

.